N-CSR 1 d869203dncsr.htm N-CSR N-CSR

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-4984

 

 

AMERICAN BEACON FUNDS

(Exact name of registrant as specified in charter)

 

 

220 East Las Colinas Boulevard, Suite 1200

Irving, Texas 75039

(Address of principal executive offices)-(Zip code)

 

 

GENE L. NEEDLES, JR., PRESIDENT

220 East Las Colinas Boulevard, Suite 1200

Irving, Texas 75039

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: (817) 391-6100

Date of fiscal year end: January 31, 2020

Date of reporting period: January 31, 2020

 

 

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

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

 

 

 


ITEM 1.

REPORTS TO STOCKHOLDERS.


LOGO


About American Beacon Advisors

 

Since 1986, American Beacon Advisors, Inc. has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.

Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.

ACADIAN EMERGING MARKETS MANAGED VOLATILITY FUND

Investing in foreign and emerging market securities may involve heightened risk due to currency fluctuations and economic and political risks. Investing in lower volatility securities may produce more modest gains than other stock funds as a trade-off for the potentially lower downside risk. The use of futures contracts for cash management may subject the Fund to losing more money than invested. The Fund participates in a securities lending program. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and each Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions, and, therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.

 

American Beacon Funds

January 31, 2020


Contents

 

 

President’s Message

    1  

Market and Performance Overviews

    2  

Expense Examples

    6  

Report of Independent Registered Public Accounting Firm

    8  

Schedules of Investments:

 

American Beacon Acadian Emerging Markets Managed Volatility Fund

    9  

Financial Statements

    17  

Notes to Financial Statements

    20  

Financial Highlights:

 

American Beacon Acadian Emerging Markets Managed Volatility Fund

    42  

Federal Tax Information

    47  

Trustees and Officers of the American Beacon Funds

    48  

Privacy Policy

    54  

Additional Fund Information

    Back Cover  


President’s Message

 

 

LOGO  

Dear Shareholders,

 

During the 12 months of this reporting period, news reports highlighted multiple disruptive headwinds in the global economy; among them the U.S. trade war with China and its toll on the global economy, Brexit, disruptions in the Middle East and protests in Hong Kong. And although the headlines seemed to be just starting during the period addressed in this report, it’s now undeniable that the global spread of the COVID-19 virus is having an overwhelming effect on the world’s markets, the full impact of which is unknown at this time.

 

As Peter L. Bernstein said in his treatise on risk, Against the Gods: The Remarkable Story of Risk, published by John Wiley & Sons, Inc. in September 1998, “Volatility is a proxy for uncertainty and must be accommodated in measuring investment risk.”

 

During times of economic uncertainty and market volatility, fear of loss can be a powerful emotion – one that drives many investors to making short-term decisions subject to a variety of potential error-leading biases. Unfortunately, some short-term investment decisions may create more volatility rather than mitigate it.

Instead of dwelling on the markets’ short-term reaction to waves of negative global news, we encourage investors to focus on the horizon instead. Long-term investing isn’t about identifying and anticipating the next big market move, it is about identifying the right investment products for riding out those moves. As a long-term investor, you should keep in mind the three Ds: direction, discipline and diversification.

 

u  

Direction: Achieving your long-term financial goals requires an individualized plan of action. You may want your plan to provide some measure of protection against periods of geopolitical turmoil, economic uncertainty, market volatility and job insecurity. Your plan should be reviewed annually and be adjusted in the event your long-range needs change.

 

u  

Discipline: Long-term, systematic participation in an investment portfolio requires your resolution to stay the course. Spending time in the market – rather than trying to time the market – may place you in a better position to reach your long-term financial goals.

 

u  

Diversification: By investing in different investment styles and asset classes, you may be able to help mitigate financial risks across your investment portfolio. By allocating your investment portfolio according to your risk-tolerance level, you may be better positioned to weather storms and achieve your long-term financial goals.

Since 1986, American Beacon has endeavored to provide investors with a disciplined approach to realizing long-term financial goals. As a manager of managers, we strive to provide investment products that may enable investors to participate during market upswings while potentially insulating against market downswings.

Many of the sub-advisors to our mutual funds pursue upside capture and/or downside protection using proprietary strategies. The investment teams behind our mutual funds seek to produce consistent, long-term results rather than focus only on short-term movements in the markets. In managing our investment products, we emphasize identifying opportunities that offer the potential for long-term rewards.

Our management approach is more than a concept; it’s the cornerstone of our culture. And we strive to apply it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards while mitigating volatility and risk.

Thank you for your continued interest in American Beacon. For additional information about our investment products or to access your account information, please visit our website at www.americanbeaconfunds.com.

Best Regards,

 

LOGO

Gene L. Needles, Jr.

President

American Beacon Funds

 

 

1


Global Equity and Emerging Markets Overview

January 31, 2020 (Unaudited)

 

 

Global equity markets closed with a gain for the 12-month period ended January 31, 2020, as evidenced by the MSCI ACWI Index (up 16.0%). In the U.S., the unemployment rate moved slightly up to 3.6%, and gross domestic product growth for 2019 averaged 2.3%. The fiscal year began with global uncertainty stemming from Brexit-related turmoil in the eurozone, as well as the U.S.-China trade war and the effects reverberating from it.

However, as the year went on, markets were emboldened by progress toward a “phase one” trade deal between the U.S. and China, and the uncertainty regarding the eurozone was reduced with a strong electoral win by the Conservative Party and Boris Johnson in the U.K. Investors welcomed the Federal Reserve’s rate cuts and the monetary easing efforts enacted by other central banks. Although these positive trends were well-received, investors maintained a healthy dose of caution given the history of trade rhetoric between U.S. and China, the U.S. entering a presidential election year, and the emergence of a potential pandemic stemming from the newly identified COVID-19 virus.

Emerging Markets delivered positive returns, with the MSCI Emerging Markets Index up 3.8% for the period under review. Following are some country highlights:

 

   

Chinese equities rose 5.8% for the period while awaiting the completion of the phase one trade deal with the U.S., which was officially signed in January 2020. Although Beijing’s stimulus measures took root, pro-democracy protests in Hong Kong remained a dark cloud.

 

   

Brazilian equities closed down 0.8%, despite a positive 2020 forecast for economic and domestic demand recovery.

 

   

Mexican equities ticked up 2.8% on the U.S. House of Representatives’ approval of the United States-Mexico-Canada Agreement, a new trade deal seeking to modernize the 26-year-old North American Free Trade Agreement, and the resulting diminished threat of new auto tariffs.

 

   

Turkish equities posted a 4.5% loss despite the central bank cutting interest rates in an effort to revive the nation’s economy.

Ultimately, Emerging Markets lagged developed markets during the period as investors deliberated over the effect of back and forth U.S.-China trade negotiations, which had an outsized impact on performance.

 

 

2


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

The Investor Class of the American Beacon Acadian Emerging Markets Managed Volatility Fund (the “Fund”) returned 0.06% for the 12 months ended January 31, 2020. The Fund underperformed the MSCI Emerging Markets Index (the “Index”) return of 3.81% for the period.

Comparison of Changes in Value of a $10,000 Investment for the period 9/27/2013 through 1/31/2020

 

LOGO

 

Total Returns for the Period ended January 31, 2020

 

      

Ticker

    

1 Year

  

3 Years

    

5 Years

  

Since Inception
(9/27/2013)

  

Value of $10,000
9/27/2013-

1/31/2020

Institutional Class (1,3)

     ACDIX          0.42 %        7.46 %          2.82 %        2.80 %      $ 11,914

Y Class (1,3)

     ACDYX          0.23 %        7.35 %          2.73 %        2.69 %      $ 11,835

Investor Class (1,3)

     ACDPX          0.06 %        7.08 %          2.45 %        2.43 %      $ 11,643

A without Sales Charge (1,3)

     ACDAX          0.03 %        7.06 %          2.41 %        2.38 %      $ 11,611

A with Sales Charge (1,3)

     ACDAX          (5.73 )%        4.97 %          1.21 %        1.43 %      $ 10,944

C without Sales Charge (1,3)

     ACDCX          (0.71 )%        6.23 %          1.66 %        1.61 %      $ 11,064

C with Sales Charge (1,3)

     ACDCX          (1.71 )%        6.23 %          1.66 %        1.61 %      $ 11,064
                                 

MSCI Emerging Markets Index (2)

              3.81 %        7.88 %          4.48 %        3.35 %      $ 12,323

 

1.

Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of the fees charged to each Class of the Fund has been waived since Fund inception. Performance prior to waiving fees was lower than the actual returns shown since inception. A Class shares have a maximum sales charge of 5.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

 

 

3


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

2.

The MSCI Emerging Markets Index is a market capitalization weighted index composed of companies that are representative of the market structure of developing countries in Latin America, Asia, Eastern Europe, the Middle East and Africa. The MSCI® information contained herein: (1) is provided “as is,” (2) is proprietary to MSCI and/or its content providers, (3) may not be used to create any financial instruments or products or any indexes and (4) may not be copied or distributed without MSCI’s express written consent. MSCI disclaims all warranties with respect to the information. Neither MSCI nor its content providers are responsible for any damages or losses arising from any use of this information. One cannot directly invest in an index.

 

3.

The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A and C Class shares were 1.71%, 1.76%, 2.15%, 2.02% and 2.77%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The Fund underperformed the Index over the one-year period primarily due to stock selection. Country allocation was moderately positive.

Stock selections in China and Taiwan detracted from relative performance during the period. The primary detractors in China included China Telecom Corp. Ltd., Class H (down 25.5%) and China Unicom Hong Kong Ltd. (down 25.7%). Detractors in Taiwan included Sitronix Technology Corp. (down 12.3%). Stock selections in Brazil such as Grupo SBF S.A. (up 179.1%) provided positive contribution to relative returns.

Relative contribution from country allocation was positive for the 12-month period. Overweighting Egypt (up 31.7%) and Greece (up 28.0%) contributed positively to relative performance. On the other hand, overweighting Chile (down 31.7%) detracted from relative performance during the period.

The Fund’s basic philosophy remains focused on investing in a well-diversified portfolio of low volatility stocks that aims to maximize risk-adjusted returns.

 

Top Ten Holdings (% Net Assets)        
Samsung Electronics Co., Ltd.           3.9  
China Telecom Corp. Ltd., Class H           1.4  
Foxconn Industrial Internet Co., Ltd., Class A           1.4  
Gazprom Neft PJSC, Sponsored ADR           1.4  
Hellenic Telecommunications Organization S.A.           1.4  
Hindustan Unilever Ltd.           1.4  
IRB Brasil Resseguros S/A           1.4  
Magyar Telekom Telecommunications PLC           1.4  
Oracle Financial Services Software Ltd.           1.4  
Taiwan Shin Kong Security Co., Ltd.           1.4  
Total Fund Holdings      182       
       
Sector Allocation (% Equities)        
Financials           24.0  
Information Technology           18.0  
Communication Services           17.7  
Utilities           10.4  
Consumer Staples           9.6  
Industrials           6.4  
Energy           4.7  
Consumer Discretionary           4.6  
Materials           2.6  
Health Care           1.3  
Real Estate           0.7  

 

 

4


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

Country Allocation (% Equities)        
China           28.6  
Republic of Korea           12.8  
Taiwan           8.6  
India           8.3  
Brazil           4.3  
Russia           4.2  
Malaysia           3.8  
Thailand           3.8  
Mexico           3.6  
Philippines           3.5  
Egypt           3.1  
Chile           2.5  
Czech Republic           2.3  
South Africa           2.3  
Greece           2.1  
Hungary           2.0  
Poland           1.6  
Turkey           0.8  
Peru           0.7  
Indonesia           0.5  
United States           0.5  
Hong Kong           0.1  

 

 

5


American Beacon FundsSM

Expense Examples

January 31, 2020 (Unaudited)

 

 

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (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 invested at the beginning of the period in each Class and held for the entire period from August 1, 2019 through January 31, 2020.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = $8.60), then multiply the result by the “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

Hypothetical Example for Comparison Purposes

The “Hypothetical” lines of the tables provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. Shareholders of the Investor and Institutional Classes that invest in the Funds through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Fund, such as sales charges (loads) or redemption fees, as applicable. Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the tables are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.

 

 

6


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Expense Examples

January 31, 2020 (Unaudited)

 

 

American Beacon Acadian Emerging Markets Managed Volatility Fund

 

   
    Beginning Account Value
8/1/2019
  Ending Account Value
1/31/2020
  Expenses Paid During
Period
8/1/2019-1/31/2020*
Institutional Class            
Actual       $1,000.00       $1,010.90       $6.84
Hypothetical**       $1,000.00       $1,018.40       $6.87
Y Class            
Actual       $1,000.00       $1,009.90       $7.35
Hypothetical**       $1,000.00       $1,017.90       $7.38
Investor Class            
Actual       $1,000.00       $1,009.30       $8.76
Hypothetical**       $1,000.00       $1,016.48       $8.79
A Class            
Actual       $1,000.00       $1,009.00       $8.86
Hypothetical**       $1,000.00       $1,016.38       $8.89
C Class            
Actual       $1,000.00       $1,004.50       $12.63
Hypothetical**       $1,000.00       $1,012.60       $12.68

 

*

Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 1.35%, 1.45%, 1.73%, 1.75%, and 2.50% for the Institutional, Y, Investor, A, and C Classes, respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (184) by days in the year (365) to reflect the half-year period.

**

5% return before expenses.

 

 

7


American Beacon FundsSM

Report of Independent Registered Public Accounting Firm

 

 

To the Board of Trustees of American Beacon Funds and the Shareholders of American Beacon Acadian Emerging Markets Managed Volatility Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of American Beacon Acadian Emerging Markets Managed Volatility Fund (one of the series constituting American Beacon Funds, referred to hereafter as the “Fund”) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020, the statement of changes in net assets for each of the two years in the period ended January 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended January 31, 2020 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of January 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended January 31, 2020 and the financial highlights for each of the five years in the period ended January 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended January 31, 2016 and the financial highlights for each of the periods ended on or prior to January 31, 2016 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated March 31, 2016 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s 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 Fund 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 conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

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 January 31, 2020 by correspondence with the custodian, transfer agent 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.

PricewaterhouseCoopers LLP

Dallas, TX

March 30, 2020

We have served as the auditor of one or more investment companies in the American Beacon family of funds since 2016.

 

 

8


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Brazil - 3.76%            
Common Stocks - 2.30%            
Alupar Investimento S.A.A       3,700         $ 25,556
CPFL Energia S.A.       1,000           8,936
Grupo SBF S.A.B       616           5,675
IRB Brasil Resseguros S/A       14,900           155,972
Neoenergia S.A.       5,000           30,040
Telefonica Brasil S.A., ADR       796           11,049
Transmissora Alianca de Energia Eletrica S.A.A       2,400           17,350
           

 

 

 

Total Common Stocks

              254,578
           

 

 

 
           
Preferred Stocks - 1.46%            
           
Centrais Eletricas Santa Catarina C       900           11,249
Cia de Transmissao de Energia Eletrica Paulista C       1,200           6,220
Telefonica Brasil S.A. C       10,400           144,225
           

 

 

 

Total Preferred Stocks

              161,694
           

 

 

 
           

Total Brazil (Cost $296,034)

              416,272
           

 

 

 
           
Chile - 2.22%            
Common Stocks - 2.22%            
Banco de Chile       4,737           466
Blumar S.A.       25,008           8,265
Cia Cervecerias Unidas S.A.       1,442           12,730
Embotelladora Andina S.A., Class B, ADR       2,810           43,583
Empresas COPEC S.A.       442           3,943
Enel Americas SA       60,566           11,934
Enel Chile S.A.       1,495,968           141,877
Inversiones Aguas Metropolitanas S.A.       6,607           6,192
Minera Valparaiso S.A.       54           905
Quinenco S.A.       1,735           2,991
Sigdo Koppers S.A.       10,378           12,838
           

 

 

 

Total Common Stocks

              245,724
           

 

 

 
           

Total Chile (Cost $277,464)

              245,724
           

 

 

 
           
China - 25.39%            
Common Stocks - 25.39%            
Agricultural Bank of China Ltd., Class HD       384,000           148,071
Bank of China Ltd., Class HD       385,000           148,860
Bank of Communications Co., Ltd., Class HD       216,000           137,680
Beijing Chunlizhengda Medical Instruments Co., Ltd., Class HD       11,636           83,566
Beijing Jingkelong Co., Ltd., Class H       69,000           11,549
Changshouhua Food Co., Ltd.D       19,000           6,549
China CITIC Bank Corp. Ltd., Class HD       33,000           17,180
China Construction Bank Corp., Class HD       189,000           143,372
China Everbright Bank Co., Ltd., Class HD       239,000           95,793
China Minsheng Banking Corp. Ltd., Class HD       209,000           145,797
China Mobile Ltd.D       17,500           143,274
China Petroleum & Chemical Corp., Class HD       216,000           113,972
China Telecom Corp. Ltd., Class HD       388,000           150,663
China Unicom Hong Kong Ltd.D       176,000           146,735
CITIC Ltd.D       126,000           141,465
CNOOC Ltd.D       12,000           18,179
COSCO SHIPPING International Hong Kong Co., Ltd.D       94,000           28,083
Foxconn Industrial Internet Co., Ltd., Class AD       52,900           150,739
Fuguiniao Co., Ltd., Class HB D E       28,000           -
GoerTek, Inc., Class AD       36,100           120,683
Huishang Bank Corp. Ltd., Class HD       99,100           36,491

 

See accompanying notes

 

9


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
China - 25.39% (continued)            
Common Stocks - 25.39% (continued)            
Industrial & Commercial Bank of China Ltd., Class HD       219,000         $ 145,736
Lenovo Group Ltd.D       108,000           70,398
Lens Technology Co., Ltd., Class AD       15,500           45,541
Luxshare Precision Industry Co., Ltd., Class AD       3,300           21,216
NVC International Holdings Ltd.D       949,000           28,887
PetroChina Co., Ltd., Class HD       326,000           143,585
Ping An Insurance Group Co. of China Ltd., Class HD       13,000           147,071
Sunac China Holdings Ltd.D       11,000           53,030
Tencent Holdings Ltd.D       2,000           94,966
Universal Scientific Industrial Shanghai Co., Ltd., Class AD       23,745           64,972
           

 

 

 

Total Common Stocks

              2,804,103
           

 

 

 
           

Total China (Cost $2,999,362)

              2,804,103
           

 

 

 
           
Czech Republic - 2.01%            
Common Stocks - 2.01%            
CEZ A/SD       6,276           137,382
Kofola CeskoSlovensko A/SD       1,018           11,812
Komercni banka A/SD       836           28,723
Philip Morris CR A/SD       65           43,989
           

 

 

 

Total Common Stocks

              221,906
           

 

 

 
           

Total Czech Republic (Cost $191,900)

              221,906
           

 

 

 
           
Egypt - 2.79%            
Common Stocks - 2.79%            
Commercial International Bank Egypt SAED       17,672           95,183
Credit Agricole Egypt SAED       9,625           26,797
Faisal Islamic Bank of EgyptD       46,254           42,408
MM Group for Industry & International Trade SAEB D       90           54
Telecom Egypt Co.D       184,372           143,997
           

 

 

 

Total Common Stocks

              308,439
           

 

 

 
           

Total Egypt (Cost $251,475)

              308,439
           

 

 

 
           
Greece - 1.85%            
Common Stocks - 1.85%            
Aegean Airlines S.A.D       2,427           22,469
European Reliance General Insurance Co. S.A.D       3,556           19,530
Hellenic Telecommunications Organization S.A.D       10,293           153,848
Thessaloniki Water Supply & Sewage Co. S.A.D       1,610           8,267
           

 

 

 

Total Common Stocks

              204,114
           

 

 

 
           

Total Greece (Cost $145,554)

              204,114
           

 

 

 
           
Hong Kong - 0.12% (Cost $20,109)            
Common Stocks - 0.12%            
Goldlion Holdings Ltd.D       46,000           12,741
           

 

 

 
           
Hungary - 1.79%            
Common Stocks - 1.79%            
Magyar Telekom Telecommunications PLCD       105,940           158,033
MOL Hungarian Oil & Gas PLCD       2,320           19,616
OTP Bank NyrtD       282           13,075
Richter Gedeon NyrtD       231           4,956
Zwack Unicum RtD       33           1,914
           

 

 

 

Total Common Stocks

              197,594
           

 

 

 
           

Total Hungary (Cost $189,304)

              197,594
           

 

 

 
           

 

See accompanying notes

 

10


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
India - 7.40%            
Common Stocks - 7.40%            
Accelya Solutions India Ltd.B D       828         $ 12,168
Dabur India Ltd.D       3,593           24,998
GlaxoSmithKline Pharmaceuticals Ltd.D       1,581           36,783
Gujarat Industries Power Co., Ltd.D       7,676           8,660
Hinduja Global Solutions Ltd.D       805           7,555
Hindustan Unilever Ltd.D       5,387           153,707
Infosys Ltd.D       6,332           69,045
Infosys Ltd., Sponsored ADR       7,875           86,310
ION Exchange India Ltd.D       2,845           37,682
Oracle Financial Services Software Ltd.B D       3,733           152,776
Procter & Gamble Hygiene & Health Care Ltd.D       426           65,972
SJVN Ltd.D       34,607           12,319
Wipro Ltd.D       44,149           146,335
Wipro Ltd., ADR       810           2,940
           

 

 

 

Total Common Stocks

              817,250
           

 

 

 
           

Total India (Cost $701,331)

              817,250
           

 

 

 
           
Indonesia - 0.42%            
Common Stocks - 0.42%            
Astra Graphia Tbk PTD       167,100           11,541
Multipolar Technology Tbk PTD       558,900           14,065
Telekomunikasi Indonesia Persero Tbk PTD       75,300           20,855
           

 

 

 

Total Common Stocks

              46,461
           

 

 

 
           

Total Indonesia (Cost $95,880)

              46,461
           

 

 

 
           
Malaysia - 3.38%            
Common Stocks - 3.38%            
Batu Kawan BhdD       1,500           5,958
Kuala Lumpur Kepong BhdD       350           1,946
Malayan Banking BhdD       10,000           20,514
MISC BhdD       25,600           47,609
Public Bank BhdD       32,400           146,572
Tenaga Nasional BhdD       49,528           150,218
           

 

 

 

Total Common Stocks

              372,817
           

 

 

 
           

Total Malaysia (Cost $378,749)

              372,817
           

 

 

 
           
Mexico - 3.17%            
Common Stocks - 3.17%            
Coca-Cola Femsa S.A.B. de C.V.A       23,821           145,544
Coca-Cola Femsa S.A.B. de C.V., Sponsored ADR       117           7,131
Grupo Industrial Saltillo S.A.B. de C.V.       1,900           2,313
Industrias Bachoco S.A.B. de C.V., Series B       17,308           69,450
Invex Controladora S.A.B. de C.V., Class A       1,177           4,411
Wal-Mart de Mexico S.A.B. de C.V.       41,394           121,123
           

 

 

 

Total Common Stocks

              349,972
           

 

 

 
           

Total Mexico (Cost $359,278)

              349,972
           

 

 

 
           
Peru - 0.63%            
Common Stocks - 0.63%            
Corp. Aceros Arequipa S.A.       90,277           24,262
Enel Generacion Peru S.A.A.       380           267
Engie Energia Peru S.A.       2,663           6,134
Intercorp Financial Services, Inc.       617           26,007

 

See accompanying notes

 

11


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Peru - 0.63% (continued)            
Common Stocks - 0.63% (continued)            
Luz del Sur S.A.A.       1,768         $ 12,532
           

 

 

 

Total Common Stocks

              69,202
           

 

 

 
           

Total Peru (Cost $61,491)

              69,202
           

 

 

 
           
Philippines - 3.07%            
Common Stocks - 3.07%            
Asia United Bank Corp.D       19,880           20,391
China Banking Corp.D       51,412           25,323
Cosco Capital, Inc.D       261,300           31,238
Eagle Cement Corp.D       101,800           25,311
Globe Telecom, Inc.D       345           12,791
Manila Electric Co.D       24,380           123,075
Philippine National BankB D       18,855           11,761
Pilipinas Shell Petroleum Corp.D       5,480           3,225
RFM Corp.D       132,000           12,990
San Miguel Corp.D       12,387           33,833
Top Frontier Investment Holdings, Inc.B D       3,950           14,603
Union Bank of the PhilippinesD       19,531           24,389
           

 

 

 

Total Common Stocks

              338,930
           

 

 

 
           

Total Philippines (Cost $394,612)

              338,930
           

 

 

 
           
Poland - 1.39%            
Common Stocks - 1.39%            
Dom Development S.A.D       576           14,128
Netia S.A.B D       10,180           11,971
Stalexport Autostrady S.A.D       32,382           24,732
TEN Square Games S.A.D       1,674           99,719
Zespol Elektrocieplowni Wroclawskich Kogeneracja S.A.B D       373           3,330
           

 

 

 

Total Common Stocks

              153,880
           

 

 

 
           

Total Poland (Cost $139,101)

              153,880
           

 

 

 
           
Republic of Korea - 11.31%            
Common Stocks - 11.31%            
Busan City Gas Co., Ltd.D       989           28,665
BYC Co., Ltd.D       44           8,238
Daesung Energy Co., Ltd.D       8,294           34,975
ESTec Corp.D       1,734           15,705
Fursys, Inc.D       862           20,686
Incheon City Gas Co., Ltd.D       1,386           32,159
Jinro Distillers Co., Ltd.D       966           24,573
JLS Co., Ltd.D       9,573           59,946
Kia Motors Corp.D       3,648           124,243
KT Corp.B D       7,015           148,899
RedcapTour Co., Ltd.D       176           2,187
Samsung Electronics Co., Ltd.D       9,093           425,545
Samwonsteel Co., Ltd.D       3,736           8,987
Samyang Tongsang Co., Ltd.D       602           30,911
SK Hynix, Inc.D       461           35,755
SK Telecom Co., Ltd.D       772           148,497
Yesco Holdings Co., Ltd.D       2,505           76,269
Youngone Holdings Co., Ltd.D       671           23,203
           

 

 

 

Total Common Stocks

              1,249,443
           

 

 

 
           

Total Republic of Korea (Cost $1,252,264)

              1,249,443
           

 

 

 
           

 

See accompanying notes

 

12


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Russia - 3.77%            
Common Stocks - 3.77%            
Gazprom Neft PJSC, Sponsored ADRD       4,321         $ 150,267
MMC Norilsk Nickel PJSC, ADRD       3,784           121,955
Rostelecom PJSC, Sponsored ADRD       17,496           140,469
Severstal PJSC, GDRD       244           3,429
           

 

 

 

Total Common Stocks

              416,120
           

 

 

 
           

Total Russia (Cost $259,226)

              416,120
           

 

 

 
           
South Africa - 2.07%            
Common Stocks - 1.71%            
Anglo American Platinum Ltd.D       587           46,973
Combined Motor Holdings Ltd.D       9,782           13,646
Motus Holdings Ltd.D       23,788           128,111
           

 

 

 

Total Common Stocks

              188,730
           

 

 

 
           
Preferred Stocks - 0.36%            
           
Absa Bank Ltd. C D       814           40,087
           

 

 

 
           

Total South Africa (Cost $266,073)

              228,817
           

 

 

 
           
Taiwan - 7.64%            
Common Stocks - 7.64%            
104 Corp.D       3,000           14,991
Dafeng TV Ltd.D       3,000           4,017
E-LIFE MALL Corp.D       834           1,870
Great Taipei Gas Co., Ltd.D       49,000           50,985
Hey Song Corp.D       9,000           9,804
Hon Hai Precision Industry Co., Ltd.D       51,000           138,506
Hua Nan Financial Holdings Co., Ltd.D       209,440           149,438
Kedge Construction Co., Ltd.D       13,000           16,472
Lian HWA Food Corp.D       3,363           4,560
Nanya Technology Corp.D       5,000           12,641
Sinon Corp.D       12,000           7,556
Sitronix Technology Corp.D       21,000           106,039
Taichung Commercial Bank Co., Ltd.D       183,327           73,631
Taiwan Semiconductor Manufacturing Co., Ltd.D       5,000           53,489
Taiwan Shin Kong Security Co., Ltd.D       125,170           153,465
Ttet Union Corp.D       4,000           16,153
Ve Wong Corp.D       34,000           30,030
           

 

 

 

Total Common Stocks

              843,647
           

 

 

 
           

Total Taiwan (Cost $759,558)

              843,647
           

 

 

 
           
Thailand - 3.37%            
Common Stocks - 3.37%            
Advanced Information Technology PCL, Class F       46,100           25,734
Amata B.Grimm Power Plant Infrasture FundA       135,700           20,724
Bangkok Bank PCLD       15,400           70,928
Bangkok Insurance PCL, NVDRD       1,200           11,085
Kang Yong Electric PCL, NVDRD       100           836
Krung Thai Bank PCL, NVDRD       289,600           149,112
Prime Office Leasehold Property FundA D       52,200           21,564
PTT PCL, NVDRD       7,000           9,678
Siam Cement PCL, NVDRD       300           3,421
SPCG PCL, NVDRD       70,400           45,038
Thai Stanley Electric PCL, NVDRD       1,100           5,793
Thai Vegetable Oil PCL, NVDRD       1,000           938

 

See accompanying notes

 

13


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Thailand - 3.37% (continued)            
Common Stocks - 3.37% (continued)            
TTW PCL, NVDRD       17,500         $ 7,801
           

 

 

 

Total Common Stocks

              372,652
           

 

 

 
           

Total Thailand (Cost $415,461)

              372,652
           

 

 

 
           
Turkey - 0.68%            
Common Stocks - 0.68%            
Anadolu Anonim Turk Sigorta SirketiD       38,245           31,466
KOC Holding A/SD       12,206           39,449
Nuh Cimento Sanayi A/SD       2,088           4,072
           

 

 

 

Total Common Stocks

              74,987
           

 

 

 
           

Total Turkey (Cost $70,320)

              74,987
           

 

 

 
           
United States - 0.47% (Cost $54,363)            
Common Stocks - 0.47%            
JBS S.A.       8,119           52,286
           

 

 

 
           
SHORT-TERM INVESTMENTS - 2.63% (Cost $290,781)            
Investment Companies - 2.63%            
American Beacon U.S. Government Money Market Select Fund, Select Class, 1.47% F G       290,781           290,781
           

 

 

 
           

TOTAL INVESTMENTS - 91.33% (Cost $9,869,690)

              10,088,138

OTHER ASSETS, NET OF LIABILITIES - 8.67%

              957,088
           

 

 

 

TOTAL NET ASSETS - 100.00%

            $ 11,045,226
           

 

 

 
             
Percentages are stated as a percent of net assets.                  

A Unit - Usually consists of one common stock and/or rights and warrants.

B Non-income producing security.

C A type of Preferred Stock that has no maturity date.

D Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $8,516,644 or 77.11% of net assets.

E Value was determined using significant unobservable inputs.

F The Fund is affiliated by having the same investment advisor.

G 7-day yield.

ADR - American Depositary Receipt.

GDR - Global Depositary Receipt.

NVDR - Non-Voting Depositary Receipt.

PCL - Public Company Limited (Thailand).

PJSC - Private Joint Stock Company.

PLC - Public Limited Company.

 

Long Futures Contracts Open on January 31, 2020:

 

Equity Futures Contracts  
Description    Number of
Contracts
   Expiration Date    Notional Amount      Contract Value      Unrealized
Appreciation
(Depreciation)
 
Mini MSCI Emerging Markets Index Futures    5    March 2020    $ 266,686      $ 262,525      $ (4,161
        

 

 

    

 

 

    

 

 

 
   $ 266,686      $ 262,525      $ (4,161
        

 

 

    

 

 

    

 

 

 

 

See accompanying notes

 

14


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

 

Glossary:
  
Index Abbreviations:
MSCI    Morgan Stanley Capital International.

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of January 31, 2020, the investments were classified as described below:

 

Acadian Emerging Markets Managed Volatility Fund

  Level 1           Level 2           Level 3           Total  

Assets

             

Foreign Common Stocks

             

Brazil

  $ 254,578       $ -       $ -       $ 254,578  

Chile

    245,724         -         -         245,724  

China

    11,549         2,792,554         0 (1)        2,804,103  

Czech Republic

    -         221,906         -         221,906  

Egypt

    -         308,439         -         308,439  

Greece

    -         204,114         -         204,114  

Hong Kong

    -         12,741         -         12,741  

Hungary

    -         197,594         -         197,594  

India

    89,250         728,000         -         817,250  

Indonesia

    -         46,461         -         46,461  

Malaysia

    -         372,817         -         372,817  

Mexico

    349,972         -         -         349,972  

Peru

    69,202         -         -         69,202  

Philippines

    -         338,930         -         338,930  

Poland

    -         153,880         -         153,880  

Republic of Korea

    -         1,249,443         -         1,249,443  

Russia

    -         416,120         -         416,120  

South Africa

    -         188,730         -         188,730  

Taiwan

    -         843,647         -         843,647  

Thailand

    20,724         351,928         -         372,652  

Turkey

    -         74,987         -         74,987  

Foreign Preferred Stocks

             

Brazil

    161,694         -         -         161,694  

South Africa

    -         40,087         -         40,087  

Common Stocks

             

United States

    52,286         -         -         52,286  

Short-Term Investments

    290,781         -         -         290,781  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Investments in Securities - Assets

  $ 1,545,760       $ 8,542,378       $ -       $ 10,088,138  
 

 

 

     

 

 

     

 

 

     

 

 

 

Financial Derivative Instruments - Liabilities

             

Futures Contracts

  $ (4,161     $ -       $ -       $ (4,161
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Financial Derivative Instruments - Liabilities

  $ (4,161     $ -       $ -       $ (4,161
 

 

 

     

 

 

     

 

 

     

 

 

 

 

(1)

Includes investments held in the Fund’s portfolio with $0 fair value.

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the year ended January 31, 2020, there were no transfers into or out of Level 3.

 

See accompanying notes

 

15


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Schedule of Investments

January 31, 2020

 

 

The following table is a reconciliation of Level 3 assets within the Fund for which significant unobservable inputs were used to determine fair value. Transfers in or out of Level 3 represent the ending value of any security or instrument where a change in the level has occurred from the beginning to the end of the period:

 

Security Type   Balance as
of
1/31/2019
  Purchases   Sales     Accrued
Discounts
(Premiums)
    Realized
Gain (Loss)
    Change in
Unrealized
Appreciation
(Depreciation)
    Transfer
into
Level 3
    Transfer
out of
Level 3
    Balance as
of
1/31/2020
    Unrealized
Appreciation
(Depreciation)
at Period end**
 
Foreign Common Stocks   $        0(1)   $        -   $         -     $ -     $ -     $ -     $ -     $ -     $ 0 (1)    $ (13,361

 

**

Change in unrealized appreciation (depreciation) attributable to Level 3 securities held at period end. This balance is included in the change in unrealized appreciation (depreciation) on the Statement of Operations.

(1) 

Includes investments held in the Fund’s portfolio with $0 fair value.

The foreign common stock classified as Level 3 was fair valued at a nominal value of 0.00 Hong Kong Dollar (HKD) due to lack of unobservable inputs. The company is in bankruptcy proceedings, therefore the valuation of the common stock has remained priced at 0.00 HKD, written down from 0.10 HKD. There was no impact to the Fund’s NAV.

 

See accompanying notes

 

16


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Statement of Assets and Liabilities

January 31, 2020

 

 

Assets:

 

Investments in unaffiliated securities, at fair value

  $ 9,797,357  

Investments in affiliated securities, at fair value

    290,781  

Foreign currency, at fair value^

    147,488  

Dividends and interest receivable

    23,443  

Deposits with broker for futures contracts

    1,516  

Cash collateral at broker

    10,000  

Receivable for investments sold

    100,536  

Receivable for fund shares sold

    780,652  

Receivable for expense reimbursement (Note 2)

    21,045  

Prepaid expenses

    30,101  
 

 

 

 

Total assets

    11,202,919  
 

 

 

 

Liabilities:

 

Payable for fund shares redeemed

    19,641  

Payable for variation margin on open futures contacts (Note 5)

    4,101  

Management and sub-advisory fees payable (Note 2)

    13,546  

Service fees payable (Note 2)

    961  

Transfer agent fees payable (Note 2)

    1,279  

Custody and fund accounting fees payable

    16,351  

Professional fees payable

    98,595  

Trustee fees payable (Note 2)

    62  

Payable for prospectus and shareholder reports

    2,725  

Other liabilities

    432  
 

 

 

 

Total liabilities

    157,693  
 

 

 

 

Net assets

  $ 11,045,226  
 

 

 

 

Analysis of net assets:

 

Paid-in-capital

  $ 10,026,553  

Total distributable earnings (deficits)A

    1,018,673  
 

 

 

 

Net assets

  $ 11,045,226  
 

 

 

 

Shares outstanding at no par value (unlimited shares authorized):

 

Institutional Class

    424,625  
 

 

 

 

Y Class

    664,554  
 

 

 

 

Investor Class

    286,261  
 

 

 

 

A Class

    37,214  
 

 

 

 

C Class

    14,380  
 

 

 

 

Net assets:

 

Institutional Class

  $ 3,318,116  
 

 

 

 

Y Class

  $ 5,148,222  
 

 

 

 

Investor Class

  $ 2,181,698  
 

 

 

 

A Class

  $ 285,259  
 

 

 

 

C Class

  $ 111,931  
 

 

 

 

Net asset value, offering and redemption price per share:

 

Institutional Class

  $ 7.81  
 

 

 

 

Y Class

  $ 7.75  
 

 

 

 

Investor Class

  $ 7.62  
 

 

 

 

A Class

  $ 7.67  
 

 

 

 

A Class (offering price)

  $ 8.14  
 

 

 

 

C Class

  $ 7.78  
 

 

 

 

Cost of investments in unaffiliated securities

  $ 9,578,909  

Cost of investments in affiliated securities

  $ 290,781  

^ Cost of foreign currency

  $ 147,576  

A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at year end.

 

 

See accompanying notes

 

17


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Statement of Operations

For the year ended January 31, 2020

 

 

Investment income:

 

Dividend income from unaffiliated securities (net of foreign taxes)

  $ 914,098 A 

Dividend income from affiliated securities (Note 8)

    5,576  

Interest income

    291  

Income derived from securities lending (Note 9)

    92  
 

 

 

 

Total investment income

    920,057  
 

 

 

 

Expenses:

 

Management and sub-advisory fees (Note 2)

    226,923  

Transfer agent fees:

 

Institutional Class (Note 2)

    2,789  

Y Class (Note 2)

    16,625  

Investor Class

    1,689  

A Class

    76  

C Class

    60  

Custody and fund accounting fees

    103,253  

Professional fees

    96,183  

Registration fees and expenses

    68,262  

Service fees (Note 2):

 

Investor Class

    7,979  

A Class

    205  

C Class

    256  

Distribution fees (Note 2):

 

A Class

    917  

C Class

    1,652  

Prospectus and shareholder report expenses

    17,034  

Trustee fees (Note 2)

    1,709  

Other expenses

    10,256  
 

 

 

 

Total expenses

    555,868  
 

 

 

 

Net fees waived and expenses (reimbursed) (Note 2)

    (210,287
 

 

 

 

Net expenses

    345,581  
 

 

 

 

Net investment income

    574,476  
 

 

 

 

Realized and unrealized gain (loss) from investments:

 

Net realized gain (loss) from:

 

Investments in unaffiliated securitiesB

    3,702,759  

Commission recapture (Note 1)

    175  

Foreign currency transactions

    (46,986

Futures contracts

    (25,408

Change in net unrealized appreciation (depreciation) of:

 

Investments in unaffiliated securitiesC

    (4,267,710

Foreign currency transactions

    (3,811

Futures contracts

    (40,840
 

 

 

 

Net (loss) from investments

    (681,821
 

 

 

 

Net (decrease) in net assets resulting from operations

  $ (107,345
 

 

 

 

Foreign taxes

  $ 112,518  

Net of foreign withholding taxes on capital gains

  $ 64,171  

A Includes signficant dividends of $109,126.

 

B The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.

 

C The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at year end.

 

 

See accompanying notes

 

18


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Statement of Changes in Net Assets

 

 

    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Increase (decrease) in net assets:

 

Operations:

 

Net investment income

  $ 574,476       $ 537,809  

Net realized gain from investments in unaffiliated securities, commission recapture, foreign currency transactions, and futures contracts

    3,630,540         588,740  

Change in net unrealized (depreciation) of investments in unaffiliated securities, foreign currency transactions, and futures contracts

    (4,312,361       (3,096,637
 

 

 

     

 

 

 

Net (decrease) in net assets resulting from operations

    (107,345       (1,970,088
 

 

 

     

 

 

 

Distributions to shareholders:

 

Total retained earnings:

     

Institutional Class

    (1,007,287       (243,835

Y Class

    (1,682,496       (1,353,535

Investor Class

    (619,971       (143,418

A Class

    (99,285       (20,737

C Class

    (32,910       (9,707
 

 

 

     

 

 

 

Net distributions to shareholders

    (3,441,949       (1,771,232
 

 

 

     

 

 

 

Capital share transactions (Note 11):

 

Proceeds from sales of shares

    3,626,292         9,804,850  

Reinvestment of dividends and distributions

    3,043,885         1,702,819  

Cost of shares redeemed

    (27,232,693       (10,520,132

Redemption fees

    -         16,131  
 

 

 

     

 

 

 

Net increase (decrease) in net assets from capital share transactions

    (20,562,516       1,003,668  
 

 

 

     

 

 

 

Net (decrease) in net assets

    (24,111,810       (2,737,652
 

 

 

     

 

 

 

Net assets:

 

Beginning of period

    35,157,036         37,894,688  
 

 

 

     

 

 

 

End of period

  $ 11,045,226       $ 35,157,036  
 

 

 

     

 

 

 

 

See accompanying notes

 

19


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”) is organized as a Massachusetts business trust. The Fund, a series within the Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. As of January 31, 2020, the Trust consists of thirty-two active series, one of which is presented in this filing: American Beacon Acadian Emerging Markets Managed Volatility Fund (the “Fund”). The remaining thirty-one active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recently Adopted Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018, and has been adopted accordingly with no material impact on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the year ended January 31, 2020, the Fund has chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

The Fund has multiple classes of shares designed to meet the needs of different groups of investors. The following table sets forth the differences amongst the classes:

 

Class

  

Eligible Investors

   Minimum Initial
Investments
 
Institutional    Large institutional investors - sold directly or through intermediary channels.    $ 250,000  
Y Class    Large institutional retirement plan investors - sold directly or through intermediary channels.    $ 100,000  
Investor    All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.    $ 2,500  
A Class    All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).    $ 2,500  
C Class    Retail investors who invest directly through a financial intermediary such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.    $ 1,000  

 

 

20


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

Each class offered by the Trust has equal rights as to assets and voting privileges. Income and non-class specific expenses are allocated daily to each class based on the relative net assets. Realized and unrealized capital gains and losses of each class are allocated daily based on the relative net assets of each class of the respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Fund in preparation of the financial statements. The Fund is considered an investment company and accordingly, follows the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

Dividend income, net of foreign taxes, is recorded on the ex-dividend date, except certain dividends from foreign securities which are recorded as soon as the information is available to the Fund. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined based on specific lot identification.

Commission Recapture

The Fund has established brokerage commission recapture arrangements with certain brokers or dealers. If the Fund’s investment advisor chooses to execute a transaction through a participating broker, the broker rebates a portion of the commission back to the Fund. Any collateral benefit received through participation in the commission recapture program is directed exclusively to the Fund. This amount is reported with the net realized gain (loss) in the Fund’s Statement of Operations, if applicable.

Currency Translation

All assets and liabilities initially expressed in foreign currency values are converted into U.S. dollar values at the mean of the bid and ask prices of such currencies against U.S. dollars as last quoted by a recognized dealer. Income, expenses, and purchases and sales of investments are translated into U.S. dollars at the rate of the exchange prevailing on the respective dates of such transactions. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and is reported with all other foreign currency gains and losses on the Fund’s Statement of Operations.

Distributions to Shareholders

The Fund distributes most or all of its net earnings and realized gains, if any, each taxable year in the form of dividends from net investment income and distributions of realized net capital gains and net gains from foreign currency transactions on an annual basis. The Fund does not have a fixed dividend rate and does not guarantee that it will pay any distributions in any particular period. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Fund may designate earnings and profits distributed to shareholders on the redemption of shares.

 

 

21


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Fund is allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Fund. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Fund on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Fund or nature of the services performed and relative applicability to the Fund.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Fund and the Manager are parties to a Management Agreement that obligates the Manager to provide the Fund with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

 

First $5 billion

     0.35

Next $5 billion

     0.325

Next $10 billion

     0.30

Over $20 billion

     0.275

The Trust, on behalf of the Fund, and the Manager have entered into an Investment Advisory Agreement with Acadian Asset Management LLC (the “Sub-Advisor”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Fund’s average daily net assets according to the following schedule:

Acadian Asset Management LLC

 

First $500 million

     0.65

Over $500 million

     0.60

The Management and Sub-Advisory Fees paid by the Fund for the year ended January 31, 2020 were as follows:

 

    Effective Fee Rate           Amount of Fees Paid  

Management Fees

    0.35     $ 82,230  

Sub-Advisor Fees

    0.65       144,693  
 

 

 

     

 

 

 

Total

    1.00     $ 226,923  
 

 

 

     

 

 

 

 

 

22


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

As compensation for services provided by the Manager in connection with securities lending activities conducted by the Fund, the lending Fund pays to the Manager, with respect to cash collateral posted by borrowers, a fee up to 10% of the net monthly interest income (the gross interest income earned by the investment of cash collateral, less the amount paid to borrowers and related expenses) from such activities and, with respect to loan fees paid by borrowers, a fee up to 10% of such loan fees. These fees are included in “Income derived from securities lending” and “Management and investment advisory fees” on the Statement of Operations. During the year ended January 31, 2020, the Manager received securities lending fees of $9 for the securities lending activities of the Fund.

Distribution Plans

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the A and C Classes of the Funds. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Funds’ Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), receives an annual fee of 0.25% of the average daily net assets of the A Class and 1.00% of the average daily net assets of the C Class. The fee will be payable without regard to whether the amount of the fee is more or less than the actual expenses incurred in a particular month by the Distributor for distribution assistance.

For all other share classes, the Funds have utilized a “defensive” distribution plan (the “Plan”) pursuant to which no separate fees may be charged to the Funds for distribution purposes. However, the Plan authorizes the use of management fees received by the Manager and/or the investment advisors hired by the Manager for distribution purposes. Under this Plan, the Funds do not intend to compensate the Manager or any other party, either directly or indirectly, for the distribution of Fund shares from these fees.

Service Plans

The Investor, A and C Classes have each adopted a Service Plan (collectively, the “Plans”). The Plans authorize the payment to the Manager an annual fee up to 0.375% of the average daily net assets of the Investor Class, up to 0.25% of the average daily net assets of the A Class and up to 0.25% of the average daily net assets of the C Class. In addition, the Funds may reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries attributable to Y Class and Institutional Class. The Manager or other approved entities may spend such amounts on any activities or expenses primarily intended to result in or relate to the servicing of A Class, C Class, Y Class, Institutional Class and Investor Class including, but not limited to, payment of shareholder service fees and transfer agency or sub-transfer agency expenses. The fees will be payable monthly in arrears. The primary expenses expected to be incurred under the Plans are shareholder servicing, record keeping fees and servicing fees paid to financial intermediaries such as plan sponsors and broker-dealers.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Fund and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Fund primarily through the use of omnibus accounts on behalf of its customers who hold positions in the Fund. Certain services would have been provided by the Fund’s transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Fund’s transfer agent. Accordingly, the Fund, pursuant to Board approval, has agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the year ended January 31, 2020, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statement of Operations, were as follows:

 

Fund

   Sub-Transfer Agent Fees  

Acadian Emerging Markets Managed Volatility

   $ 17,680  

 

 

23


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

As of January 31, 2020, the Fund owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statement of Assets and Liabilities:

 

Fund

   Reimbursement
Sub-Transfer Agent Fees
 

Acadian Emerging Markets Managed Volatility

   $ 688  

Investments in Affiliated Funds

The Fund may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Fund in connection with securities lending may also be invested in the USG Select Fund. The Fund and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the year ended January 31, 2020, the Manager earned fees on the Fund’s direct investments and securities lending collateral investments in the USG Select Fund as shown below:

 

Fund

   Direct Investments in
USG Select Fund
     Securities Lending
Collateral
Investments in USG
Select Fund
     Total  

Acadian Emerging Markets Managed Volatility

   $ 263      $ 7      $ 270  

Interfund Credit Facility

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC”), the Fund, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the year ended January 31, 2020, the Fund borrowed on average $586,693 for 36 days at an average interest rate of 2.59% with interest charges of $1,469. These amounts are recorded as “Other expenses” in the Statement of Operations.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Fund to the extent that total operating expenses exceed the Fund’s expense cap. During the year ended January 31, 2020, the Manager waived and/or reimbursed expenses as follows:

 

          Expense Cap                  Expiration of
Reimbursed
Expenses
 

Fund

   Class    2/1/2019 -
1/31/2020
    Reimbursed
Expenses
     (Recouped)
Expenses
 

Acadian Emerging Markets Managed Volatility

   Institutional      1.35   $ 47,080      $ (2,081     2022-2023  

Acadian Emerging Markets Managed Volatility

   Y      1.45     139,856        -       2022-2023  

Acadian Emerging Markets Managed Volatility

   Investor      1.73     22,759        (1,676     2022-2023  

Acadian Emerging Markets Managed Volatility

   A      1.75     3,191        (325     2022-2023  

Acadian Emerging Markets Managed Volatility

   C      2.50     1,483        -       2022-2023  

 

 

24


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

Of these amounts, $21,045 was disclosed as a receivable from the Manager on the Statement of Assets and Liabilities at January 31, 2020.

The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee or voluntary reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Fund for any contractual or voluntary fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the date of the Manager’s waiver/reimbursement and (b) does not cause the Fund’s annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2022 and 2023. The Fund did not record a liability for potential reimbursements due to the current assessment that reimbursements are uncertain. The carryover of excess expenses potentially reimbursable to the Manager, but not recorded as a liability are as follows:

 

Fund

  Recouped
Expenses
    Excess Expense
Carryover
    Expired Expense
Carryover
    Expiration of
Reimbursed
Expenses
 

Acadian Emerging Markets Managed Volatility

  $ 2,547     $ -     $ 102,522       2019-2020  

Acadian Emerging Markets Managed Volatility

    1,536       206,434       -       2020-2021  

Acadian Emerging Markets Managed Volatility

    -       120,396       -       2021-2022  

Sales Commissions

The Fund’s Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), may receive a portion of Class A sales charges from broker dealers which may be used to offset distribution related expenses. During the year ended January 31, 2020, there were no fees collected for Class A Shares of the Fund.

A CDSC of 0.50% will be deducted with respect to Class A Shares on certain purchases of $1,000,000 or more that are redeemed in whole or part within 18 months of purchase, unless waived as discussed in the Fund’s Prospectus. Any applicable CDSC will be 0.50% of the lesser of the original purchase price or the value of the redemption of the Class A Shares redeemed. During the year ended January 31, 2020, there were no CDSC fees collected for Class A Shares of the Fund.

A CDSC of 1.00% will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless waived as discussed in the Fund’s Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class C Shares redeemed. During the year ended January 31, 2020, CDSC fees of $938 were collected for Class C Shares of the Fund.

Trustee Fees and Expenses

Effective January 1, 2020, compensation for their service to the American Beacon Funds Complex, including the Trust (collectively, the “Trusts”), each Trustee is compensated from the Trusts as follows: (1) an annual retainer of $120,000; (2) meeting attendance fee (for attendance in person or via teleconference) of (a) $12,000 for in person attendance, or $5,000 for telephonic attendance, by Board members for each regularly scheduled or special Board meeting, (b) $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, (c) $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee; and (d) $2,500 for attendance by Board members for each special telephonic Board meeting; and (3) reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. For her service as Board Chair, Ms. Cline receives an additional annual retainer of $50,000. Although she attends several committee meetings at each quarterly Board meeting, she receives only a single $2,500 fee each quarter for her attendance at those meetings. The chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chair of the Nominating and Governance Committee receives an additional annual retainer of $15,000.

 

 

25


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed-income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s pricing time of 4:00 p.m. ET. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the Exchange. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Manager reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities

 

 

26


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

and baskets of foreign securities. These securities are fair valued using a pricing service, using methods approved by the Board, that considers the correlation of the trading patterns of the foreign security to intraday trading in the U.S. markets, based on indices of domestic securities and other appropriate indicators such as prices of relevant American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the Fund is open. The Fund uses outside pricing services to provide closing prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the Valuation Committee routinely compares closing prices, the next day’s opening prices in the same markets and adjusted prices.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

Valuation Inputs

Various inputs may be used to determine the fair value of the Fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1   -   Quoted prices in active markets for identical securities.
Level 2   -   Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.
Level 3   -   Prices determined using other significant unobservable inputs. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in pricing an investment.

Level 1 and Level 2 trading assets and trading liabilities, at fair value

Common stocks, preferred securities, and financial derivative instruments, such as futures contracts that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally categorized as Level 2 of the fair value hierarchy. Valuation adjustments may be applied to certain securities that are solely traded on a foreign exchange to account for the market movement between the close of the foreign market and the close of the Exchange. These securities are valued using pricing service providers that consider the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments. Securities using these valuation adjustments are categorized as Level 2 of the fair value hierarchy.

Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy.

Level 3 trading assets and trading liabilities, at fair value

The valuation techniques and significant inputs used in determining the fair values of financial instruments classified as Level 3 of the fair value hierarchy are as follows.

Securities and other assets for which market quotes are not readily available are valued at fair value as determined in good faith by the Board or persons acting at their direction and may be categorized as Level 3 of the fair value hierarchy.

 

 

27


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

Market quotes are considered not readily available in circumstances where there is an absence of current or reliable market-based data (e.g., trade information or broker quotes), including where events occur after the close of the relevant market, but prior to the Exchange close, that materially affect the values of the Fund’s securities or assets. In addition, market quotes are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities trade, do not open for trading for the entire day and no other market prices are available. The Board has delegated to the Manager the responsibility for monitoring significant events that may materially affect the fair values of a Fund’s securities or assets and for determining whether the value of the applicable securities or assets should be re-evaluated in light of such significant events.

The Board has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated the responsibility for applying the valuation methods to the Manager. For instances in which daily market quotes are not readily available, investments may be valued pursuant to guidelines established by the Board. In the event that the security or asset cannot be valued, pursuant to one of the valuation methods established by the Board, the fair value of the security or asset will be determined in good faith by the Valuation Committee, generally based upon recommendations provided by the Manager.

When a Fund uses fair valuation methods applied by the Manager that use significant unobservable inputs to determine its NAV, the securities priced using this methodology are categorized as Level 3 of the fair value hierarchy. These methods may require subjective determinations about the value of a security. While the Trust’s policy is intended to result in a calculation of the Fund’s NAV that fairly reflects security values as of the time of pricing, the Trust cannot guarantee that values determined by the Board or persons acting at their direction would accurately reflect the price that a Fund could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Fund may differ from the value that would be realized if the securities were sold.

4.  Securities and Other Investments

American Depositary Receipts, Global Depositary Receipts, and Non-Voting Depositary Receipts

ADRs are depositary receipts for foreign issuers in registered form traded in U.S. securities markets. Global Depositary Receipts (“GDRs”) are in bearer form and traded in both the U.S. and European securities markets. Non-Voting Depositary Receipts (“NVDRs”) represent financial interests in an issuer but the holder is not entitled to any voting rights. Depositary receipts may not be denominated in the same currency as the securities into which they may be converted. Investing in depositary receipts entails substantially the same risks as direct investment in foreign securities. There is generally less publicly available information about foreign companies and there may be less governmental regulation and supervision of foreign stock exchanges, brokers and listed companies. In addition, such companies may use different accounting and financial standards (and certain currencies may become unavailable for transfer from a foreign currency), resulting in the Fund’s possible inability to convert immediately into U.S. currency proceeds realized upon the sale of portfolio securities of the affected foreign companies. In addition, the Fund may invest in unsponsored depositary receipts, the issuers of which are not obligated to disclose material information about the underlying securities to investors in the United States. Ownership of unsponsored depositary receipts may not entitle the Fund to the same benefits and rights as ownership of a sponsored depositary receipt or the underlying security.

Common Stock

Common stock generally takes the form of shares in a corporation which represent an ownership interest. It ranks below preferred stock and debt securities in claims for dividends and for assets of the company in a liquidation or bankruptcy. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets

 

 

28


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

that are relatively unrelated to the company, such as changes in interest rates, currency exchange rates or industry regulation. Companies that elect to pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock. Common stock may be exchange-traded or OTC. OTC stock may be less liquid than exchange-traded stock.

Foreign Securities

The Fund may invest in U.S. dollar-denominated and non-U.S. dollar denominated equity and debt securities of foreign issuers and foreign branches of U.S. banks, including negotiable certificates of deposit (“CDs”), bankers’ acceptances, and commercial paper. Foreign issuers are issuers organized and doing business principally outside the United States and include corporations, banks, non-U.S. governments, and quasi-governmental organizations. While investments in foreign securities may be intended to reduce risk by providing further diversification, such investments involve sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities. These additional risks include the possibility of adverse political and economic developments (including political or social instability, nationalization, expropriation, or confiscatory taxation); the potentially adverse effects of unavailability of public information regarding issuers, different governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that are different or less stringent than those applied in the United States; different laws and customs governing securities tracking; and possibly limited access to the courts to enforce the Fund’s rights as an investor.

Illiquid and Restricted Securities

Generally, an illiquid asset is an asset that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment, as determined pursuant to Rule 22e-4 under the Investment Company Act or as otherwise permitted or required by SEC rules and interpretations. Historically, illiquid securities have included securities that have not been registered under the Securities Act, securities that are otherwise not readily marketable, and repurchase agreements having a remaining maturity of longer than seven calendar days. Securities that have not been registered under the Securities Act are referred to as private placements or restricted securities and are purchased directly from the issuer or in the secondary market. These securities may be sold only in a privately negotiated transaction or pursuant to an exemption from registration. A large institutional market exists for certain securities that are not registered under the Securities Act, including repurchase agreements, commercial paper, foreign securities, municipal securities and corporate bonds and notes. Institutional investors depend on an efficient institutional market in which the unregistered security can be readily resold or on an issuer’s ability to honor a demand for repayment. However, the fact that there are contractual or legal restrictions on resale of such investments to the general public or to certain institutions may not be indicative of their liquidity.

Limitations on resale may have an adverse effect on the marketability of portfolio securities, and the Fund might be unable to dispose of restricted or other illiquid securities promptly or at reasonable prices and might thereby experience difficulty satisfying redemptions within seven calendar days. In addition, the Fund may get only limited information about an issuer, so it may be less able to predict a loss. The Fund also might have to register such restricted securities in order to dispose of them resulting in additional expense and delay. Adverse market conditions could impede such a public offering of securities. In recognition of the increased size and liquidity of the institutional market for unregistered securities and the importance of institutional investors in the formation of capital, the SEC adopted Rule 144A under the Securities Act. Rule 144A is designed to facilitate efficient trading among institutional investors by permitting the sale of certain unregistered securities to qualified institutional buyers. To the extent privately placed securities held by the Fund qualify under Rule 144A and an institutional market develops for those securities, the Fund likely will be able to dispose of the securities without registering them under the Securities Act. To the extent that institutional buyers become, for a time, uninterested in

 

 

29


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

purchasing these securities, investing in Rule 144A securities could increase the level of the Fund’s illiquidity. The Manager or the sub-advisor, as applicable, may determine that certain securities qualified for trading under Rule 144A are liquid. Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Fund, to purchase such unregistered securities if certain conditions are met.

Securities sold in private placement offerings made in reliance on the “private placement” exemption from registration afforded by Section 4(a)(2) of the Securities Act and resold to qualified institutional buyers under Rule 144A under the Securities Act (“Section 4(a)(2) securities”) are restricted as to disposition under the federal securities laws, and generally are sold to institutional investors, such as the Fund, that agree they are purchasing the securities for investment and not with an intention to distribute to the public. Any resale by the purchaser must be pursuant to an exempt transaction and may be accomplished in accordance with Rule 144A. Section 4(a)(2) securities normally are resold to other institutional investors through or with the assistance of the issuer or dealers that make a market in the Section 4(a)(2) securities, thus providing liquidity. Restricted securities outstanding during the year ended January 31, 2020 are disclosed in the Notes to the Schedule of Investments.

Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Fund, to purchase such unregistered securities if certain conditions are met.

Other Investment Company Securities and Other Exchange-Traded Products

The Fund may invest in shares of other investment companies, including open-end funds, closed-end funds, business development companies (“BDCs”), ETFs, unit investment trusts, and other investment companies of the Trust. The Fund may invest in securities of an investment company advised by the Manager or a sub-advisor. Investments in the securities of other investment companies may involve duplication of advisory fees and certain other expenses. By investing in another investment company, the Fund becomes a shareholder of that investment company. As a result, the Fund’s shareholders indirectly will bear the Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Fund’s shareholders directly bear in connection with the Fund’s own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Fund in its Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

Preferred Stock

A preferred stock blends the characteristics of a bond and common stock. It can offer the higher yield of a bond and has priority over common stock in equity ownership, but does not have the seniority of a bond and its participation in the issuer’s growth may be limited. Preferred stock generally has preference over common stock in the receipt of dividends and in any residual assets after payment to creditors should the issuer be dissolved. Although the dividend is set at a fixed or variable rate, in some circumstances it can be changed or omitted by the issuer.

Real Estate Investment Trusts

The Fund may own shares of real estate investment trusts (“REITs”) which report information on the source of their distributions annually. The Fund re-characterizes distributions received from REIT investments based on information provided by the REITs into the following categories: ordinary income, long-term capital gains, and return of capital. If information is not available on a timely basis from the REITs, the re-characterization will be estimated based on available information, which may include the previous year allocation. If new or additional information becomes available from the REITs at a later date, a re-characterization will be made the following year.

 

 

30


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

5.  Financial Derivative Instruments

The Fund may utilize derivative instruments to gain market exposure on cash balances to hedge foreign currency exposure or reduce market exposure in anticipation of liquidity needs. When considering the Fund’s use of derivatives, it is important to note that the Fund does not use derivatives for the purpose of creating financial leverage.

Futures Contracts

Futures contracts are contracts to buy or sell a standard quantity of securities at a specified price on a future date. The Fund may enter into financial futures contracts as a method for keeping assets readily convertible to cash if needed to meet shareholder redemptions or for other needs while maintaining exposure to the stock or bond market, as applicable. The primary risks associated with the use of futures contracts are the possibility of illiquid markets or imperfect correlation between the values of the contracts and the underlying securities or that the counterparty will fail to perform its obligations.

Upon entering into a futures contract, the Fund is required to set aside or deposit with a broker an amount, termed the initial margin, which typically represents a portion of the face value of the futures contract. The Fund usually reflects this amount on the Schedule of Investments as a U.S. Treasury Bill held as collateral for futures contracts or as cash deposited with broker on the Statement of Assets and Liabilities. Payments to and from the broker, known as variation margin, are required to be made on a daily basis as the price of the futures contract fluctuates. Changes in initial settlement values are accounted for as unrealized appreciation (depreciation) until the contracts are terminated, at which time realized gains and losses are recognized. Futures contracts are valued at the most recent settlement price established each day by the exchange on which they are traded.

During the year ended January 31, 2020, the Fund entered into futures contracts primarily for exposing cash to markets.

The Fund’s average futures contracts outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following table illustrates the average quarterly volume of futures contracts. For the purpose of this disclosure, volume is measured by contracts outstanding at each quarter end.

 

Average Futures Contracts Outstanding

Fund

  Year Ended January 31, 2020

Acadian Emerging Markets Managed Volatility

  6

The following is a summary of the fair valuations of the Fund’s derivative instruments categorized by risk exposure(1):

 

Fair values of financial instruments on the Statement of Assets and Liabilities as of January 31, 2020:

 

    Derivatives not accounted for as hedging instruments

Liabilities:

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Payable for variation margin from open futures contracts(2)     $ -         $ -         $ -         $ -         $ (4,161 )         $ (4,161 )
                                           

 

 

31


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

The effect of financial derivative instruments on the Statement of Operations as of January 31, 2020:

 

    Derivatives not accounted for as hedging instruments

Realized gain (loss) from derivatives
recognized as a result of operations

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Futures contracts     $ -         $ -         $ -         $ -         $ (25,408 )         $ (25,408 )

Net change in unrealized appreciation
(depreciation) of derivatives recognized as
a result from operations:

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Futures contracts     $ -         $ -         $ -         $ -         $ (40,840 )         $ (40,840 )

(1) See Note 3 in the Notes to Financial Statements for additional information.

(2) Includes cumulative appreciation (depreciation) of futures contracts as reported in the Fund’s Schedule of Investments footnotes. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

Offsetting Assets and Liabilities

The Fund is a party to enforceable master netting agreements between brokers and counterparties which provide for the right to offset under certain circumstances. The Fund employs multiple money managers and counterparties and has elected not to offset qualifying financial and derivative instruments on the Statement of Assets and Liabilities, as such all financial and derivative instruments are presented on a gross basis. The impacts of netting arrangements that provide the right to offset are detailed below. The net amount represents the net receivable or payable that would be due from or to the counterparty in the event of default. Exposure from borrowings and other financing agreements such as repurchase agreements can only be netted across transactions governed by the same Master Agreement with the same legal entity. All amounts reported below represent the balance as of the report date, January 31, 2020.

 

Offsetting of Financial and Derivative Assets as of January 31, 2020:

 

    Assets           Liabilities  
Futures Contracts(1)   $ -       $ 4,161  
 

 

 

     

 

 

 
Total derivative assets and liabilities in the Statement of Assets and Liabilities   $ -       $ 4,161  
 

 

 

     

 

 

 
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)   $ -       $ (4,161
 

 

 

     

 

 

 
Total derivative assets and liabilities subject to an MNA   $ -       $ -  
 

 

 

     

 

 

 

(1) Includes cumulative appreciation or (depreciation) of futures contracts as reported in the Schedule of Investments footnotes. Only current

day’s variation margin is reported within the Statement of Assets and Liabilities.

6.  Principal Risks

Investing in the Fund may involve certain risks including, but not limited to, those described below.

China Investment Risk

Investing in securities of Chinese issuers, including A-Shares, involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, embargoes and other trade limitations, and custody risks associated with programs used to access Chinese securities. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events.

 

 

32


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

Counterparty Risk

The Fund is subject to the risk that a party or participant to a transaction, such as a broker or derivative counterparty, will be unwilling or unable to satisfy its obligation to make timely principal, interest or settlement payments or to otherwise honor its obligations to the Fund. As a result the Fund may obtain no recovery of its investment or may only obtain a limited recovery, and any recovery may be delayed. Not all derivative transactions require a counterparty to post collateral, which may expose the Fund to greater losses in the event of a default by a counterparty.

Currency Risk

The Fund may have exposure to foreign currencies by making direct investments in non-U.S. currencies or in securities denominated in non-U.S. currencies, or by purchasing or selling forward currency exchange contracts in non-U.S. currencies. Foreign currencies may decline in value relative to the U.S. dollar, or, in the case of hedging positions, the U.S. dollar may decline in value relative to the currency being hedged, and thereby affect the Fund’s investments in foreign (non-U.S.) currencies or in securities that trade in, and receive revenues in, or in derivatives that provide exposure to, foreign (non-U.S.) currencies. Currency exchange rates may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, the Fund’s investments in foreign currency denominated securities may reduce the returns of the Fund. Currency futures, forwards, options or swaps may not always work as intended, and in specific cases, the Fund may be worse off than if it had not used such instrument(s). There may not always be suitable hedging instruments available. Even where suitable hedging instruments are available, the Fund may choose to not hedge its currency risks.

Derivatives Risk

Derivatives may involve significant risk. The use of derivative instruments may expose the Fund to additional risks that it would not be subject to if it invested directly in the securities or other instruments underlying those derivatives, including the high degree of leverage often embedded in such instruments, and potential material and prolonged deviations between the theoretical value and realizable value of a derivative. Some derivatives have the potential for unlimited loss, regardless of the size of the Fund’s initial investment. Derivatives may be illiquid and may be more volatile than other types of investments. The Fund may buy or sell derivatives not traded on an exchange and which may be subject to heightened liquidity and valuation risk. Derivative investments can increase portfolio turnover and transaction costs. Derivatives also are subject to counterparty risk and credit risk. As a result, the Fund may obtain no recovery of its investment or may only obtain a limited recovery, and any recovery may be delayed. Not all derivative transactions require a counterparty to post collateral, which may expose the Fund to greater losses in the event of a default by a counterparty.

Equity Investments Risk

Equity securities are subject to market risk. The Fund’s investments in equity securities may include common stocks, preferred stocks, securities convertible into or exchangeable for common stocks, REITs, depositary receipts, and U.S. dollar-denominated foreign stocks traded on U.S. exchanges. Such investments may expose the Fund to additional risk. The value of a company’s common stock may fall as a result of factors affecting the company, companies in the same industry or sector, or the financial markets overall. Common stock generally is subordinate to preferred stock upon the liquidation or bankruptcy of the issuing company. Preferred stocks and convertible securities are sensitive to movements in interest rates. Preferred stocks may be less liquid than common stocks and, unlike common stocks, participation in the growth of an issuer may be limited. Distributions on preferred stocks generally are payable at the discretion of an issuer and after required payments to bond holders. Convertible securities are subject to the risk that the credit standing of the issuer may have an effect on

 

 

33


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

the convertible securities’ investment value. Investments in REITs are subject to the risks associated with investing in the real estate industry such as adverse developments affecting the real estate industry and real property values. Depositary receipts and U.S. dollar-denominated foreign stocks traded on U.S. exchanges are subject to certain of the risks associated with investing directly in foreign securities, including, but not limited to, currency exchange rate fluctuations, political and financial instability in the home country of a particular depositary receipt, less liquidity and more volatility, less government regulation and supervision and delays in transaction settlement.

Foreign Investing and Emerging Markets Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity, (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased price volatility, (6) different government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets. To the extent the Fund invests a significant portion of its assets in securities of a single country or region, it is more likely to be affected by events or conditions of that country or region. In addition, the economies and political environments of emerging market countries tend to be more unstable than those of developed countries, resulting in more volatile rates of return than the developed markets and substantially greater risk to investors. There may be very limited oversight of certain foreign banks or securities depositories that hold foreign securities and currency and the laws of certain countries may limit the ability to recover such assets if a foreign bank or depository or their agents goes bankrupt. When investing in emerging markets, the risks of investing in foreign securities are heightened. Emerging markets have unique risks that are greater than, or in addition to, investing in developed markets because emerging markets are generally smaller, less developed, less liquid and more volatile than the securities markets of the U.S. and other developed markets. There are also risks of: greater political uncertainties; an economy’s dependence on revenues from particular commodities or on international aid or development assistance; currency transfer restrictions; a limited number of potential buyers for such securities, resulting in increased volatility and limited liquidity for emerging market securities; trading suspensions; and delays and disruptions in securities settlement procedures. In addition, there may be less information available to make investment decisions and more volatile rates of return.

Futures Contracts Risk

Futures contracts are derivative instruments where one party pays a fixed price for an agreed amount of securities or other underlying assets at an agreed date. The use of such derivative instruments may expose the Fund to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives. Futures contracts may experience potentially dramatic price changes (losses) and imperfect correlation between the price of the contract and the underlying security or index, which will increase the volatility of the Fund and may involve a small investment of cash (the amount of initial and variation margin) relative to the magnitude of the risk assumed (the potential increase or decrease in the price of the futures contract).

Market Disruption Risk

Geopolitical and other events, including war, terrorism, economic uncertainty, trade disputes, pandemics, public health crises and related geopolitical events have led, and in the future may continue to lead, to instability in world economies and markets generally. This instability has disrupted, and may continue to disrupt, U.S. and world economies and markets and adversely affect the value of your investment. Such market disruptions have caused, and may continue to cause, broad changes in market value, negative public perceptions concerning these developments, and adverse investor sentiment or publicity. Changes in value may be temporary or may last for extended periods. Although multiple asset classes have been and may continue to be affected by a market disruption, the duration and effects may not be the same for all types of assets. Events that have led to market disruptions include the recent pandemic spread of the novel coronavirus known as COVID-19, which has resulted in travel restrictions, closed international borders, quarantines, disruptions to supply chains and lower consumer demand. The duration and full effects of these market disruptions are still uncertain. The effect of recent efforts

 

 

34


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

undertaken by the Federal Reserve System to address the economic impact of the COVID-19 pandemic, such as the reduction of the federal funds target rate, and other monetary and fiscal actions that may be taken by the U.S. federal government to stimulate the U.S. economy, are not yet known. In addition, COVID-19 could cause the need for employees and vendors at various businesses, including the Manager, the sub-advisor(s) or other service providers, to work at external locations, and extensive medical absences. Because a large epidemic may create significant market and business uncertainties and disruptions, not all events that could affect the business of the Manager, the sub-advisor(s) or other service providers can be determined and addressed in advance.

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations, including the United States, in ways that cannot necessarily be foreseen at the present time.

In response to the financial crisis, the U.S. and other governments and the Federal Reserve and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants. In addition, political and governmental events within the U.S. and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has reduced the federal corporate income tax rates, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent prudential regulation of certain players in the financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the markets’ expectations for changes in government policies are not borne out.

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Because of the sharp decline in the worldwide price of oil, there is a concern that oil producing nations may withdraw significant assets now held in U.S. Treasuries, which could force a substantial increase in interest rates. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline over time, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and

 

 

35


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise timing and the resulting impact of the United Kingdom’s departure from the EU, commonly referred to as “Brexit,” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of a Fund’s investments in the United Kingdom and Europe.

Market Timing Risk

Because the Fund invests in foreign securities, it is particularly subject to the risk of market timing activities. Frequent trading by Fund shareholders poses risks to other shareholders in the Fund, including (i) the dilution of the Fund’s NAV, (ii) an increase in the Fund’s expenses, and (iii) interference with the portfolio manager’s ability to execute efficient investment strategies. Because of specific securities in which the Fund may invest, it could be subject to the risk of market timing activities by shareholders. Some examples of these types of securities are high-yield and foreign securities. The limited trading activity of some high-yield securities may result in market prices that do not reflect the true market value of these securities. The Fund generally prices foreign securities using their closing prices from the foreign markets in which they trade, typically prior to the Fund’s calculation of its NAV. These prices may be affected by events that occur after the close of a foreign market but before the Fund price its shares. In such instances, the Fund may fair value high yield and foreign securities. However, some investors may engage in frequent short-term trading in the Fund to take advantage of any price differentials that may be reflected in the NAV of the Fund’s shares. While the Manager monitors trading in the Fund, there is no guarantee that it can detect all market timing activities.

Other Investment Companies Risk

The Fund may invest in shares of other registered investment companies, including money market funds, ETFs and BDCs. To the extent that the Fund invests in shares of other registered investment companies, the Fund will indirectly bear the fees and expenses, including for example, advisory and administrative fees, charged by those investment companies in addition to the Fund direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Fund investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Fund must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Fund investment may decline, adversely affecting the Fund performance. ETFs are subject to the following risks that do not apply to conventional funds: (1) the market price of an ETF’s shares may trade at a discount or premium to its NAV; (2) an active trading market for an ETF’s shares may not develop or be maintained; or (3) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally. An ETF that tracks an index may not precisely replicate the returns of its benchmark index. To the extent the Fund invests in other investment companies that invest in equity securities, fixed-income securities and/or foreign securities, or that track an index, the Fund are subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject. ETFs have expenses associated with their operation, typically including advisory fees. BDCs generally invest in small developing companies, private companies, and thinly traded securities of public companies, and many debt instruments in which a BDC may invest may not be rated by a credit rating agency and may be below investment grade quality. The Fund investments in BDCs may be subject to certain additional risks, including competition for limited investment opportunities, the liquidity of a BDC’s investments, uncertainty as to the value of a BDC’s investments, risks associated with access to capital and leverage, and reliance on the management of a BDC.

 

 

36


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

Securities Lending Risk

A Fund may lend its portfolio securities to brokers, dealers and financial institutions to seek income. There is a risk that a borrower may default on its obligations to return loaned securities; however, a Fund’s securities lending agent indemnifies the Fund against that risk. There is a risk that the assets of a Fund’s securities lending agent may be insufficient to satisfy any contractual indemnification requirements to the Fund. Borrowers of a Fund’s securities typically provide collateral in the form of cash that is reinvested in securities. A Fund will be responsible for the risks associated with the investment of cash collateral, including any collateral invested in an affiliated money market fund. A Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet obligations to the borrower. In addition, delays may occur in the recovery of securities from borrowers, which could interfere with a Fund’s ability to vote proxies or to settle transactions and there is the risk of possible loss of rights in the collateral should the borrower fail financially. In any case in which the loaned securities are not returned to the Fund before an ex-dividend date, the payment in lieu of the dividend that the Fund receives from the securities’ borrower would not be treated as a dividend for federal income tax purposes and thus would not qualify for treatment as “qualified dividend income”.

7.  Federal Income and Excise Taxes

It is the policy of the Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, the Fund is treated as a single entity for the purpose of determining such qualification.

The Fund does not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended January 31, 2020 remain subject to examination by the Internal Revenue Service. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statement of Operations.

The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on returns of income earned or gains realized or repatriated. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation (depreciation), as applicable, as the income is earned or capital gains are recorded.

Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. The Fund also utilize earnings and profits distributed to shareholders on redemptions of shares as part of the dividends paid deduction.

The tax character of distributions paid were as follows:

 

    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Distributions paid from:

 

Ordinary income*

 

Institutional Class

  $ 246,581       $ 130,377  

Y Class

    411,870         723,726  

Investor Class

    151,767         76,685  

A Class

    24,305         10,753  

C Class

    5,336         3,640  

Long-term capital gains

 

Institutional Class

    760,706         113,458  

Y Class

    1,270,626         629,809  

Investor Class

    468,204         66,733  

A Class

    74,980         9,984  

C Class

    27,574         6,067  
 

 

 

     

 

 

 

Total distributions paid

  $ 3,441,949       $ 1,771,232  
 

 

 

     

 

 

 

*For tax purposes, short-term gains are considered ordinary income distributions.

 

 

37


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

As of January 31, 2020, the components of distributable earnings (deficits) on a tax basis were as follows:

 

Fund

  Tax Cost           Unrealized
Appreciation
          Unrealized
(Depreciation)
          Net Unrealized
Appreciation
(Depreciation)
 
Acadian Emerging Markets Managed Volatility   $ 9,900,462       $ 1,178,621       $ (991,574     $ 187,047  

 

Fund

  Net Unrealized
Appreciation
(Depreciation)
          Undistributed
Ordinary Income
          Undistributed
Long-Term
Capital Gains
          Accumulated
Capital and
Other (Losses)
          Other
Temporary
Differences
          Distributable
Earnings
 
Acadian Emerging Markets Managed Volatility   $ 187,047       $ 178,497       $ 690,724       $ (37,595     $ -       $ 1,018,673  

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences. The temporary differences between financial reporting and tax-basis reporting of unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses from wash sales, the tax deferral of specified late year ordinary losses, the realization for tax purposes of unrealized gains (losses) on investments in passive foreign investment companies and the realization for tax purposes of unrealized gains (losses) on certain derivative instruments.

Due to inherent differences in the recognition of income, expenses, and realized gains (losses) under U.S. GAAP and federal income tax regulations, permanent differences between book and tax reporting have been identified and appropriately reclassified on the Statement of Assets and Liabilities.

The Fund had no permanent differences as of January 31, 2020.

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the Fund in taxable years beginning after December 22, 2010 are carried forward indefinitely and retain their character as short-term and/or long-term losses.

As of January 31, 2020, the Fund did not have any capital loss carryforwards.

The Fund is permitted for tax purposes to defer into its next fiscal year qualified late year losses. Qualified late year capital losses are any capital losses incurred after October 31 through the Fund’s fiscal year end, January 31, 2020. Qualified late year ordinary losses are specified losses generally incurred after October 31 and ordinary losses incurred after December 31 through the end of the Fund’s fiscal year, January 31, 2020. For the period ended January 31, 2020, the Fund deferred $37,595 in late year ordinary losses to February 1, 2020.

8. Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the year ended January 31, 2020 were as follows:

 

Fund

   Purchases (non-U.S.
Government
Securities)
     Sales (non-U.S.
Government
Securities)
 

Acadian Emerging Markets Managed Volatility

   $ 5,718,271      $ 29,903,250  

 

 

38


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

A summary of the Fund’s transactions in the USG Select Fund for the year ended January 31, 2020 were as follows:

 

Fund

  Type of
Transaction
        January 31,
2019
Shares/Fair
Value
          Purchases           Sales           January 31,
2020
Shares/Fair
Value
          Dividend
Income
 
Acadian Emerging Markets Managed Volatility   Direct     $ 392,084       $ 15,565,099       $ 15,666,402       $ 290,781       $ 5,576  
Acadian Emerging Markets Managed Volatility   Securities Lending       -         815,908         815,908         -         N/A  

9.  Securities Lending

The Fund may lend its securities to qualified financial institutions, such as certain broker-dealers, to earn additional income. The borrowers are required to secure their loans continuously with collateral in an amount at least equal to the fair value of the securities loaned, initially in an amount at least equal to 102% of the fair value of domestic securities loaned and 105% of the fair value of international securities loaned. Collateral is monitored and marked-to-market daily. Daily mark-to-market amounts are required to be paid to the borrower or received from the borrower by the end of the following business day. This one day settlement for mark-to-market amounts may result in the collateral being temporarily less than the value of the securities on loan or temporarily more than the required minimum collateral.

To the extent that a loan is collateralized by cash, such cash collateral shall be invested by the securities lending agent (the “Agent”) in money market mutual funds and other short-term investments, provided the investments meet certain quality and diversification requirements. Securities purchased with cash collateral proceeds are listed in the Fund’s Schedule of Investments and the collateral is shown on the Statement of Assets and Liabilities as a payable.

Securities lending income is generated from the demand premium (if any) paid by the borrower to borrow a specific security and from the return on investment of cash collateral, reduced by negotiated rebate fees paid to the borrower and transaction costs. To the extent that a loan is secured by non-cash collateral, securities lending income is generated as a demand premium reduced by transaction costs. The Fund, the Agent, and the Manager retained 80%, 10%, and 10%, respectively, of the income generated from securities lending.

While securities are on loan, the Fund continues to receive certain income associated with that security and any gain or loss in the market price that may occur during the term of the loan. In the case of domestic equities, the value of any dividend is received in the form of a substitute payment approximately equal to the dividend. In the case of foreign securities, a negotiated amount is received that is less than the actual dividend, but higher than the dividend amount minus the foreign tax that the Fund would be subject to on the dividend.

Securities lending transactions pose certain risks to the Fund, including that the borrower may not provide additional collateral when required or return the securities when due, that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower, that non-cash collateral may be subject to legal constraints in the event of a borrower bankruptcy, and that the cash collateral investments could become illiquid and unable to be used to return collateral to the borrower. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower and any action which impairs its ability to liquidate non-cash collateral to satisfy a borrower default.

Cash collateral is listed on the Fund’s Schedule of Investments and is shown on the Statement of Assets and Liabilities. Income earned on these investments is included in “Income derived from securities lending” on the Statement of Operations.

 

 

39


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

Non-cash collateral received by the Fund may not be sold or re-pledged except to satisfy a borrower default. Therefore, non-cash collateral is not included on the Fund’s Schedule of Investments or Statement of Assets and Liabilities.

The Fund did not have any securities on loan or hold any securities lending collateral as of the year ended January 31, 2020.

10.  Borrowing Arrangements

Effective November 14, 2019 (the “Effective Date”), the Fund, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds paid a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 12, 2020, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Fund, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds paid a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 12, 2020 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statement of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the year ended January 31, 2020, the Fund did not utilize this facility.

11. Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund:

 

    Institutional Class  
    Year Ended January 31,  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Acadian Emerging Markets Managed Volatility Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     148,733       $ 1,277,404         102,960       $ 1,125,554  
Reinvestment of dividends     124,974         1,007,287         24,555         243,835  
Shares redeemed     (328,662       (3,060,190       (132,463       (1,430,096
Redemption fees             -                 2,672  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net (decrease) in shares outstanding     (54,955     $ (775,499       (4,948     $ (58,035
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Y Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Acadian Emerging Markets Managed Volatility Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     189,456       $ 1,970,943         740,434       $ 7,994,911  
Reinvestment of dividends     161,265         1,288,509         130,311         1,287,472  
Shares redeemed     (2,217,735       (22,989,129       (710,915       (7,703,853
Redemption fees             -                 11,668  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase (decrease) in shares outstanding     (1,867,014     $ (19,729,677       159,830       $ 1,590,198  
 

 

 

     

 

 

     

 

 

     

 

 

 
 

 

 

40


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Notes to Financial Statements

January 31, 2020

 

 

    Investor Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Acadian Emerging Markets Managed Volatility Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     26,916       $ 278,513         55,053       $ 582,905  
Reinvestment of dividends     78,358         615,894         14,395         141,069  
Shares redeemed     (86,621       (875,392       (60,515       (635,338
Redemption fees             -                 1,281  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     18,653       $ 19,015         8,933       $ 89,917  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    A Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Acadian Emerging Markets Managed Volatility Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     98       $ 1,032         6,847       $ 74,480  
Reinvestment of dividends     12,552         99,285         2,107         20,736  
Shares redeemed     (12,826       (108,820       (44,210       (477,632
Redemption fees             -                 302  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net (decrease) in shares outstanding     (176     $ (8,503       (35,256     $ (382,114
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    C Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Acadian Emerging Markets Managed Volatility Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     9,459       $ 98,400         2,651       $ 27,000  
Reinvestment of dividends     4,093         32,910         994         9,707  
Shares redeemed     (19,959       (199,162       (26,413       (273,213
Redemption fees             -                 208  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net (decrease) in shares outstanding     (6,407     $ (67,852       (22,768     $ (236,298
 

 

 

     

 

 

     

 

 

     

 

 

 

12.  Subsequent Events

On March 4, 2020, the Board of the Trust approved a plan to liquidate and terminate the Fund on or about April 30, 2020.

Beginning in January 2020, global financial markets have experienced and may continue to experience significant volatility resulting from the spread of a virus known as COVID-19. The outbreak of COVID-19 has resulted in travel and border restrictions, quarantines, supply chain disruptions, lower consumer demand and general market uncertainty. The effects of COVID-19 have and may continue to adversely affect the global economy, the economies of certain nations and individual issuers, all of which may negatively impact the Funds performance. Management’s evaluation is ongoing and the financial landscape continues to change.

 

 

41


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Institutional Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

   

 

 

   

 

 

 

Net asset value, beginning of period

  $ 10.59       $ 11.78       $ 9.22       $ 8.36       $ 10.24  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.34 A        0.20         0.12 B        0.13         0.04  

Net gains (losses) on investments (both realized and unrealized)

    (0.26       (0.84       2.65         0.90         (1.84
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.08         (0.64       2.77         1.03         (1.80
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.70       (0.18       (0.21       (0.17       (0.08

Distributions from net realized gains

    (2.16       (0.37                        

Tax return of capitalC

                                    (0.00 )D 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (2.86       (0.55       (0.21       (0.17       (0.08
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsD

    0.00         0.00         0.00         0.00         0.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 7.81       $ 10.59       $ 11.78       $ 9.22       $ 8.36  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnE

    (0.09 )%        (5.13 )%        30.24       12.37       (17.58 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

 

Net assets, end of period

  $ 3,318,116       $ 5,080,038       $ 5,706,260       $   52,787,468       $   40,335,580  

Ratios to average net assets:

                 

Expenses, before reimbursements

    2.28       1.71       1.85       1.47       1.68

Expenses, net of reimbursements

    1.35       1.35       1.35       1.35       1.35

Net investment income, before expense reimbursements

    1.75       1.44       0.74       1.18       1.16

Net investment income, net of reimbursements

    2.68       1.80       1.23       1.31       1.49

Portfolio turnover rate

    25       28       34       32       35

 

A 

Net investment income includes significant dividend payment from NVC International Holdings Ltd. amounting to $0.2633.

B 

Per share amounts have been calculated using the average shares method.

C 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

D 

Amount represents less than $0.01 per share.

E 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

42


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Y Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 10.54       $ 11.73       $ 9.19       $ 8.34       $ 10.22  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.20 A        0.17         0.13         0.11         0.14  

Net gains (losses) on investments (both realized and unrealized)

    (0.13       (0.81       2.62         0.91         (1.94
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.07         (0.64       2.75         1.02         (1.80
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.70       (0.18       (0.21       (0.17       (0.08

Distributions from net realized gains

    (2.16       (0.37                        

Tax return of capitalB

                                    (0.00 )C 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (2.86       (0.55       (0.21       (0.17       (0.08
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    0.00         0.00         0.00         0.00         0.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 7.75       $ 10.54       $ 11.73       $ 9.19       $ 8.34  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    (0.16 )%        (5.15 )%        30.12       12.28       (17.64 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $ 5,148,222       $ 26,674,824       $ 27,820,209       $ 32,606,568       $   25,098,823  

Ratios to average net assets:

                 

Expenses, before reimbursements

    2.34       1.76       1.93       1.55       1.77

Expenses, net of reimbursements

    1.45       1.45       1.45       1.45       1.45

Net investment income, before expense reimbursements

    1.55       1.26       1.04       1.15       1.23

Net investment income, net of reimbursements

    2.44       1.57       1.52       1.25       1.55

Portfolio turnover rate

    25       28       34       32       35

 

A 

Net investment income includes significant dividend payment from NVC International Holdings Ltd. amounting to $0.1136.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Amount represents less than $0.01 per share.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

43


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Investor Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 10.44       $ 11.66       $ 9.16       $ 8.32       $ 10.19  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.36 A        0.15         0.11         0.11         0.16  

Net gains (losses) on investments (both realized and unrealized)

    (0.32       (0.82       2.60         0.87         (1.98
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.04         (0.67       2.71         0.98         (1.82
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.70       (0.18       (0.21       (0.14       (0.05

Distributions from net realized gains

    (2.16       (0.37       -         -         -  

Tax return of capitalB

    -         -         -         -         (0.00 )C 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (2.86       (0.55       (0.21       (0.14       (0.05
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    0.00         0.00         0.00         0.00         0.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 7.62       $ 10.44       $ 11.66       $ 9.16       $ 8.32  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    (0.46 )%        (5.45 )%        29.78       11.89       (17.86 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

 

Net assets, end of period

  $ 2,181,698       $ 2,793,978       $ 3,016,153       $ 3,457,789       $   3,933,437  

Ratios to average net assets:

                 

Expenses, before reimbursements

    2.59       2.15       2.12       1.77       1.98

Expenses, net of reimbursements

    1.73       1.73       1.73       1.73       1.73

Net investment income, before expense reimbursements

    1.29       0.93       0.82       0.94       1.30

Net investment income, net of reimbursements

    2.15       1.35       1.21       0.98       1.55

Portfolio turnover rate

    25       28       34       32       35

 

A 

Net investment income includes significant dividend payment from NVC International Holdings Ltd. amounting to $0.3046.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Amount represents less than $0.01 per share.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

44


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    A Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 10.48       $ 11.69       $ 9.18       $ 8.34       $ 10.18  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.26 A        0.10         0.10         0.13         0.12  

Net gains (losses) on investments (both realized and unrealized)

    (0.21       (0.78       2.62         0.85         (1.94
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.05         (0.68       2.72         0.98         (1.82
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.70       (0.16       (0.21       (0.14       (0.02

Distributions from net realized gains

    (2.16       (0.37                        

Tax return of capitalB

                                    (0.00 )C 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (2.86       (0.53       (0.21       (0.14       (0.02
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    0.00         0.00         0.00         0.00         0.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 7.67       $ 10.48       $ 11.69       $ 9.18       $ 8.34  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    (0.36 )%        (5.52 )%        29.83       11.84       (17.90 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $    285,259       $    391,973       $    849,017       $    510,236       $    740,272  

Ratios to average net assets:

                 

Expenses, before reimbursements

    2.53       2.02       2.24       1.90       2.10

Expenses, net of reimbursements

    1.75       1.75       1.75       1.75       1.75

Net investment income, before expense reimbursements

    1.36       1.06       0.61       0.86       1.08

Net investment income, net of reimbursements

    2.14       1.33       1.10       1.01       1.43

Portfolio turnover rate

    25       28       34       32       35

 

A 

Net investment income includes significant dividend payment from NVC International Holdings Ltd. amounting to $0.1887.

A 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

B 

Amount represents less than $0.01 per share.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

45


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    C Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 10.40       $ 11.55       $ 9.08       $ 8.23       $ 10.10  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.15 A        0.02         0.06         0.02         0.10  

Net gains (losses) on investments (both realized and unrealized)

    (0.19       (0.76       2.54         0.89         (1.97
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    (0.04       (0.74       2.60         0.91         (1.87
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.42       (0.04       (0.13       (0.06       (0.00 )B 

Distributions from net realized gains

    (2.16       (0.37                        

Tax return of capitalC

                                    (0.00 )B 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (2.58       (0.41       (0.13       (0.06       (0.00 )B 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsB

    0.00         0.00         0.00         0.00         0.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 7.78       $ 10.40       $ 11.55       $ 9.08       $ 8.23  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    (1.21 )%        (6.19 )%        28.71       11.11       (18.50 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $   111,931       $   216,223       $   503,049       $   450,626       $   644,705  

Ratios to average net assets:

                 

Expenses, before reimbursements

    3.40       2.77       3.00       2.67       2.87

Expenses, net of reimbursements

    2.50       2.50       2.50       2.50       2.50

Net investment income (loss), before expense reimbursements

    0.49       0.54       (0.01 )%        0.11       0.40

Net investment income, net of reimbursements

    1.39       0.81       0.49       0.28       0.77

Portfolio turnover rate

    25       28       34       32       35

 

A 

Net investment income includes significant dividend payment from NVC International Holdings Ltd. amounting to $0.0871.

B 

Amount represents less than $0.01 per share.

C 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

46


American Beacon Acadian Emerging Markets Managed Volatility FundSM

Federal Tax Information

January 31, 2020 (Unaudited)

 

 

Certain tax information regarding the Fund is required to be provided to shareholders based upon the Fund’s income and distributions for the taxable year ended January 31, 2020. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2019.

The Fund designated the following items with regard to distributions paid during the fiscal year ended January 31, 2020. All designations are based on financial information available as of this annual report and, accordingly, are subject to change. For each item, it is the intention of the Fund to designate the maximum amount permitted under the Internal Revenue Code of 1986, as amended, and the regulations there under.

Corporate Dividends-Received Deduction:

 

Acadian Emerging Markets Managed Volatility

    0.01

Qualified Dividend Income:

 

Acadian Emerging Markets Managed Volatility

    81.87

Long-Term Capital Gain Distributions:

 

Acadian Emerging Markets Managed Volatility

  $ 2,602,090  

Short-Term Capital Gain Distributions:

 

Acadian Emerging Markets Managed Volatility

  $ 624  

Shareholders will receive notification in January 2020 of the applicable tax information necessary to prepare their 2019 income tax returns.

 

 

47


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

The Trustees and officers of the American Beacon Funds (the “Trust”) are listed below, together with their principal occupations during the past five years. The address of each person listed below is 220 Las Colinas Boulevard East, Suite 1200, Irving, Texas 75039. Each Trustee oversees thirty-six funds in the fund complex that includes the Trust, the American Beacon Select Funds, the American Beacon Institutional Funds Trust, the American Beacon Sound Point Enhanced Income Fund, and the American Beacon Apollo Total Return Fund. The Trust’s Statement of Additional Information contains additional information about the Trustees and is available without charge by calling 1-800-658-5811.

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES   

Term

  
  

Lifetime of Trust until removal, resignation or

retirement*

  
Gilbert G. Alvarado (50)    Trustee since 2015    President, SJVIIF, LLC, Impact Investment Fund (2018-Present); Director, Kura MD, Inc. (local telehealth organization) (2015-2017); Senior Vice President & CFO, Sierra Health Foundation (health conversion private foundation) (2006-Present); Senior Vice President & CFO, Sierra Health Foundation: Center for Health Program Management (California public benefit corporation) (2012-Present); Director, Innovative North State (2012-2015); Director, Sacramento Regional Technology Alliance (2011-2016); Director, Valley Healthcare Staffing (2017-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Joseph B. Armes (57)    Trustee since 2015    Director, Switchback Energy Acquisition (2019-Present); Chairman & CEO, CSW Industrials f/k/a Capital Southwest Corporation (investment company) (2015-Present); Chairman of the Board of Capital Southwest Corporation, predecessor to CSW Industrials, Inc. (2014-2017) (investment company); CEO, Capital Southwest Corporation (2013-2015); President & CEO, JBA Investment Partners (family investment vehicle) (2010-Present); Director and Chair of Audit Committee, RSP Permian (oil and gas producer) (2013-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Gerard J. Arpey (61)    Trustee since 2012    Director, The Home Depot, Inc. (2015-Present); Partner, Emerald Creek Group (private equity firm) (2011-Present); Director, S.C. Johnson & Son, Inc. (privately held company) (2008-present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Brenda A. Cline (59)   

Trustee since 2004

Chair since 2019

Vice Chair 2018

   Chief Financial Officer, Treasurer and Secretary, Kimbell Art Foundation (1993-Present); Director, Tyler Technologies, Inc. (public sector software solutions company) (2014-Present); Director, Range Resources Corporation (oil and natural gas company) (2015-Present); Trustee, Cushing Closed-End and Open-End Funds (2017-Present); Trustee, American Beacon Select Funds (2004-Present); ; Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).

 

 

48


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES (CONT.)   

Term

  
  

Lifetime of Trust until removal, resignation or

retirement*

  
Eugene J. Duffy (65)    Trustee since 2008    Managing Director, Global Investment Management Distribution, Mesirow Financial (2016-Present); Managing Director, Institutional Services, Intercontinental Real Estate Corporation (2014-Present); Trustee, American Beacon Select Funds (2008-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Claudia A. Holz (62)    Trustee since 2018    Partner, KPMG LLP (1990-2017); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Douglas A. Lindgren (58)    Trustee since 2018    CEO North America, Carne Global Financial Services (2016-2017); Consultant, Carne Financial Services (2017-2019); Managing Director, IPS Investment Management and Global Head, Content Management, UBS Wealth Management (2010-2016); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Barbara J. McKenna, CFA (56)    Trustee since 2012    President/Managing Principal, Longfellow Investment Management Company (2005-Present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present.
R. Gerald Turner (74)    Trustee since 2001    President, Southern Methodist University (1995-Present); Director, J.C. Penney Company, Inc. (1996-2019); Director, Kronus Worldwide Inc. (chemical manufacturing) (2003-Present); Trustee, American Beacon Select Funds (2001-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).

 

 

49


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS   

Term

  
   One Year   
Gene L. Needles, Jr. (65)    President since 2009    President (2009-2018), CEO and Director (2009-Present), and Chairman (2018-Present), American Beacon Advisors, Inc., President (2015-2018), Director and CEO (2015-Present), and Chairman (2018-Present), Resolute Investment Holdings, LLC; President (2015-2018), Director and CEO (2015-Present), and Chairman (2018-Present), Resolute Topco, Inc.; President (2015-2018); Director, and CEO (2015-Present), and Chairman (2018-Present), Resolute Acquisition, Inc.; President (2015-2018), Director and CEO (2015-Present), Chairman (2018-Present), Resolute Investment Managers, Inc.; Director, Chairman, President and CEO, Resolute Investment Distributors (2017-Present); Director, Chairman, President and CEO; Resolute Investment Services, Inc. (2017-Present); President and CEO, Lighthouse Holdings Parent, Inc. (2009-2015); President, CEO and Director, Lighthouse Holdings, Inc. (2009-2015); Manager, President and CEO, American Private Equity Management, LLC (2012-Present); Director, Chairman, President and CEO, Alpha Quant Advisors, LLC (2016-Present); Director, ARK Investment Management LLC (2016-Present); Director, Shapiro Capital Management LLC (2017-Present); Director, Chairman and CEO, Continuous Capital, LLC (2018-Present); Director, Green Harvest Asset Management (2019-Present); Director, National Investment Services of America, LLC (2019-Present); President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Director and President, American Beacon Cayman Transformational Innovation Company, LTD., (2017-2018); President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); President American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Member, Investment Advisory Committee, Employees Retirement System of Texas (2017-Present); Trustee, American Beacon NextShares Trust (2015-Present); President, American Beacon Select Funds (2009-Present); President, American Beacon Institutional Funds Trust (2017-Present); President, American Beacon Sound Point Enhanced Income Fund (2018-Present); President, American Beacon Apollo Total Return Fund (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present).
Rosemary K. Behan (60)   

VP, Secretary and

Chief Legal Officer since 2006

   Vice President, Secretary and General Counsel, American Beacon Advisors, Inc. (2006-Present); Secretary, Resolute Investment Holdings, LLC (2015-Present); Secretary, Resolute Topco, Inc. (2015-Present); Secretary, Resolute Acquisition, Inc. (2015-Present); Vice President, Secretary and General Counsel, Resolute Investment Managers, Inc. (2015-Present); Secretary, Resolute Investment Distributors, Inc. (2017-Present); Vice President, Secretary and General Counsel, Resolute Investment Services, Inc. (2017-Present); Vice President and Secretary, Lighthouse Holdings Parent, Inc. (2008-2015); Vice President and Secretary, Lighthouse Holdings, Inc. (2008-2015); Secretary, American Private Equity Management, LLC (2008-Present); Secretary and General Counsel, Alpha Quant Advisors, LLC (2016-Present); Vice President and Secretary, Continuous Capital, LLC (2018-Present); Secretary, Green Harvest Asset Management (2019-Present); Secretary, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Secretary, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-2018); Secretary, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Secretary, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Select Funds (2006-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Legal Officer, Vice President and Secretary American Beacon Apollo Total Return Fund (2018-Present).

 

 

50


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Brian E. Brett (59)    VP since 2004    Senior Vice President, Head of Distribution (2012-Present), Vice President, Director of Sales (2004-2012), American Beacon Advisors, Inc.; Senior Vice President, Resolute Investment Managers, Inc. (2017-Present); Senior Vice President, Resolute Investment Distributors, Inc. (2018-Present), Senior Vice President, Resolute Investment Services, Inc. (2018-Present); Senior Vice President, Lighthouse Holdings Parent, Inc. (2008-2015); Senior Vice President, Lighthouse Holdings, Inc. (2008-2015); Vice President, American Beacon Select Funds (2004-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Paul B. Cavazos (50)    VP since 2016    Chief Investment Officer and Senior Vice President, American Beacon Advisors, Inc. (2016-Present); Chief Investment Officer, DTE Energy (2007-2016); Vice President, American Private Equity Management, L.L.C. (2017-Present); Vice President, American Beacon Select Funds (2016-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Erica Duncan (49)    VP Since 2011    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers (2018-Present); Vice President, Resolute Investment Services, Inc. (2018-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Melinda G. Heika (58)    Principal Accounting Officer since 2017 and Treasurer since 2010    Treasurer and CFO (2010-Present), American Beacon Advisors, Inc.; Treasurer, Resolute Topco, Inc. (2015-Present); Treasurer, Resolute Investment Holdings, LLC. (2015-Present); Treasurer, Resolute Acquisition, Inc. (2015-Present); Treasurer and CFO, Resolute Investment Managers, Inc. (2017-Present); Treasurer, Resolute Investment Distributors, Inc. (2017-2017); Treasurer and CFO, Resolute Investment Services, Inc. (2015-Present); Treasurer, Lighthouse Holdings Parent Inc., (2010-2015); Treasurer, Lighthouse Holdings, Inc. (2010-2015); Treasurer, American Private Equity Management, LLC (2012-Present); Treasurer and CFO, Alpha Quant Advisors, LLC (2016-Present); Treasurer and CFO, Continuous Capital, LLC (2018-Present); Treasurer, Green Harvest Asset Management (2019-Present); Treasurer, American Beacon Cayman Transformational Innovation, Ltd. (2017-2018); Treasurer, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Treasurer, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Treasurer, American Beacon Select Funds (2010-Present); Treasurer, American Beacon Institutional Funds Trust (2017-Present); Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Terri L. McKinney (56)    VP since 2010    Vice President (2009-Present), Managing Director (2003-2009), American Beacon Advisors, Inc.; Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services, Inc (2018-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Vice President, American Beacon Select Funds (2010-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).

 

 

51


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Jeffrey K. Ringdahl (44)    VP since 2010    Director (2015-Present), President (2018-Present), Chief Operating Officer (2010-Present), Senior Vice President (2013-2018), Vice President (2010-2013), American Beacon Advisors, Inc.; Director (2015-Present), President (2018-Present), Senior Vice Present (2015-2018), Resolute Investment Holdings, LLC; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Topco, Inc.; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Acquisition, Inc.; Director (2015-Present), President & COO (2018-Present), Senior Vice President (2015-2018), Resolute Investment Managers, Inc.; Director and Executive Vice President (2017-Present), Resolute Investment Distributors, Inc.; Director (2017-Present), President & COO (2018-Present), Executive Vice President (2017-2018), Resolute Investment Services, Inc.; Senior Vice President (2017-Present), Vice President (2012-2017), Manager (2015-Present), American Private Equity Management, LLC; Senior Vice President, Lighthouse Holdings Parent, Inc. (2013-2015); Senior Vice President, Lighthouse Holdings, Inc. (2013-2015); Trustee, American Beacon NextShares Trust (2015-Present); Director, Executive Vice President & COO, Alpha Quant Advisors, LLC (2016-Present); Director, Shapiro Capital Management, LLC (2017-Present); Director, Executive Vice President & COO, Continuous Capital, LLC (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present); Director, National Investment Services of America, LLC (2019-Present); Director and Vice President, American Beacon Cayman Transformational Innovation Company, Ltd., (2017-Present); Vice President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Vice President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Vice President, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Vice President, American Beacon Select Funds (2010-2018); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Samuel J. Silver (56)    VP Since 2011    Vice President (2011-Present), Chief Fixed Income Officer (2016-Present), American Beacon Advisors, Inc. (2011-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Christina E. Sears (48)   

Chief Compliance

Officer since 2004

and Asst. Secretary since 1999

   Vice President, American Beacon Advisors, Inc. (2019-Present); Chief Compliance Officer, American Beacon Advisors, Inc. (2004-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Distributors (2017-Present); Vice President, Resolute Investment Services, Inc. (2019-Present); Chief Compliance Officer, American Private Equity Management, LLC (2012-Present); Chief Compliance Officer (2016-2019) and Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Chief Compliance Officer (2004-Present) and Assistant Secretary (1999-Present), American Beacon Select Funds; Chief Compliance Officer and Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).

 

 

52


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Sonia L. Bates (63)   

Asst. Treasurer

since 2011

   Assistant Treasurer, American Beacon Advisors, Inc. (2011-2018); Assistant Treasurer, Lighthouse Holdings Parent Inc. (2011-2015); Assistant Treasurer, Lighthouse Holdings, Inc. (2011-2015); Assistant Treasurer, American Private Equity Management, LLC (2012-Present); Assistant Treasurer, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-Present); Assistant Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Assistant Treasurer, American Beacon Select Funds (2011-Present); Assistant Treasurer, American Beacon Institutional Funds Trust (2017-Present); Assistant Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Shelley D. Abrahams (45)    Assistant Secretary since 2008    Assistant Secretary, American Beacon Select Funds (2008-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present);
Rebecca L. Harris (53)    Assistant Secretary since 2010    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services (2015-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Assistant Secretary, American Beacon Select Funds (2010-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).
Teresa A. Oxford (61)    Assistant Secretary since 2015    Assistant Secretary, American Beacon Advisors, Inc. (2015-Present); Assistant Secretary, Resolute Investment Distributors (2018-Present); Assistant Secretary, Resolute Investment Services (2018-Present); Assistant Secretary, Alpha Quant Advisors, LLC (2016-Present); Assistant Secretary, American Beacon Select Funds (2015-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present); .
Peter A. Davidson (47)**   

Assistant Secretary

Since 2020

   Assistant Secretary, American Beacon Select Funds (2020-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2020-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2020-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2020-Present).

* As of 11/12/2014, the Board adopted a retirement plan that requires Trustees to retire no later than the last day of the calendar year in which they reach the age of 75.

** Mr. Davidson was elected at the March 3, 2020 meeting of the Board.

 

 

53


American Beacon FundsSM

Privacy Policy

January 31, 2020 (Unaudited)

 

 

The American Beacon Funds recognize and respect the privacy of our shareholders. We are providing this notice to you so you will understand how shareholder information may be collected and used.

We may collect nonpublic personal information about you from one or more of the following sources:

 

   

information we receive from you on applications or other forms;

 

   

information about your transactions with us or our service providers; and

 

   

information we receive from third parties.

We do not disclose any nonpublic personal information about our customers or former customers to anyone, except as permitted by law.

We restrict access to your nonpublic personal information to those employees or service providers who need to know that information to provide products or services to you. To ensure the confidentiality of your nonpublic personal information, we maintain safeguards that comply with federal standards.

 

 

54


  

 

 

 

 

 

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55


  

 

 

 

 

 

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56


LOGO

 

 

 

Delivery of Documents

eDelivery is NOW AVAILABLE - Stop traditional mail delivery and receive your

shareholder reports and summary prospectus on-line. Sign up at

www.americanbeaconfunds.com

If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.

To obtain more information about the Fund:

 

LOGO   LOGO
 
By E-mail:   On the Internet:
american_beacon.funds@ambeacon.com   Visit our website at www.americanbeaconfunds.com
   
     
 

LOGO

By Telephone:

Call (800) 658-5811

 

LOGO

By Mail:

American Beacon Funds

P.O. Box 219643

Kansas City, MO 64121-9643

   
     
Availability of Quarterly Portfolio Schedules   Availability of Proxy Voting Policy and Records
 
In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-PORT as of the end of each fiscal quarters. The Fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov. The Forms N-PORT may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the Fund’s portfolio holdings is available at www.americanbeaconfunds.com approximately sixty days after the end of each quarter.   A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended June 30 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009.

Fund Service Providers:

 

CUSTODIAN

State Street Bank and Trust Company

Boston, Massachusetts

   

TRANSFER AGENT

DST Asset Manager Solutions, Inc.

Quincy, Massachusetts

   

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP

Boston, Massachusetts

   

DISTRIBUTOR

Resolute Investment Distributors, Inc.

Irving, Texas

This report is prepared for shareholders of the American Beacon Funds and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.

 

American Beacon Funds and American Beacon Acadian Emerging Markets Managed Volatility Fund are service marks of American Beacon Advisors, Inc.

AR 01/20


LOGO


About American Beacon Advisors

 

Since 1986, American Beacon Advisors, Inc. has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.

Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.

CONTINUOUS CAPITAL EMERGING MARKETS FUND

Investing in foreign and emerging market securities may involve heightened risk due to currency fluctuations and economic and political risks. The Fund may have high portfolio turnover, which could increase the Fund’s transaction costs and possibly have a negative impact on performance. The Fund participates in a securities lending program. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and each Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions, and, therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.

 

American Beacon Funds

January 31, 2020


Contents

 

 

President’s Message

    1  

Market and Performance Overviews

    2  

Expense Examples

    5  

Report of Independent Registered Public Accounting Firm

    7  

Schedule of Investments:

 

American Beacon Continuous Capital Emerging Markets Fund

    8  

Financial Statements

    14  

Notes to Financial Statements

    17  

Financial Highlights:

 

American Beacon Continuous Capital Emerging Markets Fund

    35  

Federal Tax Information

    38  

Trustees and Officers of the American Beacon Funds

    39  

Privacy Policy

    45  

Additional Fund Information

    Back Cover  


President’s Message

 

 

LOGO  

Dear Shareholders,

 

During the 12 months of this reporting period, news reports highlighted multiple disruptive headwinds in the global economy; among them the U.S. trade war with China and its toll on the global economy, Brexit, disruptions in the Middle East and protests in Hong Kong. And although the headlines seemed to be just starting during the period addressed in this report, it’s now undeniable that the global spread of the COVID-19 virus is having an overwhelming effect on the world’s markets, the full impact of which is unknown at this time.

 

As Peter L. Bernstein said in his treatise on risk, Against the Gods: The Remarkable Story of Risk, published by John Wiley & Sons, Inc. in September 1998, “Volatility is a proxy for uncertainty and must be accommodated in measuring investment risk.”

 

During times of economic uncertainty and market volatility, fear of loss can be a powerful emotion – one that drives many investors to making short-term decisions

subject to a variety of potential error-leading biases. Unfortunately, some short-term investment decisions may create more volatility rather than mitigate it.

Instead of dwelling on the markets’ short-term reaction to waves of negative global news, we encourage investors to focus on the horizon instead. Long-term investing isn’t about identifying and anticipating the next big market move, it is about identifying the right investment products for riding out those moves. As a long-term investor, you should keep in mind the three Ds: direction, discipline and diversification.

 

u  

Direction: Achieving your long-term financial goals requires an individualized plan of action. You may want your plan to provide some measure of protection against periods of geopolitical turmoil, economic uncertainty, market volatility and job insecurity. Your plan should be reviewed annually and be adjusted in the event your long-range needs change.

 

u  

Discipline: Long-term, systematic participation in an investment portfolio requires your resolution to stay the course. Spending time in the market – rather than trying to time the market – may place you in a better position to reach your long-term financial goals.

 

u  

Diversification: By investing in different investment styles and asset classes, you may be able to help mitigate financial risks across your investment portfolio. By allocating your investment portfolio according to your risk-tolerance level, you may be better positioned to weather storms and achieve your long-term financial goals.

Since 1986, American Beacon has endeavored to provide investors with a disciplined approach to realizing long-term financial goals. As a manager of managers, we strive to provide investment products that may enable investors to participate during market upswings while potentially insulating against market downswings.

Many of the sub-advisors to our mutual funds pursue upside capture and/or downside protection using proprietary strategies. The investment teams behind our mutual funds seek to produce consistent, long-term results rather than focus only on short-term movements in the markets. In managing our investment products, we emphasize identifying opportunities that offer the potential for long-term rewards.

Our management approach is more than a concept; it’s the cornerstone of our culture. And we strive to apply it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards while mitigating volatility and risk.

Thank you for your continued interest in American Beacon. For additional information about our investment products or to access your account information, please visit our website at www.americanbeaconfunds.com.

Best Regards,

 

LOGO

Gene L. Needles, Jr.

President

American Beacon Funds

 

 

1


Global Equity and Emerging Markets Overview

January 31, 2020 (Unaudited)

 

 

Global equity markets closed with a gain for the 12-month period ended January 31, 2020, as evidenced by the MSCI ACWI Index (up 16.0%). In the U.S., the unemployment rate moved slightly up to 3.6%, and gross domestic product growth for 2019 averaged 2.3%. The fiscal year began with global uncertainty stemming from Brexit-related turmoil in the eurozone, as well as the U.S.-China trade war and the effects reverberating from it.

However, as the year went on, markets were emboldened by progress toward a “phase one” trade deal between the U.S. and China, and the uncertainty regarding the eurozone was reduced with a strong electoral win by the Conservative Party and Boris Johnson in the U.K. Investors welcomed the Federal Reserve’s rate cuts and the monetary easing efforts enacted by other central banks. Although these positive trends were well-received, investors maintained a healthy dose of caution given the history of trade rhetoric between U.S. and China, the U.S. entering a presidential election year, and the emergence of a potential pandemic stemming from the newly identified COVID-19 virus.

Emerging Markets delivered positive returns, with the MSCI Emerging Markets Index up 3.8% for the period under review. Following are some country highlights:

 

   

Chinese equities rose 5.8% for the period while awaiting the completion of the phase one trade deal with the U.S., which was officially signed in January 2020. Although Beijing’s stimulus measures took root, pro-democracy protests in Hong Kong remained a dark cloud.

 

   

Brazilian equities closed down 0.8%, despite a positive 2020 forecast for economic and domestic demand recovery.

 

   

Mexican equities ticked up 2.8% on the U.S. House of Representatives’ approval of the United States-Mexico-Canada Agreement, a new trade deal seeking to modernize the 26-year-old North American Free Trade Agreement, and the resulting diminished threat of new auto tariffs.

 

   

Turkish equities posted a 4.5% loss despite the central bank cutting interest rates in an effort to revive the nation’s economy.

Ultimately, Emerging Markets lagged developed markets during the period as investors deliberated over the effect of back and forth U.S.-China trade negotiations, which had an outsized impact on performance.

 

 

2


American Beacon Continuous Capital Emerging Markets FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

The Investor Class of the American Beacon Continuous Capital Emerging Markets Fund (the “Fund”) returned 8.04% for the 12 months ended January 31, 2020. The Fund outperformed the MSCI Emerging Markets Index (the “Index”) return of 3.81% for the same period.

Comparison of Changes in Value of a $10,000 Investment for the period 12/17/2018 Through 1/31/2020

 

LOGO

 

Total Returns for the Period ended January 31, 2020

 

      

Ticker

    

1 Year

  

Since Inception
(12/17/2018)

  

Value of $10,000

12/17/2018-

1/31/2020

Institutional Class (1,3) . .

     CCEIX          8.40 %        15.54 %      $ 11,762

Y Class (1,3) . . . . . .

     CCEYX          8.41 %        15.54 %      $ 11,762

Investor Class (1,3)

     CCEPX          8.04 %        15.10 %      $ 11,712
                     

MSCI Emerging Markets Index (2)

              3.81 %        11.40 %      $ 11,293

 

1.

Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of the fees charged to each Class of the Fund has been waived since Fund inception. Performance prior to waiving fees was lower than the actual returns shown since inception.

 

2.

The MSCI Emerging Markets Index is a market capitalization weighted index composed of companies that are representative of the market structure of developing countries in Latin America, Asia, Eastern Europe, the Middle East and Africa. The MSCI® information contained herein: (1) is provided “as is,” (2) is proprietary to MSCI and/or its content providers, (3) may not be used to create any financial instruments or products or any indexes and (4) may not be copied or distributed without MSCI’s express written consent. MSCI disclaims all warranties with respect to the information. Neither MSCI nor its content providers are responsible for any damages or losses arising from any use of this information. One cannot directly invest in an index.

 

3.

The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y and Investor Class shares were 2.42%, 2.52% and 2.80%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

 

 

3


American Beacon Continuous Capital Emerging Markets FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

For the one-year period ending January 31, 2020, the Fund outperformed the Index primarily through stock selection. Sector allocation was effectively neutral.

Most of the Fund’s outperformance related to security selection was attributed to holdings in the Industrials and Financials sectors. In the Industrials sector, China Lesso Group Holdings Ltd. (up 125.6%) and A-Living Services Co., Ltd. (up 87.2%) added the most to performance. In the Financials sector, Bank Tabungan Pensiunan Nasional Syariah Tbk PT (up 103.1%) and Manappuram Finance Ltd. (up 55.7%) were strong performers. The aforementioned performance was somewhat offset by security selection in the Information Technology sector. Underweight positions relative to the Index in Taiwan Semiconductor Manufacturing Co., Ltd. (up 30.4%) and Samsung Electronics Co., Ltd. (up 12.4%) were the largest detractors from performance.

Looking forward, the Fund’s sub-advisor will continue to focus on its iterative investment process of constructing a portfolio of high-quality companies with consistent value and income characteristics.

 

Top Ten Holdings (% Net Assets)

 

Alibaba Group Holding Ltd., Sponsored ADR           0.8  
Network International Holdings PLC           0.8  
Taiwan Semiconductor Manufacturing Co., Ltd.           0.8  
Tencent Holdings Ltd.           0.8  
Tencent Holdings Ltd., ADR           0.8  
Vinda International Holdings Ltd.           0.8  
Gujarat Gas Ltd.           0.7  
Samsung Electronics Co., Ltd., Common Stock           0.7  
Samsung Electronics Co., Ltd., Preferred Stock           0.7  
Taiwan Semiconductor Manufacturing Co., Ltd., Sponsored ADR           0.7  
Total Fund Holdings      148       

 

Sector Allocation (% Equities)

 

Financials           21.1  
Information Technology           16.4  
Consumer Discretionary           13.6  
Industrials           10.8  
Consumer Staples           7.6  
Communication Services           7.2  
Health Care           6.7  
Energy           6.2  
Utilities           5.9  
Real Estate           3.1  
Materials           1.4  
       
Country Allocation (% Equities)

 

China           28.9  
India           14.8  
Taiwan           13.1  
Republic of Korea           8.8  
Brazil           5.8  
Thailand           4.7  
Russia           4.0  
South Africa           3.3  
Hong Kong           2.7  
Philippines           2.5  
Mexico           2.3  
Malaysia           2.2  
Indonesia           2.1  
Singapore           2.0  
United Arab Emirates           1.6  
Saudi Arabia           0.6  
Turkey           0.6  

 

 

4


American Beacon FundsSM

Expense Examples

January 31, 2020 (Unaudited)

 

 

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (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 invested at the beginning of the period in each Class and held for the entire period from August 1, 2019 through January 31, 2020.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = $8.60), then multiply the result by the “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

Hypothetical Example for Comparison Purposes

The “Hypothetical” lines of the tables provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. Shareholders of the Investor and Institutional Classes that invest in the Funds through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Fund, such as sales charges (loads) or redemption fees, as applicable. Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the tables are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.

 

 

5


American Beacon Continuous Capital Emerging Markets FundSM

Expense Examples

January 31, 2020 (Unaudited)

 

 

American Beacon Continuous Capital Emerging Markets Fund

 

    Beginning Account Value
8/1/2019
  Ending Account Value
1/31/2020
  Expenses Paid During
Period
8/1/2019-1/31/2020*
Institutional Class            
Actual       $1,000.00       $1,052.00       $6.00
Hypothetical**       $1,000.00       $1,019.36       $5.90
Y Class            
Actual       $1,000.00       $1,052.10       $6.52
Hypothetical**       $1,000.00       $1,018.85       $6.41
Investor Class            
Actual       $1,000.00       $1,050.40       $7.91
Hypothetical**       $1,000.00       $1,017.49       $7.78

 

*

Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 1.16%, 1.26%, and 1.53% for the Institutional, Y, and Investor Classes, respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (184) by days in the year (365) to reflect the half-year period.

**

5% return before expenses.

 

 

6


American Beacon FundsSM

Report of Independent Registered Public Accounting Firm

 

 

To the Board of Trustees of American Beacon Funds and the Shareholders of American Beacon Continuous Capital Emerging Markets Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of American Beacon Continuous Capital Emerging Markets Fund (one of the series constituting American Beacon Funds, referred to hereafter as the “Fund”) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020 and the statement of changes in net assets and the financial highlights for the year ended January 31, 2020 and for the period December 17, 2018 (commencement of operations) through January 31, 2019, including 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 Fund as of January 31, 2020, the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for the year ended January 31, 2020 and for the period December 17, 2018 (commencement of operations) through January 31, 2019 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s 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 Fund 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 conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

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 January 31, 2020 by correspondence with the custodian, transfer agent 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.

PricewaterhouseCoopers LLP

Dallas, TX

March 30, 2020

We have served as the auditor of one or more investment companies in the American Beacon family of funds since 2016.

 

 

7


American Beacon Continuous Capital Emerging Markets FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Brazil - 5.51%            
Common Stocks - 4.82%            
B3 S.A. - Brasil Bolsa Balcao       4,406         $ 49,589
Banco do Brasil S.A.       4,096           46,425
Cia de Locacao das Americas       7,700           42,450
CPFL Energia S.A.       5,500           49,149
Lojas Renner S.A.       3,500           46,952
Neoenergia S.A.       8,000           48,064
Vivara Participacoes S.A.       6,800           49,969
           

 

 

 
           

Total Common Stocks

              332,598
           

 

 

 
           
Preferred Stocks - 0.69%            
           
Petroleo Brasileiro S.A.A       7,100           47,166
           

 

 

 
           

Total Brazil (Cost $335,734)

              379,764
           

 

 

 
           
China - 27.19%            
Common Stocks - 27.19%            
A-Living Services Co., Ltd., Class HB C       11,750           38,953
Alibaba Group Holding Ltd.C D       2,000           50,489
Alibaba Group Holding Ltd., Sponsored ADRD       267           55,160
Anhui Gujing Distillery Co., Ltd., Class AC       2,100           41,659
ANTA Sports Products Ltd.C       5,228           45,162
Baidu, Inc., Sponsored ADRD       393           48,559
Bank of China Ltd., Class HC       89,598           34,643
Bank of Communications Co., Ltd., Class HC       56,125           35,774
Biem.L.Fdlkk Garment Co., Ltd., Class AC       11,200           40,005
China Construction Bank Corp., Class HC       46,814           35,512
China Gas Holdings Ltd.C       11,400           44,825
China Isotope & Radiation Corp.C       16,000           46,136
China Lesso Group Holdings Ltd.C       33,000           42,469
China Medical System Holdings Ltd.C       31,000           41,317
China Merchants Bank Co., Ltd., Class HC       9,500           45,817
China Resources Gas Group Ltd.C       8,300           43,662
CITIC Telecom International Holdings Ltd.C       111,883           38,686
CNOOC Ltd., Sponsored ADR       294           44,394
ENN Energy Holdings Ltd.C       3,894           45,325
Gree Electric Appliances, Inc. of Zhuhai, Class AC       4,400           38,349
Huami Corp., ADRD       2,932           40,872
Industrial & Commercial Bank of China Ltd., Class HC       51,196           34,069
Jiangsu Expressway Co., Ltd., Class HC       30,754           38,056
Li Ning Co., Ltd.C       12,500           36,639
Livzon Pharmaceutical Group, Inc., Class HC       12,700           43,531
Longfor Group Holdings Ltd.B C       9,424           39,714
Midea Group Co., Ltd., Class AC       4,600           34,856
NetEase, Inc., ADR       154           49,397
PICC Property & Casualty Co., Ltd., Class HC       41,000           43,770
Ping An Insurance Group Co. of China Ltd., Class HC       3,600           40,727
Prosus N.V.C D       648           46,700
Shandong Weigao Group Medical Polymer Co., Ltd., Class HC       36,000           42,921
Shanghai Pharmaceuticals Holding Co., Ltd., Class HC       24,748           46,034
Shenzhen International Holdings Ltd.C       18,000           35,974
Shenzhou International Group Holdings Ltd.C       3,400           44,885
Sinopharm Group Co., Ltd., Class HC       14,089           45,778
SITC International Holdings Co., Ltd.C       39,680           46,601
Tencent Holdings Ltd.C       1,122           53,276
Tencent Holdings Ltd., ADR       1,105           52,941
Topsports International Holdings Ltd.B C       34,000           41,564

 

See accompanying notes

 

8


American Beacon Continuous Capital Emerging Markets FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
China - 27.19% (continued)            
Common Stocks - 27.19% (continued)            
Wuliangye Yibin Co., Ltd., Class AC       2,100         $ 37,067
Yealink Network Technology Corp. Ltd., Class AC       3,700           42,847
YiChang HEC ChangJiang Pharmaceutical Co., Ltd., Class HB C       7,200           41,370
Yuexiu Transport Infrastructure Ltd.C       44,000           38,377
           

 

 

 

Total Common Stocks

              1,874,862
           

 

 

 
           

Total China (Cost $1,799,698)

              1,874,862
           

 

 

 
           
Hong Kong - 2.57%            
Common Stocks - 2.57%            
AIA Group Ltd., Sponsored ADRE       1,112           44,158
Techtronic Industries Co., Ltd.C       5,813           46,077
Union Medical Healthcare Ltd.C       51,000           33,578
Vinda International Holdings Ltd.C       22,000           53,179
           

 

 

 

Total Common Stocks

              176,992
           

 

 

 
           

Total Hong Kong (Cost $160,040)

              176,992
           

 

 

 
           
India - 13.90%            
Common Stocks - 13.90%            
Adani Ports & Special Economic Zone Ltd.C       9,097           47,117
Atul Ltd.C       700           48,193
Bajaj Finserv Ltd.C       352           46,696
Granules India Ltd.C       23,709           48,578
Gujarat Gas Ltd.C       12,598           51,022
Gujarat State Petronet Ltd.C       13,521           47,953
HCL Technologies Ltd.C       5,622           46,614
HDFC Bank Ltd.C       2,733           46,891
Hexaware Technologies Ltd.C       9,626           49,130
Infosys Ltd.C       4,562           49,745
KEI Industries Ltd.C       5,793           45,930
Larsen & Toubro Ltd.C       2,150           41,283
Mahanagar Gas Ltd.C       3,088           50,758
Manappuram Finance Ltd.C       18,479           48,630
Muthoot Finance Ltd.C       4,686           49,937
Petronet LNG Ltd.C       12,413           46,345
Reliance Industries Ltd.C       2,412           47,666
RITES Ltd.C       11,240           48,989
Sonata Software Ltd.C       10,123           47,665
WNS Holdings Ltd., ADRD       693           49,452
           

 

 

 

Total Common Stocks

              958,594
           

 

 

 
           

Total India (Cost $870,375)

              958,594
           

 

 

 
           
Indonesia - 1.93%            
Common Stocks - 1.93%            
Bank Tabungan Pensiunan Nasional Syariah Tbk PTC D       150,200           48,272
Indofood CBP Sukses Makmur Tbk PTC       55,800           46,304
Mitra Adiperkasa Tbk PTC       550,600           38,520
           

 

 

 

Total Common Stocks

              133,096
           

 

 

 
           

Total Indonesia (Cost $113,051)

              133,096
           

 

 

 
           
Malaysia - 2.10%            
Common Stocks - 2.07%            
RHB Bank BhdC       33,679           46,815
Serba Dinamik Holdings BhdC       86,065           46,677

 

See accompanying notes

 

9


American Beacon Continuous Capital Emerging Markets FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Malaysia - 2.10% (continued)            
Common Stocks - 2.07% (continued)            
TIME dotCom BhdC       21,800         $ 49,243
           

 

 

 
           

Total Common Stocks

              142,735
           

 

 

 
           
Warrants - 0.03%            
Serba Dinamik Holdings BhdD       21,504           1,758
           

 

 

 
           

Total Malaysia (Cost $135,164)

              144,493
           

 

 

 
           
Mexico - 2.13%            
Common Stocks - 2.13%            
Grupo Aeroportuario del Centro Norte S.A.B. de C.V., ADR       816           49,564
Grupo Aeroportuario del Pacifico S.A.B. de C.V., Class B       4,000           49,529
Wal-Mart de Mexico S.A.B. de C.V.       16,400           47,988
           

 

 

 

Total Common Stocks

              147,081
           

 

 

 
           

Total Mexico (Cost $118,404)

              147,081
           

 

 

 
           
Philippines - 2.39%            
Common Stocks - 2.39%            
Ayala Land, Inc.C       45,575           37,033
BDO Unibank, Inc.C       15,730           45,595
Metropolitan Bank & Trust Co.C       37,400           42,201
SM Prime Holdings, Inc.C       52,700           40,256
           

 

 

 

Total Common Stocks

              165,085
           

 

 

 
           

Total Philippines (Cost $177,029)

              165,085
           

 

 

 
           
Republic of Korea - 8.31%            
Common Stocks - 6.83%            
DIO Corp.C D       985           31,127
DongKook Pharmaceutical Co., Ltd.C       645           47,414
Hansol Chemical Co., Ltd.C       500           45,369
Innocean Worldwide, Inc.C       688           40,419
JB Financial Group Co., Ltd.C       7,681           32,707
KT&G Corp.C       482           38,316
NCSoft Corp.C       84           44,690
NICE Information Service Co., Ltd.C       3,354           46,980
Samsung Electronics Co., Ltd.C       1,091           51,058
Samsung SDS Co., Ltd.C       289           46,642
Woongjin Coway Co., Ltd.C       634           46,489
           

 

 

 
           

Total Common Stocks

              471,211
           

 

 

 
           
Preferred Stocks - 1.48%            
LG Household & Health Care Ltd.A C       80           50,830
Samsung Electronics Co., Ltd.A C       1,305           51,479
           

 

 

 

Total Preferred Stocks

              102,309
           

 

 

 
           

Total Republic of Korea (Cost $545,083)

              573,520
           

 

 

 
           
Russia - 3.79%            
Common Stocks - 3.79%            
Detsky Mir PJSCB C       24,670           44,350
Gazprom Neft PJSC, Sponsored ADRC       1,087           37,802
LUKOIL PJSC, Sponsored ADR       457           46,673
Rosneft Oil Co. PJSC, GDRC       6,217           46,449
Sberbank of Russia PJSC, Sponsored ADRC       2,470           39,381
TCS Group Holding PLC, GDRC       1,956           46,527
           

 

 

 

Total Common Stocks

              261,182
           

 

 

 
           

Total Russia (Cost $225,155)

              261,182
           

 

 

 
           

 

See accompanying notes

 

10


American Beacon Continuous Capital Emerging Markets FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Saudi Arabia - 0.58% (Cost $44,900)            
Common Stocks - 0.58%            
Saudi Arabian Oil Co.B D       4,408         $ 40,121
           

 

 

 
           
Singapore - 1.88%            
Common Stocks - 1.88%            
CapitaLand Ltd.C       14,100           37,123
Keppel DC REITC       29,414           48,670
NetLink NBN TrustC F       59,600           44,119
           

 

 

 

Total Common Stocks

              129,912
           

 

 

 
           

Total Singapore (Cost $111,325)

              129,912
           

 

 

 
           
South Africa - 3.08%            
Common Stocks - 3.08%            
Capitec Bank Holdings Ltd.C       434           38,941
Clicks Group Ltd.C       2,740           44,649
FirstRand Ltd.C       8,954           34,311
Naspers Ltd., Class NC       297           48,753
Standard Bank Group Ltd., Sponsored ADRE       4,313           45,718
           

 

 

 

Total Common Stocks

              212,372
           

 

 

 
           

Total South Africa (Cost $222,013)

              212,372
           

 

 

 
           
Taiwan - 12.33%            
Common Stocks - 12.33%            
Accton Technology Corp.C       8,000           42,640
Advantech Co., Ltd.C       4,340           41,379
Chailease Holding Co., Ltd.C       10,152           42,163
E.Sun Financial Holding Co., Ltd.C       48,768           45,105
Feng TAY Enterprise Co., Ltd.C       7,500           44,931
Lotes Co., Ltd.C       4,391           45,267
Parade Technologies Ltd.C       2,131           44,466
Poya International Co., Ltd.C       3,400           48,764
Realtek Semiconductor Corp.C       4,873           39,395
Simplo Technology Co., Ltd.C       4,470           46,995
Sinbon Electronics Co., Ltd.C       9,690           41,068
Taiwan Semiconductor Manufacturing Co., Ltd.C       4,900           52,419
Taiwan Semiconductor Manufacturing Co., Ltd., Sponsored ADR       950           51,243
Taiwan Union Technology Corp.C       11,000           45,273
Topco Scientific Co., Ltd.C       12,515           44,309
Tripod Technology Corp.C       11,225           40,997
Uni-President Enterprises Corp.C       18,910           44,942
Voltronic Power Technology Corp.C       1,750           42,317
Yuanta Financial Holding Co., Ltd.C       72,240           46,808
           

 

 

 
           

Total Common Stocks

              850,481
           

 

 

 
           

Total Taiwan (Cost $708,597)

              850,481
           

 

 

 
           
Thailand - 4.41%            
Common Stocks - 4.41%            
AEON Thana Sinsap Thailand PCL, NVDRC       7,059           36,761
Carabao Group PCLC       15,000           42,364
Carabao Group PCL       1,900           5,410
Com7 PCL, NVDRC       50,892           43,788
Plan B Media Pcl, NVDRC       243,500           46,122
Srisawad Corp. PCL, NVDRC       20,700           49,476
Thanachart Capital PCL, NVDRC       24,500           40,691
Tisco Financial Group PCL, NVDRC       12,116           39,740
           

 

 

 

Total Common Stocks

              304,352
           

 

 

 
           

Total Thailand (Cost $288,999)

              304,352
           

 

 

 
           

 

See accompanying notes

 

11


American Beacon Continuous Capital Emerging Markets FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
Turkey - 0.61% (Cost $35,512)            
Common Stocks - 0.61%            
Ulker Biskuvi Sanayi A/SC D       10,759         $ 41,727
           

 

 

 
           
United Arab Emirates - 1.46%            
Common Stocks - 1.46%            
Emirates NBD Bank PJSCC       13,021           48,725
Network International Holdings PLCB C D       6,492           52,115
           

 

 

 

Total Common Stocks

              100,840
           

 

 

 
           

Total United Arab Emirates (Cost $85,850)

              100,840
           

 

 

 
           
SHORT-TERM INVESTMENTS - 6.81% (Cost $469,454)            
Investment Companies - 6.81%            
American Beacon U.S. Government Money Market Select Fund, Select Class, 1.47%G H       469,454           469,454
           

 

 

 
           
SECURITIES LENDING COLLATERAL - 0.56% (Cost $38,556)            
Investment Companies - 0.56%            
American Beacon U.S. Government Money Market Select Fund, Select Class, 1.47%G H       38,556           38,556
           

 

 

 
           

TOTAL INVESTMENTS - 101.54% (Cost $6,484,939)

              7,002,484

LIABILITIES, NET OF OTHER ASSETS - (1.54%)

              (106,143 )
           

 

 

 

TOTAL NET ASSETS - 100.00%

            $ 6,896,341
           

 

 

 
             
Percentages are stated as a percent of net assets.

 

A A type of Preferred Stock that has no maturity date.

B Security exempt from registration under the Securities Act of 1933. These securities may be resold to qualified institutional buyers pursuant to Rule 144A. At the period end, the value of these securities amounted to $298,187 or 4.32% of net assets. The Fund has no right to demand registration of these securities.

C Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $5,391,773 or 78.18% of net assets.

D Non-income producing security.

E All or a portion of this security is on loan, collateralized by either cash and/or U.S.Treasuries, at January 31, 2020 (Note 8).

F Unit - Usually consists of one common stock and/or rights and warrants.

G The Fund is affiliated by having the same investment advisor.

H 7-day yield.

ADR - American Depositary Receipt.

GDR – Global Depositary Receipt.

NVDR – Non Voting Depositary Receipt.

PCL - Public Company Limited (Thailand).

PJSC - Private Joint Stock Company.

PLC - Public Limited Company.

REIT - Real Estate Investment Trust.

 

See accompanying notes

 

12


American Beacon Continuous Capital Emerging Markets FundSM

Schedule of Investments

January 31, 2020

 

 

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of January 31, 2020, the investments were classified as described below:

 

Continuous Capital Emerging Markets Fund

  Level 1           Level 2           Level 3           Total  

Assets

 

Foreign Common Stocks

 

Brazil

  $ 332,598       $ -       $ -       $ 332,598  

China

    291,323         1,583,539         -         1,874,862  

Hong Kong

    44,158         132,834         -         176,992  

India

    49,452         909,142         -         958,594  

Indonesia

    -         133,096         -         133,096  

Malaysia

    -         142,735         -         142,735  

Mexico

    147,081         -         -         147,081  

Philippines

    -         165,085         -         165,085  

Republic of Korea

    -         471,211         -         471,211  

Russia

    46,673         214,509         -         261,182  

Saudi Arabia

    40,121         -         -         40,121  

Singapore

    -         129,912         -         129,912  

South Africa

    45,718         166,654         -         212,372  

Taiwan

    51,243         799,238         -         850,481  

Thailand

    5,410         298,942         -         304,352  

Turkey

    -         41,727         -         41,727  

United Arab Emirates

    -         100,840         -         100,840  

Foreign Preferred Stocks

 

Brazil

    47,166         -         -         47,166  

Republic of Korea

    -         102,309         -         102,309  

Foreign Warrants

 

Malaysia

    1,758         -         -         1,758  

Short-Term Investments

    469,454         -         -         469,454  

Securities Lending Collateral

    38,556         -         -         38,556  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Investments in Securities - Assets

  $ 1,610,711       $ 5,391,773       $ -       $ 7,002,484  
 

 

 

     

 

 

     

 

 

     

 

 

 

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the year ended January 31, 2020, there were no transfers into or out of Level 3.

 

 

13


American Beacon Continuous Capital Emerging Markets FundSM

Statement of Assets and Liabilities

January 31, 2020

 

 

Assets:

 

Investments in unaffiliated securities, at fair value§

  $ 6,494,474  

Investments in affiliated securities, at fair value

    508,010  

Foreign currency, at fair value^

    147,184  

Cash due from broker

    6,265  

Dividends and interest receivable

    5,817  

Receivable for investments sold

    67,468  

Receivable for fund shares sold

    59,468  

Receivable for tax reclaims

    91  

Prepaid expenses

    27,160  
 

 

 

 

Total assets

    7,315,937  
 

 

 

 

Liabilities:

 

Payable for investments purchased

    128,795  

Payable for fund shares redeemed

    16,262  

Payable for expense reimbursement (Note 2)

    137,354  

Management and sub-advisory fees payable (Note 2)

    4,499  

Service fees payable (Note 2)

    64  

Transfer agent fees payable (Note 2)

    458  

Payable upon return of securities loaned (Note 8)§

    38,556  

Custody and fund accounting fees payable

    31,635  

Professional fees payable

    58,324  

Trustee fees payable (Note 2)

    26  

Payable for prospectus and shareholder reports

    3,243  

Other liabilities

    380  
 

 

 

 

Total liabilities

    419,596  
 

 

 

 

Net assets

  $ 6,896,341  
 

 

 

 

Analysis of net assets:

 

Paid-in-capital

  $ 6,436,689  

Total distributable earnings (deficits)A

    459,652  
 

 

 

 

Net assets

  $ 6,896,341  
 

 

 

 

Shares outstanding at no par value (unlimited shares authorized):

 

Institutional Class

    342,527  
 

 

 

 

Y Class

    241,939  
 

 

 

 

Investor Class

    17,070  
 

 

 

 

Net assets:

 

Institutional Class

  $ 3,927,688  
 

 

 

 

Y Class

  $ 2,773,744  
 

 

 

 

Investor Class

  $ 194,909  
 

 

 

 

Net asset value, offering and redemption price per share:

 

Institutional Class

  $ 11.47  
 

 

 

 

Y Class

  $ 11.46  
 

 

 

 

Investor Class

  $ 11.42  
 

 

 

 

Cost of investments in unaffiliated securities

  $ 5,976,929  

Cost of investments in affiliated securities

  $ 508,010  

§ Fair value of securities on loan

  $ 36,825  

^ Cost of foreign currency

  $ 147,260  

A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at year end.

 

 

See accompanying notes

 

14


American Beacon Continuous Capital Emerging Markets FundSM

Statement of Operations

For the year ended January 31, 2020

 

 

Investment income:

 

Dividend income from unaffiliated securities (net of foreign taxes)

  $ 173,179  

Dividend income from affiliated securities (Note 7)

    4,823  

Income derived from securities lending (Note 8)

    875  
 

 

 

 

Total investment income

    178,877  
 

 

 

 

Expenses:

 

Management and sub-advisory fees (Note 2)

    44,485  

Transfer agent fees:

 

Institutional Class (Note 2)

    227  

Y Class (Note 2)

    3,211  

Investor Class

    2,864  

Custody and fund accounting fees

    58,512  

Professional fees

    76,527  

Registration fees and expenses

    61,313  

Service fees (Note 2):

 

Investor Class

    205  

Prospectus and shareholder report expenses

    15,104  

Trustee fees (Note 2)

    209  

Other expenses

    5,086  
 

 

 

 

Total expenses

    267,743  
 

 

 

 

Net fees waived and expenses (reimbursed) (Note 2)

    (206,606
 

 

 

 

Net expenses

    61,137  
 

 

 

 

Net investment income

    117,740  
 

 

 

 

Realized and unrealized gain (loss) from investments:

 

Net realized (loss) from:

 

Investments in unaffiliated securitiesA

    (57,001

Foreign currency transactions

    (7,860

Change in net unrealized appreciation (depreciation) of:

 

Investments in unaffiliated securitiesB

    295,670  

Foreign currency transactions

    (468
 

 

 

 

Net gain from investments

    230,341  
 

 

 

 

Net increase in net assets resulting from operations

  $ 348,081  
 

 

 

 

Foreign taxes

  $ 18,135  

A The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.

 

B The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at year end.

 

 

See accompanying notes

 

15


American Beacon Continuous Capital Emerging Markets FundSM

Statement of Changes in Net Assets

 

 

    Year Ended
January 31, 2020
          From December 17,
2018A to
January 31, 2019
 

Increase (decrease) in net assets:

 

Operations:

 

Net investment income

  $ 117,740       $ 3,546  

Net realized gain (loss) from investments in unaffiliated securities and foreign currency transactions

    (64,861       6,102  

Change in net unrealized appreciation of investments in unaffiliated securities and foreign currency transactions

    295,202         234,436  
 

 

 

     

 

 

 

Net increase in net assets resulting from operations

    348,081         244,084  
 

 

 

     

 

 

 

Distributions to shareholders:

 

Total retained earnings:

     

Institutional Class

    (76,776       -  

Y Class

    (64,411       -  

Investor Class

    (3,856       -  
 

 

 

     

 

 

 

Net distributions to shareholders

    (145,043       -  
 

 

 

     

 

 

 

Capital share transactions (Note 10):

 

Proceeds from sales of shares

    3,523,891         208,462  

Reinvestment of dividends and distributions

    62,374         -  

Cost of shares redeemed

    (145,508       -  
 

 

 

     

 

 

 

Net increase in net assets from capital share transactions

    3,440,757         208,462  
 

 

 

     

 

 

 

Net increase in net assets

    3,643,795         452,546  
 

 

 

     

 

 

 

Net assets:

 

Beginning of period

    3,252,546         2,800,000 B 
 

 

 

     

 

 

 

End of period

  $ 6,896,341       $ 3,252,546  
 

 

 

     

 

 

 

A Commencement of operations.

 

B Seed capital.

 

 

See accompanying notes

 

16


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”) is organized as a Massachusetts business trust. The Fund, a series within the Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. As of January 31, 2020, the Trust consists of thirty-two active series, one of which is presented in this filing: American Beacon Continuous Capital Emerging Markets Fund (the “Fund”). The remaining thirty-one active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recently Adopted Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018, and has been adopted accordingly with no material impact on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the year ended January 31, 2020, the Fund has chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

The Fund has multiple classes of shares designed to meet the needs of different groups of investors. The following table sets forth the differences amongst the classes:

 

Class

  

Eligible Investors

   Minimum Initial
Investments
 
Institutional    Large institutional investors - sold directly or through intermediary channels.    $ 250,000  
Y Class    Large institutional retirement plan investors - sold directly or through intermediary channels.    $ 100,000  
Investor    All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.    $ 2,500  

Each class offered by the Trust has equal rights as to assets and voting privileges. Income and non-class specific expenses are allocated daily to each class based on the relative net assets. Realized and unrealized capital gains and losses of each class are allocated daily based on the relative net assets of each class of the respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

 

 

17


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Fund in preparation of the financial statements. The Fund is considered an investment company and accordingly, follows the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

Dividend income, net of foreign taxes, is recorded on the ex-dividend date, except certain dividends from foreign securities which are recorded as soon as the information is available to the Fund. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined based on specific lot identification.

Distributions to Shareholders

The Fund distributes most or all of its net earnings and realized gains, if any, each taxable year in the form of dividends from net investment income and distributions of realized net capital gains and net gains from foreign currency transactions on an annual basis. The Fund does not have a fixed dividend rate and does not guarantee that it will pay any distributions in any particular period. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Fund may designate earnings and profits distributed to shareholders on the redemption of shares.

Currency Translation

All assets and liabilities initially expressed in foreign currency values are converted into U.S. dollar values at the mean of the bid and ask prices of such currencies against U.S. dollars as last quoted by a recognized dealer. Income, expenses, and purchases and sales of investments are translated into U.S. dollars at the rate of the exchange prevailing on the respective dates of such transactions. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and is reported with all other foreign currency gains and losses on the Fund’s Statement of Operations.

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Fund is allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Fund. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Fund on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Fund or nature of the services performed and relative applicability to the Fund.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.

 

 

18


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Fund and the Manager are parties to a Management Agreement that obligates the Manager to provide the Fund with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

 

First $5 billion

     0.35

Next $5 billion

     0.325

Next $10 billion

     0.30

Over $20 billion

     0.275

The Trust, on behalf of the Fund, and the Manager have entered into an Investment Advisory Agreement with Continuous Capital LLC (the “Sub-Advisor”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Fund’s average daily net assets according to the following schedule:

 

First $500 million

     0.525

Next $500 million

     0.50

Over $1 billion

     0.475

The Management and Sub-Advisory Fees paid by the Fund for the year ended January 31, 2020 were as follows:

 

    Effective Fee Rate           Amount of Fees Paid  

Management Fees

    0.350     $ 17,852  

Sub-Advisor Fees

    0.525       26,633  
 

 

 

     

 

 

 

Total

    0.875     $ 44,485  
 

 

 

     

 

 

 

As compensation for services provided by the Manager in connection with securities lending activities conducted by the Fund, the lending Fund pays to the Manager, with respect to cash collateral posted by borrowers, a fee up to 10% of the net monthly interest income (the gross interest income earned by the investment of cash collateral, less the amount paid to borrowers and related expenses) from such activities and, with respect to loan fees paid by borrowers, a fee up to 10% of such loan fees. These fees are included in “Income derived from securities lending” and “Management and investment advisory fees” on the Statement of Operations. During the year ended January 31, 2020, the Manager received securities lending fees of $98 for the securities lending activities of the Fund.

Distribution Plans

The Fund has utilized a “defensive” Distribution Plan (the “Plan”) pursuant to which no separate fees may be charged to the Fund for distribution purposes. However, the Plan authorizes the use of management fees received by the Manager and/or the investment advisors hired by the Manager for distribution purposes. Under this

 

 

19


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Plan, the Fund does not intend to compensate the Manager or any other party, either directly or indirectly, for the distribution of Fund shares from these fees.

Service Plans

The Investor Class has adopted a Service Plan (collectively, the “Plans”). The Plans authorize the payment to the Manager an annual fee up to 0.375% of the average daily net assets of the Investor Class. In addition, the Fund may reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries attributable to Y Class and Institutional Class. The Manager or other approved entities may spend such amounts on any activities or expenses primarily intended to result in or relate to the servicing of Y Class, Institutional Class and Investor Class including, but not limited to, payment of shareholder service fees and transfer agency or sub-transfer agency expenses. The fees will be payable monthly in arrears. The primary expenses expected to be incurred under the Plans are shareholder servicing, record keeping fees and servicing fees paid to financial intermediaries such as plan sponsors and broker-dealers.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Fund and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Fund primarily through the use of omnibus accounts on behalf of its customers who hold positions in the Fund. Certain services would have been provided by the Fund’s transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Fund’s transfer agent. Accordingly, the Fund, pursuant to Board approval, has agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the year ended January 31, 2020, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statement of Operations, were as follows:

 

Fund

   Sub-Transfer Agent Fees  

Continuous Capital Emerging Markets

   $ 1,623  

As of January 31, 2020, the Fund owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statement of Assets and Liabilities:

 

Fund

   Reimbursement
Sub-Transfer Agent Fees
 

Continuous Capital Emerging Markets

   $ 187  

Investments in Affiliated Funds

The Fund may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). Cash collateral received by the Fund in connection with securities lending may also be invested in the USG Select Fund. The Fund and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the year ended January 31, 2020, the Manager earned fees on the Fund’s direct investments and securities lending collateral investments in the USG Select Fund as shown below:

 

Fund

   Direct Investments in
USG Select Fund
     Securities Lending
Collateral
Investments in USG
Select Fund
     Total  

Continuous Capital Emerging Markets

   $ 247      $ 37      $ 284  

 

 

20


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Interfund Credit Facility

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC”), the Fund, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the year ended January 31, 2020, the Fund did not utilize the credit facility.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Fund to the extent that total operating expenses exceed the Fund’s expense cap. During the year ended January 31, 2020, the Manager waived and/or reimbursed expenses as follows:

 

          Expense Cap                     

Fund

   Class    2/1/2019 -
1/31/2020
    Reimbursed
Expenses
     (Recouped)
Expenses
    Expiration of
Reimbursed
Expenses
 

Continuous Capital Emerging Markets

   Institutional      1.15   $ 199,142      $ (81,769     2022-2023  

Continuous Capital Emerging Markets

   Y      1.25     120,235        (39,330     2022-2023  

Continuous Capital Emerging Markets

   Investor      1.53     11,432        (3,104     2022-2023  

Of these amounts, $137,354 was disclosed as a payable to the Manager on the Statement of Assets and Liabilities at January 31, 2020.

The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee or voluntary reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Fund for any contractual or voluntary fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the date of the Manager’s waiver/reimbursement and (b) does not cause the Fund’s annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2022 and 2023. The Fund did not record a liability for potential reimbursement due to the current assessment that a reimbursement is uncertain. The carryover of excess expenses potentially reimbursable to the Manager, but not recorded as a liability are as follows:

 

Fund

   Recouped
Expenses
     Excess Expense
Carryover
     Expired Expense
Carryover
     Expiration of
Reimbursed
Expenses
 

Continuous Capital Emerging Markets

   $ 91,236      $ 43,101      $        2021-2022  

Concentration of Ownership

From time to time, the Fund may have a concentration of one or more accounts constituting a significant percentage of shares outstanding. Investment activities by holders of accounts that represent a significant

 

 

21


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

ownership of more than 5% of the Fund’s outstanding shares could have a material impact on the Fund. As of January 31, 2020, based on management’s evaluation of the shareholder account base, one account in the Fund have been identified as representing an affiliated significant ownership of approximately 43% of the Fund’s outstanding Institutional Class shares.

Trustee Fees and Expenses

Effective January 1, 2020, as compensation for their service to the American Beacon Funds Complex, including the Trust (collectively, the “Trusts”), each Trustee is compensated from the Trusts as follows: (1) an annual retainer of $120,000; (2) meeting attendance fee (for attendance in person or via teleconference) of (a) $12,000 for in person attendance, or $5,000 for telephonic attendance, by Board members for each regularly scheduled or special Board meeting, (b) $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, (c) $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee; and (d) $2,500 for attendance by Board members for each special telephonic Board meeting; and (3) reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. For her service as Board Chair, Ms. Cline receives an additional annual retainer of $50,000. Although she attends several committee meetings at each quarterly Board meeting, she receives only a single $2,500 fee each quarter for her attendance at those meetings. The chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chair of the Nominating and Governance Committee receives an additional annual retainer of $15,000.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed-income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

 

 

22


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s pricing time of 4:00 p.m. ET. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the Exchange. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Manager reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. These securities are fair valued using a pricing service, using methods approved by the Board, that considers the correlation of the trading patterns of the foreign security to intraday trading in the U.S. markets, based on indices of domestic securities and other appropriate indicators such as prices of relevant American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the Fund is open. The Fund uses outside pricing services to provide closing prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the Valuation Committee routinely compares closing prices, the next day’s opening prices in the same markets and adjusted prices.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

Valuation Inputs

Various inputs may be used to determine the fair value of the Fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1   -   Quoted prices in active markets for identical securities.
Level 2   -   Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.
Level 3   -   Prices determined using other significant unobservable inputs. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in pricing an investment.

 

 

23


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Level 1 and Level 2 trading assets and trading liabilities, at fair value

Common stocks, ETFs, and financial derivative instruments, such as futures contracts or options that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally categorized as Level 2 of the fair value hierarchy.

Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy.

4.  Securities and Other Investments

American Depositary Receipts, Global Depositary Receipts, and Non-Voting Depositary Receipts

ADRs are depositary receipts for foreign issuers in registered form traded in U.S. securities markets. Global Depositary Receipts (“GDRs”) are in bearer form and traded in both the U.S. and European securities markets. Non-Voting Depositary Receipts (“NVDRs”) represent financial interests in an issuer but the holder is not entitled to any voting rights. Depositary receipts may not be denominated in the same currency as the securities into which they may be converted. Investing in depositary receipts entails substantially the same risks as direct investment in foreign securities. There is generally less publicly available information about foreign companies and there may be less governmental regulation and supervision of foreign stock exchanges, brokers and listed companies. In addition, such companies may use different accounting and financial standards (and certain currencies may become unavailable for transfer from a foreign currency), resulting in the Fund’s possible inability to convert immediately into U.S. currency proceeds realized upon the sale of portfolio securities of the affected foreign companies. In addition, the Fund may invest in unsponsored depositary receipts, the issuers of which are not obligated to disclose material information about the underlying securities to investors in the United States. Ownership of unsponsored depositary receipts may not entitle the Fund to the same benefits and rights as ownership of a sponsored depositary receipt or the underlying security.

Common Stock

Common stock generally takes the form of shares in a corporation which represent an ownership interest. It ranks below preferred stock and debt securities in claims for dividends and for assets of the company in a liquidation or bankruptcy. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets that are relatively unrelated to the company, such as changes in interest rates, currency exchange rates or industry regulation. Companies that elect to pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock. Common stock may be exchange-traded or OTC. OTC stock may be less liquid than exchange-traded stock.

Foreign Securities

The Fund may invest in U.S. dollar-denominated and non-U.S. dollar denominated equity and debt securities of foreign issuers and foreign branches of U.S. banks, including negotiable certificates of deposit (“CDs”), bankers’ acceptances, and commercial paper. Foreign issuers are issuers organized and doing business principally outside the United States and include corporations, banks, non-U.S. governments, and quasi-governmental organizations. While investments in foreign securities may be intended to reduce risk by providing further diversification, such

 

 

24


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

investments involve sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities. These additional risks include the possibility of adverse political and economic developments (including political or social instability, nationalization, expropriation, or confiscatory taxation); the potentially adverse effects of unavailability of public information regarding issuers, different governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that are different or less stringent than those applied in the United States; different laws and customs governing securities tracking; and possibly limited access to the courts to enforce the Fund’s rights as an investor.

Illiquid and Restricted Securities

Generally, an illiquid asset is an asset that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment, as determined pursuant to Rule 22e-4 under the Investment Company Act or as otherwise permitted or required by SEC rules and interpretations. Historically, illiquid securities have included securities that have not been registered under the Securities Act, securities that are otherwise not readily marketable, and repurchase agreements having a remaining maturity of longer than seven calendar days. Securities that have not been registered under the Securities Act are referred to as private placements or restricted securities and are purchased directly from the issuer or in the secondary market. These securities may be sold only in a privately negotiated transaction or pursuant to an exemption from registration. A large institutional market exists for certain securities that are not registered under the Securities Act, including repurchase agreements, commercial paper, foreign securities, municipal securities and corporate bonds and notes. Institutional investors depend on an efficient institutional market in which the unregistered security can be readily resold or on an issuer’s ability to honor a demand for repayment. However, the fact that there are contractual or legal restrictions on resale of such investments to the general public or to certain institutions may not be indicative of their liquidity.

Limitations on resale may have an adverse effect on the marketability of portfolio securities, and the Fund might be unable to dispose of restricted or other illiquid securities promptly or at reasonable prices and might thereby experience difficulty satisfying redemptions within seven calendar days. In addition, the Fund may get only limited information about an issuer, so it may be less able to predict a loss. The Fund also might have to register such restricted securities in order to dispose of them resulting in additional expense and delay. Adverse market conditions could impede such a public offering of securities. In recognition of the increased size and liquidity of the institutional market for unregistered securities and the importance of institutional investors in the formation of capital, the SEC adopted Rule 144A under the Securities Act. Rule 144A is designed to facilitate efficient trading among institutional investors by permitting the sale of certain unregistered securities to qualified institutional buyers. To the extent privately placed securities held by the Fund qualify under Rule 144A and an institutional market develops for those securities, the Fund likely will be able to dispose of the securities without registering them under the Securities Act. To the extent that institutional buyers become, for a time, uninterested in purchasing these securities, investing in Rule 144A securities could increase the level of the Fund’s illiquidity. The Manager or the sub-advisor, as applicable, may determine that certain securities qualified for trading under Rule 144A are liquid. Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Fund, to purchase such unregistered securities if certain conditions are met.

Securities sold in private placement offerings made in reliance on the “private placement” exemption from registration afforded by Section 4(a)(2) of the Securities Act and resold to qualified institutional buyers under Rule 144A under the Securities Act (“Section 4(a)(2) securities”) are restricted as to disposition under the federal securities laws, and generally are sold to institutional investors, such as the Fund, that agree they are purchasing the securities for investment and not with an intention to distribute to the public. Any resale by the purchaser must be pursuant to an exempt transaction and may be accomplished in accordance with Rule 144A. Section 4(a)(2) securities normally are resold to other institutional investors through or with the assistance of the issuer or dealers

 

 

25


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

that make a market in the Section 4(a)(2) securities, thus providing liquidity. Restricted securities outstanding during the year ended January 31, 2020 are disclosed in the Notes to the Schedule of Investments.

Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Fund, to purchase such unregistered securities if certain conditions are met.

Other Investment Company Securities and Other Exchange-Traded Products

The Fund at times may invest in shares of other investment companies, including money market funds and ETFs. The Fund may invest in securities of an investment company advised by the Manager or a sub-advisor. Investments in the securities of other investment companies may involve duplication of advisory fees and certain other expenses. By investing in another investment company, the Fund becomes a shareholder of that investment company. As a result, the Fund’s shareholders indirectly will bear the Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Fund’s shareholders directly bear in connection with the Fund’s own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Fund in its Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

5.  Principal Risks

Investing in the Fund may involve certain risks including, but not limited to, those described below.

China Investment Risk

Investing in securities of Chinese issuers, including A-Shares, involves certain risks and considerations not typically associated with investing in securities of U.S. issuers, including, among others, more frequent trading suspensions and government interventions (including by nationalization of assets), currency exchange rate fluctuations or blockages, limits on the use of brokers and on foreign ownership, different financial reporting standards, higher dependence on exports and international trade, potential for increased trade tariffs, embargoes and other trade limitations, and custody risks associated with programs used to access Chinese securities. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events.

Currency Risk

The Fund may have exposure to foreign currencies by making direct investments in non-U.S. currencies or in securities denominated in non-U.S. currencies, or by purchasing or selling forward currency exchange contracts in non-U.S. currencies. Foreign currencies may decline in value relative to the U.S. dollar, or, in the case of hedging positions, the U.S. dollar may decline in value relative to the currency being hedged, and thereby affect the Fund’s investments in foreign (non-U.S.) currencies or in securities that trade in, and receive revenues in, or in derivatives that provide exposure to, foreign (non-U.S.) currencies. Currency exchange rates may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, the Fund’s investments in foreign currency denominated securities may reduce the returns of the Fund. Currency futures, forwards, options or swaps may not always work as intended, and in specific cases, the Fund may be worse off than if it had not used such instrument(s). There may not always be suitable hedging instruments available. Even where suitable hedging instruments are available, the Fund may choose to not hedge its currency risks.

 

 

26


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Equity Investments Risk

Equity securities are subject to market risk. The Fund’s investments in equity securities may include common stocks, REITs, depositary receipts, and U.S. dollar-denominated foreign stocks traded on U.S. exchanges. Such investments may expose the Fund to additional risk. The value of a company’s common stock may fall as a result of factors affecting the company, companies in the same industry or sector, or the financial markets overall. Common stock generally is subordinate to preferred stock upon the liquidation or bankruptcy of the issuing company. Investments in REITs are subject to the risks associated with investing in the real estate industry such as adverse developments affecting the real estate industry and real property values. Depositary receipts and U.S. dollar-denominated foreign stocks traded on U.S. exchanges are subject to certain of the risks associated with investing directly in foreign securities, including, but not limited to, currency fluctuations and political and financial instability in the home country of a particular depositary receipt or foreign stock.

Foreign Investing and Emerging Markets Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity, (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased price volatility, (6) different government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets. To the extent the Fund invests a significant portion of its assets in securities of a single country or region, it is more likely to be affected by events or conditions of that country or region. In addition, the economies and political environments of emerging market countries tend to be more unstable than those of developed countries, resulting in more volatile rates of return than the developed markets and substantially greater risk to investors. There may be very limited oversight of certain foreign banks or securities depositories that hold foreign securities and currency and the laws of certain countries may limit the ability to recover such assets if a foreign bank or depository or their agents goes bankrupt. When investing in emerging markets, the risks of investing in foreign securities are heightened. Emerging markets have unique risks that are greater than, or in addition to, investing in developed markets because emerging markets are generally smaller, less developed, less liquid and more volatile than the securities markets of the U.S. and other developed markets. There are also risks of: greater political uncertainties; an economy’s dependence on revenues from particular commodities or on international aid or development assistance; currency transfer restrictions; a limited number of potential buyers for such securities, resulting in increased volatility and limited liquidity for emerging market securities; trading suspensions; and delays and disruptions in securities settlement procedures. In addition, there may be less information available to make investment decisions and more volatile rates of return.

High Portfolio Turnover Risk

Portfolio turnover is a measure of the Fund’s trading activity over a one-year period. A portfolio turnover rate of 100% would indicate that the Fund sold and replaced the entire value of its securities holdings during the period. High portfolio turnover could increase the Fund’s transaction costs because of increased broker commissions resulting from such transactions. These costs are not reflected in the Fund’s annual operating expenses or in the expense example, but they can have a negative impact on performance. Frequent trading by the Fund could also result in increased realized net capital gains, distributions of which are taxable to the Fund’s shareholders (including net short-term capital gain distributions, which are taxable to them as ordinary income).

Investment Risk

An investment in the Fund is not a deposit with a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. When you sell your shares of the Fund, they could be worth less than what you paid for them. Therefore, you may lose money by investing in the Fund.

 

 

27


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Market Disruption Risk

Geopolitical and other events, including war, terrorism, economic uncertainty, trade disputes, pandemics, public health crises and related geopolitical events have led, and in the future may continue to lead, to instability in world economies and markets generally. This instability has disrupted, and may continue to disrupt, U.S. and world economies and markets and adversely affect the value of your investment. Such market disruptions have caused, and may continue to cause, broad changes in market value, negative public perceptions concerning these developments, and adverse investor sentiment or publicity. Changes in value may be temporary or may last for extended periods. Although multiple asset classes have been and may continue to be affected by a market disruption, the duration and effects may not be the same for all types of assets. Events that have led to market disruptions include the recent pandemic spread of the novel coronavirus known as COVID-19, which has resulted in travel restrictions, closed international borders, quarantines, disruptions to supply chains and lower consumer demand. The duration and full effects of these market disruptions are still uncertain. The effect of recent efforts undertaken by the Federal Reserve System to address the economic impact of the COVID-19 pandemic, such as the reduction of the federal funds target rate, and other monetary and fiscal actions that may be taken by the U.S. federal government to stimulate the U.S. economy, are not yet known. In addition, COVID-19 could cause the need for employees and vendors at various businesses, including the Manager, the sub-advisor(s) or other service providers, to work at external locations, and extensive medical absences. Because a large epidemic may create significant market and business uncertainties and disruptions, not all events that could affect the business of the Manager, the sub-advisor(s) or other service providers can be determined and addressed in advance.

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations, including the United States, in ways that cannot necessarily be foreseen at the present time.

In response to the financial crisis, the U.S. and other governments and the Federal Reserve and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants.

In addition, political and governmental events within the U.S. and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has reduced the federal corporate income tax rates, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent

 

 

28


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

prudential regulation of certain players in the financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the markets’ expectations for changes in government policies are not borne out.

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Because of the sharp decline in the worldwide price of oil, there is a concern that oil producing nations may withdraw significant assets now held in U.S. Treasuries, which could force a substantial increase in interest rates. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline over time, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise timing and the resulting impact of the United Kingdom’s departure from the EU, commonly referred to as “Brexit,’” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of the Fund’s investments in the United Kingdom and Europe.

Market Timing Risk

Frequent trading by Fund shareholders poses risks to other shareholders in that Fund, including (i) the dilution of the Fund’s NAV, (ii) an increase in the Fund’s expenses, and (iii) interference with the portfolio manager’s ability to execute efficient investment strategies. Because of specific types of securities in which the Fund may invest, it could be subject to the risk of market timing activities by shareholders.

Other Investment Companies Risk

The Fund may invest in shares of other registered investment companies, including money market funds and ETFs. To the extent that the Fund invests in shares of other registered investment companies, the Fund will indirectly bear the fees and expenses, including for example, advisory and administrative fees, charged by those investment companies in addition to the Fund direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Fund investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Fund must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Fund investment may decline, adversely affecting the Fund performance. ETFs are subject to the following risks that do not apply to conventional funds: (1) the market price of an ETF’s shares may trade at a discount or premium to its NAV; (2) an active trading market for an ETF’s shares may not develop or be maintained; or (3) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally. An ETF that tracks an index may not precisely replicate the returns of its benchmark index. To the extent the Fund invests in other investment companies that invest in equity securities, fixed-income securities and/or foreign securities, or that track an index, the Fund are subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject. ETFs have expenses associated with their operation, typically including advisory fees.

 

 

29


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

Securities Lending Risk

A Fund may lend its portfolio securities to brokers, dealers and financial institutions to seek income. There is a risk that a borrower may default on its obligations to return loaned securities; however, a Fund’s securities lending agent indemnifies the Fund against that risk. There is a risk that the assets of a Fund’s securities lending agent may be insufficient to satisfy any contractual indemnification requirements to the Fund. Borrowers of a Fund’s securities typically provide collateral in the form of cash that is reinvested in securities. A Fund will be responsible for the risks associated with the investment of cash collateral, including any collateral invested in an affiliated money market fund. A Fund may lose money on its investment of cash collateral or may fail to earn sufficient income on its investment to meet obligations to the borrower. In addition, delays may occur in the recovery of securities from borrowers, which could interfere with a Fund’s ability to vote proxies or to settle transactions and there is the risk of possible loss of rights in the collateral should the borrower fail financially. In any case in which the loaned securities are not returned to the Fund before an ex-dividend date, the payment in lieu of the dividend that the Fund receives from the securities’ borrower would not be treated as a dividend for federal income tax purposes and thus would not qualify for treatment as “qualified dividend income”.

Valuation Risk

This is the risk that the Fund has valued a security at a price different from the price at which it can be sold. This risk may be especially pronounced for investments, such as derivatives, which may be illiquid or which may become illiquid and for securities that trade in relatively thin markets and/or markets that experience extreme volatility. If market conditions make it difficult to value certain investments, the Fund may value these investments using more subjective methods, such as fair-value methodologies. Investors who purchase or redeem Fund shares on days when the Fund is holding fair-valued securities may receive fewer or more shares, or lower or higher redemption proceeds, than they would have received if the Fund had not fair-valued the securities or had used a different valuation methodology. The value of foreign securities, certain fixed-income securities and currencies, as applicable, may be materially affected by events after the close of the markets on which they are traded, but before the Fund determines its NAV. A Fund’s ability to value its investments in an accurate and timely manner may be impacted by technological issues and/or errors by third-party service providers, such as pricing services or accounting agents.

Offsetting Assets and Liabilities

The Fund is a party to enforceable master netting agreements between brokers and counterparties which provide for the right to offset under certain circumstances. The Fund employs multiple money managers and counterparties and has elected not to offset qualifying financial and derivative instruments on the Statement of Assets and Liabilities, as such all financial and derivative instruments are presented on a gross basis. The impacts of netting arrangements that provide the right to offset are detailed below. The net amount represents the net receivable or payable that would be due from or to the counterparty in the event of default. Exposure from borrowings and other financing agreements such as repurchase agreements can only be netted across transactions governed by the same Master Agreement with the same legal entity. All amounts reported below represent the balance as of the report date, January 31, 2020.

 

    Remaining Contractual Maturity of the Agreements
As of January 31, 2020
 
    Overnight and
Continuous
          <30 days           Between
30 & 90 days
          >90 days           Total  

Securities Lending Transactions

 

Common Stocks

  $ 38,556       $ -       $ -       $ -       $ 38,556  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total Borrowings

  $ 38,556       $ -       $ -       $ -       $ 38,556  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Gross amount of recognized liabilities for securities lending transactions

 

  $ 38,556  
   

 

 

 

 

 

30


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

6.  Federal Income and Excise Taxes

It is the policy of the Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, the Fund is treated as a single entity for the purpose of determining such qualification.

The Fund does not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the two year period ended January 31, 2020 remain subject to examination by the Internal Revenue Service. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statement of Operations.

The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on returns of income earned or gains realized or repatriated. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation (depreciation), as applicable, as the income is earned or capital gains are recorded.

Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. The Fund also utilizes earnings and profits distributed to shareholders on redemptions of shares as part of the dividends paid deduction.

The tax character of distributions paid were as follows:

 

    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Distributions paid from:

 

Ordinary income*

 

Institutional Class

  $ 76,776       $    

Y Class

    64,411         -  

Investor Class

    3,856         -  

Long-term capital gains

 

Institutional Class

    -         -  

Y Class

    -         -  

Investor Class

    -         -  
 

 

 

     

 

 

 

Total distributions paid

  $ 145,043       $ -  
 

 

 

     

 

 

 

* For tax purposes, short-term gains are considered ordinary income distributions.

As of January 31, 2020, the components of distributable earnings (deficits) on a tax basis were as follows:

 

Fund

  Tax Cost           Unrealized
Appreciation
          Unrealized
(Depreciation)
          Net Unrealized
Appreciation
(Depreciation)
 
Continuous Capital Emerging Markets   $ 6,513,406       $ 697,704       $ (208,860     $ 488,844  

 

Fund

  Net Unrealized
Appreciation
(Depreciation)
          Undistributed
Ordinary Income
          Undistributed
Long-Term Capital
Gains
          Accumulated
Capital and Other
(Losses)
          Other Temporary
Differences
          Distributable
Earnings
 
Continuous Capital Emerging Markets   $ 488,844       $ 27,389       $ -       $ (69,111     $ 12,530       $ 459,652  

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences. The temporary differences between financial reporting and tax-basis reporting of unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses from wash sales, the realization for tax purposes of unrealized gains (losses) on certain derivative

 

 

31


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

instruments, unused capital losses, and the realization for tax purposes of unrealized gains (losses) on investments in passive foreign investment companies.

Due to inherent differences in the recognition of income, expenses, and realized gains (losses) under U.S. GAAP and federal income tax regulations, permanent differences between book and tax reporting have been identified and appropriately reclassified on the Statement of Assets and Liabilities.

Accordingly, the following amounts represent current year permanent differences derived from unrealized foreign capital gains tax as of January 31, 2020:

 

Fund

  Paid-In-Capital           Distributable
Earnings/(Deficits)
 
Continuous Capital Emerging Markets   $ (12,530     $ 12,530  

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the Fund in taxable years beginning after December 22, 2010 are carried forward indefinitely and retain their character as short-term and/or long-term losses.

As of January 31, 2020, the Fund had the following post RIC MOD capital loss carryforwards:

 

Fund

  Short-Term Capital
Loss Carryforwards
          Long-Term Capital
Loss Carryforwards
 
Continuous Capital Emerging Markets   $ 69,111       $ -  

7.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the year ended January 31, 2020 were as follows:

 

Fund

   Purchases (non-U.S.
Government
Securities)
            Sales (non-U.S.
Government
Securities)
 
Continuous Capital Emerging Markets    $ 8,913,196         $ 5,825,798  

A summary of the Fund’s transactions in the USG Select Fund for the year ended January 31, 2020 were as follows:

 

Fund

  Type of
Transaction
        January 31,
2019
Shares/Fair
Value
          Purchases           Sales           January 31,
2020
Shares/Fair
Value
          Dividend
Income
 
Continuous Capital Emerging Markets   Direct     $ 118,300       $ 6,014,844       $ 5,663,690       $ 469,454       $ 4,823  
Continuous Capital Emerging Markets   Securities Lending       -         1,439,554         1,400,998         38,556         N/A  

8.  Securities Lending

The Fund may lend its securities to qualified financial institutions, such as certain broker-dealers, to earn additional income. The borrowers are required to secure their loans continuously with collateral in an amount at least equal to the fair value of the securities loaned, initially in an amount at least equal to 102% of the fair value of domestic securities loaned and 105% of the fair value of international securities loaned. Collateral is monitored and marked-to-market daily. Daily mark-to-market amounts are required to be paid to the borrower or received from the borrower by the end of the following business day. This one day settlement for mark-to-market amounts may result in the collateral being temporarily less than the value of the securities on loan or temporarily more than the required minimum collateral.

 

 

32


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

To the extent that a loan is collateralized by cash, such cash collateral shall be invested by the securities lending agent (the “Agent”) in money market mutual funds and other short-term investments, provided the investments meet certain quality and diversification requirements. Securities purchased with cash collateral proceeds are listed in the Fund’s Schedule of Investments and the collateral is shown on the Statement of Assets and Liabilities as a payable.

Securities lending income is generated from the demand premium (if any) paid by the borrower to borrow a specific security and from the return on investment of cash collateral, reduced by negotiated rebate fees paid to the borrower and transaction costs. To the extent that a loan is secured by non-cash collateral, securities lending income is generated as a demand premium reduced by transaction costs. The Fund, the Agent, and the Manager retained 80%, 10%, and 10%, respectively, of the income generated from securities lending.

While securities are on loan, the Fund continues to receive certain income associated with that security and any gain or loss in the market price that may occur during the term of the loan. In the case of domestic equities, the value of any dividend is received in the form of a substitute payment approximately equal to the dividend. In the case of foreign securities, a negotiated amount is received that is less than the actual dividend, but higher than the dividend amount minus the foreign tax that the Fund would be subject to on the dividend.

Securities lending transactions pose certain risks to the Fund, including that the borrower may not provide additional collateral when required or return the securities when due, that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower, that non-cash collateral may be subject to legal constraints in the event of a borrower bankruptcy, and that the cash collateral investments could become illiquid and unable to be used to return collateral to the borrower. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the cash collateral available for return to the borrower and any action which impairs its ability to liquidate non-cash collateral to satisfy a borrower default.

As of January 31, 2020, the value of outstanding securities on loan and the value of collateral were as follows:

 

Fund

  Market Value of
Securities on Loan
          Cash Collateral
Received
          Non-Cash Collateral
Received
          Total Collateral
Received
 
Continuous Capital Emerging Markets   $ 36,825       $ 38,556       $ 403       $ 38,959  

Cash collateral is listed on the Fund’s Schedule of Investments and is shown on the Statement of Assets and Liabilities. Income earned on these investments is included in “Income derived from securities lending” on the Statement of Operations.

Non-cash collateral received by the Fund may not be sold or re-pledged except to satisfy a borrower default. Therefore, non-cash collateral is not included on the Fund’s Schedule of Investments or Statement of Assets and Liabilities.

9.  Borrowing Arrangements

Effective November 14, 2019 (the “Effective Date”), the Fund, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds paid a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 12, 2020, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

 

 

33


American Beacon Continuous Capital Emerging Markets FundSM

Notes to Financial Statements

January 31, 2020

 

 

On the Effective Date, the Fund, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds paid a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 12, 2020 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statement of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the year ended January 31, 2020, the Fund did not utilize this facility.

10.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund:

 

    Institutional Class  
    Year Ended
January 31, 2020
          December 17, 2018A
to January 31, 2019
 

Continuous Capital Emerging Markets Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     85,070       $ 1,004,856         140 B      $ - B 
Reinvestment of dividends     1         9         -         -  
Shares redeemed     (2,684       (31,263       -         -  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     82,387       $ 973,602         140       $ -  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Y Class  
    Year Ended
January 31, 2020
          December 17, 2018A
to January 31, 2019
 

Continuous Capital Emerging Markets Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     209,149       $ 2,350,101         18,956 B      $ 199,985 B 
Reinvestment of dividends     5,303         61,460         -         -  
Shares redeemed     (1,469       (17,023       -         -  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     212,983       $ 2,394,538         18,956       $ 199,985  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Investor Class  
    Year Ended
January 31, 2020
          December 17, 2018A
to January 31, 2019
 

Continuous Capital Emerging Markets Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     14,775       $ 168,934         798 B      $ 8,477 B 
Reinvestment of dividends     78         905         -         -  
Shares redeemed     (8,581       (97,222       -         -  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     6,272       $ 72,617         798       $ 8,477  
 

 

 

     

 

 

     

 

 

     

 

 

 

A Commencement of operations.

B Total seed capital was received in the amounts of $2,600,000, $100,000, and $100,000 for the Institutional, Y, and Investor Classes, respectively. As a result, shares were issued in the total amounts of 260,000, 10,000, and 10,000 for Institutional, Y, and Investor Classes, respectively.

11.  Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Beginning in January 2020, global financial markets have experienced and may continue to experience significant volatility resulting from the spread of a virus known as COVID-19. The outbreak of COVID-19 has resulted in travel and border restrictions, quarantines, supply chain disruptions, lower consumer demand and general market uncertainty. The effects of COVID-19 have and may continue to adversely affect the global economy, the economies of certain nations and individual issuers, all of which may negatively impact the Funds performance. Management’s evaluation is ongoing and the financial landscape continues to change.

 

 

34


American Beacon Continuous Capital Emerging Markets FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Institutional Class  
    Year Ended
January 31,
2020
          December 17,
2018A to
January 31,
2019
 
 

 

 

 

Net asset value, beginning of period

  $ 10.85       $ 10.00  
 

 

 

     

 

 

 

Income from investment operations:

     

Net investment income

    0.27         0.01 B 

Net gains on investments (both realized and unrealized)

    0.65         0.84  
 

 

 

     

 

 

 

Total income from investment operations

    0.92         0.85  
 

 

 

     

 

 

 

Less distributions:

     

Dividends from net investment income

    (0.27       -  

Distributions from net realized gains

    (0.03       -  
 

 

 

     

 

 

 

Total distributions

    (0.30       -  
 

 

 

     

 

 

 

Net asset value, end of period

  $ 11.47       $ 10.85  
 

 

 

     

 

 

 

Total returnC

    8.40       8.50 %D 
 

 

 

     

 

 

 

Ratios and supplemental data:

 

   

Net assets, end of period

  $    3,927,688       $    2,821,409  

Ratios to average net assets:

     

Expenses, before reimbursements

    5.15       39.68 %E 

Expenses, net of reimbursements

    1.15       1.15 %E 

Net investment (loss), before expense reimbursements

    (1.61 )%        (37.54 )%E 

Net investment income, net of reimbursements

    2.39       0.99 %E 

Portfolio turnover rate

    116       24 %F 

 

A 

Commencement of operations.

B 

Net investment income includes a significant dividend payment from Gazprom Neft PJSC, ADR and iShares Core MSCI Emerging Markets ETF amounting to $0.0057.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

D 

Not annualized.

E 

Annualized.

F 

Portfolio turnover rate is for the period from December 17, 2018 through January 31, 2019 and is not annualized.

 

See accompanying notes

 

35


American Beacon Continuous Capital Emerging Markets FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Y Class  
    Year Ended
January 31,
2020
          December 17,
2018A to
January 31,
2019
 
 

 

 

 

Net asset value, beginning of period

  $ 10.85       $ 10.00  
 

 

 

     

 

 

 

Income from investment operations:

     

Net investment income

    0.20         0.01 B 

Net gains on investments (both realized and unrealized)

    0.71         0.84  
 

 

 

     

 

 

 

Total income from investment operations

    0.91         0.85  
 

 

 

     

 

 

 

Less distributions:

     

Dividends from net investment income

    (0.27       -  

Distributions from net realized gains

    (0.03       -  
 

 

 

     

 

 

 

Total distributions

    (0.30       -  
 

 

 

     

 

 

 

Net asset value, end of period

  $ 11.46       $ 10.85  
 

 

 

     

 

 

 

Total returnC

    8.31       8.50 %D 
 

 

 

     

 

 

 

Ratios and supplemental data:

 

Net assets, end of period

  $    2,773,744       $    314,086  

Ratios to average net assets:

     

Expenses, before reimbursements

    5.31       44.25 %E 

Expenses, net of reimbursementsF

    1.26       1.25 %E 

Net investment (loss), before expense reimbursements

    (1.79 )%        (41.28 )%E 

Net investment income, net of reimbursements

    2.26       1.72 %E 

Portfolio turnover rate

    116       24 %G 

 

A 

Commencement of operations.

B 

Net investment income includes a significant dividend payment from Gazprom Neft PJSC, ADR and iShares Core MSCI Emerging Markets ETF amounting to $0.0031.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

D 

Not annualized.

E 

Annualized.

F 

Expense ratios may exceed stated expense caps in Note 2 due to security lending expenses, which are not reimbursable under the agreement with the Manager.

G 

Portfolio turnover rate is for the period from December 17, 2018 through January 31, 2019 and is not annualized.

 

See accompanying notes

 

36


American Beacon Continuous Capital Emerging Markets FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Investor Class  
    Year Ended
January 31,
2020
          December 17,
2018A to
January 31,
2019
 
 

 

 

 

Net asset value, beginning of period

  $ 10.84       $ 10.00  
 

 

 

     

 

 

 

Income from investment operations:

     

Net investment income

    0.21         0.01 B 

Net gains on investments (both realized and unrealized)

    0.67         0.83  
 

 

 

     

 

 

 

Total income from investment operations

    0.88         0.84  
 

 

 

     

 

 

 

Less distributions:

     

Dividends from net investment income

    (0.27       -  

Distributions from net realized gains

    (0.03       -  
 

 

 

     

 

 

 

Total distributions

    (0.30       -  
 

 

 

     

 

 

 

Net asset value, end of period

  $ 11.42       $ 10.84  
 

 

 

     

 

 

 

Total returnC

    8.04       8.40 %D 
 

 

 

     

 

 

 

Ratios and supplemental data:

 

Net assets, end of period

  $    194,909       $    117,051  

Ratios to average net assets:

     

Expenses, before reimbursements

    7.25       39.63 %E 

Expenses, net of reimbursements

    1.53       1.53 %E 

Net investment (loss), before expense reimbursements

    (3.99 )%        (37.17 )%E 

Net investment income, net of reimbursements

    1.73       0.93 %E 

Portfolio turnover rate

    116       24 %F 

 

A 

Commencement of operations.

B 

Net investment income includes a significant dividend payment from Gazprom Neft PJSC, ADR and iShares Core MSCI Emerging Markets ETF amounting to $0.0010.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

D 

Not annualized.

E 

Annualized.

F 

Portfolio turnover rate is for the period from December 17, 2018 through January 31, 2019 and is not annualized.

 

See accompanying notes

 

37


American Beacon Continuous Capital Emerging Markets FundSM

Federal Tax Information

January 31, 2020 (Unaudited)

 

 

Certain tax information regarding the Fund is required to be provided to shareholders based upon the Fund’s income and distributions for the taxable year ended January 31, 2020. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2019.

The Fund designated the following items with regard to distributions paid during the fiscal year ended January 31, 2020. All designations are based on financial information available as of this annual report and, accordingly, are subject to change. For each item, it is the intention of the Fund to designate the maximum amount permitted under the Internal Revenue Code of 1986, as amended, and the regulations there under.

Corporate Dividends-Received Deduction:

 

Continuous Capital Emerging Markets

    0.13

Qualified Dividend Income:

 

Continuous Capital Emerging Markets

    74.30

Long-Term Capital Gain Distributions:

 

Continuous Capital Emerging Markets

  $ -  

Short-Term Capital Gain Distributions:

 

Continuous Capital Emerging Markets

  $ 13,092  

Shareholders will receive notification in January 2020 of the applicable tax information necessary to prepare their 2019 income tax returns.

 

 

38


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

The Trustees and officers of the American Beacon Funds (the “Trust”) are listed below, together with their principal occupations during the past five years. The address of each person listed below is 220 Las Colinas Boulevard East, Suite 1200, Irving, Texas 75039. Each Trustee oversees thirty-six funds in the fund complex that includes the Trust, the American Beacon Select Funds, the American Beacon Institutional Funds Trust, the American Beacon Sound Point Enhanced Income Fund, and the American Beacon Apollo Total Return Fund.. The Trust’s Statement of Additional Information contains additional information about the Trustees and is available without charge by calling 1-800-658-5811.

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES   

Term

  
  

Lifetime of Trust until removal, resignation or

retirement*

  
Gilbert G. Alvarado (50)    Trustee since 2015    President, SJVIIF, LLC, Impact Investment Fund (2018-Present); Director, Kura MD, Inc. (local telehealth organization) (2015-2017); Senior Vice President & CFO, Sierra Health Foundation (health conversion private foundation) (2006-Present); Senior Vice President & CFO, Sierra Health Foundation: Center for Health Program Management (California public benefit corporation) (2012-Present); Director, Innovative North State (2012-2015); Director, Sacramento Regional Technology Alliance (2011-2016); Director, Valley Healthcare Staffing (2017-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Joseph B. Armes (57)    Trustee since 2015    Director, Switchback Energy Acquisition (2019-Present); Chairman & CEO, CSW Industrials f/k/a Capital Southwest Corporation (investment company) (2015-Present); Chairman of the Board of Capital Southwest Corporation, predecessor to CSW Industrials, Inc. (2014-2017) (investment company); CEO, Capital Southwest Corporation (2013-2015); President & CEO, JBA Investment Partners (family investment vehicle) (2010-Present); Director and Chair of Audit Committee, RSP Permian (oil and gas producer) (2013-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Gerard J. Arpey (61)    Trustee since 2012    Director, The Home Depot, Inc. (2015-Present); Partner, Emerald Creek Group (private equity firm) (2011-Present); Director, S.C. Johnson & Son, Inc. (privately held company) (2008-present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Brenda A. Cline (59)   

Trustee since 2004

Chair since 2019

Vice Chair 2018

   Chief Financial Officer, Treasurer and Secretary, Kimbell Art Foundation (1993-Present); Director, Tyler Technologies, Inc. (public sector software solutions company) (2014-Present); Director, Range Resources Corporation (oil and natural gas company) (2015-Present); Trustee, Cushing Closed-End and Open-End Funds (2017-Present); Trustee, American Beacon Select Funds (2004-Present); ; Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).

 

 

39


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES (CONT.)   

Term

  
  

Lifetime of Trust until removal, resignation or

retirement*

  
Eugene J. Duffy (65)    Trustee since 2008    Managing Director, Global Investment Management Distribution, Mesirow Financial (2016-Present); Managing Director, Institutional Services, Intercontinental Real Estate Corporation (2014-Present); Trustee, American Beacon Select Funds (2008-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Claudia A. Holz (62)    Trustee since 2018    Partner, KPMG LLP (1990-2017); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Douglas A. Lindgren (58)    Trustee since 2018    CEO North America, Carne Global Financial Services (2016-2017); Consultant, Carne Financial Services (2017-2019); Managing Director, IPS Investment Management and Global Head, Content Management, UBS Wealth Management (2010-2016); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Barbara J. McKenna, CFA (56)    Trustee since 2012    President/Managing Principal, Longfellow Investment Management Company (2005-Present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present.
R. Gerald Turner (74)    Trustee since 2001    President, Southern Methodist University (1995-Present); Director, J.C. Penney Company, Inc. (1996-2019); Director, Kronus Worldwide Inc. (chemical manufacturing) (2003-Present); Trustee, American Beacon Select Funds (2001-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).

 

 

40


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS   

Term

  
   One Year   
Gene L. Needles, Jr. (65)    President since 2009    President (2009-2018), CEO and Director (2009-Present), and Chairman (2018-Present), American Beacon Advisors, Inc., President (2015-2018), Director and CEO (2015-Present), and Chairman (2018-Present), Resolute Investment Holdings, LLC; President (2015-2018), Director and CEO (2015-Present), and Chairman (2018-Present), Resolute Topco, Inc.; President (2015-2018); Director, and CEO (2015-Present), and Chairman (2018-Present), Resolute Acquisition, Inc.; President (2015-2018), Director and CEO (2015-Present), Chairman (2018-Present), Resolute Investment Managers, Inc.; Director, Chairman, President and CEO, Resolute Investment Distributors (2017-Present); Director, Chairman, President and CEO; Resolute Investment Services, Inc. (2017-Present); President and CEO, Lighthouse Holdings Parent, Inc. (2009-2015); President, CEO and Director, Lighthouse Holdings, Inc. (2009-2015); Manager, President and CEO, American Private Equity Management, LLC (2012-Present); Director, Chairman, President and CEO, Alpha Quant Advisors, LLC (2016-Present); Director, ARK Investment Management LLC (2016-Present); Director, Shapiro Capital Management LLC (2017-Present); Director, Chairman and CEO, Continuous Capital, LLC (2018-Present); Director, Green Harvest Asset Management (2019-Present); Director, National Investment Services of America, LLC (2019-Present); President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Director and President, American Beacon Cayman Transformational Innovation Company, LTD., (2017-2018); President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); President American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Member, Investment Advisory Committee, Employees Retirement System of Texas (2017-Present); Trustee, American Beacon NextShares Trust (2015-Present); President, American Beacon Select Funds (2009-Present); President, American Beacon Institutional Funds Trust (2017-Present); President, American Beacon Sound Point Enhanced Income Fund (2018-Present); President, American Beacon Apollo Total Return Fund (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present).
Rosemary K. Behan (60)   

VP, Secretary and

Chief Legal Officer since 2006

   Vice President, Secretary and General Counsel, American Beacon Advisors, Inc. (2006-Present); Secretary, Resolute Investment Holdings, LLC (2015-Present); Secretary, Resolute Topco, Inc. (2015-Present); Secretary, Resolute Acquisition, Inc. (2015-Present); Vice President, Secretary and General Counsel, Resolute Investment Managers, Inc. (2015-Present); Secretary, Resolute Investment Distributors, Inc. (2017-Present); Vice President, Secretary and General Counsel, Resolute Investment Services, Inc. (2017-Present); Vice President and Secretary, Lighthouse Holdings Parent, Inc. (2008-2015); Vice President and Secretary, Lighthouse Holdings, Inc. (2008-2015); Secretary, American Private Equity Management, LLC (2008-Present); Secretary and General Counsel, Alpha Quant Advisors, LLC (2016-Present); Vice President and Secretary, Continuous Capital, LLC (2018-Present); Secretary, Green Harvest Asset Management (2019-Present); Secretary, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Secretary, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-2018); Secretary, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Secretary, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Select Funds (2006-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Legal Officer, Vice President and Secretary American Beacon Apollo Total Return Fund (2018-Present).

 

 

41


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Brian E. Brett (59)    VP since 2004    Senior Vice President, Head of Distribution (2012-Present), Vice President, Director of Sales (2004-2012), American Beacon Advisors, Inc.; Senior Vice President, Resolute Investment Managers, Inc. (2017-Present); Senior Vice President, Resolute Investment Distributors, Inc. (2018-Present), Senior Vice President, Resolute Investment Services, Inc. (2018-Present); Senior Vice President, Lighthouse Holdings Parent, Inc. (2008-2015); Senior Vice President, Lighthouse Holdings, Inc. (2008-2015); Vice President, American Beacon Select Funds (2004-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Paul B. Cavazos (50)    VP since 2016    Chief Investment Officer and Senior Vice President, American Beacon Advisors, Inc. (2016-Present); Chief Investment Officer, DTE Energy (2007-2016); Vice President, American Private Equity Management, L.L.C. (2017-Present); Vice President, American Beacon Select Funds (2016-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Erica Duncan (49)    VP Since 2011    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers (2018-Present); Vice President, Resolute Investment Services, Inc. (2018-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Melinda G. Heika (58)   

Principal Accounting Officer since 2017 and Treasurer since

2010

   Treasurer and CFO (2010-Present), American Beacon Advisors, Inc.; Treasurer, Resolute Topco, Inc. (2015-Present); Treasurer, Resolute Investment Holdings, LLC. (2015-Present); Treasurer, Resolute Acquisition, Inc. (2015-Present); Treasurer and CFO, Resolute Investment Managers, Inc. (2017-Present); Treasurer, Resolute Investment Distributors, Inc. (2017-2017); Treasurer and CFO, Resolute Investment Services, Inc. (2015-Present); Treasurer, Lighthouse Holdings Parent Inc., (2010-2015); Treasurer, Lighthouse Holdings, Inc. (2010-2015); Treasurer, American Private Equity Management, LLC (2012-Present); Treasurer and CFO, Alpha Quant Advisors, LLC (2016-Present); Treasurer and CFO, Continuous Capital, LLC (2018-Present); Treasurer, Green Harvest Asset Management (2019-Present); Treasurer, American Beacon Cayman Transformational Innovation, Ltd. (2017-2018); Treasurer, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Treasurer, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Treasurer, American Beacon Select Funds (2010-Present); Treasurer, American Beacon Institutional Funds Trust (2017-Present); Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Terri L. McKinney (56)    VP since 2010    Vice President (2009-Present), Managing Director (2003-2009), American Beacon Advisors, Inc.; Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services, Inc (2018-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Vice President, American Beacon Select Funds (2010-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).

 

 

42


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Jeffrey K. Ringdahl (44)    VP since 2010    Director (2015-Present), President (2018-Present), Chief Operating Officer (2010-Present), Senior Vice President (2013-2018), Vice President (2010-2013), American Beacon Advisors, Inc.; Director (2015-Present), President (2018-Present), Senior Vice Present (2015-2018), Resolute Investment Holdings, LLC; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Topco, Inc.; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Acquisition, Inc.; Director (2015-Present), President & COO (2018-Present), Senior Vice President (2015-2018), Resolute Investment Managers, Inc.; Director and Executive Vice President (2017-Present), Resolute Investment Distributors, Inc.; Director (2017-Present), President & COO (2018-Present), Executive Vice President (2017-2018), Resolute Investment Services, Inc.; Senior Vice President (2017-Present), Vice President (2012-2017), Manager (2015-Present), American Private Equity Management, LLC; Senior Vice President, Lighthouse Holdings Parent, Inc. (2013-2015); Senior Vice President, Lighthouse Holdings, Inc. (2013-2015); Trustee, American Beacon NextShares Trust (2015-Present); Director, Executive Vice President & COO, Alpha Quant Advisors, LLC (2016-Present); Director, Shapiro Capital Management, LLC (2017-Present); Director, Executive Vice President & COO, Continuous Capital, LLC (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present); Director, National Investment Services of America, LLC (2019-Present); Director and Vice President, American Beacon Cayman Transformational Innovation Company, Ltd., (2017-Present); Vice President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Vice President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Vice President, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Vice President, American Beacon Select Funds (2010-2018); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Samuel J. Silver (56)    VP Since 2011    Vice President (2011-Present), Chief Fixed Income Officer (2016-Present), American Beacon Advisors, Inc. (2011-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Christina E. Sears (48)   

Chief Compliance

Officer since 2004

and Asst. Secretary since 1999

   Vice President, American Beacon Advisors, Inc. (2019-Present); Chief Compliance Officer, American Beacon Advisors, Inc. (2004-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Distributors (2017-Present); Vice President, Resolute Investment Services, Inc. (2019-Present); Chief Compliance Officer, American Private Equity Management, LLC (2012-Present); Chief Compliance Officer (2016-2019) and Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Chief Compliance Officer (2004-Present) and Assistant Secretary (1999-Present), American Beacon Select Funds; Chief Compliance Officer and Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).

 

 

43


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Sonia L. Bates (63)   

Asst. Treasurer

since 2011

   Assistant Treasurer, American Beacon Advisors, Inc. (2011-2018); Assistant Treasurer, Lighthouse Holdings Parent Inc. (2011-2015); Assistant Treasurer, Lighthouse Holdings, Inc. (2011-2015); Assistant Treasurer, American Private Equity Management, LLC (2012-Present); Assistant Treasurer, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-Present); Assistant Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Assistant Treasurer, American Beacon Select Funds (2011-Present); Assistant Treasurer, American Beacon Institutional Funds Trust (2017-Present); Assistant Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Shelley D. Abrahams (45)    Assistant Secretary since 2008    Assistant Secretary, American Beacon Select Funds (2008-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present);
Rebecca L. Harris (53)    Assistant Secretary since 2010    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services (2015-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Assistant Secretary, American Beacon Select Funds (2010-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).
Teresa A. Oxford (61)    Assistant Secretary since 2015    Assistant Secretary, American Beacon Advisors, Inc. (2015-Present); Assistant Secretary, Resolute Investment Distributors (2018-Present); Assistant Secretary, Resolute Investment Services (2018-Present); Assistant Secretary, Alpha Quant Advisors, LLC (2016-Present); Assistant Secretary, American Beacon Select Funds (2015-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present); .
Peter A. Davidson (47)**   

Assistant Secretary

Since 2020

   Assistant Secretary, American Beacon Select Funds (2020-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2020-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2020-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2020-Present).

* As of 11/12/2014, the Board adopted a retirement plan that requires Trustees to retire no later than the last day of the calendar year in which they reach the age of 75.

** Mr. Davidson was elected at the March 3, 2020 meeting of the Board.

 

 

44


American Beacon FundsSM

Privacy Policy

January 31, 2020 (Unaudited)

 

 

The American Beacon Funds recognize and respect the privacy of our shareholders. We are providing this notice to you so you will understand how shareholder information may be collected and used.

We may collect nonpublic personal information about you from one or more of the following sources:

 

   

information we receive from you on applications or other forms;

 

   

information about your transactions with us or our service providers; and

 

   

information we receive from third parties.

We do not disclose any nonpublic personal information about our customers or former customers to anyone, except as permitted by law.

We restrict access to your nonpublic personal information to those employees or service providers who need to know that information to provide products or services to you. To ensure the confidentiality of your nonpublic personal information, we maintain safeguards that comply with federal standards.

 

 

45


  

 

 

 

 

 

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46


  

 

 

 

 

 

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47


  

 

 

 

 

 

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48


LOGO

 

 

 

Delivery of Documents

eDelivery is NOW AVAILABLE - Stop traditional mail delivery and receive your

shareholder reports and summary prospectus on-line. Sign up at

www.americanbeaconfunds.com

If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.

To obtain more information about the Fund:

 

LOGO   LOGO
 
By E-mail:   On the Internet:
american_beacon.funds@ambeacon.com   Visit our website at www.americanbeaconfunds.com
   
     
 

LOGO

By Telephone:

Call (800) 658-5811

 

LOGO

By Mail:

American Beacon Funds

P.O. Box 219643

Kansas City, MO 64121-9643

   
     
Availability of Quarterly Portfolio Schedules   Availability of Proxy Voting Policy and Records
 
In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-PORT as of the end of each fiscal quarters. The Fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov. The Forms N-PORT may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the American Beacon Continuous Capital Emerging Markets Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately sixty days after the end of each quarter.   A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended June 30 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009.

Fund Service Providers:

 

CUSTODIAN

State Street Bank and Trust Company

Boston, Massachusetts

   

TRANSFER AGENT

DST Asset Manager Solutions, Inc.

Quincy, Massachusetts

   

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP

Boston, Massachusetts

   

DISTRIBUTOR

Resolute Investment Distributors, Inc.

Irving, Texas

This report is prepared for shareholders of the American Beacon Funds and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.

 

American Beacon Funds and American Beacon Continuous Capital Emerging Markets Fund are service marks of American Beacon Advisors, Inc.

AR 01/20


LOGO


About American Beacon Advisors

 

Since 1986, American Beacon Advisors, Inc. has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.

Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.

 

CRESCENT SHORT DURATION HIGH INCOME FUND

The Fund’s investments in high-yield securities, including loans, restricted securities and floating rate securities are subject to greater levels of credit, interest rate, market and liquidity risks than investment-grade securities. Investing in foreign securities may involve heightened risk due to currency fluctuations and economic and political risks. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and each Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions, and, therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.

 

American Beacon Funds

January 31, 2020


Contents

 

 

President’s Message

    1  

Market and Performance Overviews

    2  

Expense Examples

    5  

Report of Independent Registered Public Accounting Firm

    7  

Schedule of Investments:

 

American Beacon Crescent Short Duration High Income Fund

    8  

Financial Statements

    26  

Notes to Financial Statements

    29  

Financial Highlights:

 

American Beacon Crescent Short Duration High Income Fund

    50  

Federal Tax Information

    53  

Trustees and Officers of the American Beacon Funds

    54  

Privacy Policy

    60  

Additional Fund Information

    Back Cover  


President’s Message

 

 

LOGO  

Dear Shareholders,

 

During the 12 months of this reporting period, news reports highlighted multiple disruptive headwinds in the global economy; among them the U.S. trade war with China and its toll on the global economy, Brexit, disruptions in the Middle East and protests in Hong Kong. And although the headlines seemed to be just starting during the period addressed in this report, it’s now undeniable that the global spread of the COVID-19 virus is having an overwhelming effect on the world’s markets, the full impact of which is unknown at this time.

 

As Peter L. Bernstein said in his treatise on risk, Against the Gods: The Remarkable Story of Risk, published by John Wiley & Sons, Inc. in September 1998, “Volatility is a proxy for uncertainty and must be accommodated in measuring investment risk.”

 

During times of economic uncertainty and market volatility, fear of loss can be a powerful emotion – one that drives many investors to making short-term decisions subject to a variety of potential error-leading biases. Unfortunately, some short-term investment decisions may create more volatility rather than mitigate it.

Instead of dwelling on the markets’ short-term reaction to waves of negative global news, we encourage investors to focus on the horizon instead. Long-term investing isn’t about identifying and anticipating the next big market move, it is about identifying the right investment products for riding out those moves. As a long-term investor, you should keep in mind the three Ds: direction, discipline and diversification.

 

u  

Direction: Achieving your long-term financial goals requires an individualized plan of action. You may want your plan to provide some measure of protection against periods of geopolitical turmoil, economic uncertainty, market volatility and job insecurity. Your plan should be reviewed annually and be adjusted in the event your long-range needs change.

 

u  

Discipline: Long-term, systematic participation in an investment portfolio requires your resolution to stay the course. Spending time in the market – rather than trying to time the market – may place you in a better position to reach your long-term financial goals.

 

u  

Diversification: By investing in different investment styles and asset classes, you may be able to help mitigate financial risks across your investment portfolio. By allocating your investment portfolio according to your risk-tolerance level, you may be better positioned to weather storms and achieve your long-term financial goals.

Since 1986, American Beacon has endeavored to provide investors with a disciplined approach to realizing long-term financial goals. As a manager of managers, we strive to provide investment products that may enable investors to participate during market upswings while potentially insulating against market downswings.

Many of the sub-advisors to our mutual funds pursue upside capture and/or downside protection using proprietary strategies. The investment teams behind our mutual funds seek to produce consistent, long-term results rather than focus only on short-term movements in the markets. In managing our investment products, we emphasize identifying opportunities that offer the potential for long-term rewards.

Our management approach is more than a concept; it’s the cornerstone of our culture. And we strive to apply it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards while mitigating volatility and risk.

Thank you for your continued interest in American Beacon. For additional information about our investment products or to access your account information, please visit our website at www.americanbeaconfunds.com.

Best Regards,

 

LOGO

Gene L. Needles, Jr.

President

American Beacon Funds

 

 

1


High Yield Bond Market Overview

January 31, 2020 (Unaudited)

 

 

The High Yield and Bank Loan segments of the bond market produced strong results during the 12-month period ended January 31, 2020. High-yield bonds (as represented by the ICE BofA U.S. High Yield Index) returned 9.4% and bank loans (as represented by the S&P LSTA Leveraged Loan Total Return Index) returned 6.5%.

The period began on the heels of a steep market selloff in late 2018, sending investors to the sidelines. The Federal Reserve Bank quickly signaled an end to interest rate hikes and eventually cut interest rates in July 2019. The market recovery, beginning in the final days of 2018, continued through mid-2019 and recouped almost all of the losses.

As markets calmed, U.S. President Donald Trump turned his attention to trade relations with China, among other countries, and put markets on a roller coaster through the fall of 2019. Trade negotiations oscillated between hot and cold, and markets ebbed and flowed in unison. Additionally, chronic uncertainty surrounding Brexit led to volatility as prospects of a disruptive exit concerned global trading partners. With the president’s re-election campaign in sight, the U.S. and China negotiated “phase one” of a larger trade deal in late 2019, giving investors confidence to push U.S. equity markets to all-time highs and bond yields to historic lows.

While the market for risk assets was strong overall, the Bank Loan segment experienced pockets of weakness due to technicalities within collateralized loan obligations. The lowest-rated bank loans underperformed as investors sold and moved into higher-rated issues. The High Yield segment enjoyed spread tightening and declining yields, while floating-rate bank loans were hurt by wider spreads and lower coupons. Thus, the High Yield segment outperformed the Bank Loan segment by more than 3% for the 12-month period.

By the end of the period, the Bank Loan segment began to improve and the outlook was generally positive. However, news headlines about China’s COVID-19 virus epidemic quickly seized investor attention. To help contain its spread, the Chinese New Year holiday was extended, markets were closed and travel within China was severely restricted. International equity markets began to weaken and, just as the period ended on January 31, 2020, the three-month and 10-year U.S. Treasury yields inverted amid renewed investor concern.

 

 

2


American Beacon Crescent Short Duration High Income FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

The Investor Class of the American Beacon Crescent Short Duration High Income Fund (the “Fund”) returned 6.64% for the one-year period ended January 31, 2020, underperforming the ICE BofA U.S. High Yield Cash Pay BB-B 1-5 Year Index (the “Index”) return of 7.42%. For additional comparison, the ICE BofA U.S. High Yield Index returned 9.39% and the S&P LSTA Leveraged Loan Total Return Index returned 6.54%.

Comparison of Change in Value of a $10,000 Investment for the period from 10/1/2014 through 1/31/2020

 

LOGO

 

Total Returns for the Period ended January 31, 2020

 

      

Ticker

    

1 Year

    

3 Years

    

5 Years

  

Since Inception
(10/01/2014)

  

Value of $10,000

10/01/2014-

1/31/2019

Institutional Class (1,3)

     ACHIX          7.15 %          4.03 %          4.35 %        3.75 %      $ 12,167

Y Class (1,3)

     ACHYX          7.04 %          3.93 %          4.23 %        3.63 %      $ 12,094

Investor Class (1,3)

     ACHPX          6.64 %          3.62 %          3.95 %        3.35 %      $ 11,922

A without Sales Charge (1,3)

     ACHAX          6.71 %          3.55 %          3.87 %        3.28 %      $ 11,878

A with Sales Charge (1,3)

     ACHAX          4.10 %          2.67 %          3.35 %        2.78 %      $ 11,577

C without Sales Charge (1,3)

     ACHCX          5.91 %          2.86 %          3.15 %        2.56 %      $ 11,441

C with Sales Charge (1,3)

     ACHCX          4.91 %          2.86 %          3.15 %        2.56 %      $ 11,441
                                   

ICE BofA U.S. High Yield Cash Pay BB-B 1-5 Year Index

              7.42 %          5.34 %          5.08 %        4.70 %      $ 12,780

 

1.

Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of the fees charged to each Class of the Fund has been waived since Fund inception. Performance prior to waiving fees was lower than the actual returns shown since inception. A Class shares have a maximum sales charge of 2.50%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

 

2.

The ICE BofA U.S. High Yield Cash Pay BB-B 1-5 Year Index is an unmanaged index that generally tracks the performance of BB-B rated U.S. dollar-denominated corporate bonds publicly issued in the U.S. domestic market with maturities of 1 to 5 years. One cannot directly invest in an index.

 

3.

The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A and C Class shares were 1.09%, 1.15%, 2.32%, 1.40% and 2.18%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

 

 

3


American Beacon Crescent Short Duration High Income FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

Fixed-rate securities outperformed floating rate as the Federal Reserve Bank (the “Fed”) cut interest rates for the first time in over 10 years and bond market yields declined. The Fund benefited from its exposure to fixed-rate high-yield; however, its allocation to floating-rate bank loans lagged given their shorter duration. Note that the Fund’s Index includes only fixed-rate securities. On average, the Fund’s duration was approximately 1.9 years during the period, as compared to 2.1 years for the Index.

The Fund’s sub-advisor actively allocates among traditional fixed-rate high-yield, floating-rate bank loan and private debt sectors of the bond market seeking attractive risk-adjusted returns with lower volatility than the market. This flexibility also allows for opportunity to invest in securities outside of the traditional indexes. On average during the period, the Fund held approximately 70% of assets in traditional high-yield bonds, 18% in floating-rate bank loans and 9% in private debt, with the remainder in cash. Overall, the Fund’s holdings were highly diversified with over 400 positions in total.

Given the Fed’s abrupt change in outlook for interest rates in early 2019, the Fund began to modify its approach toward the credit markets by screening for higher quality securities and by monitoring the relative yield between fixed and floating-rate instruments given the potential for even lower rates going forward.

 

Top Ten Holdings (% Net Assets)

 

CCO Holdings LLC / CCO Holdings Capital Corp., 5.375%, Due 5/1/2025           1.6  
Navient Corp., 6.125%, Due 3/25/2024           1.5  
Tenet Healthcare Corp., 6.250%, Due 2/1/2027           1.5  
Dell International LLC / EMC Corp., 7.125%, Due 6/15/2024           1.0  
DISH DBS Corp., 5.875%, Due 11/15/2024           1.0  
Freeport-McMoRan, Inc., 5.000%, Due 9/1/2027           1.0  
Sprint Corp., 7.250%, Due 9/15/2021           1.0  
Icahn Enterprises LP / Icahn Enterprises Finance Corp., 6.375%, Due 12/15/2025           0.9  
Mauser Packaging Solutions Holding Co., 7.250%, Due 4/15/2025           0.9  
Springleaf Finance Corp., 7.125%, Due 3/15/2026           0.9  
Total Fund Holdings      440       
       
Sector Allocation (% Investments)

 

Communications           22.3  
Consumer, Non-Cyclical           17.4  
Consumer, Cyclical           15.4  
Financial           15.2  
Industrial           11.4  
Energy           9.8  
Technology           3.8  
Basic Materials           3.2  
Utilities           1.3  
Diversified           0.2  

 

 

4


American Beacon Crescent Short Duration High Income FundSM

Expense Examples

January 31, 2019 (Unaudited)

 

 

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (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 invested at the beginning of the period in each Class and held for the entire period from August 1, 2019 through January 31, 2020.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = $8.60), then multiply the result by the “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

Hypothetical Example for Comparison Purposes

The “Hypothetical” lines of the tables provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. Shareholders of the Investor and Institutional Classes that invest in the Funds through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Fund, such as sales charges (loads) or redemption fees, as applicable. Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the tables are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.

 

 

5


American Beacon Crescent Short Duration High Income FundSM

Expense Examples

January 31, 2020 (Unaudited)

 

 

American Beacon Crescent Short Duration High Income Fund

 

    Beginning Account Value
8/1/2019
  Ending Account Value
1/31/2020
  Expenses Paid During
Period
8/1/2019-1/31/2020*
Institutional Class            
Actual       $1,000.00       $1,028.80       $4.35
Hypothetical**       $1,000.00       $1,020.92       $4.33
Y Class            
Actual       $1,000.00       $1,027.20       $4.85
Hypothetical**       $1,000.00       $1,020.42       $4.84
Investor Class            
Actual       $1,000.00       $1,025.70       $6.28
Hypothetical**       $1,000.00       $1,019.01       $6.26
A Class            
Actual       $1,000.00       $1,025.60       $6.38
Hypothetical**       $1,000.00       $1,018.90       $6.36
C Class            
Actual       $1,000.00       $1,022.70       $10.20
Hypothetical**       $1,000.00       $1,015.12       $10.16

 

*

Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 0.85%, 0.95%, 1.23%, 1.25%, and 2.00% for the Institutional, Y, Investor, A, and C Classes, respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (184) by days in the year (365) to reflect the half-year period.

**

5% return before expenses.

 

 

6


American Beacon FundsSM

Report of Independent Registered Public Accounting Firm

 

 

To the Board of Trustees of American Beacon Funds and the Shareholders of American Beacon Crescent Short Duration High Income Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of American Beacon Crescent Short Duration High Income Fund (one of the series constituting American Beacon Funds, referred to hereafter as the “Fund”) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020, the statement of changes in net assets for each of the two years in the period ended January 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended January 31, 2020 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of January 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended January 31, 2020 and the financial highlights for each of the five years in the period ended January 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended January 31, 2016 and the financial highlights for each of the periods ended on or prior to January 31, 2016 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated March 31, 2016 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s 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 Fund 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 conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

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 January 31, 2020 by correspondence with the custodian, transfer agent, agent banks 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.

PricewaterhouseCoopers LLP

Dallas, TX

March 30, 2020

We have served as the auditor of one or more investment companies in the American Beacon family of funds since 2016.

 

 

7


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
COMMON STOCKS - 0.01% (Cost $4,615)            
Energy - 0.01%            
Oil, Gas & Consumable Fuels - 0.01%            
Jones Energy, Inc.A       355         $ 4,615
           

 

 

 
           
WARRANTS - 0.00% (Cost $—)            
Energy - 0.00%            
Jones Energy, Inc., 5/17/2024, Strike Price $31.67A       1,570           212
           

 

 

 
           
    Principal Amount        
             
BANK LOAN OBLIGATIONSB - 25.04%            
Basic Materials - 0.82%            
Chemicals - 0.80%            

GrafTech Finance, Inc., 5.145%, Due 2/12/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.500%)

    $ 56,886           56,531

H.B. Fuller Co., 3.658%, Due 10/20/2024, 2017 Term Loan B, (1-mo. LIBOR + 2.000%)

      88,826           88,856

Ineos US Finance LLC, 3.645%, Due 4/1/2024, 2017 USD Term Loan B, (1-mo. LIBOR + 2.000%)

      62,312           62,208

Messer Industries GmbH, 4.445%, Due 3/1/2026, 2018 USD Term Loan, (3-mo. LIBOR + 2.500%)

      99,499           99,499

Polar US Borrower LLC,

           

6.624%, Due 10/15/2025, 2018 1st Lien Term Loan, (3-mo. LIBOR + 4.750%)

      24,201           24,049

6.695%, Due 10/15/2025, 2018 1st Lien Term Loan, (3-mo. LIBOR + 4.750%)

      489           486

PQ Corp., 4.027%, Due 2/8/2025, 2018 Term Loan B, (3-mo. LIBOR + 2.250%)

      78,207           78,221

Solenis Holdings LLC, 5.909%, Due 6/26/2025, 2018 1st Lien Term Loan, (3-mo. LIBOR + 4.000%)

      52,364           51,955

Starfruit Finco B.V., 4.699%, Due 10/1/2025, 2018 USD Term Loan B, (1-mo. LIBOR + 3.000%)

      101,769           101,642
           

 

 

 
              563,447
           

 

 

 
           
Mining - 0.02%            

U.S. Silica Co., 5.688%, Due 5/1/2025, 2018 Term Loan B, (1-mo. LIBOR + 4.000%)

      13,000           11,440
           

 

 

 
           

Total Basic Materials

              574,887
           

 

 

 
           
Communications - 3.92%            
Advertising - 0.36%            

Red Ventures LLC, 4.161%, Due 11/8/2024, 2018 Term Loan B, (1-mo. LIBOR + 2.500%)

      121,301           121,215

Terrier Media Buyer, Inc., 6.148%, Due 12/17/2026, Term Loan B, (3-mo. LIBOR + 4.250%)

      100,000           100,725

Vestcom Parent Holdings, Inc., 5.646%, Due 12/19/2023, 2016 1st Lien Term Loan, (1-mo. LIBOR + 4.000%)

      32,417           30,796
           

 

 

 
              252,736
           

 

 

 
           
Internet - 1.14%            

Buzz Merger Sub Ltd, Due 1/22/2027, Term Loan BC

                       100,000           100,188

CareerBuilder LLC, 8.395%, Due 7/31/2023, Term Loan, (3-mo. LIBOR + 6.750%)

      137,753           136,720

Go Daddy Operating Co. LLC, 3.395%, Due 2/15/2024, 2017 Repriced Term Loan, (1-mo. LIBOR + 1.750%)

      92,684           92,800

MH Sub I LLC, 5.395%, Due 9/13/2024, 2017 1st Lien Term Loan, (1-mo. LIBOR + 3.750%)

      130,127           129,964

PUG LLC, Due 1/29/2027, USD Term LoanC

      100,000           99,500

Rentpath, Inc., 6.660%, Due 12/17/2021, 2017 Term Loan, (3-mo. LIBOR + 4.750%)

      56,382           27,158

Titan AcquisitionCo New Zealand Ltd., 6.195%, Due 5/1/2026, Term Loan, (3-mo. LIBOR + 4.250%)

      62,753           62,888

Web.com Group, Inc., Due 10/10/2025, 2018 Term Loan BC

      60,000           59,903

WeddingWire, Inc., 6.145%, Due 12/19/2025, 1st Lien Term Loan, (1-mo. LIBOR + 4.500%)

      99,000           99,000
           

 

 

 
              808,121
           

 

 

 
           
Media - 1.46%            

Charter Communications Operating LLC, 3.400%, Due 4/30/2025, 2019 Term Loan B1, (1-mo. LIBOR + 1.750%)

      99,492           99,943

CSC Holdings LLC, 4.176%, Due 4/15/2027, 2019 Term Loan B5, (3-mo. LIBOR + 2.500%)

      187,248           187,658

Diamond Sports Group LLC, 4.910%, Due 8/24/2026, Term Loan, (1-mo. LIBOR + 3.250%)

      136,658           136,444

 

See accompanying notes

 

8


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Communications - 3.92% (continued)            
Media - 1.46% (continued)            

E.W. Scripps Co., 4.145%, Due 5/1/2026, 2019 Term Loan B2, (1-mo. LIBOR + 2.500%)

    $ 62,843         $ 63,141

Gray Television, Inc., 4.162%, Due 1/2/2026, 2018 Term Loan C, (1-mo. LIBOR + 2.500%)

      84,964           85,283

iHeartCommunications, Inc., Due 5/1/2026, 2020 Term LoanC

      28,000           28,021

ION Media Networks, Inc., 4.688%, Due 12/18/2024, 2019 Term Loan B, (1-mo. LIBOR + 3.000%)

      96,496           96,576

Mission Broadcasting, Inc., 3.905%, Due 1/17/2024, 2018 Term Loan B3, (1-mo. LIBOR + 2.250%)

      13,618           13,629

Nexstar Broadcasting, Inc., 3.900%, Due 1/17/2024, 2018 Term Loan B3, (1-mo. LIBOR + 2.250%)

      66,899           66,950

Nielsen Finance LLC, 3.699%, Due 10/4/2023, USD Term Loan B4, (1-mo. LIBOR + 2.000%)

      38,035           38,053

Sinclair Television Group, Inc.,

           

3.900%, Due 1/3/2024, Term Loan B2, (1-mo. LIBOR + 2.250%)

      15,959           15,975

4.180%, Due 9/30/2026, Term Loan B2B, (3-mo. LIBOR + 2.500%)

      70,823           71,044

Univision Communications, Inc., 4.395%, Due 3/15/2024, Term Loan C5, (1-mo. LIBOR + 2.750%)

      48,973           48,355

Virgin Media Bristol LLC, 4.176%, Due 1/31/2028, USD Term Loan N, (3-mo. LIBOR + 2.500%)

      81,000           80,980
           

 

 

 
              1,032,052
           

 

 

 
           
Telecommunications - 0.96%            

Altice France S.A., 5.676%, Due 8/14/2026, 2018 Term Loan B13, (1-mo. LIBOR + 4.000%)

      48,876           48,785

Avaya, Inc., 5.926%, Due 12/15/2024, 2018 Term Loan B, (1-mo. LIBOR + 4.250%)

      71,129           69,544

CenturyLink, Inc., Due 3/15/2027, 2020 Term Loan BC

      86,495           86,361

CommScope, Inc., 4.895%, Due 4/6/2026, 2019 Term Loan B, (1-mo. LIBOR + 3.250%)

      99,750           99,583

GTT Communications, Inc., 4.400%, Due 5/31/2025, 2018 USD Term Loan B, (1-mo. LIBOR + 2.750%)

      19,000           15,955

Intelsat Jackson Holdings S.A., 5.682%, Due 11/27/2023, 2017 Term Loan B3, (6-mo. LIBOR + 3.750%)

      82,000           81,642

Plantronics, Inc., 4.145%, Due 7/2/2025, 2018 Term Loan B, (1-mo. LIBOR + 2.500%)

      75,185           72,121

SBA Senior Finance LLC, 3.400%, Due 4/11/2025, 2018 Term Loan B, (1-mo. LIBOR + 1.750%)

      99,235           99,298

Sprint Communications, Inc., 4.688%, Due 2/2/2024, 2018 Term Loan B, (1-mo. LIBOR + 3.000%)

      91,080           89,771

Syniverse Holdings, Inc., 6.873%, Due 3/9/2023, 2018 1st Lien Term Loan, (6-mo. LIBOR + 5.000%)

      17,000           15,512
           

 

 

 
              678,572
           

 

 

 
           

Total Communications

              2,771,481
           

 

 

 
           
Consumer, Cyclical - 4.76%            
Apparel - 0.51%            

Next Level Apparel, Inc., 7.589%, Due 7/17/2024, 2018 Term Loan, (1 Week LIBOR + 6.000%)

                       186,822           184,019

SHO Holding Corp., 6.777%, Due 10/27/2022, Term Loan, (3-mo. LIBOR + 5.000%)

      190,643           173,485
           

 

 

 
              357,504
           

 

 

 
           
Auto Parts & Equipment - 0.37%            

Panther BF Aggregator LP, 5.160%, Due 4/30/2026, USD Term Loan B, (1-mo. LIBOR + 3.500%)

      99,750           100,324

Wheel Pros LLC, 6.395%, Due 4/4/2025, 1st Lien Term Loan, (1-mo. LIBOR + 4.750%)

      165,486           163,003
           

 

 

 
              263,327
           

 

 

 
           
Distribution/Wholesale - 0.27%            

AMCP Clean Acquisition Co. LLC,

           

6.195%, Due 6/16/2025, 2018 Term Loan, (3-mo. LIBOR + 4.250%)

      21,673           21,253

6.195%, Due 6/16/2025, 2018 Term Loan, (3-mo. LIBOR + 4.250%)

      89,573           87,838

Univar, Inc., 3.895%, Due 7/1/2024, 2017 USD Term Loan B, (1-mo. LIBOR + 2.250%)

      80,807           80,933
           

 

 

 
              190,024
           

 

 

 
           
Entertainment - 1.39%            

Crown Finance US, Inc., 3.895%, Due 2/28/2025, 2018 USD Term Loan, (1-mo. LIBOR + 2.250%)

      99,392           98,398

 

See accompanying notes

 

9


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Consumer, Cyclical - 4.76% (continued)            
Entertainment - 1.39% (continued)            

Motion Finco S.a.r.l.,

           

Due 11/4/2026, Delayed Draw Term Loan B2C

    $ 11,616         $ 11,721

Due 11/13/2026, USD Term Loan B1C

      88,384           89,179

NASCAR Holdings, Inc., 4.408%, Due 10/19/2026, Term Loan B, (1-mo. LIBOR + 2.750%)

      113,234           113,942

PCI Gaming Authority, 4.145%, Due 5/29/2026, Term Loan, (1-mo. LIBOR + 2.500%)

      92,923           93,306

Playtika Holding Corp., 7.645%, Due 12/10/2024, Term Loan B, (1-mo. LIBOR + 6.000%)

      100,000           100,946

Scientific Games International, Inc., 4.395%, Due 8/14/2024, 2018 Term Loan B5, (1-mo. LIBOR + 2.750%)

      65,208           64,980

Six Flags Theme Parks, Inc., 3.400%, Due 4/17/2026, 2019 Term Loan B, (1-mo. LIBOR + 1.750%)

      99,500           99,583

UFC Holdings LLC, 4.900%, Due 4/29/2026, 2019 Term Loan, (1-mo. LIBOR + 3.250%)

      61,190           61,333

World Triathlon Corp., 5.895%, Due 8/15/2026, 2019 Term Loan B, (1-mo. LIBOR + 4.250%)

      249,375           249,998
           

 

 

 
              983,386
           

 

 

 
           
Home Furnishings - 0.32%            

TGP Holdings LLC,

           

6.027%, Due 9/25/2024, 2018 1st Lien Term Loan, (3-mo. LIBOR + 4.250%)

      191,275           180,755

10.277%, Due 9/25/2025, 2nd Lien Term Loan, (3-mo. LIBOR + 8.500%)

      50,000           46,000
           

 

 

 
              226,755
           

 

 

 
           
Leisure Time - 0.42%            

Playpower, Inc., 7.461%, Due 5/8/2026, 2019 Term Loan, (3-mo. LIBOR + 5.500%)

                       240,625           239,422

Varsity Brands, Inc., 5.145%, Due 12/15/2024, 2017 Term Loan B, (1-mo. LIBOR + 3.500%)

      61,128           59,905
           

 

 

 
              299,327
           

 

 

 
           
Lodging - 0.31%            

Boyd Gaming Corp., 3.835%, Due 9/15/2023, Term Loan B3, (1 Week LIBOR + 2.250%)

      71,923           72,080

Caesars Resort Collection LLC, 4.395%, Due 12/23/2024, 2017 1st Lien Term Loan B, (1-mo. LIBOR + 2.750%)

      63,388           63,323

Golden Nugget, Inc.,

           

Due 10/4/2023, 2020 Term LoanC

      42,000           42,000

4.145%, Due 10/4/2023, 2017 Incremental Term Loan B, (1-mo. LIBOR + 2.500%)

      20,756           20,784

4.158%, Due 10/4/2023, 2017 Incremental Term Loan B, (1-mo. LIBOR + 2.500%)

      17,625           17,649
           

 

 

 
              215,836
           

 

 

 
           
Retail - 1.17%            

Academy Ltd., 5.655%, Due 7/1/2022, 2015 Term Loan B, (1-mo. LIBOR + 4.000%)

      26,450           21,141

B.C. Unlimited Liablity Co., 3.395%, Due 11/19/2026, Term Loan B4, (1-mo. LIBOR + 1.750%)

      91,459           91,299

Bass Pro Group LLC, 6.645%, Due 9/25/2024, Term Loan B, (1-mo. LIBOR + 5.000%)

      51,767           51,530

BJ’s Wholesale Club, Inc., 3.899%, Due 2/3/2024, 2017 1st Lien Term Loan, (1-mo. LIBOR + 2.250%)

      67,763           68,009

California Pizza Kitchen, Inc.

           

7.910%, Due 8/23/2022, 2016 Term Loan, (3-mo. LIBOR + 6.000%)

      241,875           206,370

11.910%, Due 8/23/2023, 2016 2nd Lien Term Loan, (3-mo. LIBOR + 10.000%)

      42,000           33,810

GYP Holdings Corp., 4.395%, Due 6/1/2025, 2018 Term Loan B, (1-mo. LIBOR + 2.750%)

      46,591           46,460

IRB Holding Corp., 4.384%, Due 2/5/2025, 1st Lien Term Loan, (1-mo. LIBOR + 2.750%)

      122,813           122,982

Michaels Stores, Inc.,

           

4.150%, Due 1/30/2023, 2018 Term Loan B, (1-mo. LIBOR + 2.500%)

      24,162           23,292

4.161%, Due 1/30/2023, 2018 Term Loan B, (1-mo. LIBOR + 2.500%)

      8,745           8,430

Petco Animal Supplies, Inc., 5.027%, Due 1/26/2023, 2017 Term Loan B, (3-mo. LIBOR + 3.250%)

      20,945           17,669

SRS Distribution, Inc., 4.895%, Due 5/23/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 3.250%)

      35,750           35,504

Staples, Inc., 6.655%, Due 4/16/2026, 7 Year Term Loan, (1-mo. LIBOR + 5.000%)

      78,255           76,768

Whatabrands LLC, Due 8/2/2026, 2020 Term Loan BC

      23,000           23,042
           

 

 

 
              826,306
           

 

 

 
           

Total Consumer, Cyclical

              3,362,465
           

 

 

 
           

 

See accompanying notes

 

10


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Consumer, Non-Cyclical - 4.90%            
Biotechnology - 0.02%            

Alphabet Holding Co., Inc., 5.145%, Due 9/26/2024, 2017 1st Lien Term Loan, (1-mo. LIBOR + 3.500%)

    $ 15,000         $ 14,282
           

 

 

 
           
Commercial Services - 1.94%            

Boing US Holdco, Inc., 4.934%, Due 10/3/2024, 2017 1st Lien Term Loan, (1-mo. LIBOR + 3.250%)

      33,956           33,334

CRCI Longhorn Holdings, Inc., 5.145%, Due 8/8/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 3.500%)

      27,668           27,392

Creative Artists Agency LLC, 5.395%, Due 11/27/2026, 2019 Term Loan B, (1-mo. LIBOR + 3.750%)

      100,000           100,458

Digital Room Holdings, Inc., 6.645%, Due 5/21/2026, Term Loan, (1-mo. LIBOR + 5.000%)

      74,625           70,272

Garda World Security Corp., 6.660%, Due 10/30/2026, 2019 1st Lien Term Loan B, (3-mo. LIBOR + 4.750%)

      70,081           70,475

Maverick Purchaser Sub LLC, Due 1/22/2027, Term Loan BC

      100,000           100,125

NorthRiver Midstream Finance LP, 5.159%, Due 10/1/2025, 2018 Term Loan B, (3-mo. LIBOR + 3.250%)

      98,750           98,133

Parexel International Corp., 4.395%, Due 9/27/2024, Term Loan B, (1-mo. LIBOR + 2.750%)

      67,266           66,215

Prime Security Services Borrower LLC, 4.912%, Due 9/23/2026, 2019 Term Loan B1, (1-mo. LIBOR + 3.250%)

      103,800           103,800

R.R. Donnelley & Sons Co., 6.645%, Due 1/15/2024, 2018 Term Loan B, (1-mo. LIBOR + 5.000%)

      49,376           49,761

Rent-A-Center, Inc., 6.250%, Due 7/31/2026, 2019 Term Loan, (1-mo. LIBOR + 4.500%)

      99,750           99,501

Sabert Corp., 6.188%, Due 12/10/2026, Term Loan B, (1-mo. LIBOR + 4.500%)

      100,000           100,625

Spin Holdco, Inc., 5.093%, Due 11/14/2022, 2017 Term Loan B, (3-mo. LIBOR + 3.250%)

      33,396           33,294

TruGreen Ltd. Partnership, 5.395%, Due 3/19/2026, 2019 Term Loan, (1-mo. LIBOR + 3.750%)

      28,570           28,642

United Rentals, Inc., 3.395%, Due 10/31/2025, Term Loan B, (1-mo. LIBOR + 1.750%)

      98,750           99,138

Verscend Holding Corp., 6.145%, Due 8/27/2025, 2018 Term Loan B, (1-mo. LIBOR + 4.500%)

      100,526           100,877

Wand NewCo 3, Inc., 4.645%, Due 2/5/2026, 2019 1st Lien Term Loan, (1-mo. LIBOR + 3.000%)

      99,500           99,728

WEX, Inc., 3.895%, Due 5/15/2026, Term Loan B3, (1-mo. LIBOR + 2.250%)

      90,803           91,087
           

 

 

 
              1,372,857
           

 

 

 
           
Food - 0.53%            

Dhanani Group, Inc., 5.395%, Due 7/20/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.750%)

      44,743           44,109

Edward Don & Co. LLC, 5.895%, Due 7/2/2025, 2018 Term Loan, (1-mo. LIBOR + 4.250%)

                       146,892           144,689

Froneri International PLC, Due 1/29/2027, 2020 USD Term LoanC

      100,000           100,250

United Natural Foods, Inc., 5.895%, Due 10/22/2025, Term Loan B, (1-mo. LIBOR + 4.250%)

      99,000           88,481
           

 

 

 
              377,529
           

 

 

 
           
Health Care - Products - 0.57%            

Agiliti Health, Inc., 4.688%, Due 1/4/2026, Term Loan, (1-mo. LIBOR + 3.000%)

      39,451           39,401

Avalign Technologies, Inc., 6.262%, Due 12/22/2025, 2018 Term Loan B, (2-mo. LIBOR + 4.500%)

      181,396           176,861

Avantor, Inc., 3.895%, Due 11/21/2024, 2017 1st Lien Term Loan, (1-mo. LIBOR + 2.250%)

      27,262           27,410

Sotera Health Holdings LLC, 6.145%, Due 12/11/2026, 2019 Term Loan, (1-mo. LIBOR + 4.500%)

      102,000           102,319

Viant Medical Holdings, Inc., 5.695%, Due 7/2/2025, 2018 1st Lien Term Loan, (3-mo. LIBOR + 3.750%)

      57,333           56,229
           

 

 

 
              402,220
           

 

 

 
           
Health Care - Services - 1.45%            

ADMI Corp., 4.395%, Due 4/30/2025, 2018 Term Loan B, (1-mo. LIBOR + 2.750%)

      71,438           71,348

Air Methods Corp., Due 4/22/2024, 2017 Term Loan BC

      14,000           12,005

ATI Holdings Acquisition, Inc., 5.145%, Due 5/10/2023, 2016 Term Loan, (1-mo. LIBOR + 3.500%)

      62,548           61,981

Da Vinci Purchaser Corp., 5.872%, Due 1/8/2027, 2019 Term Loan, (3-mo. LIBOR + 4.000%)

      100,000           100,563

Envision Healthcare Corp.,

           

5.395%, Due 10/10/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 3.750%)

      84,515           70,881

4.938%, Due 7/2/2025, 2020 Term Loan, (1-mo. LIBOR + 3.250%)

      99,496           99,745

 

See accompanying notes

 

11


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Consumer, Non-Cyclical - 4.90% (continued)            
Health Care - Services - 1.45% (continued)            

National Mentor Holdings, Inc.,

           

5.650%, Due 3/9/2026, 2019 Term Loan B, (1-mo. LIBOR + 4.000%)

    $ 93,446         $ 93,746

5.650%, Due 3/9/2026, 2019 Term Loan C, (1-mo. LIBOR + 4.000%)

      5,848           5,867

NMSC Holdings, Inc., 6.645%, Due 4/19/2023, 1st Lien Term Loan, (1-mo. LIBOR + 5.000%)

      249,354           247,484

RegionalCare Hospital Partners Holdings, Inc., 5.395%, Due 11/17/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.750%)

      88,504           88,826

Team Health Holdings, Inc., 4.395%, Due 2/6/2024, 1st Lien Term Loan, (1-mo. LIBOR + 2.750%)

      30,000           23,925

Universal Health Services, Inc., 3.395%, Due 10/31/2025, Term Loan B, (1-mo. LIBOR + 1.750%)

      49,376           49,705

Upstream Rehabilition, Inc., 6.145%, Due 11/20/2026, 2019 Term Loan, (1-mo. LIBOR + 4.500%)

      100,000           100,250
           

 

 

 
              1,026,326
           

 

 

 
           
Leisure Time - 0.02%            

ClubCorp Holdings, Inc., 4.695%, Due 9/18/2024, 2017 Term Loan B, (3-mo. LIBOR + 2.750%)

      13,000           12,318
           

 

 

 
           
Pharmaceuticals - 0.37%            

Amneal Pharmaceuticals LLC, 5.188%, Due 5/4/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.500%)

      66,495           60,622

Bausch Health Cos., Inc., 4.670%, Due 6/2/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.000%)

      83,387           83,679

Endo Luxembourg Finance Co. S.a r.l., 5.938%, Due 4/29/2024, 2017 Term Loan B, (1-mo. LIBOR + 4.250%)

      72,130           69,425

Grifols Worldwide Operations USA, Inc., 3.561%, Due 11/15/2027, USD 2019 Term Loan B, (1 Week LIBOR + 2.000%)

      9,461           9,505

Mallinckrodt International Finance S.A., 4.695%, Due 9/24/2024, USD Term Loan B, (3-mo. LIBOR + 2.750%)

      34,381           28,717

NVA Holdings, Inc., 7.250%, Due 2/2/2025, Term Loan B4, (3-mo. PRIME + 2.500%)

      6,050           6,046
           

 

 

 
              257,994
           

 

 

 
           

Total Consumer, Non-Cyclical

              3,463,526
           

 

 

 
           
Diversified - 0.25%            
Holding Companies - Diversified - 0.25%            

Quidditch Acquisition, Inc., 8.645%, Due 3/21/2025, 2018 Term Loan B, (1-mo. LIBOR + 7.000%)

      157,822           159,400

Travelport Finance S.a.r.l., Due 5/29/2026, 2019 Term LoanC

      19,000           17,081
           

 

 

 
              176,481
           

 

 

 
           

Total Diversified

              176,481
           

 

 

 
           
Energy - 0.39%            
Oil & Gas - 0.00%            

Energy & Exploration Partners, Inc., 5.000%, Due 5/13/2022, 2016 2nd Lien PIK, (in-kind rate 5.000%) Term Loan, (12-mo. LIBOR + 5.000%)D

      7,171           -
           

 

 

 
              -
           

 

 

 
           
Pipelines - 0.39%            

BCP Raptor LLC, 5.895%, Due 6/24/2024, Term Loan B, (1-mo. LIBOR + 4.250%)

      13,000           11,856

Blackstone CQP Holdco LP, 5.408%, Due 9/30/2024, Term Loan B, (3-mo. LIBOR + 3.500%)

                       109,872           109,781

Lucid Energy Group Borrower LLC, 4.645%, Due 2/17/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 3.000%)

      64,111           59,744

Prairie ECI Acquiror LP, 6.695%, Due 3/11/2026, Term Loan B, (3-mo. LIBOR + 4.750%)

      97,744           96,603
           

 

 

 
              277,984
           

 

 

 
           

Total Energy

              277,984
           

 

 

 
           

 

See accompanying notes

 

12


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Financial - 4.36%            
Diversified Financial Services - 1.81%            

Avolon TLB Borrower LLC, 3.408%, Due 1/15/2025, Term Loan B3, (1-mo. LIBOR + 1.750%)

    $ 92,340         $ 92,661

Citadel Securities LP, 5.145%, Due 2/27/2026, Term Loan B, (1-mo. LIBOR + 3.500%)

      99,499           99,686

Franklin Square Holdings LP, 3.938%, Due 8/1/2025, 2018 Term Loan B, (1-mo. LIBOR + 2.250%)

      98,750           99,059

GGC Aperio Holdings LP, 6.945%, Due 10/25/2024, Term Loan, (3-mo. LIBOR + 5.000%)D

      163,431           163,153

Jane Street Group LLC, 4.645%, Due 8/25/2022, 2018 Term Loan B, (1-mo. LIBOR + 3.000%)

      99,496           99,435

Jefferies Finance LLC, 4.938%, Due 6/3/2026, 2019 Term Loan, (1-mo. LIBOR + 3.250%)

      99,500           99,282

Kestra Advisor Services Holdings, Inc., 6.200%, Due 6/3/2026, 2019 Term Loan, (1-mo. LIBOR + 4.250%)

      149,508           148,884

LPL Holdings, Inc., 3.411%, Due 11/12/2026, 2019 Term Loan B1, (1-mo. LIBOR + 1.750%)

      59,234           59,345

Nuvei Technologies Corp., 6.645%, Due 9/29/2025, USD Term Loan, (1-mo. LIBOR + 5.000%)

      117,011           117,304

StepStone Group LP, 5.762%, Due 3/27/2025, Term Loan B, (2-mo. LIBOR + 4.000%)

      202,511           202,511

VFH Parent LLC, 5.263%, Due 3/1/2026, 2019 Term Loan B, (1-mo. LIBOR + 3.500%)

      94,219           94,514
           

 

 

 
              1,275,834
           

 

 

 
           
Insurance - 0.54%            

Acrisure LLC, 6.195%, Due 11/22/2023, 2017 Term Loan B, (3-mo. LIBOR + 4.250%)

      68,524           68,524

AssuredPartners, Inc., 5.145%, Due 10/22/2024, 2017 1st Lien Add-On Term Loan, (1-mo. LIBOR + 3.500%)

      65,864           65,814

Asurion LLC,

           

4.645%, Due 11/3/2023, 2018 Term Loan B6, (1-mo. LIBOR + 3.000%)

      7,937           7,943

4.645%, Due 11/3/2024, 2018 Term Loan B7, (1-mo. LIBOR + 3.000%)

      98,769           98,810

8.145%, Due 8/4/2025, 2017 2nd Lien Term Loan, (1-mo. LIBOR + 6.500%)

      57,436           58,289

Sedgwick Claims Management Services, Inc., 4.895%, Due 12/31/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.250%)

      86,257           86,225
           

 

 

 
              385,605
           

 

 

 
           
Investment Companies - 0.44%            

EIG Management Co. LLC, 5.395%, Due 2/22/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.750%)

      102,180           102,095

NEXUS Buyer LLC, 5.449%, Due 11/9/2026, Term Loan B, (1-mo. LIBOR + 3.750%)

      63,000           63,650

Zest Acquisition Corp., 5.180%, Due 3/7/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 3.500%)

      149,711           143,443
           

 

 

 
              309,188
           

 

 

 
           
Private Equity - 0.12%            

Victory Capital Holdings, Inc., 4.155%, Due 7/1/2026, 2020 Term Loan B, (3-mo. LIBOR + 2.500%)

      85,182           85,693
           

 

 

 
           
Real Estate - 0.67%            

Brookfield Property REIT, Inc., 4.145%, Due 8/27/2025, 1st Lien Term Loan B, (1-mo. LIBOR + 2.500%)

      31,919           31,744

Cushman & Wakefield U.S. Borrower LLC, 4.400%, Due 8/21/2025, 2018 Term Loan B, (1-mo. LIBOR + 2.750%)

                       129,392           129,942

Lightstone Holdco LLC,

           

5.395%, Due 1/30/2024, 2018 Term Loan B, (1-mo. LIBOR + 3.750%)

      17,039           15,953

5.395%, Due 1/30/2024, 2018 Term Loan C, (1-mo. LIBOR + 3.750%)

      961           900

Realogy Group LLC, 3.895%, Due 2/8/2025, 2018 Term Loan B, (1-mo. LIBOR + 2.250%)

      99,767           98,569

Valet Waste Holdings, Inc., 5.395%, Due 9/28/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 3.750%)

      199,847           196,350
           

 

 

 
              473,458
           

 

 

 
           
REITS - 0.78%            

Apollo Commercial Real Estate Finance, Inc., 4.426%, Due 5/15/2026, Term Loan B, (1-mo. LIBOR + 2.750%)

      99,500           99,500

Claros Mortgage Trust, Inc., 4.949%, Due 8/9/2026, Term Loan B, (1-mo. LIBOR + 3.250%)

      99,750           99,999

Forest City Enterprises LP, 5.145%, Due 12/8/2025, 2019 Term Loan B, (1-mo. LIBOR + 3.500%)

      99,000           99,413

 

See accompanying notes

 

13


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Financial - 4.36% (continued)            
REITS - 0.78% (continued)            

iStar, Inc.,

           

4.408%, Due 6/28/2023, 2016 Term Loan B, (1-mo. LIBOR + 2.750%)

    $ 22,318         $ 22,346

4.416%, Due 6/28/2023, 2016 Term Loan B, (1-mo. LIBOR + 2.750%)

      40,411           40,461

MGM Growth Properties Operating Partnership LP, 3.581%, Due 3/21/2025, 2016 Term Loan B, (1 Week LIBOR + 2.000%)

      72,160           72,251

VICI Properties LLC, 3.409%, Due 12/20/2024, Replacement Term Loan B, (1-mo. LIBOR + 1.750%)

      115,000           115,015
           

 

 

 
              548,985
           

 

 

 
           

Total Financial

              3,078,763
           

 

 

 
           
Industrial - 3.13%            
Aerospace/Defense - 0.91%            

AI Convoy S.a.r.l., Due 1/29/2027, USD Term Loan BC

      100,000           99,500

API Technologies Corp., 5.895%, Due 5/9/2026, 2019 Term Loan B, (1-mo. LIBOR + 4.250%)

      149,250           142,534

Forming Machining Industries Holdings LLC, 5.945%, Due 10/9/2025, Term Loan, (3-mo. LIBOR + 4.000%)

      125,750           115,061

Nordam Group, Inc., 7.188%, Due 4/9/2026, Term Loan B, (1-mo. LIBOR + 5.500%)

      126,115           125,484

TransDigm, Inc.,

           

4.145%, Due 6/9/2023, 2018 Term Loan F, (1-mo. LIBOR + 2.500%)

      133,246           133,080

4.145%, Due 5/30/2025, 2018 Term Loan E, (1-mo. LIBOR + 2.500%)

      27,291           27,264
           

 

 

 
              642,923
           

 

 

 
           
Building Materials - 0.71%            

American Bath Group LLC, 5.895%, Due 9/30/2023, 2018 Term Loan B, (1-mo. LIBOR + 4.250%)

                       292,168           293,629

MI Windows and Doors LLC, 7.224%, Due 11/6/2026, Term Loan B, (1-mo. LIBOR + 5.500%)

      75,000           75,563

NCI Building Systems, Inc., 5.434%, Due 4/12/2025, 2018 Term Loan, (1-mo. LIBOR + 3.750%)

      69,378           69,074

Quikrete Holdings, Inc., 4.145%, Due 2/1/2027, 2016 1st Lien Term Loan, (1-mo. LIBOR + 2.500%)

      64,566           64,566
           

 

 

 
              502,832
           

 

 

 
           
Electrical Components & Equipment - 0.10%            

Coolsys, Inc.,

           

Due 11/20/2026, Delayed Draw Term LoanC E

      10,909           10,814

7.645%, Due 11/20/2026, Term Loan, (1-mo. LIBOR + 6.000%)

      64,091           63,530
           

 

 

 
              74,344
           

 

 

 
           
Engineering & Construction - 0.24%            

DG Investment Intermediate Holdings, Inc., 4.645%, Due 2/3/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 3.000%)

      34,505           34,246

USIC Holdings, Inc., 4.895%, Due 12/8/2023, 2017 Term Loan B, (1-mo. LIBOR + 3.250%)

      10,536           10,493

Wrench Group LLC,

           

Due 4/30/2026, 2019 Delayed Draw Term LoanC E

      30,850           30,850

5.945%, Due 4/30/2026, 2019 Term Loan B, (3-mo. LIBOR + 4.000%)

      92,087           92,087
           

 

 

 
              167,676
           

 

 

 
           
Machinery - Construction & Mining - 0.14%            

Brookfield WEC Holdings Inc., 4.645%, Due 8/1/2025, 2020 Term Loan, (1-mo. LIBOR + 3.000%)

      95,570           95,719
           

 

 

 
           
Machinery - Diversified - 0.06%            

Titan Acquisition Ltd., 4.645%, Due 3/28/2025, 2018 Term Loan B, (1-mo. LIBOR + 3.000%)

      42,891           41,961
           

 

 

 
           
Metal Fabricate/Hardware - 0.06%            

Sabre Industries, Inc., 5.910%, Due 4/15/2026, 2019 Term Loan B, (1-mo. LIBOR + 4.250%)

      42,678           42,865
           

 

 

 
           

 

See accompanying notes

 

14


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Industrial - 3.13% (continued)            
Miscellaneous Manufacturing - 0.02%            

LTI Holdings, Inc., 5.145%, Due 9/6/2025, 2018 Add On 1st Lien Term Loan, (1-mo. LIBOR + 3.500%)

    $ 13,000         $ 11,920
           

 

 

 
           
Packaging & Containers - 0.59%            

Berry Global, Inc., 3.781%, Due 7/1/2026, 2019 Term Loan Y, (1-mo. LIBOR + 2.000%)

      129,682           130,155

BWAY Holding Co., 5.084%, Due 4/3/2024, 2017 Term Loan B, (3-mo. LIBOR + 3.250%)

      47,775           47,377

Flex Acquisition Co., Inc.,

           

4.655%, Due 12/29/2023, 1st Lien Term Loan, (1-mo. LIBOR + 3.000%)

      3,991           3,938

4.909%, Due 12/29/2023, 1st Lien Term Loan, (3-mo. LIBOR + 3.000%)

      106,333           104,916

Fort Dearborn Co.,

           

5.655%, Due 10/19/2023, 2016 1st Lien Term Loan, (1-mo. LIBOR + 4.000%)

      724           709

5.908%, Due 10/19/2023, 2016 1st Lien Term Loan, (3-mo. LIBOR + 4.000%)

      30,196           29,573

Reynolds Consumer Products, Inc., Due 1/29/2027, Term LoanC

      100,000           100,417
           

 

 

 
              417,085
           

 

 

 
           
Shipbuilding - 0.16%            

MHI Holdings LLC, 6.645%, Due 9/21/2026, Term Loan B, (1-mo. LIBOR + 5.000%)

      114,000           114,285
           

 

 

 
           
Transportation - 0.14%            

Genesee & Wyoming, Inc., 3.906%, Due 12/30/2026, Term Loan, (3-mo. LIBOR + 2.000%)

      100,000           100,458
           

 

 

 
              100,458
           

 

 

 
           

Total Industrial

              2,212,068
           

 

 

 
           
Technology - 2.04%            
Computers - 0.39%            

Dell International LLC, 3.650%, Due 9/19/2025, 2019 Term Loan B, (1-mo. LIBOR + 2.000%)

      96,117           96,451

Flexential Intermediate Corp., 5.445%, Due 8/1/2024, 2017 1st Lien Term Loan, (3-mo. LIBOR + 3.500%)

      14,000           11,190

Harland Clarke Holdings Corp., 6.695%, Due 11/3/2023, Term Loan B7, (3-mo. LIBOR + 4.750%)

      16,000           12,717

NeuStar, Inc., 5.145%, Due 8/8/2024, 2018 Term Loan B4, (1-mo. LIBOR + 3.500%)

      31,847           29,747

Verifone Systems, Inc., 5.899%, Due 8/20/2025, 2018 1st Lien Term Loan, (3-mo. LIBOR + 4.000%)

      63,926           63,048

Western Digital Corp., 3.395%, Due 4/29/2023, 2018 Term Loan B4, (1-mo. LIBOR + 1.750%)

      60,999           60,974
           

 

 

 
              274,127
           

 

 

 
           
Office/Business Equipment - 0.10%            

Pitney Bowes, Inc., Due 1/17/2025, Term Loan BC

      74,000           73,537
           

 

 

 
           
Semiconductors - 0.13%            

Microchip Technology, Inc., 3.650%, Due 5/29/2025, 2018 Term Loan B, (1-mo. LIBOR + 2.000%)

      91,370           91,579
           

 

 

 
           
Software - 1.42%            

Castle US Holding Corp., Due 1/27/2027, USD Term Loan BC

                       100,000           99,125

Compuware Corp., 5.645%, Due 8/22/2025, 2018 Term Loan B, (1-mo. LIBOR + 4.000%)

      69,226           69,514

Corel Corp., 6.909%, Due 7/2/2026, 2019 Term Loan, (2-mo. LIBOR + 5.000%)

      125,000           123,594

DiscoverOrg LLC, 6.145%, Due 2/2/2026, 2019 1st Lien Term Loan, (1-mo. LIBOR + 4.500%)

      49,749           49,791

Dynatrace LLC, 3.895%, Due 8/22/2025, 2018 1st Lien Term Loan, (1-mo. LIBOR + 2.250%)

      48,289           48,425

IQVIA, Inc., 3.695%, Due 6/11/2025, 2018 USD Term Loan B3, (3-mo. LIBOR + 1.750%)

      92,530           92,906

MA FinanceCo. LLC, 4.145%, Due 6/21/2024, USD Term Loan B3, (1-mo. LIBOR + 2.500%)

      10,464           10,388

Omnitracs, Inc., 4.678%, Due 3/21/2025, 2018 Term Loan B, (3-mo. LIBOR + 2.750%)

      61,792           61,431

Riverbed Technology, Inc., 4.900%, Due 4/24/2022, 2016 Term Loan, (1-mo. LIBOR + 3.250%)

      17,000           14,608

Seattle Spinco, Inc., 4.145%, Due 6/21/2024, USD Term Loan B3, (1-mo. LIBOR + 2.500%)

      70,663           70,151

Sophia LP, 5.195%, Due 9/30/2022, 2017 Term Loan B, (3-mo. LIBOR + 3.250%)

      83,408           83,542

Sophos Group PLC, Due 1/15/2027, USD Term LoanC

      100,000           100,063

 

See accompanying notes

 

15


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
BANK LOAN OBLIGATIONS - 25.04% (continued)            
Technology - 2.04% (continued)            
Software - 1.42% (continued)            

SS&C Technologies Holdings Europe S.a.r.l., 3.395%, Due 4/16/2025, 2018 Term Loan B4, (1-mo. LIBOR + 1.750%)

    $ 24,980         $ 24,975

SS&C Technologies, Inc.,

           

3.395%, Due 4/16/2025, 2018 Term Loan B3, (1-mo. LIBOR + 1.750%)

      35,007           35,000

3.395%, Due 4/16/2025, 2018 Term Loan B5, (1-mo. LIBOR + 1.750%)

      19,912           19,891

Weld North Education LLC, 6.200%, Due 2/15/2025, Term Loan B, (3-mo. LIBOR + 4.250%)

      98,992           99,240
           

 

 

 
              1,002,644
           

 

 

 
           

Total Technology

              1,441,887
           

 

 

 
           
Utilities - 0.47%            
Electric - 0.47%            

Calpine Corp.,

           

4.200%, Due 1/15/2024, Term Loan B5, (3-mo. LIBOR + 2.250%)

      99,479           99,749

4.200%, Due 4/5/2026, Term Loan B9, (3-mo. LIBOR + 2.250%)

      14,925           14,967

Eastern Power LLC, 5.395%, Due 10/2/2025, Term Loan B, (1-mo. LIBOR + 3.750%)

      66,887           66,569

Granite Generation LLC,

           

5.395%, Due 11/9/2026, Term Loan B, (1-mo. LIBOR + 3.750%)

      85,000           84,964

5.695%, Due 11/9/2026, Term Loan B, (3-mo. LIBOR + 3.750%)

      15,000           14,994

Vistra Operations Co. LLC,

           

3.395%, Due 12/31/2025, 1st Lien Term Loan B3, (1-mo. LIBOR + 1.750%)

      42,274           42,403

3.419%, Due 12/31/2025, 1st Lien Term Loan B3, (1-mo. LIBOR + 1.750%)

      10,084           10,115
           

 

 

 
              333,761
           

 

 

 
           

Total Utilities

              333,761
           

 

 

 
           

Total Bank Loan Obligations (Cost $17,822,983)

              17,693,303
           

 

 

 
           
CORPORATE OBLIGATIONS - 62.26%            
Basic Materials - 1.97%            
Chemicals - 0.35%            

Chemours Co., 6.625%, Due 5/15/2023

      250,000           246,108
           

 

 

 
           
Forest Products & Paper - 0.30%            

Clearwater Paper Corp., 5.375%, Due 2/1/2025F

                       200,000           208,000
           

 

 

 
           
Mining - 1.32%            

Alcoa Nederland Holding B.V., 6.750%, Due 9/30/2024F

      250,000           262,525

Freeport-McMoRan, Inc., 5.000%, Due 9/1/2027

      650,000           672,782
           

 

 

 
              935,307
           

 

 

 
           

Total Basic Materials

              1,389,415
           

 

 

 
           
Communications - 14.60%            
Internet - 0.97%            

EIG Investors Corp., 10.875%, Due 2/1/2024

      150,000           154,875

Netflix, Inc., 5.750%, Due 3/1/2024

      250,000           276,875

Zayo Group LLC / Zayo Capital, Inc., 6.375%, Due 5/15/2025

      250,000           255,500
           

 

 

 
              687,250
           

 

 

 
           
Media - 8.62%            

AMC Networks, Inc., 5.000%, Due 4/1/2024

      250,000           255,000

Block Communications, Inc., 6.875%, Due 2/15/2025F

      300,000           310,875

Cablevision Systems Corp., 5.875%, Due 9/15/2022

      250,000           267,500

CCO Holdings LLC / CCO Holdings Capital Corp., 5.375%, Due 5/1/2025F

      1,100,000           1,135,750

Clear Channel Worldwide Holdings, Inc., 9.250%, Due 2/15/2024F

      106,000           115,408

 

See accompanying notes

 

16


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
CORPORATE OBLIGATIONS - 62.26% (continued)            
Communications - 14.60% (continued)            
Media - 8.62% (continued)            

CSC Holdings LLC,

           

5.500%, Due 5/15/2026F

    $ 500,000         $ 523,852

5.375%, Due 2/1/2028F

      50,000           53,000

Diamond Sports Group LLC / Diamond Sports Finance Co., 6.625%, Due 8/15/2027F

      250,000           233,750

DISH DBS Corp.,

           

5.875%, Due 11/15/2024

      725,000           733,649

7.750%, Due 7/1/2026

      300,000           315,000

iHeartCommunications, Inc., 8.375%, Due 5/1/2027

      100,000           108,749

Salem Media Group, Inc., 6.750%, Due 6/1/2024F

      175,000           168,875

Sinclair Television Group, Inc., 5.625%, Due 8/1/2024F

      400,000           411,500

Sirius XM Radio, Inc., 5.375%, Due 4/15/2025F

      550,000           567,242

TEGNA, Inc., 5.500%, Due 9/15/2024F

      300,000           309,000

Townsquare Media, Inc., 6.500%, Due 4/1/2023F

      225,000           227,813

Univision Communications, Inc.,

           

5.125%, Due 5/15/2023F

      200,000           200,000

5.125%, Due 2/15/2025F

      150,000           149,625
           

 

 

 
              6,086,588
           

 

 

 
           
Telecommunications - 5.01%            

CenturyLink, Inc.,

           

6.750%, Due 12/1/2023, Series W

      250,000           277,188

7.500%, Due 4/1/2024, Series Y

      450,000           507,748

CommScope Technologies LLC, 5.000%, Due 3/15/2027F

      100,000           90,750

CommScope, Inc., 6.000%, Due 3/1/2026F

      225,000           235,969

Frontier Communications Corp., 8.500%, Due 4/1/2026F

      50,000           51,250

Plantronics, Inc., 5.500%, Due 5/31/2023F

      250,000           241,250

Sprint Communications, Inc., 6.000%, Due 11/15/2022

      575,000           593,687

Sprint Corp.,

           

7.250%, Due 9/15/2021

      700,000           734,125

7.875%, Due 9/15/2023

      250,000           265,598

T-Mobile USA, Inc.,

           

6.500%, Due 1/15/2024

      175,000           179,594

6.000%, Due 4/15/2024

      200,000           205,875

5.125%, Due 4/15/2025

      150,000           154,472
           

 

 

 
              3,537,506
           

 

 

 
           

Total Communications

              10,311,344
           

 

 

 
           
Consumer, Cyclical - 9.07%            
Airlines - 0.75%            

United Airlines Holdings, Inc., 4.875%, Due 1/15/2025

      500,000           527,500
           

 

 

 
           
Apparel - 0.37%            

Hanesbrands, Inc., 4.625%, Due 5/15/2024F

      250,000           261,875
           

 

 

 
           
Auto Parts & Equipment - 0.34%            

Panther BF Aggregator 2 LP / Panther Finance Co., Inc.,

           

6.250%, Due 5/15/2026F

      50,000           53,630

8.500%, Due 5/15/2027F

                       175,000           188,125
           

 

 

 
              241,755
           

 

 

 
           
Commercial Services - 0.23%            

Allied Universal Holdco LLC / Allied Universal Finance Corp., 6.625%, Due 7/15/2026F

      150,000           159,469
           

 

 

 
           
Entertainment - 1.82%            

AMC Entertainment Holdings, Inc., 5.750%, Due 6/15/2025

      250,000           222,500

Caesars Resort Collection LLC / CRC Finco, Inc., 5.250%, Due 10/15/2025F

      125,000           126,863

 

See accompanying notes

 

17


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
CORPORATE OBLIGATIONS - 62.26% (continued)            
Consumer, Cyclical - 9.07% (continued)            
Entertainment - 1.82% (continued)            

Churchill Downs, Inc., 5.500%, Due 4/1/2027F

    $ 225,000         $ 237,375

Cinemark USA, Inc., 4.875%, Due 6/1/2023

      200,000           202,500

Eldorado Resorts, Inc., 6.000%, Due 4/1/2025

      150,000           156,964

International Game Technology PLC, 6.500%, Due 2/15/2025F

      300,000           338,250
           

 

 

 
              1,284,452
           

 

 

 
           
Home Builders - 0.53%            

Williams Scotsman International, Inc., 7.875%, Due 12/15/2022F

      360,000           375,300
           

 

 

 
           
Home Furnishings - 0.58%            

Tempur Sealy International, Inc., 5.625%, Due 10/15/2023

                       400,000           411,500
           

 

 

 
           
Household Products/Wares - 0.37%            

Newell Brands, Inc., 4.200%, Due 4/1/2026

      250,000           261,075
           

 

 

 
           
Lodging - 1.41%            

MGM Resorts International, 5.750%, Due 6/15/2025

      350,000           390,187

Wyndham Destinations, Inc., 5.400%, Due 4/1/2024

      450,000           480,375

Wynn Las Vegas LLC / Wynn Las Vegas Capital Corp., 4.250%, Due 5/30/2023F

      125,000           128,909
           

 

 

 
              999,471
           

 

 

 
           
Retail - 2.21%            

Golden Nugget, Inc., 8.750%, Due 10/1/2025F

      125,000           131,346

KGA Escrow LLC, 7.500%, Due 8/15/2023F

      300,000           316,500

L Brands, Inc., 5.625%, Due 10/15/2023

      325,000           352,895

PetSmart, Inc.,

           

7.125%, Due 3/15/2023F

      100,000           99,625

5.875%, Due 6/1/2025F

      250,000           256,525

QVC, Inc., 4.750%, Due 2/15/2027

      200,000           201,846

Staples, Inc., 7.500%, Due 4/15/2026F

      200,000           204,880
           

 

 

 
              1,563,617
           

 

 

 
           
Toys/Games/Hobbies - 0.46%            

Mattel, Inc., 6.750%, Due 12/31/2025F

      300,000           321,750
           

 

 

 
           

Total Consumer, Cyclical

              6,407,764
           

 

 

 
           
Consumer, Non-Cyclical - 11.06%            
Commercial Services - 1.98%            

ADT Security Corp., 4.125%, Due 6/15/2023

      200,000           203,250

Cardtronics, Inc. / Cardtronics USA, Inc., 5.500%, Due 5/1/2025F

      300,000           310,500

Hertz Corp., 5.500%, Due 10/15/2024F

      325,000           329,739

MPH Acquisition Holdings LLC, 7.125%, Due 6/1/2024F

      50,000           48,431

Nielsen Finance LLC / Nielsen Finance Co., 5.000%, Due 4/15/2022F

      350,000           350,437

Prime Security Services Borrower LLC / Prime Finance, Inc., 5.750%, Due 4/15/2026F

      150,000           158,250
           

 

 

 
              1,400,607
           

 

 

 
           
Food - 0.22%            

Albertsons Cos. LLC / Safeway, Inc. / New Albertsons LP / Albertson’s LLC, 6.625%, Due 6/15/2024

      150,000           156,000
           

 

 

 
           
Health Care - Products - 0.16%            

Avantor, Inc., 9.000%, Due 10/1/2025F

      100,000           110,520
           

 

 

 
           
Health Care - Services - 6.18%            

Acadia Healthcare Co., Inc., 6.500%, Due 3/1/2024

      225,000           231,680

 

See accompanying notes

 

18


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
CORPORATE OBLIGATIONS - 62.26% (continued)            
Consumer, Non-Cyclical - 11.06% (continued)            
Health Care - Services - 6.18% (continued)            

Centene Corp.,

           

4.750%, Due 1/15/2025

    $ 500,000         $ 516,040

5.250%, Due 4/1/2025F

      175,000           181,344

CHS/Community Health Systems, Inc.,

           

6.250%, Due 3/31/2023

      350,000           357,000

8.625%, Due 1/15/2024F

      250,000           265,625

6.625%, Due 2/15/2025F

      275,000           277,799

DaVita, Inc., 5.125%, Due 7/15/2024

      175,000           178,938

HCA, Inc.,

           

5.875%, Due 5/1/2023

      200,000           219,860

5.375%, Due 2/1/2025

      50,000           55,880

MEDNAX, Inc., 5.250%, Due 12/1/2023F

      325,000           331,500

Polaris Intermediate Corp., 8.500%, Due 12/1/2022, PIK (in-kind rate 8.500%)F

      150,000           139,502

RegionalCare Hospital Partners Holdings, Inc., 8.250%, Due 5/1/2023F

      225,000           236,317

Tenet Healthcare Corp.,

           

8.125%, Due 4/1/2022

      100,000           109,254

7.000%, Due 8/1/2025

      200,000           207,166

6.250%, Due 2/1/2027F

      1,000,000           1,057,600
           

 

 

 
              4,365,505
           

 

 

 
           
Household Products/Wares - 0.04%            

Prestige Brands, Inc., 5.125%, Due 1/15/2028F

      25,000           26,125
           

 

 

 
           
Pharmaceuticals - 2.48%            

Bausch Health Cos., Inc.,

           

7.000%, Due 3/15/2024F

      575,000           596,102

6.125%, Due 4/15/2025F

      350,000           360,017

Endo Dac / Endo Finance LLC / Endo Finco, Inc., 5.875%, Due 10/15/2024F

      500,000           496,250

HLF Financing Sarl LLC / Herbalife International, Inc., 7.250%, Due 8/15/2026F

      250,000           260,625

Mallinckrodt International Finance S.A. / Mallinckrodt CB LLC, 5.625%, Due 10/15/2023F

      100,000           39,500
           

 

 

 
              1,752,494
           

 

 

 
           

Total Consumer, Non-Cyclical

              7,811,251
           

 

 

 
           
Energy - 8.56%            
Oil & Gas - 4.15%            

Antero Resources Corp., 5.125%, Due 12/1/2022

      225,000           194,062

Ascent Resources Utica Holdings LLC / ARU Finance Corp., 10.000%, Due 4/1/2022F

      350,000           343,000

Berry Petroleum Co. LLC, 7.000%, Due 2/15/2026F

      125,000           115,938

Callon Petroleum Co., 6.375%, Due 7/1/2026

      125,000           118,125

Endeavor Energy Resources LP / EER Finance, Inc., 5.750%, Due 1/30/2028F

      100,000           104,000

Hilcorp Energy I LP / Hilcorp Finance Co., 5.000%, Due 12/1/2024F

      200,000           182,000

Murphy Oil Corp., 5.750%, Due 8/15/2025

      250,000           257,345

Nabors Industries Ltd., 7.500%, Due 1/15/2028F

      75,000           74,250

Oasis Petroleum, Inc., 6.875%, Due 1/15/2023

      125,000           118,242

QEP Resources, Inc., 5.375%, Due 10/1/2022

      225,000           225,562

Range Resources Corp.,

           

5.875%, Due 7/1/2022

      76,000           72,200

5.000%, Due 8/15/2022

      75,000           70,890

SM Energy Co., 5.000%, Due 1/15/2024

      150,000           136,875

Southwestern Energy Co., 6.200%, Due 1/23/2025

      125,000           104,063

Sunoco LP / Sunoco Finance Corp., 4.875%, Due 1/15/2023, Series WI

      250,000           256,562

Transocean Pontus Ltd., 6.125%, Due 8/1/2025F

      111,250           114,588

Transocean, Inc., 9.000%, Due 7/15/2023F

      150,000           161,160

W&T Offshore, Inc., 9.750%, Due 11/1/2023, 2018 Term LoanF

      150,000           142,020

Whiting Petroleum Corp., 6.250%, Due 4/1/2023

                       200,000           140,000
           

 

 

 
              2,930,882
           

 

 

 
           

 

See accompanying notes

 

19


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
CORPORATE OBLIGATIONS - 62.26% (continued)            
Energy - 8.56% (continued)            
Oil & Gas Services - 0.56%            

Archrock Partners LP / Archrock Partners Finance Corp., 6.000%, Due 10/1/2022

    $ 250,000         $ 250,313

Oceaneering International, Inc., 4.650%, Due 11/15/2024

      150,000           144,750
           

 

 

 
              395,063
           

 

 

 
           
Pipelines - 3.85%            

Blue Racer Midstream LLC / Blue Racer Finance Corp., 6.125%, Due 11/15/2022F

      100,000           97,710

Buckeye Partners LP,

           

4.350%, Due 10/15/2024

      150,000           151,347

3.950%, Due 12/1/2026

      100,000           98,629

Cheniere Energy Partners LP, 5.625%, Due 10/1/2026

      250,000           261,875

Crestwood Midstream Partners LP / Crestwood Midstream Finance Corp., 5.625%, Due 5/1/2027F

      200,000           201,260

DCP Midstream Operating LP, 5.375%, Due 7/15/2025

      400,000           436,548

Energy Transfer Operating LP, 5.250%, Due 4/15/2029

      300,000           339,804

Genesis Energy LP / Genesis Energy Finance Corp.,

           

5.625%, Due 6/15/2024

      100,000           97,250

6.500%, Due 10/1/2025

      50,000           48,750

Hess Midstream Operations LP, 5.625%, Due 2/15/2026F

      300,000           314,011

NGL Energy Partners LP / NGL Energy Finance Corp.,

           

7.500%, Due 11/1/2023

      100,000           99,720

7.500%, Due 4/15/2026F

      150,000           145,500

Tallgrass Energy Partners LP / Tallgrass Energy Finance Corp., 5.500%, Due 9/15/2024F

      175,000           176,754

Targa Resources Partners LP / Targa Resources Partners Finance Corp.,

           

5.250%, Due 5/1/2023

      150,000           151,313

5.125%, Due 2/1/2025

      100,000           103,000
           

 

 

 
              2,723,471
           

 

 

 
           

Total Energy

              6,049,416
           

 

 

 
           
Financial - 9.03%            
Banks - 0.45%            

CIT Group, Inc., 4.750%, Due 2/16/2024

      300,000           319,500
           

 

 

 
           
Diversified Financial Services - 3.82%            

Allied Universal Holdco LLC / Allied Universal Finance Corp., 9.750%, Due 7/15/2027F

      125,000           133,438

Credit Acceptance Corp., 7.375%, Due 3/15/2023

      150,000           153,000

Nationstar Mortgage Holdings, Inc., 8.125%, Due 7/15/2023F

      250,000           264,375

Navient Corp.,

           

6.125%, Due 3/25/2024

      975,000           1,038,687

6.750%, Due 6/15/2026

      75,000           81,375

Oxford Finance LLC / Oxford Finance Co-Issuer II, Inc., 6.375%, Due 12/15/2022F

      175,000           179,812

Springleaf Finance Corp.,

           

5.625%, Due 3/15/2023

      100,000           107,000

6.125%, Due 3/15/2024

      100,000           108,500

7.125%, Due 3/15/2026

      550,000           631,042
           

 

 

 
              2,697,229
           

 

 

 
           
Insurance - 0.85%            

Acrisure LLC / Acrisure Finance, Inc., 8.125%, Due 2/15/2024F

      200,000           213,750

Genworth Holdings, Inc., 4.900%, Due 8/15/2023

                       225,000           227,250

HUB International Ltd., 7.000%, Due 5/1/2026F

      150,000           155,625
           

 

 

 
              596,625
           

 

 

 
           
Investment Companies - 0.92%            

Icahn Enterprises LP / Icahn Enterprises Finance Corp., 6.375%, Due 12/15/2025

      625,000           652,344
           

 

 

 
           

 

See accompanying notes

 

20


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
CORPORATE OBLIGATIONS - 62.26% (continued)            
Financial - 9.03% (continued)            
Real Estate - 0.78%            

Kennedy-Wilson, Inc., 5.875%, Due 4/1/2024

    $                  300,000         $ 306,000

Newmark Group, Inc., 6.125%, Due 11/15/2023

      225,000           246,757
           

 

 

 
              552,757
           

 

 

 
           
REITS - 2.21%            

Iron Mountain US Holdings, Inc., 5.375%, Due 6/1/2026F

      300,000           313,875

iStar, Inc.,

           

4.750%, Due 10/1/2024

      300,000           312,000

4.250%, Due 8/1/2025

      200,000           201,000

Ladder Capital Finance Holdings LLLP / Ladder Capital Finance Corp., 5.250%, Due 10/1/2025F

      100,000           102,750

MGM Growth Properties Operating Partnership LP / MGP Finance Co-Issuer, Inc., 5.625%, Due 5/1/2024

      250,000           272,698

Starwood Property Trust, Inc., 5.000%, Due 12/15/2021

      350,000           358,750
           

 

 

 
              1,561,073
           

 

 

 
           

Total Financial

              6,379,528
           

 

 

 
           
Industrial - 5.81%            
Aerospace/Defense - 1.09%            

Arconic, Inc., 5.125%, Due 10/1/2024

      400,000           431,908

Signature Aviation US Holdings, Inc., 5.375%, Due 5/1/2026F

      250,000           259,700

Spirit AeroSystems, Inc., 4.600%, Due 6/15/2028

      75,000           77,072
           

 

 

 
              768,680
           

 

 

 
           
Building Materials - 0.36%            

Standard Industries, Inc., 5.375%, Due 11/15/2024F

      250,000           256,875
           

 

 

 
           
Electrical Components & Equipment - 0.45%            

Energizer Holdings, Inc.,

           

5.500%, Due 6/15/2025F

      150,000           154,875

7.750%, Due 1/15/2027F

      150,000           165,382
           

 

 

 
              320,257
           

 

 

 
           
Electronics - 0.26%            

Ingram Micro, Inc., 5.450%, Due 12/15/2024

      175,000           186,892
           

 

 

 
           
Engineering & Construction - 0.20%            

AECOM, 5.875%, Due 10/15/2024

      125,000           138,563
           

 

 

 
           
Environmental Control - 0.26%            

Stericycle, Inc., 5.375%, Due 7/15/2024F

      175,000           183,185
           

 

 

 
           
Packaging & Containers - 2.29%            

Berry Global, Inc.,

           

5.500%, Due 5/15/2022

      200,000           201,500

5.625%, Due 7/15/2027F

      150,000           159,375

Flex Acquisition Co., Inc., 6.875%, Due 1/15/2025F

      250,000           250,938

LABL Escrow Issuer LLC, 6.750%, Due 7/15/2026F

      25,000           26,851

Mauser Packaging Solutions Holding Co., 7.250%, Due 4/15/2025F

      625,000           621,875

Reynolds Group Issuer, Inc. / Reynolds Group Issuer LLC / Reynolds Group Issuer, 5.125%, Due 7/15/2023F

      350,000           357,178
           

 

 

 
              1,617,717
           

 

 

 
           
Transportation - 0.23%            

XPO Logistics, Inc., 6.750%, Due 8/15/2024F

      150,000           161,829
           

 

 

 
           

 

See accompanying notes

 

21


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
CORPORATE OBLIGATIONS - 62.26% (continued)            
Industrial - 5.81% (continued)            
Trucking & Leasing - 0.67%            

Fortress Transportation & Infrastructure Investors LLC,

           

6.750%, Due 3/15/2022F

    $ 250,000         $ 257,500

6.500%, Due 10/1/2025F

      200,000           212,334
           

 

 

 
              469,834
           

 

 

 
           

Total Industrial

              4,103,832
           

 

 

 
           
Technology - 1.33%            
Computers - 0.97%            

Dell International LLC / EMC Corp., 7.125%, Due 6/15/2024F

      650,000           683,312
           

 

 

 
           
Office/Business Equipment - 0.36%            

Xerox Corp., 4.125%, Due 3/15/2023

      250,000           258,750
           

 

 

 
           

Total Technology

              942,062
           

 

 

 
           
Utilities - 0.83%            
Electric - 0.68%            

AES Corp.,

           

4.500%, Due 3/15/2023

      200,000           203,904

5.500%, Due 4/15/2025

      150,000           154,687

Calpine Corp., 5.125%, Due 3/15/2028F

      125,000           124,141
           

 

 

 
              482,732
           

 

 

 
           
Gas - 0.15%            

AmeriGas Partners LP / AmeriGas Finance Corp., 5.625%, Due 5/20/2024

      100,000           106,270
           

 

 

 
           

Total Utilities

              589,002
           

 

 

 
           

Total Corporate Obligations (Cost $43,237,904)

              43,983,614
           

 

 

 
           
FOREIGN CORPORATE OBLIGATIONS - 9.91%            
Basic Materials - 0.33%            
Chemicals - 0.11%            

NOVA Chemicals Corp., 4.875%, Due 6/1/2024F

      75,000           76,125
           

 

 

 
           
Mining - 0.22%            

FMG Resources Pty Ltd., 5.125%, Due 5/15/2024F

      150,000           158,813
           

 

 

 
           

Total Basic Materials

              234,938
           

 

 

 
           
Communications - 3.15%            
Media - 1.00%            

Altice Luxembourg S.A., 10.500%, Due 5/15/2027F

      225,000           260,168

VTR Finance B.V., 6.875%, Due 1/15/2024F

      435,000           444,787
           

 

 

 
              704,955
           

 

 

 
           
Telecommunications - 2.15%            

Altice France S.A., 7.375%, Due 5/1/2026F

      400,000           426,032

Connect Finco SARL / Connect US Finco LLC, 6.750%, Due 10/1/2026F

      200,000           211,750

Intelsat Jackson Holdings S.A., 9.500%, Due 9/30/2022F

      250,000           283,750

Telecom Italia SpA, 5.303%, Due 5/30/2024F

      225,000           245,250

Ypso Finance Bis Co., 6.000%, Due 2/15/2028

                       350,000           350,000
           

 

 

 
              1,516,782
           

 

 

 
           

Total Communications

              2,221,737
           

 

 

 
           

 

See accompanying notes

 

22


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
FOREIGN CORPORATE OBLIGATIONS - 9.91% (continued)            
Consumer, Cyclical - 1.16%            
Auto Manufacturers - 0.58%            

Fiat Chrysler Automobiles N.V., 5.250%, Due 4/15/2023

    $ 200,000         $ 214,000

Mclaren Finance PLC, 5.750%, Due 8/1/2022F

      200,000           192,500
           

 

 

 
              406,500
           

 

 

 
           
Retail - 0.58%            

BC ULC / New Red Finance, Inc., 5.000%, Due 10/15/2025F

      400,000           412,680
           

 

 

 
           

Total Consumer, Cyclical

              819,180
           

 

 

 
           
Consumer, Non-Cyclical - 0.95%            
Agriculture - 0.07%            

Cooke Omega Investments, Inc. / Alpha VesselCo Holdings, Inc., 8.500%, Due 12/15/2022F

      50,000           50,875
           

 

 

 
           
Commercial Services - 0.31%            

Cimpress PLC, 7.000%, Due 6/15/2026F

      150,000           158,521

GW B-CR Security Corp., 9.500%, Due 11/1/2027F

      58,000           61,915
           

 

 

 
              220,436
           

 

 

 
           
Food - 0.30%            

Clearwater Seafoods, Inc., 6.875%, Due 5/1/2025F

                       200,000           208,334
           

 

 

 
           
Household Products/Wares - 0.27%            

Kronos Acquisition Holdings, Inc., 9.000%, Due 8/15/2023F

      200,000           192,076
           

 

 

 
           

Total Consumer, Non-Cyclical

              671,721
           

 

 

 
           
Energy - 0.54%            
Oil & Gas - 0.54%            

Aker BP ASA, 4.750%, Due 6/15/2024F

      100,000           103,983

MEG Energy Corp., 7.000%, Due 3/31/2024F

      150,000           151,125

Seven Generations Energy Ltd., 5.375%, Due 9/30/2025F

      125,000           125,312
           

 

 

 
              380,420
           

 

 

 
           

Total Energy

              380,420
           

 

 

 
           
Financial - 1.38%            
Banks - 0.55%            

Intesa Sanpaolo SpA, 5.710%, Due 1/15/2026F

      350,000           387,890
           

 

 

 
           
Diversified Financial Services - 0.83%            

Global Aircraft Leasing Co., Ltd., 6.500%, Due 9/15/2024, PIK (in-kind rate 6.500%)F

      350,000           358,067

goeasy Ltd., 5.375%, Due 12/1/2024F

      225,000           230,344
           

 

 

 
              588,411
           

 

 

 
           

Total Financial

              976,301
           

 

 

 
           
Industrial - 2.10%            
Aerospace/Defense - 0.93%            

Bombardier, Inc.,

           

6.000%, Due 10/15/2022F

      175,000           171,500

7.500%, Due 12/1/2024F

      250,000           242,812

7.500%, Due 3/15/2025F

      250,000           240,313
           

 

 

 
              654,625
           

 

 

 
           

 

See accompanying notes

 

23


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount       Fair Value
             
FOREIGN CORPORATE OBLIGATIONS - 9.91% (continued)            
Industrial - 2.10% (continued)            
Packaging & Containers - 1.17%            

ARD Finance S.A., 6.500%, Due 6/30/2027, PIK (in-kind rate 6.500%)F

    $ 300,000         $ 309,720

Ardagh Packaging Finance PLC / Ardagh Holdings USA, Inc., 5.250%, Due 8/15/2027F

      150,000           157,313

Cascades Inc/Cascades USA, Inc., 5.125%, Due 1/15/2026F

      275,000           283,937

Trivium Packaging Finance B.V., 5.500%, Due 8/15/2026F

      75,000           79,031
           

 

 

 
              830,001
           

 

 

 
           

Total Industrial

              1,484,626
           

 

 

 
           
Technology - 0.30%            
Software - 0.30%            

Open Text Corp., 5.875%, Due 6/1/2026F

      200,000           211,250
           

 

 

 
           

Total Foreign Corporate Obligations (Cost $6,861,758)

              7,000,173
           

 

 

 
    Shares        
             
SHORT-TERM INVESTMENTS - 3.65% (Cost $2,580,211)            
Investment Companies - 3.65%            
American Beacon U.S. Government Money Market Select Fund, Select Class, 1.47%G H                     2,580,211           2,580,211
           

 

 

 
           

TOTAL INVESTMENTS - 100.87% (Cost $70,507,471)

              71,262,128

LIABILITIES, NET OF OTHER ASSETS - (0.87%)

              (615,043 )
           

 

 

 

TOTAL NET ASSETS - 100.00%

            $ 70,647,085
           

 

 

 
             
Percentages are stated as a percent of net assets.                  

A Non-income producing security.

B Bank loan obligations, unless otherwise stated, carry a floating rate of interest. The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

C Coupon rates may not be available for bank loans that are unsettled and/or unfunded as of January 31, 2020.

D Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $163,153 or 0.23% of net assets. Value was determined using significant unobservable inputs.

E Unfunded Loan Commitment. At period end, the amount of unfunded loan commitments was $41,759 or 0.06% of net assets. Of this amount, $10,909 relate to Coolsys, Inc. and $30,850 relates to Wrench Group LLC.

F Security exempt from registration under the Securities Act of 1933. These securities may be resold to qualified institutional buyers pursuant to Rule 144A. At the period end, the value of these securities amounted to $28,120,378 or 39.80% of net assets. The Fund has no right to demand registration of these securities.

G The Fund is affiliated by having the same investment advisor.

H 7-day yield.

LIBOR - London Interbank Offered Rate.

LLC - Limited Liability Company.

LLLP - Limited Liability Limited Partnership.

LP - Limited Partnership.

PIK - Payment in Kind.

PLC - Public Limited Company.

PRIME - A rate, charged by banks, based on the U.S. Federal Funds rate.

REIT - Real Estate Investment Trust.

 

See accompanying notes

 

24


American Beacon Crescent Short Duration High Income FundSM

Schedule of Investments

January 31, 2020

 

 

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of January 31, 2020, the investments were classified as described below:

 

Crescent Short Duration High Income Fund

  Level 1           Level 2           Level 3           Total  

Assets

             

Common Stocks

  $ 4,615       $ -       $ -       $ 4,615  

Warrants

    212         -         -         212  

Bank Loan Obligations(1)

    -         17,530,150         163,153 (2)        17,693,303  

Corporate Obligations

    -         43,983,614         -         43,983,614  

Foreign Corporate Obligations

    -         7,000,173         -         7,000,173  

Short-Term Investments

    2,580,211         -         -         2,580,211  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Investments in Securities - Assets

  $ 2,585,038       $ 68,513,937       $ 163,153       $ 71,262,128  
 

 

 

     

 

 

     

 

 

     

 

 

 

 

(1) 

Unfunded loan commitments represent $41,759 at year end.

(2) 

Includes investment held in the Fund’s Portfolio with $0 fair value.

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the year ended January 31, 2020, there were no transfers into or out of Level 3.

The following table is a reconciliation of Level 3 assets within the Fund for which significant unobservable inputs were used to determine fair value. Transfers in or out of Level 3 represent the ending value of any security or instrument where a change in the level has occurred from the beginning to the end of the period:

 

Security Type   Balance as
of
1/31/2019
  Purchases   Sales   Accrued
Discounts
(Premiums)
    Realized
Gain (Loss)
    Change in
Unrealized
Appreciation
(Depreciation)
    Transfer
into
Level 3
    Transfer
out of
Level 3
    Balance as
of
1/31/2020
    Unrealized
Appreciation
(Depreciation)
at Period end**
 
Bank Loan Obligations   $170,888   $-   $11,569   $ 99     $ 56     $ 3,679     $ -     $ -     $ 163,153 (1)    $ (6,729

 

**

Change in unrealized appreciation (depreciation) attributable to Level 3 securities held at period end. This balance is included in the change in unrealized appreciation (depreciation) on the Statement of Operations.

(1) 

Includes investment held in the Fund’s Portfolio with $0 fair value.

The bank loan obligation was fair valued using a private valuation report from a third party valuation service provider where the market value of the bank loan obligation was $163,153. It has been classified as a Level 3 security due to the use of unobservable inputs that were significant to the valuation.

 

See accompanying notes

 

25


American Beacon Crescent Short Duration High Income FundSM

Statement of Assets and Liabilities

January 31, 2020

 

 

Assets:

 

Investments in unaffiliated securities, at fair value

  $ 68,681,917  

Investments in affiliated securities, at fair value

    2,580,211  

Cash

    34,229  

Dividends and interest receivable

    879,405  

Receivable for investments sold

    1,751,703  

Receivable for fund shares sold

    275  

Receivable for expense reimbursement (Note 2)

    52,112  

Prepaid expenses

    33,692  
 

 

 

 

Total assets

    74,013,544  
 

 

 

 

Liabilities:

 

Payable for investments purchased

    3,162,645  

Payable for fund shares redeemed

    5,019  

Dividends payable

    896  

Unfunded loan commitments

    41,759  

Management and sub-advisory fees payable (Note 2)

    45,553  

Service fees payable (Note 2)

    1,033  

Transfer agent fees payable (Note 2)

    1,389  

Custody and fund accounting fees payable

    15,288  

Professional fees payable

    86,491  

Trustee fees payable (Note 2)

    331  

Payable for prospectus and shareholder reports

    4,626  

Other liabilities

    1,429  
 

 

 

 

Total liabilities

    3,366,459  
 

 

 

 

Net assets

  $ 70,647,085  
 

 

 

 

Analysis of net assets:

 

Paid-in-capital

  $ 75,026,129  

Total distributable earnings (deficits)A

    (4,379,044
 

 

 

 

Net assets

  $ 70,647,085  
 

 

 

 

Shares outstanding at no par value (unlimited shares authorized):

 

Institutional Class

    6,877,790  
 

 

 

 

Y Class

    406,700  
 

 

 

 

Investor Class

    65,271  
 

 

 

 

A Class

    147,739  
 

 

 

 

C Class

    54,297  
 

 

 

 

Net assets:

 

Institutional Class

  $ 64,345,935  
 

 

 

 

Y Class

  $ 3,802,336  
 

 

 

 

Investor Class

  $ 611,120  
 

 

 

 

A Class

  $ 1,379,649  
 

 

 

 

C Class

  $ 508,045  
 

 

 

 

Net asset value, offering and redemption price per share:

 

Institutional Class

  $ 9.36  
 

 

 

 

Y Class

  $ 9.35  
 

 

 

 

Investor Class

  $ 9.36  
 

 

 

 

A Class

  $ 9.34  
 

 

 

 

A Class (offering price)

  $ 9.58  
 

 

 

 

C Class

  $ 9.36  
 

 

 

 

Cost of investments in unaffiliated securities

  $ 67,927,260  

Cost of investments in affiliated securities

  $ 2,580,211  
A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at year end.

 

 

See accompanying notes

 

26


American Beacon Crescent Short Duration High Income FundSM

Statement of Operations

For the year ended January 31, 2020

 

 

    Crescent Short
Duration High Income
Fund
 

Investment income:

 

Dividend income from affiliated securities (Note 7)

  $ 74,253  

Interest income

    4,435,000  
 

 

 

 

Total investment income

    4,509,253  
 

 

 

 

Expenses:

 

Management and sub-advisory fees (Note 2)

    618,652  

Transfer agent fees:

 

Institutional Class (Note 2)

    11,003  

Y Class (Note 2)

    3,691  

Investor Class

    1,430  

A Class

    87  

C Class

    44  

Custody and fund accounting fees

    87,262  

Professional fees

    134,278  

Registration fees and expenses

    61,734  

Service fees (Note 2):

 

A Class

    425  

C Class

    303  

Distribution fees (Note 2):

 

A Class

    3,365  

C Class

    4,349  

Prospectus and shareholder report expenses

    16,378  

Trustee fees (Note 2)

    5,769  

Other expenses

    15,317  
 

 

 

 

Total expenses

    964,087  
 

 

 

 

Net fees waived and expenses (reimbursed) (Note 2)C

    (246,526
 

 

 

 

Net expenses

    717,561  
 

 

 

 

Net investment income

    3,791,692  
 

 

 

 

Realized and unrealized gain (loss) from investments:

 

Net realized gain (loss) from:

 

Investments in unaffiliated securitiesA

    (741,042

Change in net unrealized appreciation of:

 

Investments in unaffiliated securitiesB

    2,595,365  
 

 

 

 

Net gain from investments

    1,854,323  
 

 

 

 

Net increase in net assets resulting from operations

  $ 5,646,015  
 

 

 

 

A The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.

 

B The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at year end.

 

C The Manager voluntarily reimbursed service fees in the amount of $662.

 

 

See accompanying notes

 

27


American Beacon Crescent Short Duration High Income FundSM

Statement of Changes in Net Assets

 

 

    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Increase (decrease) in net assets:

 

Operations:

 

Net investment income

  $ 3,791,692       $ 4,598,725  

Net realized (loss) from investments in unaffiliated securities, and commission recapture

    (741,042       (1,795,322

Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities

    2,595,365         (2,269,671
 

 

 

     

 

 

 

Net increase in net assets resulting from operations

    5,646,015         533,732  
 

 

 

     

 

 

 

Distributions to shareholders:

 

Total retained earnings:

     

Institutional Class

    (3,635,223       (4,264,570

Y Class

    (180,199       (248,726

Investor Class

    (25,037       (34,886

A Class

    (58,509       (65,085

C Class

    (15,592       (21,512
 

 

 

     

 

 

 

Net distributions to shareholders

    (3,914,560       (4,634,779
 

 

 

     

 

 

 

Capital share transactions (Note 9):

 

Proceeds from sales of shares

    4,786,648         16,393,954  

Reinvestment of dividends and distributions

    3,893,332         4,610,610  

Cost of shares redeemed

    (30,332,420       (14,291,239
 

 

 

     

 

 

 

Net increase (decrease) in net assets from capital share transactions

    (21,652,440       6,713,325  
 

 

 

     

 

 

 

Net increase (decrease) in net assets

    (19,920,985       2,612,278  
 

 

 

     

 

 

 

Net assets:

 

Beginning of period

    90,568,070         87,955,792  
 

 

 

     

 

 

 

End of period

  $ 70,647,085       $ 90,568,070  
 

 

 

     

 

 

 

 

See accompanying notes

 

28


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”) is organized as a Massachusetts business trust. The Fund, a series within the Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. As of January 31, 2020, the Trust consists of thirty-two active series, one of which is presented in this filing: American Beacon Crescent Short Duration High Income Fund (the “Fund”). The remaining thirty-one active series are reported in separate filings.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recently Adopted Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018, and has been adopted accordingly with no material impact on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the year ended January 31, 2020, the Fund has chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

Class Disclosure

The Fund has multiple classes of shares designed to meet the needs of different groups of investors. The following table sets forth the differences amongst the classes:

 

Class

  

Eligible Investors

   Minimum Initial
Investments
 
Institutional    Large institutional investors - sold directly or through intermediary channels.    $ 250,000  
Y Class    Large institutional retirement plan investors - sold directly or through intermediary channels.    $ 100,000  
Investor    All investors using intermediary organizations, such as broker-dealers or retirement plan sponsors.    $ 2,500  
A Class    All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).    $ 2,500  
C Class    Retail investors who invest directly through a financial intermediary such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.    $ 1,000  

 

 

29


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

Each class offered by the Trust has equal rights as to assets and voting privileges. Income and non-class specific expenses are allocated daily to each class based on the relative net assets. Realized and unrealized capital gains and losses of each class are allocated daily based on the relative net assets of each class of the Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Fund in preparation of the financial statements. The Fund is considered an investment company and accordingly, follows the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services - Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

Dividend income, net of foreign taxes, is recorded on the ex-dividend date, except certain dividends from foreign securities which are recorded as soon as the information is available to the Fund. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined based on specific lot identification.

Distributions to Shareholders

The Fund distributes most or all of its net earnings and realized gains, if any, each taxable year in the form of dividends from net investment income on a daily basis and distributions of realized net capital gains and net gains from foreign currency transactions on an annual basis. The Fund does not have a fixed dividend rate and does not guarantee that it will pay any distributions in any particular period. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Fund may designate earnings and profits distributed to shareholders on the redemption of shares.

Commission Recapture

The Fund has established brokerage commission recapture arrangements with certain brokers or dealers. If the Fund’s investment advisor chooses to execute a transaction through a participating broker, the broker rebates a portion of the commission back to the Fund. Any collateral benefit received through participation in the commission recapture program is directed exclusively to the Fund. This amount is reported with the net realized gain in the Fund’s Statement of Operations, if applicable.

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Fund is allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Fund. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Fund on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Fund or nature of the services performed and relative applicability to the Fund.

 

 

30


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.

Concentration of Ownership

From time to time, the Fund may have a concentration of one or more accounts constituting a significant percentage of shares outstanding. Investment activities by holders of accounts that represent a significant ownership of more than 5% of the Fund’s outstanding shares could have a material impact on the Fund. As of January 31, 2020, based on management’s evaluation of the shareholder account base, two accounts have been identified as representing an unaffiliated significant ownership of approximately 55% of the Fund’s outstanding shares.

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Fund and the Manager are parties to a Management Agreement that obligates the Manager to provide the Fund with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Fund’s average daily net assets that is calculated and accrued daily according to the following schedule:

 

First $5 billion

     0.35

Next $5 billion

     0.325

Next $10 billion

     0.30

Over $20 billion

     0.275

The Trust, on behalf of the Fund, and the Manager have entered into an Investment Advisory Agreement with Crescent Capital Group LP (the “Sub-Advisor”) pursuant to which the Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the Fund’s average daily net assets according to the following schedules:

 

First $250 million

     0.40

Next $750 million

     0.35

Over $1 billion

     0.30

The Management and Sub-Advisory Fees paid by the Fund during the year ended January 31, 2020 were as follows:

 

    Effective Fee Rate           Amount of Fees Paid  

Management Fees

    0.35     $ 288,704  

Sub-Advisor Fees

    0.40       329,948  
 

 

 

     

 

 

 

Total

    0.75     $ 618,652  
 

 

 

     

 

 

 

 

 

31


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

Distribution Plans

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the A and C Classes of the Funds. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Funds’ Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), receives an annual fee of 0.25% of the average daily net assets of the A Class and 1.00% of the average daily net assets of the C Class. The fee will be payable without regard to whether the amount of the fee is more or less than the actual expenses incurred in a particular month by the Distributor for distribution assistance.

For all other share classes, the Funds have utilized a “defensive” distribution plan (the “Plan”) pursuant to which no separate fees may be charged to the Funds for distribution purposes. However, the Plan authorizes the use of management fees received by the Manager and/or the investment advisors hired by the Manager for distribution purposes. Under this Plan, the Funds do not intend to compensate the Manager or any other party, either directly or indirectly, for the distribution of Fund shares from these fees.

Service Plans

The Investor, A and C Classes have each adopted a Service Plan (collectively, the “Plans”). The Plans authorize the payment to the Manager an annual fee up to 0.375% of the average daily net assets of the Investor Class, up to 0.25% of the average daily net assets of the A Class and up to 0.25% of the average daily net assets of the C Class. In addition, the Funds may reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries attributable to Y Class and Institutional Class. The Manager or other approved entities may spend such amounts on any activities or expenses primarily intended to result in or relate to the servicing of A Class, C Class, Y Class, Institutional Class and Investor Class including, but not limited to, payment of shareholder service fees and transfer agency or sub-transfer agency expenses. The fees will be payable monthly in arrears. The primary expenses expected to be incurred under the Plans are shareholder servicing, record keeping fees and servicing fees paid to financial intermediaries such as plan sponsors and broker-dealers.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Fund and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Fund primarily through the use of omnibus accounts on behalf of its customers who hold positions in the Fund. Certain services would have been provided by the Fund’s transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Fund’s transfer agent. Accordingly, the Fund, pursuant to Board approval, has agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the year ended January 31, 2020, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statement of Operations, were as follows:

 

Fund

   Sub-Transfer Agent Fees  

Crescent Short Duration High Income

   $ 11,666  

As of January 31, 2020, the Fund owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statement of Assets and Liabilities:

 

Fund

   Reimbursement
Sub-Transfer Agent Fees
 

Crescent Short Duration High Income

   $ 656  

 

 

32


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

Investments in Affiliated Funds

The Fund may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). The Fund and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the year ended January 31, 2020, the Manager earned fees on the Fund’s direct investments in the USG Select Fund as shown below:

 

Fund

   Direct Investments in
USG Select Fund
 

Crescent Short Duration High Income

   $ 3,564  

Interfund Credit Facility

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC”), the Fund, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the year ended January 31, 2020, the Fund did not utilize the credit facility.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Fund to the extent that total operating expenses exceed the Fund’s expense cap. During the year ended January 31, 2020, the Manager waived and/or reimbursed expenses as follows:

 

          Expense Cap     Reimbursed
Expenses
           Expiration of
Reimbursed
Expenses
 

Fund

   Class    2/1/2019 -
1/31/2020
     (Recouped)
Expenses
 

Crescent Short Duration High Income

   Institutional      0.85   $ 231,047      $ -       2022 - 2023  

Crescent Short Duration High Income

   Y      0.95     11,115        -       2022 - 2023  

Crescent Short Duration High Income

   Investor      1.23     5,309        (5,032     2022 - 2023  

Crescent Short Duration High Income

   A      1.25     2,439        -       2022 - 2023  

Crescent Short Duration High Income

   C      2.00     986        -       2022 - 2023  

Of these amounts, $52,112 was disclosed as a receivable from the Manager on the Statement of Assets and Liabilities at January 31, 2020.

The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee or voluntary reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Fund for any contractual or voluntary fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the date of the Manager’s waiver/reimbursement and (b) does not cause the Fund’s annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2022 and

 

 

33


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

2023. The Fund did not record a liability for potential reimbursements due to the current assessment that reimbursements are uncertain. The carryover of excess expenses potentially reimbursable to the Manager, but not recorded as a liability are as follows:

 

Fund

   Recouped
Expenses
     Excess Expense
Carryover
     Expired Expense
Carryover
     Expiration of
Reimbursed
Expenses
 

Crescent Short Duration High Income

   $ 3,830      $ -      $ 198,098        2019 - 2020  

Crescent Short Duration High Income

     1,498        174,203        -        2020 - 2021  

Crescent Short Duration High Income

     -        208,703        -        2021 - 2022  

Sales Commissions

The Fund’s Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), may receive a portion of Class A sales charges from broker dealers which may be used to offset distribution related expenses. During the year ended January 31, 2020 there were fees of $488 collected by RID for Class A Shares.

A CDSC of 0.50% will be deducted with respect to Class A Shares on certain purchases of $1,000,000 or more that are redeemed in whole or part within 18 months of purchase, unless waived as discussed in the Fund’s Prospectus. Any applicable CDSC will be 0.50% of the lesser of the original purchase price or the value of the redemption of the Class A Shares redeemed. During the year ended January 31, 2020, there were no CDSC fees collected for Class A Shares of the Fund.

A CDSC of 1.00% will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless waived as discussed in the Fund’s Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class C Shares redeemed. During the year ended January 31, 2020, there were no CDSC fees collected by RID for Class C Shares of the Fund.

Trustee Fees and Expenses

Effective January 1, 2020, as compensation for their service to the American Beacon Funds Complex, including the Trust (collectively, the “Trusts”), each Trustee is compensated from the Trusts as follows: (1) an annual retainer of $120,000; (2) meeting attendance fee (for attendance in person or via teleconference) of (a) $12,000 for in person attendance, or $5,000 for telephonic attendance, by Board members for each regularly scheduled or special Board meeting, (b) $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, (c) $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee; and (d) $2,500 for attendance by Board members for each special telephonic Board meeting; and (3) reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. For her service as Board Chair, Ms. Cline receives an additional annual retainer of $50,000. Although she attends several committee meetings at each quarterly Board meeting, she receives only a single $2,500 fee each quarter for her attendance at those meetings. The chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chair of the Nominating and Governance Committee receives an additional annual retainer of $15,000.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each

 

 

34


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed-income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s pricing time of 4:00 p.m. ET. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. If the Manager determines that the last quoted prices of non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the Exchange. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Manager reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. These securities are fair valued using a pricing service, using methods approved by the Board, that considers the correlation of the trading patterns of the foreign security to intraday trading in the U.S. markets, based on indices of domestic securities and other appropriate indicators such as prices of relevant American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the Fund is open. The Fund uses outside pricing services to provide closing prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the Valuation Committee routinely compares closing prices, the next day’s opening prices in the same markets and adjusted prices.

 

 

35


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

Valuation Inputs

Various inputs may be used to determine the fair value of the Fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1   -   Quoted prices in active markets for identical securities.
Level 2   -   Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.
Level 3   -   Prices determined using other significant unobservable inputs. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in pricing an investment.

Level 1 and Level 2 trading assets and trading liabilities, at fair value

Fixed-income securities including corporate, convertible and municipal bonds and notes, U.S. government agencies, U.S. Treasury obligations, sovereign issues, bank loans, convertible preferred securities, and non-U.S. bonds are normally valued by pricing service providers that use broker dealer quotations, reported trades or valuation estimates from their internal pricing models. The service providers’ internal models use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates, and quoted prices for similar assets. Securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy. Fixed-income securities purchased on a delayed-delivery basis are marked-to-market daily until settlement at the forward settlement date and are categorized as Level 2 of the fair value hierarchy.

Common stocks that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy. Securities using these valuation adjustments are categorized as Level 2 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally categorized as Level 2 of the fair value hierarchy.

Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy.

Level 3 trading assets and trading liabilities, at fair value

The valuation techniques and significant inputs used in determining the fair values of financial instruments classified as Level 3 of the fair value hierarchy are as follows.

Securities and other assets for which market quotes are not readily available are valued at fair value as determined in good faith by the Board or persons acting at their direction and may be categorized as Level 3 of the fair value hierarchy.

 

 

36


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

Market quotes are considered not readily available in circumstances where there is an absence of current or reliable market-based data (e.g., trade information or broker quotes), including where events occur after the close of the relevant market, but prior to the Exchange close, that materially affect the values of the Fund’s securities or assets. In addition, market quotes are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities trade, do not open for trading for the entire day and no other market prices are available. The Board has delegated to the Manager the responsibility for monitoring significant events that may materially affect the fair values of a Fund’s securities or assets and for determining whether the value of the applicable securities or assets should be re-evaluated in light of such significant events.

The Board has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated the responsibility for applying the valuation methods to the Manager. For instances in which daily market quotes are not readily available, investments may be valued pursuant to guidelines established by the Board. In the event that the security or asset cannot be valued, pursuant to one of the valuation methods established by the Board, the fair value of the security or asset will be determined in good faith by the Valuation Committee, generally based upon recommendations provided by the Manager.

When a Fund uses fair valuation methods applied by the Manager that use significant unobservable inputs to determine its NAV, the securities priced using this methodology are categorized as Level 3 of the fair value hierarchy. These methods may require subjective determinations about the value of a security. While the Trust’s policy is intended to result in a calculation of the Fund’s NAV that fairly reflects security values as of the time of pricing, the Trust cannot guarantee that values determined by the Board or persons acting at their direction would accurately reflect the price that a Fund could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Fund may differ from the value that would be realized if the securities were sold.

4.  Securities and Other Investments

Bank Loans and Senior Loans

Loans are typically administered by a bank, insurance company, finance company or other financial institution (the “agent”) for a lending syndicate of financial institutions. In a typical loan, the agent administers the terms of the loan agreement and is responsible for the collection of principal and interest and fee payments from the borrower and the apportionment of these payments to all lenders that are parties to the loan agreement. In addition, an institution (which may be the agent) may hold collateral on behalf of the lenders. Typically, under loan agreements, the agent is given broad authority in monitoring the borrower’s performance and is obligated to use the same care it would use in the management of its own property. In asserting rights against a borrower, the Fund normally will be dependent on the willingness of the lead bank to assert these rights, or upon a vote of all the lenders to authorize the action. If an agent becomes insolvent, or has a receiver, conservator, or similar official appointed for it by the appropriate regulatory authority, or becomes a debtor in a bankruptcy proceeding, the agent’s appointment may be terminated and a successor agent would be appointed. If an appropriate regulator or court determines that assets held by the agent for the benefit of purchasers of loans are subject to the claims of the agent’s general or secured creditors, the Fund might incur certain costs and delays in realizing payment on a loan or suffer a loss of principal and/or interest. The Fund may be subject to similar risks when it buys a participation interest or an assignment from an intermediary.

Bank loans are fixed and floating rate loans arranged through private negotiations between a company or a non-U.S. government and one or more financial institutions (lenders). The Fund may invest in senior loans, which are floating rate loans that hold a senior position in the capital structure of U.S. and foreign corporations, partnerships or other business entities. Under normal circumstances, senior loans have priority of claim ahead of other obligations of a borrower in the event of liquidation. Bank loans and senior loans may be collateralized or uncollateralized. They pay interest at rates that float above, or are adjusted periodically based on, a benchmark that reflects current interest rates.

 

 

37


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

The Fund may invest in such loans in the form of participations in loans and assignments of all or a portion of loans from third parties. In connection with purchasing participations in such instruments, the Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement relating to the loan, nor any rights of set-off against the borrower, and the Fund may not benefit directly from any collateral supporting the loan in which it has purchased the participation. When the Fund purchases assignments from lenders, the Fund will acquire direct rights against the borrower on the loan. A Fund may acquire bank and senior loan assignments or participations. The purchaser of an assignment typically succeeds to all the rights and obligations of the assigning institution and becomes a lender under the credit agreement with respect to the debt obligation; however, the purchaser’s rights can be more restricted than those of the assigning institution, and, in any event, the Fund may not be able to unilaterally enforce all rights and remedies under the loan and with regard to any associated collateral. A participation typically results in a contractual relationship only with the institution participating out the interest, not with the borrower. In purchasing participations, the Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement against the borrower, and the Fund may not directly benefit from the collateral supporting the debt obligation in which it has purchased the participation. As a result, a Fund will be exposed to the credit risk of both the borrower and the institution selling the participation.

The Fund earns a commitment fee, typically set as a percentage of the commitment amount. Such fee income, which is included in “Interest income” on the Statement of Operations, is recognized ratably over the commitment period. Unfunded floating rate loan interests are marked-to-market daily, and any unrealized appreciation (depreciation) is included on the Statement of Assets and Liabilities and Statement of Operations.

Common Stock

Common stock generally takes the form of shares in a corporation which represent an ownership interest. It ranks below preferred stock and debt securities in claims for dividends and for assets of the company in a liquidation or bankruptcy. The value of a company’s common stock may fall as a result of factors directly relating to that company, such as decisions made by its management or decreased demand for the company’s products or services. A stock’s value may also decline because of factors affecting not just the company, but also companies in the same industry or sector. The price of a company’s stock may also be affected by changes in financial markets that are relatively unrelated to the company, such as changes in interest rates, currency exchange rates or industry regulation. Companies that elect to pay dividends on their common stock generally only do so after they invest in their own business and make required payments to bondholders and on other debt and preferred stock. Therefore, the value of a company’s common stock will usually be more volatile than its bonds, other debt and preferred stock. Common stock may be exchange-traded or OTC. OTC stock may be less liquid than exchange-traded stock.

Corporate Debt and Other Fixed-Income Securities

The Fund may hold debt, including government and corporate debt, and other fixed-income securities. The investment return of corporate debt securities reflects interest earning and changes in the market value of the security. Typically, the values of fixed-income securities change inversely with prevailing interest rates. Therefore, a fundamental risk of fixed-income securities is interest rate risk, which is the risk that their value will generally decline as prevailing interest rates rise, which may cause a Fund’s NAV to likewise decrease, and vice versa. How specific fixed-income securities may react to changes in interest rates will depend on specific characteristics of each security. Fixed-income securities are also subject to credit risk, which is the risk that the credit strength of an issuer of a fixed-income security will weaken and/or that the issuer will be unable to make timely principal and interest payments and that the security may go into default.

Delayed Funding Loans and Revolving Credit Facilities

The Fund may enter into delayed funding loans and revolving credit facilities. Delayed funding loans and revolving credit facilities are borrowing arrangements in which the lender agrees to make loans up to a maximum amount upon demand by the borrower during a specific term. A revolving credit facility differs from a delayed

 

 

38


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

funding loan in that as the borrower repays the loan, an amount equal to the repayment may be borrowed again during the term of the revolving credit facility. Delayed funding loans and revolving credit facilities usually provide for floating or variable rates of interest. These commitments may have the effect of requiring a Fund to increase its investment in a company at a time when it might not otherwise decide to do so (including at a time when the company’s financial condition makes it uncertain that such amounts will be repaid). To the extent that a Fund is committed to advance additional funds, it will at all times segregate or “earmark” assets, determined to be liquid in accordance with procedures established by the Board, in an amount sufficient to meet such commitments.

The Fund may invest in delayed funding loans and revolving credit facilities with credit quality comparable to that of issuers of its securities investments. Delayed funding loans and revolving credit facilities may be subject to restrictions on transfer, and only limited opportunities may exist to resell such instruments. As a result, a Fund may be unable to sell such investments at an opportune time or may have to resell them at less than fair market value.

Floating Rate Loan Interest

The Fund may invest in floating rate loan interests. The floating rate loan interests held by the Fund are typically issued to companies (the “borrower”) by banks, other financial institutions, and privately and publicly offered corporations (the “lender”). Floating rate loan interests are generally non-investment grade, often involve borrowers whose financial condition is troubled or uncertain and companies that are highly leveraged. The Fund may invest in obligations of borrowers who are in bankruptcy proceedings. Floating rate loan interests may include fully funded term loans or revolving lines of credit. Floating rate loan interests are typically senior in the corporate capital structure of the borrower. Floating rate loan interests generally pay interest at rates that are periodically determined by reference to a base lending rate plus a premium. The base lending rates are generally the lending rate offered by one or more European banks, such as the London Interbank Offered Rate (“LIBOR”), the prime rate offered by one or more U.S. banks or the certificate of deposit rate. Floating rate loan interests may involve foreign borrowers, and investments may be denominated in foreign currencies. The Fund considers these investments to be investments in debt securities for purposes of its investment policies.

When the Fund purchases a floating rate loan interest it may receive a facility fee and when it sells a floating rate loan interest, it may pay a facility fee. On an ongoing basis, the Fund may receive a commitment fee based on the undrawn portion of the underlying line of credit amount of a floating rate loan interest. Facility and commitment fees are typically amortized to income over the term of the loan or term of the commitment, respectively. Consent and amendment fees are recorded to income as earned. Prepayment penalty fees, which may be received by the Fund upon the prepayment of a floating rate loan interest by a borrower, are recorded as realized gains. The Fund may invest in multiple series or tranches of a loan. A different series or tranche may have varying terms and carry different associated risks.

Floating rate loan interests are usually freely callable at the borrower’s option. The Fund may invest in such loans in the form of participations in loans (“Participations”) or assignments (“Assignments”) of all or a portion of loans from third parties. Participations typically will result in the Fund having a contractual relationship only with the lender, not with the borrower. The Fund will have the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the Participation and only upon receipt by the lender of the payments from the borrower. In connection with purchasing Participations, the Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement, nor any rights of offset against the borrower, and the Fund may not benefit directly from any collateral supporting the loan in which it has purchased the Participation. As a result, the Fund will assume the credit risk of both the borrower and the lender that is selling the Participation. The Fund’s investment in Participations involves the risk of insolvency of the financial intermediaries who are parties to the transactions. In the event of the insolvency of the lender selling the Participation, the Fund may be treated as a general creditor of the lender and may not benefit from any offset between the lender and the borrower. Assignments typically result in the Fund having a direct contractual relationship with the borrower, and the Fund may enforce compliance by the borrower with the terms of the loan agreement.

 

 

39


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

In connection with floating rate loan interests, the Fund may also enter into unfunded floating rate loan interests (“commitments”). In connection with these commitments, the Fund earns a commitment fee, typically set as a percentage of the commitment amount. Such fee income, which is included in “Interest income” on the Statement of Operations, is recognized ratably over the commitment period. Unfunded floating rate loan interests are marked-to-market daily, and any unrealized appreciation (depreciation) is included on the Statement of Assets and Liabilities and Statement of Operations.

Foreign Debt Securities

The Fund may invest in foreign fixed and floating rate income securities (including emerging market securities) all or a portion of which may be non-U.S. dollar denominated and which include: (a) debt obligations issued or guaranteed by foreign national, provincial, state, municipal or other governments with taxing authority or by their agencies or instrumentalities, including Brady Bonds; (b) debt obligations of supranational entities; (c) debt obligations of the U.S. Government issued in non-dollar securities; (d) debt obligations and other fixed income securities of foreign corporate issuers (both dollar and non-dollar denominated); and (e) U.S. corporate issuers (both Eurodollar and non-dollar denominated). There is no minimum rating criteria for the Fund’s investments in such securities. Investing in the securities of foreign issuers involves special considerations that are not typically associated with investing in the securities of U.S. issuers. In addition, emerging markets are markets that have risks that are different and higher than those in more developed markets.

High-Yield Securities

Non-investment-grade securities are rated below the four highest credit grades by at least one of the public rating agencies (or are unrated if not publicly rated). Participation in high-yielding securities transactions generally involves greater returns in the form of higher average yields. However, participation in such transactions involves greater risks, including sensitivity to economic changes, solvency, and relative liquidity in the secondary trading market. Lower ratings may reflect a greater possibility that the financial condition of the issuer, or adverse changes in general economic conditions, or both, may impair the ability of the issuer to make payments of interest and principal. The prices and yields of lower-rated securities generally fluctuate more than higher-quality securities, and such prices may decline significantly in periods of general economic difficulty or rising interest rates.

Illiquid and Restricted Securities

Generally, an illiquid asset is an asset that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. Historically, illiquid securities have included securities that have not been registered under the Securities Act, securities that are otherwise not readily marketable, and repurchase agreements having a remaining maturity of longer than seven calendar days. Securities that have not been registered under the Securities Act are referred to as private placements or restricted securities and are purchased directly from the issuer or in the secondary market. These securities may be sold only in a privately negotiated transaction or pursuant to an exemption from registration. A large institutional market exists for certain securities that are not registered under the Securities Act, including repurchase agreements, commercial paper, foreign securities, municipal securities and corporate bonds and notes. Institutional investors depend on an efficient institutional market in which the unregistered security can be readily resold or on an issuer’s ability to honor a demand for repayment. However, the fact that there are contractual or legal restrictions on resale of such investments to the general public or to certain institutions may not be indicative of their liquidity.

Limitations on resale may have an adverse effect on the marketability of portfolio securities, and the Fund might be unable to dispose of restricted or other illiquid securities promptly or at reasonable prices and might thereby experience difficulty satisfying redemptions within seven calendar days. In addition, the Fund may get only limited information about an issuer, so it may be less able to predict a loss. The Fund also might have to register

 

 

40


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

such restricted securities in order to dispose of them resulting in additional expense and delay. Adverse market conditions could impede such a public offering of securities. In recognition of the increased size and liquidity of the institutional market for unregistered securities and the importance of institutional investors in the formation of capital, the SEC adopted Rule 144A under the Securities Act. Rule 144A is designed to facilitate efficient trading among institutional investors by permitting the sale of certain unregistered securities to qualified institutional buyers. To the extent privately placed securities held by the Fund qualify under Rule 144A and an institutional market develops for those securities, the Fund likely will be able to dispose of the securities without registering them under the Securities Act. To the extent that institutional buyers become, for a time, uninterested in purchasing these securities, investing in Rule 144A securities could increase the level of the Fund’s illiquidity. The Manager or the sub-advisor, as applicable, may determine that certain securities qualified for trading under Rule 144A are liquid. Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Fund, to purchase such unregistered securities if certain conditions are met.

Securities sold in private placement offerings made in reliance on the “private placement” exemption from registration afforded by Section 4(a)(2) of the Securities Act and resold to qualified institutional buyers under Rule 144A under the Securities Act (“Section 4(a)(2) securities”) are restricted as to disposition under the federal securities laws, and generally are sold to institutional investors, such as the Fund, that agree they are purchasing the securities for investment and not with an intention to distribute to the public. Any resale by the purchaser must be pursuant to an exempt transaction and may be accomplished in accordance with Rule 144A. Section 4(a)(2) securities normally are resold to other institutional investors through or with the assistance of the issuer or dealers that make a market in the Section 4(a)(2) securities, thus providing liquidity.

Restricted securities outstanding during the year ended January 31, 2020 are disclosed in the Notes to the Schedule of Investments.

Other Investment Company Securities and Other Exchange-Traded Products

The Fund may invest in shares of other investment companies, including open-end funds, closed-end funds, business development companies (“BDCs”), ETFs, unit investment trusts, and other investment companies of the Trust. The Fund may invest in securities of an investment company advised by the Manager or a sub-advisor. Investments in the securities of other investment companies may involve duplication of advisory fees and certain other expenses. By investing in another investment company, the Fund becomes a shareholder of that investment company. As a result, the Fund’s shareholders indirectly will bear the Fund’s proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Fund’s shareholders directly bear in connection with the Fund’s own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Fund in its Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

Payment-In-Kind Securities

The Fund may invest in payment-in-kind securities (“PIKs”). PIKs give the issuer the option at each interest payment date of making interest payments in either cash or additional debt securities. Those additional debt securities usually have the same terms, including maturity dates and interest rates, and associated risks as the original bonds. The daily market quotations of the original bonds may include the accrued interest (referred to as a dirty price) and require a pro-rata adjustment from the “Unrealized appreciation (depreciation) of investments” to “Dividend and interest receivable” in the Statement of Assets and Liabilities.

 

 

41


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

5.  Principal Risks

Investing in the Fund may involve certain risks including, but not limited to, those described below.

Credit Risk

The Fund is subject to the risk that the issuer or guarantor of an obligation, or the counterparty to a transaction, including a derivatives contract or a loan, will fail to make timely payment of interest or principal or otherwise honor its obligations or default completely. The strategies utilized by the sub-advisors require accurate and detailed credit analysis of issuers and there can be no assurance that its analysis will be accurate or complete. The Fund may be subject to substantial losses in the event of credit deterioration or bankruptcy of one or more issuers in its portfolio.

Financial strength and solvency of an issuer are the primary factors influencing credit risk. In addition, inadequacy of collateral or credit enhancement for a debt instrument may affect its credit risk. Credit risk may change over the life of an instrument and debt obligations which are rated by rating agencies may be subject to downgrade. The credit ratings of debt instruments and investments represent the rating agencies’ opinions regarding their credit quality and are not a guarantee of future credit performance of such securities. Rating agencies attempt to evaluate the safety of the timely payment of principal and interest (or dividends) and do not evaluate the risks of fluctuations in market value. The ratings assigned to securities by rating agencies do not purport to fully reflect the true risks of an investment. Further, in recent years many highly-rated structured securities have been subject to substantial losses as the economic assumptions on which their ratings were based proved to be materially inaccurate. A decline in the credit rating of an individual security held by the Fund may have an adverse impact on its price and make it difficult for the Fund to sell it. Ratings represent a rating agency’s opinion regarding the quality of the security and are not a guarantee of quality. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations. Credit risk is typically greater for securities with ratings that are below investment grade (commonly referred to as “junk bonds”). Since the Fund can invest significantly in lower quality debt securities considered speculative in nature, this risk will be substantial. A downgrade or default affecting any of the Fund’s securities could affect the Fund’s performance.

Floating Rate Securities Risk

The coupons on certain fixed income securities in which the Fund may invest are not fixed and may fluctuate based upon changes in market rates. The coupon on a floating rate security is generally based on an interest rate such as a money-market index, London Interbank Offered Rate (“LIBOR”) or a Treasury bill rate. Such securities are subject to interest rate risk and may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons. As short-term interest rates decline, the coupons on floating rate securities typically decrease. Alternatively, during periods of rising interest rates, changes in the coupons of floating rate securities may lag behind changes in market rates or may have limits on the maximum increases in the coupon rates. The value of floating rate securities may decline if their coupons do not rise as much, or as quickly, as interest rates in general. Conversely, floating rate securities will not generally increase in value if interest rates decline. Floating rate obligations are less effective than fixed rate obligations at locking in a particular yield and are subject to credit risk.

High-Yield Securities Risk

Investing in high-yield, below investment-grade securities (commonly referred to as “junk bonds”) generally involves significantly greater risks of loss of your money than an investment in investment grade securities. High-yield debt securities may fluctuate more widely in price and yield and may fall in price when the economy is weak or expected to become weak. High-yield securities are considered to be speculative with respect to an issuer’s

 

 

42


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

ability to pay interest and principal and carry a greater risk that the issuers of lower-rated securities will default on the timely payment of principal and interest. Below investment grade securities may experience greater price volatility and less liquidity than investment grade securities.

Illiquid and Restricted Securities Risk

Securities not registered in the U.S. under the Securities Act, including Rule 144A securities, are restricted as to their resale. Such securities may not be listed on an exchange and may have no active trading market. They may be more difficult to purchase or sell at an advantageous time or price because such securities may not be readily marketable in broad public markets. The Fund may not be able to sell a restricted security when the sub-advisor considers it desirable to do so and/or may have to sell the security at a lower price than the Fund believes is its fair market value. In addition, transaction costs may be higher for restricted securities and the Fund may receive only limited information regarding the issuer of a restricted security. The Fund may have to bear the expense of registering restricted securities for resale and the risk of substantial delays in effecting the registration.

Interest Rate Risk

Investments in fixed-income securities or derivatives that are influenced by interest rates are subject to interest rate risk. The value of the Fund’s fixed-income investments typically will fall when interest rates rise. The Fund may be particularly sensitive to changes in interest rates if it invests in debt securities with intermediate and long terms to maturity. Debt securities with longer maturities tend to be more sensitive to changes in interest rates, usually making them more volatile than debt securities with shorter durations. For example, if a bond has a duration of four years, a 1% increase in interest rates could be expected to result in a 4% decrease in the value of the bond. Yields of debt securities will fluctuate over time. Following the financial crisis that started in 2008, the Federal Reserve has attempted to stabilize the economy and support the economic recovery by keeping the federal funds rate (the interest rate at which depository institutions lend reserve balances to each other overnight) at or near zero percent. The Federal Reserve has raised the federal funds rate several times since December 2015 and may continue to increase or decrease rates in the future. Interest rates may rise significantly and/or rapidly, potentially resulting in substantial losses to the Fund. During periods of very low or negative interest rates, the Fund may be unable to maintain positive returns. Certain European countries and Japan have recently experienced negative interest rates on deposits and debt securities have traded at negative yields. Negative interest rates may become more prevalent among non-U.S. issuers, and potentially within the United States. Changing interest rates, including rates that fall below zero, may have unpredictable effects on markets, may result in heightened market volatility and may detract from Fund performance to the extent the Fund is exposed to such interest rates.

Liquidity Risk

When there is little or no active trading market for a specific type of security, it can become more difficult to purchase or sell the securities at or near their perceived value. During such periods, certain investments held by the Fund may be difficult to sell or other investments may be difficult to purchase at favorable times or prices. As a result, the Fund may have to lower the price on certain securities that it is trying to sell, sell other securities instead or forgo an investment opportunity, any of which could have a negative effect on Fund management or performance. Additionally, the market for certain investments may become illiquid under adverse market or economic conditions independent of any specific adverse changes in the conditions of a particular issuer.

Loan Interests Risk

Unlike publicly traded common stocks which trade on national exchanges, there is no central place or exchange for loans, including bank loans and senior loans, to trade. Loans trade in an over-the-counter market, and confirmation and settlement, which are effected through standardized procedures and documentation, may take significantly longer than seven days to complete. Extended trade settlement periods may, in unusual market conditions with a high volume of shareholder redemptions, present risk to shareholders regarding a Fund’s ability

 

 

43


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

to pay redemption proceeds within the allowable time periods stated in its prospectus. The secondary market for floating rate loans also may be subject to irregular trading activity and wide bid/ask spreads. The lack of an active trading market for certain loans may impair the ability of a Fund to sell its loan interests at a time when it may otherwise be desirable to do so or may require a Fund to sell them at prices that are less than what a Fund regards as their fair market value and may make it difficult to value such loans. Interest in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be especially vulnerable to adverse changes in economic or market conditions. When a Fund’s loan interest is a participation, the Fund is subject to the risk that the party selling the participation interest will not remit a Fund’s pro rata share of loan payments to the Fund, and the Fund may have less control over the exercise of remedies than the party selling the participation interest.

Market Disruption Risk

Geopolitical and other events, including war, terrorism, economic uncertainty, trade disputes, pandemics, public health crises and related geopolitical events have led, and in the future may continue to lead, to instability in world economies and markets generally. This instability has disrupted, and may continue to disrupt, U.S. and world economies and markets and adversely affect the value of your investment. Such market disruptions have caused, and may continue to cause, broad changes in market value, negative public perceptions concerning these developments, and adverse investor sentiment or publicity. Changes in value may be temporary or may last for extended periods. Although multiple asset classes have been and may continue to be affected by a market disruption, the duration and effects may not be the same for all types of assets. Events that have led to market disruptions include the recent pandemic spread of the novel coronavirus known as COVID-19, which has resulted in travel restrictions, closed international borders, quarantines, disruptions to supply chains and lower consumer demand. The duration and full effects of these market disruptions are still uncertain. The effect of recent efforts undertaken by the Federal Reserve System to address the economic impact of the COVID-19 pandemic, such as the reduction of the federal funds target rate, and other monetary and fiscal actions that may be taken by the U.S. federal government to stimulate the U.S. economy, are not yet known. In addition, COVID-19 could cause the need for employees and vendors at various businesses, including the Manager, the sub-advisor(s) or other service providers, to work at external locations, and extensive medical absences. Because a large epidemic may create significant market and business uncertainties and disruptions, not all events that could affect the business of the Manager, the sub-advisor(s) or other service providers can be determined and addressed in advance.

Market Risk

Conditions in the U.S. and many foreign economies have resulted, and may continue to result, in certain instruments experiencing unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In some cases, traditional market participants have been less willing to make a market in some types of debt instruments, which has affected the liquidity of those instruments. During times of market turmoil, investors tend to look to the safety of securities issued or backed by the U.S. Treasury, causing the prices of these securities to rise and the yields to decline. Reduced liquidity in fixed income and credit markets may negatively affect many issuers worldwide. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the economies of many nations, including the United States, in ways that cannot necessarily be foreseen at the present time.

In response to the financial crisis, the U.S. and other governments and the Federal Reserve and certain foreign central banks have taken steps to support financial markets. In some countries where economic conditions are recovering, they are nevertheless perceived as still fragile. Withdrawal of government support, failure of efforts in response to the crisis, or investor perception that such efforts are not succeeding, could adversely impact the value and liquidity of certain securities. The severity or duration of adverse economic conditions may also be

 

 

44


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

affected by policy changes made by governments or quasi-governmental organizations, including changes in tax laws. The impact of new financial regulation legislation on the markets and the practical implications for market participants may not be fully known for some time. Regulatory changes are causing some financial services companies to exit long-standing lines of business, resulting in dislocations for other market participants. In addition, political and governmental events within the U.S. and abroad, such as the U.S. government’s inability at times to agree on a long-term budget and deficit reduction plan, the threat of a federal government shutdown and threats not to increase the federal government’s debt limit, may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. The U.S. government has reduced the federal corporate income tax rates, and future legislative, regulatory and policy changes may result in more restrictions on international trade, less stringent prudential regulation of certain players in the financial markets, and significant new investments in infrastructure and national defense. Markets may react strongly to expectations about the changes in these policies, which could increase volatility, especially if the markets’ expectations for changes in government policies are not borne out.

Changes in market conditions will not have the same impact on all types of securities. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact of a significant rate increase on various markets. For example, because investors may buy securities or other investments with borrowed money, a significant increase in interest rates may cause a decline in the markets for those investments. Because of the sharp decline in the worldwide price of oil, there is a concern that oil producing nations may withdraw significant assets now held in U.S. Treasuries, which could force a substantial increase in interest rates. Regulators have expressed concern that rate increases may cause investors to sell fixed income securities faster than the market can absorb them, contributing to price volatility. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline over time, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely. If a country’s economy slips into a deflationary pattern, it could last for a prolonged period and may be difficult to reverse.

The precise timing and the resulting impact of the United Kingdom’s departure from the EU, commonly referred to as “Brexit,” are not yet known. The effect on the United Kingdom’s economy will likely depend on the nature of trade relations with the EU and other major economies following its exit, which are matters to be negotiated. The outcomes may cause increased volatility and have a significant adverse impact on world financial markets, other international trade agreements, and the United Kingdom and European economies, as well as the broader global economy for some time, which could significantly adversely affect the value of a Fund’s investments in the United Kingdom and Europe.

Other Investment Companies Risk

The Fund may invest in shares of other registered investment companies, including money market funds that are advised by the Manager. To the extent that the Fund invests in shares of other registered investment companies, the Fund will indirectly bear the fees and expenses, including for example advisory and administrative fees, charged by those investment companies in addition to the Fund’s direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Fund’s investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Fund must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Fund’s investment will decline, adversely affecting the Fund’s performance. To the extent the Fund invests in other investment companies that invest in equity securities, fixed income securities and/or foreign securities, or track an index, the Fund is subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject.

Prepayment and Extension Risk

Prepayment risk is the risk that the principal amount of a bond may be repaid prior to the bond’s maturity date. Due to a decline in interest rates or excess cash flow, a debt security may be called or otherwise prepaid

 

 

45


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

before maturity. If this occurs, no additional interest will be paid on the investment and the Fund may have to invest at a lower rate, may not benefit from an increase in value that may result from declining interest rates, and may lose any premium it paid to acquire the security. Variable and floating rate securities may be less sensitive to prepayment risk. Extension risk is the risk that a decrease in prepayments may, as a result of higher interest rates or other factors, result in the extension of a security’s effective maturity, heighten interest rate risk and increase the potential for a decline in its price.

Unrated Securities Risk

Because the Fund may purchase securities that are not rated by any rating organization, the Sub-Advisor, after assessing their credit quality, may internally assign ratings to certain of those securities in categories of those similar to those of rating organizations. Investing in unrated securities involves the risk that the Sub-Advisor may not accurately evaluate the security’s comparative credit rating. Analysis of the creditworthiness of issuers of unrated securities may be more complex than for issuers of higher-quality debt obligations. To the extent that the Fund invests in unrated securities, the Fund’s success in achieving its investment objectives may depend more heavily on the Sub-Advisor’s credit analysis than if the Fund invested exclusively in rated securities. Some unrated securities may not have an active trading market or may be difficult to value, which means the Fund might have difficulty selling them promptly at an acceptable price.

6.  Federal Income and Excise Taxes

It is the policy of the Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, the Fund is treated as a single entity for the purpose of determining such qualification.

The Fund does not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended January 31, 2020 remain subject to examination by the Internal Revenue Service. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statement of Operations.

The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on returns of income earned or gains realized or repatriated. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation (depreciation), as applicable, as the income is earned or capital gains are recorded.

Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements.

The tax character of distributions paid were as follows:

 

    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Distributions paid from:

 

Ordinary income*

 

Institutional Class

  $ 3,635,223       $ 4,264,570  

Y Class

    180,199         248,726  

Investor Class

    25,037         34,886  

A Class

    58,509         65,085  

C Class

    15,592         21,512  
 

 

 

     

 

 

 

Total distributions paid

  $ 3,914,560       $ 4,634,779  
 

 

 

     

 

 

 

*For tax purposes, short-term gains are considered ordinary income distributions.

 

 

46


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

As of January 31, 2020, the components of distributable earnings (deficits) on a tax basis were as follows:

 

Fund

  Tax Cost           Unrealized
Appreciation
          Unrealized
(Depreciation)
          Net Unrealized
Appreciation
(Depreciation)
 
Crescent Short Duration High Income   $ 70,544,194       $ 1,323,079       $ (605,145     $ 717,934  

 

Fund

  Net
Unrealized
Appreciation
(Depreciation)
          Undistributed
Ordinary Income
          Undistributed
Long-Term
Capital Gains
          Accumulated
Capital and
Other (Losses)
          Other Temporary
Differences
          Distributable
Earnings
 
Crescent Short Duration High Income   $ 717,934       $ 24,693       $       $ (5,120,775     $ (896     $ (4,379,044

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences. The temporary differences between financial reporting and tax-basis reporting of unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses from wash sales, premium amortization accruals, unused capital losses and dividends payable.

Due to inherent differences in the recognition of income, expenses, and realized gains (losses) under U.S. GAAP and federal income tax regulations, permanent differences between book and tax reporting have been identified and appropriately reclassified on the Statement of Assets and Liabilities.

The Fund had no permanent differences as of January 31, 2020.

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the Fund in taxable years beginning after December 22, 2010 are carried forward indefinitely and retain their character as short-term and/or long-term losses.

During the year ended January 31, 2020, the Fund had the following post RIC MOD capital loss carryforwards:

 

Fund

  Short-Term Capital
Loss Carryforwards
          Long-Term Capital
Loss Carryforwards
 
Crescent Short Duration High Income   $ 1,945,383       $ 3,175,392  

The ability to utilize capital loss carryforwards in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

7.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the year ended January 31, 2020 were as follows:

 

Fund

  Purchases (non-U.S.
Government
Securities)
          Sales (non-U.S.
Government
Securities)
 
Crescent Short Duration High Income   $ 70,519,371       $ 83,568,329  

A summary of the Fund’s transactions in the USG Select Fund for the year ended January 31, 2020 were as follows:

 

Fund

  Type of
Transaction
        January  31,
2019
Shares/Fair

Value
          Purchases           Sales           January  31,
2020
Shares/Fair

Value
          Dividend
Income
 
Crescent Short Duration High Income   Direct     $ 3,744,678       $ 54,889,827       $ 56,054,294       $ 2,580,211       $ 74,253  

 

 

47


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

8.  Borrowing Arrangements

Effective November 14, 2019 (the “Effective Date”), the Fund, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds paid a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 12, 2020, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Fund, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds paid a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 12, 2020 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statement of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets. During the year ended January 31, 2020, the Fund did not utilize this facility.

9.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Fund:

 

    Institutional Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Crescent Short Duration High Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     227,427       $ 2,113,900         872,633       $ 8,204,743  
Reinvestment of dividends     390,561         3,628,749         458,266         4,263,813  
Shares redeemed     (2,833,312       (26,298,543       (468,729       (4,349,929
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase (decrease) in shares outstanding     (2,215,324     $ (20,555,894       862,170       $ 8,118,627  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Y Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Crescent Short Duration High Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     153,270       $ 1,423,690         106,191       $ 993,231  
Reinvestment of dividends     18,580         172,530         25,164         234,241  
Shares redeemed     (242,411       (2,246,371       (268,217       (2,513,830
 

 

 

     

 

 

     

 

 

     

 

 

 
Net decrease in shares outstanding     (70,561     $ (650,151       (136,862     $ (1,286,358
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Investor Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Crescent Short Duration High Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     83,906       $ 777,417         49       $ 451  
Reinvestment of dividends     2,692         25,031         3,738         34,885  
Shares redeemed     (84,883       (785,446       (42,354       (397,712
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase (decrease) in shares outstanding     1,715       $ 17,002         (38,567     $ (362,376
 

 

 

     

 

 

     

 

 

     

 

 

 
 

 

 

48


American Beacon Crescent Short Duration High Income FundSM

Notes to Financial Statements

January 31, 2020

 

 

    A Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Crescent Short Duration High Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     10,651       $ 98,737         706,492       $ 6,385,353  
Reinvestment of dividends     5,636         52,273         6,212         57,728  
Shares redeemed     (55,614       (511,584       (697,093       (6,279,757
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase (decrease) in shares outstanding     (39,327     $ (360,574       15,611       $ 163,324  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    C Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Crescent Short Duration High Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     40,113       $ 372,904         89,689       $ 810,176  
Reinvestment of dividends     1,587         14,749         2,148         19,943  
Shares redeemed     (53,147       (490,476       (82,017       (750,011
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase (decrease) in shares outstanding     (11,447     $ (102,823       9,820       $ 80,108  
 

 

 

     

 

 

     

 

 

     

 

 

 

10.  Subsequent Events

On March 4, 2020, the Board of the Trust approved a plan to liquidate and terminate the Fund on or about June 30, 2020.

Beginning in January 2020, global financial markets have experienced and may continue to experience significant volatility resulting from the spread of a virus known as COVID-19. The outbreak of COVID-19 has resulted in travel and border restrictions, quarantines, supply chain disruptions, lower consumer demand and general market uncertainty. The effects of COVID-19 have and may continue to adversely affect the global economy, the economies of certain nations and individual issuers, all of which may negatively impact the Funds performance. Management’s evaluation is ongoing and the financial landscape continues to change.

 

 

49


American Beacon Crescent Short Duration High Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Institutional Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 9.16       $ 9.59       $ 9.64       $ 9.01       $ 9.68  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.42         0.48         0.47         0.46         0.47  

Net gains (losses) on investments (both realized and unrealized)

    0.22         (0.43       (0.05       0.63         (0.67
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.64         0.05         0.42         1.09         (0.20
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.44       (0.48       (0.47       (0.46       (0.47

Distributions from net realized gains

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.44       (0.48       (0.47       (0.46       (0.47
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.36       $ 9.16       $ 9.59       $ 9.64       $ 9.01  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnA

    7.15       0.60       4.45       12.38       (2.23 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

 

Net assets, end of period

  $    64,345,935       $    83,303,910       $    78,914,147       $    51,834,666       $    36,971,459  

Ratios to average net assets:

                 

Expenses, before reimbursements

    1.15       1.08       1.07       1.26       1.27

Expenses, net of reimbursements

    0.85       0.85       0.85       0.85       0.85

Net investment income, before expense reimbursements

    4.32       4.92       4.66       4.51       4.41

Net investment income, net of reimbursements

    4.62       5.15       4.89       4.93       4.83

Portfolio turnover rate

    91       84       75       95       72
     
    Y Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 9.15       $ 9.58       $ 9.63       $ 9.00       $ 9.68  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.42         0.49         0.46         0.45         0.46  

Net gains (losses) on investments (both realized and unrealized)

    0.21         (0.45       (0.05       0.63         (0.68
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.63         0.04         0.41         1.08         (0.22
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.43       (0.47       (0.46       (0.45       (0.46

Distributions from net realized gains

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.43       (0.47       (0.46       (0.45       (0.46
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.35       $ 9.15       $ 9.58       $ 9.63       $ 9.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnA

    7.04       0.49       4.33       12.27       (2.39 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

 

Net assets, end of period

  $   3,802,336       $   4,369,096       $   5,883,759       $   6,277,416       $   8,481,991  

Ratios to average net assets:

                 

Expenses, before reimbursements

    1.24       1.14       1.14       1.36       1.29

Expenses, net of reimbursements

    0.95       0.95       0.95       0.95       0.95

Net investment income, before expense reimbursements

    4.23       4.84       4.59       4.42       4.80

Net investment income, net of reimbursements

    4.52       5.03       4.78       4.83       5.14

Portfolio turnover rate

    91       84       75       95       72

 

A 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

50


American Beacon Crescent Short Duration High Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Investor Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 9.17       $ 9.59       $ 9.64       $ 9.01       $ 9.69  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.40         0.45         0.44         0.43         0.44  

Net gains (losses) on investments (both realized and unrealized)

    0.20         (0.43       (0.06       0.63         (0.68
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.60         0.02         0.38         1.06         (0.24
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.41       (0.44       (0.43       (0.43       (0.44

Distributions from net realized gains

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.41       (0.44       (0.43       (0.43       (0.44
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.36       $ 9.17       $ 9.59       $ 9.64       $ 9.01  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnA

    6.64       0.28       4.04       11.96       (2.67 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

 

Net assets, end of period

  $   611,120       $   582,797       $   979,646       $   2,679,338       $   3,560,159  

Ratios to average net assets:

                 

Expenses, before reimbursements

    1.39       2.31       1.39       1.56       1.46

Expenses, net of reimbursements

    1.23       1.23       1.23       1.23       1.23

Net investment income, before expense reimbursements

    4.08       3.66       4.33       4.22       4.44

Net investment income, net of reimbursements

    4.24       4.74       4.49       4.55       4.68

Portfolio turnover rate

    91       84       75       95       72
     
    A Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 9.14       $ 9.58       $ 9.63       $ 9.00       $ 9.68  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.39         0.43         0.43         0.43         0.43  

Net gains (losses) on investments (both realized and unrealized)

    0.21         (0.43       (0.05       0.63         (0.68
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.60         -         0.38         1.06         (0.25
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.40       (0.44       (0.43       (0.43       (0.43

Distributions from net realized gains

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.40       (0.44       (0.43       (0.43       (0.43
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.34       $ 9.14       $ 9.58       $ 9.63       $ 9.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnA

    6.71       0.02       4.02       11.94       (2.71 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $ 1,379,649       $ 1,710,171       $ 1,642,414       $ 1,183,362       $ 1,033,329  

Ratios to average net assets:

                 

Expenses, before reimbursements

    1.43       1.39       1.46       1.66       1.55

Expenses, net of reimbursements

    1.25       1.25       1.25       1.25       1.25

Net investment income, before expense reimbursements

    4.03       4.48       4.26       4.13       4.28

Net investment income, net of reimbursements

    4.21       4.62       4.47       4.54       4.59

Portfolio turnover rate

    91       84       75       95       72

 

A 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

51


American Beacon Crescent Short Duration High Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    C Class  
    Year Ended January 31,  
    2020           2019           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 9.16       $ 9.58       $ 9.63       $ 9.00       $ 9.68  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.32         0.37         0.36         0.35         0.36  

Net gains (losses) on investments (both realized and unrealized)

    0.21         (0.42       (0.05       0.63         (0.68
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.53         (0.05       0.31         0.98         (0.32
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.33       (0.37       (0.36       (0.35       (0.36

Distributions from net realized gains

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.33       (0.37       (0.36       (0.35       (0.36
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.36       $ 9.16       $ 9.58       $ 9.63       $ 9.00  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnA

    5.91       (0.49 )%        3.24       11.10       (3.40 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $ 508,045       $ 602,096       $ 535,826       $ 427,829       $ 456,828  

Ratios to average net assets:

                 

Expenses, before reimbursements

    2.23       2.17       2.21       2.41       2.36

Expenses, net of reimbursements

    2.00       2.00       2.00       2.00       2.00

Net investment income, before expense reimbursements

    3.22       3.86       3.51       3.37       3.76

Net investment income, net of reimbursements

    3.45       4.03       3.71       3.78       4.12

Portfolio turnover rate

    91       84       75       95       72

 

A 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

 

See accompanying notes

 

52


American Beacon Crescent Short Duration High Income FundSM

Federal Tax Information

December 31, 2020 (Unaudited)

 

 

Certain tax information regarding the Funds is required to be provided to shareholders based upon the Funds’ income and distributions for the taxable year ended January 31, 2020. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2019.

The Funds designated the following items with regard to distributions paid during the fiscal year ended January 31, 2020. All designations are based on financial information available as of this annual report and, accordingly, are subject to change. For each item, it is the intention of the Funds to designate the maximum amount permitted under the Internal Revenue Code of 1986, as amended, and the regulations there under.

Corporate Dividends-Received Deduction:

 

Crescent Short Duration High Income

    0.00

Qualified Dividend Income:

 

Crescent Short Duration High Income

    0.00

Long-Term Capital Gain Distributions:

 

Crescent Short Duration High Income

  $ -  

Short-Term Capital Gain Distributions:

 

Crescent Short Duration High Income

  $ -  

Shareholders will receive notification in January 2020 of the applicable tax information necessary to prepare their 2019 income tax returns.

 

 

53


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

The Trustees and officers of the American Beacon Funds (the “Trust”) are listed below, together with their principal occupations during the past five years. The address of each person listed below is 220 Las Colinas Boulevard East, Suite 1200, Irving, Texas 75039. Each Trustee oversees thirty-six funds in the fund complex that includes the Trust, the American Beacon Select Funds, the American Beacon Institutional Funds Trust, the American Beacon Sound Point Enhanced Income Fund, and the American Beacon Apollo Total Return Fund. The Trust’s Statement of Additional Information contains additional information about the Trustees and is available without charge by calling 1-800-658-5811.

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES   

Term

  
   Lifetime of Trust until removal, resignation or retirement*   
Gilbert G. Alvarado (50)    Trustee since 2015    President, SJVIIF, LLC, Impact Investment Fund (2018-Present); Director, Kura MD, Inc. (local telehealth organization) (2015-2017); Senior Vice President & CFO, Sierra Health Foundation (health conversion private foundation) (2006-Present); Senior Vice President & CFO, Sierra Health Foundation: Center for Health Program Management (California public benefit corporation) (2012-Present); Director, Innovative North State (2012-2015); Director, Sacramento Regional Technology Alliance (2011-2016); Director, Valley Healthcare Staffing (2017–2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).
Joseph B. Armes (57)    Trustee since 2015    Director, Switchback Energy Acquisition (2019-Present); Chairman & CEO, CSW Industrials f/k/a Capital Southwest Corporation (investment company) (2015-Present); Chairman of the Board of Capital Southwest Corporation, predecessor to CSW Industrials, Inc. (2014-2017) (investment company); CEO, Capital Southwest Corporation (2013-2015); President & CEO, JBA Investment Partners (family investment vehicle) (2010-Present); Director and Chair of Audit Committee, RSP Permian (oil and gas producer) (2013-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).
Gerard J. Arpey (61)    Trustee since 2012    Director, The Home Depot, Inc. (2015-Present); Partner, Emerald Creek Group (private equity firm) (2011-Present); Director, S.C. Johnson & Son, Inc. (privately held company) (2008-present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).
Brenda A. Cline (59)   

Trustee since 2004

Chair since 2019

Vice Chair 2018

   Chief Financial Officer, Treasurer and Secretary, Kimbell Art Foundation (1993-Present); Director, Tyler Technologies, Inc. (public sector software solutions company) (2014-Present); Director, Range Resources Corporation (oil and natural gas company) (2015-Present); Trustee, Cushing Closed-End and Open-End Funds (2017-Present); Trustee, American Beacon Select Funds (2004-Present); ; Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).

 

 

54


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES (CONT.)   

Term

  
   Lifetime of Trust until removal, resignation or retirement*   
Eugene J. Duffy (65)    Trustee since 2008    Managing Director, Global Investment Management Distribution, Mesirow Financial (2016-Present); Managing Director, Institutional Services, Intercontinental Real Estate Corporation (2014-Present); Trustee, American Beacon Select Funds (2008-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).
Claudia A. Holz (62)    Trustee since 2018    Partner, KPMG LLP (1990 – 2017); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).
Douglas A. Lindgren (58)    Trustee since 2018    CEO North America, Carne Global Financial Services (2016-2017); Consultant, Carne Financial Services (2017-2019); Managing Director, IPS Investment Management and Global Head, Content Management, UBS Wealth Management (2010-2016); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).
Barbara J. McKenna, CFA (56)    Trustee since 2012    President/Managing Principal, Longfellow Investment Management Company (2005-Present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018–Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present.
R. Gerald Turner (74)    Trustee since 2001    President, Southern Methodist University (1995-Present); Director, J.C. Penney Company, Inc. (1996-2019); Director, Kronus Worldwide Inc. (chemical manufacturing) (2003-Present); Trustee, American Beacon Select Funds (2001-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018 – Present); Trustee, American Beacon Apollo Total Return Fund (2018–Present).

 

 

55


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS   

Term

  
   One Year   
Gene L. Needles, Jr. (65)    President since 2009    President (2009-2018), CEO and Director (2009–Present), and Chairman (2018-Present), American Beacon Advisors, Inc., President (2015-2018), Director and CEO (2015–Present), and Chairman (2018-Present), Resolute Investment Holdings, LLC; President (2015-2018), Director and CEO (2015-Present), and Chairman (2018-Present),Resolute Topco, Inc.; President (2015-2018); Director, and CEO (2015-Present), and Chairman (2018-Present), Resolute Acquisition, Inc.; President (2015-2018), Director and CEO (2015-Present), Chairman (2018-Present), Resolute Investment Managers, Inc.; Director, Chairman, President and CEO, Resolute Investment Distributors (2017-Present); Director, Chairman, President and CEO; Resolute Investment Services, Inc. (2017-Present); President and CEO, Lighthouse Holdings Parent, Inc. (2009-2015); President, CEO and Director, Lighthouse Holdings, Inc. (2009-2015); Manager, President and CEO, American Private Equity Management, LLC (2012-Present); Director, Chairman, President and CEO, Alpha Quant Advisors, LLC (2016-Present); Director, ARK Investment Management LLC (2016-Present); Director, Shapiro Capital Management LLC (2017-Present); Director, Chairman and CEO, Continuous Capital, LLC (2018-Present); Director, Green Harvest Asset Management (2019-Present); Director, National Investment Services of America, LLC (2019 – Present); President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Director and President, American Beacon Cayman Transformational Innovation Company, LTD., (2017-2018); President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); President American Beacon Cayman TargetRisk Company, Ltd. (2018-Present);Member, Investment Advisory Committee, Employees Retirement System of Texas (2017-Present); Trustee, American Beacon NextShares Trust (2015-Present); President, American Beacon Select Funds (2009-Present); President, American Beacon Institutional Funds Trust (2017-Present); President, American Beacon Sound Point Enhanced Income Fund (2018-Present); President, American Beacon Apollo Total Return Fund (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present).
Rosemary K. Behan (60)   

VP, Secretary and

Chief Legal

Officer since 2006

   Vice President, Secretary and General Counsel, American Beacon Advisors, Inc. (2006-Present); Secretary, Resolute Investment Holdings, LLC (2015-Present); Secretary, Resolute Topco, Inc. (2015-Present); Secretary, Resolute Acquisition, Inc. (2015–Present); Vice President, Secretary and General Counsel, Resolute Investment Managers, Inc. (2015-Present); Secretary, Resolute Investment Distributors, Inc. (2017-Present); Vice President, Secretary and General Counsel, Resolute Investment Services, Inc. (2017-Present); Vice President and Secretary, Lighthouse Holdings Parent, Inc. (2008-2015); Vice President and Secretary, Lighthouse Holdings, Inc. (2008-2015); Secretary, American Private Equity Management, LLC (2008-Present); Secretary and General Counsel, Alpha Quant Advisors, LLC (2016-Present); Vice President and Secretary, Continuous Capital, LLC (2018-Present); Secretary, Green Harvest Asset Management (2019-Present); Secretary, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Secretary, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-2018); Secretary, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Secretary, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Select Funds (2006-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Legal Officer, Vice President and Secretary American Beacon Apollo Total Return Fund (2018-Present).

 

 

56


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Brian E. Brett (59)    VP since 2004    Senior Vice President, Head of Distribution (2012-Present), Vice President, Director of Sales (2004-2012), American Beacon Advisors, Inc.; Senior Vice President, Resolute Investment Managers, Inc. (2017-Present); Senior Vice President, Resolute Investment Distributors, Inc. (2018-Present), Senior Vice President, Resolute Investment Services, Inc. (2018-Present); Senior Vice President, Lighthouse Holdings Parent, Inc. (2008-2015); Senior Vice President, Lighthouse Holdings, Inc. (2008-2015); Vice President, American Beacon Select Funds (2004-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Paul B. Cavazos (50)    VP since 2016    Chief Investment Officer and Senior Vice President, American Beacon Advisors, Inc. (2016-Present); Chief Investment Officer, DTE Energy (2007-2016); Vice President, American Private Equity Management, L.L.C. (2017–Present); Vice President, American Beacon Select Funds (2016-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present);Vice President American Beacon Apollo Total Return Fund (2018-Present).
Erica Duncan (49)    VP Since 2011    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers (2018-Present); Vice President, Resolute Investment Services, Inc. (2018-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Melinda G. Heika (58)   

Principal Accounting Officer since 2017 and Treasurer since

2010

   Treasurer and CFO (2010-Present), American Beacon Advisors, Inc.; Treasurer, Resolute Topco, Inc. (2015-Present); Treasurer, Resolute Investment Holdings, LLC. (2015-Present); Treasurer, Resolute Acquisition, Inc. (2015-Present); Treasurer and CFO, Resolute Investment Managers, Inc. (2017-Present); Treasurer, Resolute Investment Distributors, Inc. (2017-2017); Treasurer and CFO, Resolute Investment Services, Inc. (2015-Present); Treasurer, Lighthouse Holdings Parent Inc., (2010-2015); Treasurer, Lighthouse Holdings, Inc. (2010-2015); Treasurer, American Private Equity Management, LLC (2012-Present); Treasurer and CFO, Alpha Quant Advisors, LLC (2016-Present); Treasurer and CFO, Continuous Capital, LLC (2018-Present); Treasurer, Green Harvest Asset Management (2019-Present); Treasurer, American Beacon Cayman Transformational Innovation, Ltd. (2017-2018); Treasurer, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Treasurer, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Treasurer, American Beacon Select Funds (2010-Present); Treasurer, American Beacon Institutional Funds Trust (2017-Present); Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Terri L. McKinney (56)    VP since 2010    Vice President (2009-Present), Managing Director (2003-2009), American Beacon Advisors, Inc.; Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services, Inc (2018-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Vice President, American Beacon Select Funds (2010-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).

 

 

57


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Jeffrey K. Ringdahl (44)    VP since 2010    Director (2015-Present), President (2018-Present), Chief Operating Officer (2010-Present), Senior Vice President (2013-2018), Vice President (2010-2013), American Beacon Advisors, Inc.; Director (2015-Present), President (2018-Present), Senior Vice Present (2015-2018), Resolute Investment Holdings, LLC; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Topco, Inc.; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Acquisition, Inc.; Director (2015-Present), President & COO (2018-Present), Senior Vice President (2015-2018), Resolute Investment Managers, Inc.; Director and Executive Vice President (2017-Present), Resolute Investment Distributors, Inc.; Director (2017-Present), President & COO (2018-Present), Executive Vice President (2017-2018), Resolute Investment Services, Inc.; Senior Vice President (2017-Present), Vice President (2012-2017), Manager (2015-Present), American Private Equity Management, LLC; Senior Vice President, Lighthouse Holdings Parent, Inc. (2013-2015); Senior Vice President, Lighthouse Holdings, Inc. (2013-2015); Trustee, American Beacon NextShares Trust (2015-Present); Director, Executive Vice President & COO, Alpha Quant Advisors, LLC (2016-Present); Director, Shapiro Capital Management, LLC (2017-Present); Director, Executive Vice President & COO, Continuous Capital, LLC (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present); Director, National Investment Services of America, LLC (2019-Present); Director and Vice President, American Beacon Cayman Transformational Innovation Company, Ltd., (2017-Present); Vice President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Vice President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Vice President, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Vice President, American Beacon Select Funds (2010-2018); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Samuel J. Silver (56)    VP Since 2011    Vice President (2011-Present), Chief Fixed Income Officer (2016-Present), American Beacon Advisors, Inc. (2011-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Christina E. Sears (48)   

Chief Compliance

Officer since 2004

and Asst. Secretary since 1999

   Vice President, American Beacon Advisors, Inc. (2019-Present); Chief Compliance Officer, American Beacon Advisors, Inc. (2004-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Distributors (2017-Present); Vice President, Resolute Investment Services, Inc. (2019-Present); Chief Compliance Officer, American Private Equity Management, LLC (2012-Present); Chief Compliance Officer (2016-2019) and Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Chief Compliance Officer (2004-Present) and Assistant Secretary (1999-Present), American Beacon Select Funds; Chief Compliance Officer and Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).

 

 

58


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Sonia L. Bates (63)   

Asst. Treasurer

since 2011

   Assistant Treasurer, American Beacon Advisors, Inc. (2011-2018); Assistant Treasurer, Lighthouse Holdings Parent Inc. (2011-2015); Assistant Treasurer, Lighthouse Holdings, Inc. (2011-2015); Assistant Treasurer, American Private Equity Management, LLC (2012-Present); Assistant Treasurer, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-Present); Assistant Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Assistant Treasurer, American Beacon Select Funds (2011-Present); Assistant Treasurer, American Beacon Institutional Funds Trust (2017-Present); Assistant Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Shelley D. Abrahams (45)    Assistant Secretary since 2008    Assistant Secretary, American Beacon Select Funds (2008-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present);
Rebecca L. Harris (53)    Assistant Secretary since 2010    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services (2015-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Assistant Secretary, American Beacon Select Funds (2010-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).
Teresa A. Oxford (61)    Assistant Secretary since 2015    Assistant Secretary, American Beacon Advisors, Inc. (2015-Present); Assistant Secretary, Resolute Investment Distributors (2018-Present); Assistant Secretary, Resolute Investment Services (2018-Present); Assistant Secretary, Alpha Quant Advisors, LLC (2016-Present); Assistant Secretary, American Beacon Select Funds (2015-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present); .
Peter A. Davidson (47)**   

Assistant Secretary

Since 2020

   Assistant Secretary, American Beacon Select Funds (2020-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2020-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2020-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2020-Present).

* As of 11/12/2014, the Board adopted a retirement plan that requires Trustees to retire no later than the last day of the calendar year in which they reach the age of 75.

** Mr. Davidson was elected at the March 3, 2020 meeting of the Board.

 

 

59


American Beacon FundsSM

Privacy Policy

January 31, 2020 (Unaudited)

 

 

The American Beacon Funds recognize and respect the privacy of our shareholders. We are providing this notice to you so you will understand how shareholder information may be collected and used.

We may collect nonpublic personal information about you from one or more of the following sources:

 

   

information we receive from you on applications or other forms;

 

   

information about your transactions with us or our service providers; and

 

   

information we receive from third parties.

We do not disclose any nonpublic personal information about our customers or former customers to anyone, except as permitted by law.

We restrict access to your nonpublic personal information to those employees or service providers who need to know that information to provide products or services to you. To ensure the confidentiality of your nonpublic personal information, we maintain safeguards that comply with federal standards.

 

 

60


LOGO

 

 

 

Delivery of Documents

eDelivery is NOW AVAILABLE - Stop traditional mail delivery and receive your

shareholder reports and summary prospectus on-line. Sign up at

www.americanbeaconfunds.com

If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.

To obtain more information about the Fund:

 

LOGO   LOGO
 
By E-mail:   On the Internet:
american_beacon.funds@ambeacon.com   Visit our website at www.americanbeaconfunds.com
   
     
 

LOGO

By Telephone:

Call (800) 658-5811

 

LOGO

By Mail:

American Beacon Funds

P.O. Box 219643

Kansas City, MO 64121-9643

   
     
Availability of Quarterly Portfolio Schedules   Availability of Proxy Voting Policy and Records
 
In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-PORT as of the end of each fiscal quarters. The Fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov. The Forms N-PORT may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately sixty days after the end of each quarter.  

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended June 30 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009.

Fund Service Providers:

 

CUSTODIAN

State Street Bank and Trust Company

Boston, Massachusetts

   

TRANSFER AGENT

DST Asset Manager Solutions, Inc.

Quincy, Massachusetts

   

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP

Boston, Massachusetts

   

DISTRIBUTOR

Resolute Investment Distributors, Inc.

Irving, Texas

This report is prepared for shareholders of the American Beacon Funds and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.

 

American Beacon Funds and American Beacon Crescent Short Duration High Income Fund are service marks of American Beacon Advisors, Inc.

AR 01/20


LOGO


About American Beacon Advisors

 

Since 1986, American Beacon Advisors, Inc. has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.

Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.

FRONTIER MARKETS INCOME FUND

Investing in foreign, emerging and frontier market securities may involve heightened risk due to currency fluctuations and economic and political risks. Investing in derivative instruments involves liquidity, credit, interest rate and market risks. The use of fixed-income securities entails interest rate and credit risks. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

GLG TOTAL RETURN FUND

Investing in foreign and emerging market securities may involve heightened risk due to currency fluctuations and economic and political risks. Investing in derivative instruments involves liquidity, credit, interest rate and market risks. The use of fixed-income securities entails interest rate and credit risks. Because the Fund may invest in fewer issuers than a more diversified portfolio, the fluctuating value of a single holding may have a greater effect on the value of the Fund. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.

Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and each Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions, and, therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.

 

American Beacon Funds

January 31, 2020


Contents

 

 

President’s Message

    1  

Market and Performance Overviews

    2  

Expense Examples

    9  

Report of Independent Registered Public Accounting Firm

    11  

Schedules of Investments:

 

American Beacon Frontier Markets Income Fund

    12  

American Beacon GLG Total Return Fund

    26  

Financial Statements

    29  

Notes to Financial Statements

    33  

Financial Highlights:

 

American Beacon Frontier Markets Income Fund

    65  

American Beacon GLG Total Return Fund

    70  

Federal Tax Information

    76  

Trustees and Officers of the American Beacon Funds

    77  

Privacy Policy

    84  

Additional Fund Information

    Back Cover  


President’s Message

 

 

LOGO  

Dear Shareholders,

 

During the 12 months of this reporting period, news reports highlighted multiple disruptive headwinds in the global economy; among them the U.S. trade war with China and its toll on the global economy, Brexit, disruptions in the Middle East and protests in Hong Kong. And although the headlines seemed to be just starting during the period addressed in this report, it’s now undeniable that the global spread of the COVID-19 virus is having an overwhelming effect on the world’s markets, the full impact of which is unknown at this time.

 

As Peter L. Bernstein said in his treatise on risk, Against the Gods: The Remarkable Story of Risk, published by John Wiley & Sons, Inc. in September 1998, “Volatility is a proxy for uncertainty and must be accommodated in measuring investment risk.”

 

During times of economic uncertainty and market volatility, fear of loss can be a powerful emotion – one that drives many investors to making short-term decisions subject to a variety of potential error-leading biases. Unfortunately, some short-term investment decisions may create more volatility rather than mitigate it.

Instead of dwelling on the markets’ short-term reaction to waves of negative global news, we encourage investors to focus on the horizon instead. Long-term investing isn’t about identifying and anticipating the next big market move, it is about identifying the right investment products for riding out those moves. As a long-term investor, you should keep in mind the three Ds: direction, discipline and diversification.

 

u  

Direction: Achieving your long-term financial goals requires an individualized plan of action. You may want your plan to provide some measure of protection against periods of geopolitical turmoil, economic uncertainty, market volatility and job insecurity. Your plan should be reviewed annually and be adjusted in the event your long-range needs change.

 

u  

Discipline: Long-term, systematic participation in an investment portfolio requires your resolution to stay the course. Spending time in the market – rather than trying to time the market – may place you in a better position to reach your long-term financial goals.

 

u  

Diversification: By investing in different investment styles and asset classes, you may be able to help mitigate financial risks across your investment portfolio. By allocating your investment portfolio according to your risk-tolerance level, you may be better positioned to weather storms and achieve your long-term financial goals.

Since 1986, American Beacon has endeavored to provide investors with a disciplined approach to realizing long-term financial goals. As a manager of managers, we strive to provide investment products that may enable investors to participate during market upswings while potentially insulating against market downswings.

Many of the sub-advisors to our mutual funds pursue upside capture and/or downside protection using proprietary strategies. The investment teams behind our mutual funds seek to produce consistent, long-term results rather than focus only on short-term movements in the markets. In managing our investment products, we emphasize identifying opportunities that offer the potential for long-term rewards.

Our management approach is more than a concept; it’s the cornerstone of our culture. And we strive to apply it at every turn as we seek to provide a well-diversified line of investment solutions to help our shareholders seek long-term rewards while mitigating volatility and risk.

Thank you for your continued interest in American Beacon. For additional information about our investment products or to access your account information, please visit our website at www.americanbeaconfunds.com.

Best Regards,

 

LOGO

Gene L. Needles, Jr.

President

American Beacon Funds

 

 

1


Global Fixed-Income Market Overview

January 31, 2020 (Unaudited)

 

 

During the 12-month period ended January 31, 2020, hard currency sovereign bonds (as represented by JPMorgan Emerging Market Bond Index-Global Diversified) returned 11.9% and local currency bonds (as represented by JPMorgan Government Bond Index-Emerging Markets Global Diversified) returned 6.2%.

The key driver of strong performance during the period was the decline in yields in developed-market countries, particularly U.S. Treasuries. Lower yields, accompanied by a dovish shift among the primary central banks, reflected lingering concerns for the global economy as trade disputes, Brexit concerns and protests in Hong Kong and other countries weighed on sentiment.

While a defensive economic outlook may lead to caution among investors, the breadth of accommodation among central banks, including a notable expansion in the U.S. money supply, spurred confidence and encouraged investors to search for higher yields in emerging and frontier market countries. However, given the volatility throughout the period, investors preferred hard currency over local currency issues. The dovish tilt by central banks was mirrored by their emerging-market counterparts. Turkey, Egypt, Ukraine, Brazil and Russia cut interest rates reflecting declining inflation rates and stable currencies. In countries such as China, Indonesia and the Philippines, there were sizeable reductions in required reserve ratios.

Interest rates declined globally with little regard for country fundamentals, such as debt balances, fiscal policy, political stability or other comparable metrics. At the extreme, however, were countries such as Argentina, Lebanon, Ecuador, Zambia and Suriname, which were avoided by investors as they dealt with severe internal conflict.

Returns for the period were strong but ended on a weak note in January 2020 as headlines around the COVID-19 virus outbreak caused investors to reconsider their risk appetite. Lofty valuations in many countries were challenged by the uncertainty, which led to increased volatility as the year began.

 

 

2


American Beacon Frontier Markets Income FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

The Investor Class of the American Beacon Frontier Markets Income Fund (the “Fund”) returned 10.71% for the 12-month period ending January 31, 2020. The Fund underperformed the JPMorgan EMBI Global Diversified Index (hard currency) (the “Index”) return of 11.85% for the period. For additional comparison, the JPMorgan GBI-EM Global Diversified Index (local currency) returned 6.22%.

Comparison of Change in Value of a $10,000 Investment for the period from 2/25/2014 through 1/31/2020

 

LOGO

 

Total Returns for the Period ended January 31, 2020

 

    

Ticker

  

1 Year

  

3 Years

  

5 Years

  

Since Inception
(02/25/2014)

  

Value of $10,000

02/25/2014-

1/31/2020

Institutional Class (1,3)

   AGEIX        11.00 %        8.19 %        6.48 %        5.92 %      $ 14,066

Y Class (1,3)

   AGEYX        10.95 %        8.12 %        6.35 %        5.83 %      $ 13,996

Investor Class (1,3)

   AGEPX        10.71 %        7.86 %        6.11 %        5.56 %      $ 13,787

A without Sales Charge (1,3)

   AGUAX        10.77 %        7.76 %        6.06 %        5.51 %      $ 13,747

A with Sales Charge (1,3)

   AGUAX        5.53 %        6.02 %        5.04 %        4.65 %      $ 13,092

C without Sales Charge (1,3)

   AGECX        9.94 %        7.03 %        5.31 %        4.74 %      $ 13,160

C with Sales Charge (1,3)

   AGECX        8.94 %        7.03 %        5.31 %        4.74 %      $ 13,160
                           

JPMorgan EMBI Global Diversified Index (2)

          11.85 %        6.71 %        6.36 %        6.51 %      $ 14,535

 

1.

Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please call 1-800-967-9009 or visit www.americanbeaconfunds.com. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. Performance prior to waiving fees was lower than actual returns shown for periods when fee waivers were in place for each Class. A portion of fees charged to the Institutional Class of the Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017 and 2018, and partially recovered in 2019. A portion of fees charged to the Investor Class of the Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017, and partially recovered in 2018. A portion of fees charged to the Y Class of the Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017, and partially recovered in 2019. A portion of fees charged to

 

 

3


American Beacon Frontier Markets Income FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

  the A Class of the Fund was waived from Fund inception through 2015, partially recovered in 2016, waived in 2017, and partially recovered in 2018 and 2019. A portion of fees charged to the C Class of the Fund was waived from Fund inception through 2017 and was partially recovered in 2018 and 2019. A Class shares have a maximum sales charge of 4.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

 

2.

The JPMorgan EMBI Global Diversified Index is an emerging market debt benchmark that tracks dollar-denominated bonds issued by frontier and emerging market governments. One cannot directly invest in an index.

 

3.

The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A and C Class shares were 1.19%, 1.28%, 1.51%, 1.52% and 2.27%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

The Fund ended the period with approximately 48% of its investments denominated in local currency bonds, which was the primary source of underperformance relative to the Index. Given the periodic volatility throughout the year, investors preferred the security of hard currency bonds while seeking higher yields available in frontier countries. The Fund actively allocates between hard and local currency as opportunities arise, whereas the Index includes only hard-currency issues. Returns within the frontier market countries were broadly consistent with those of the emerging market countries in the Index.

Markets began on a positive footing until concerns over the economic picture in Argentina and elections in Turkey and South Africa caused uncertainty. However, sentiment was boosted by increasingly supportive central banks, particularly as the U.S. Federal Reserve cut rates three times during the period. Escalating trade tensions between the U.S. and China also shook markets for most of the period. Nevertheless, in December 2019, U.S. and China signed a ‘phase-one’ trade deal and announced a partial backtrack on certain tariffs, which fueled hopes of a potential resolution to the 18-month trade war. As a result, December was one of the best months of 2019 for emerging market debt. As markets entered 2020, the optimism garnered from the improving global trade environment quickly reversed as the sudden rise of coronavirus in China dominated headlines causing investors to reduce risk exposure.

Within frontier market debt, after struggling during the first half of the period, Mozambique recovered somewhat as it obtained consent from bondholders to restructure its Eurobonds to reduce its debt burden. In Ukraine, President Volodymyr Zelensky’s Servant of the People Party won legislative elections giving him a full mandate to implement his agenda including a potential new International Monetary Fund loan agreement and other reform efforts. Elsewhere, citing weaker global economic activity and a moderation in domestic inflationary pressures, the Central Bank of Egypt continued with its accommodative monetary policy, slashing both the overnight deposit rate and lending rates. The Egyptian government also successfully issued U.S. $2 billion across 4-year, 12-year and 40-year bond tranches – its third issuance in global markets in 2019.

The Fund’s sub-advisors continue to utilize both top-down and bottom-up inputs to identify the best relative opportunities across the evolving frontier market spectrum to benefit performance over the long term.

 

Top Ten Holdings (% Net Assets)

 

Kenya Infrastructure Bond, 12.500%, Due 1/10/2033, Series 15YR           1.9  
Zambia Government International Bond, 8.970%, Due 7/30/2027           1.5  
Dominican Republic International Bond, 8.900%, Due 2/15/2023           1.3  
Angolan Government International Bond, 9.500%, Due 11/12/2025           1.2  
Mozambique International Bond, 5.000%, Due 9/15/2031           1.2  
Senegal Government International Bond, 4.750%, Due 3/13/2028           1.2  
El Salvador Government International Bond, 6.375%, Due 1/18/2027           1.0  
Iraq International Bond, 6.752%, Due 3/9/2023           1.0  
Ivory Coast Government International Bond, 5.250%, Due 3/22/2030           1.0  
Pakistan Treasury Bills, 21.190%, Due 1/14/2021           1.0  
Total Fund Holdings      248       
       

 

 

4


American Beacon Frontier Markets Income FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

Top Ten Country Weightings (% Investments)

 

Egypt           7.3  
Nigeria           6.5  
Ghana           4.9  
Kenya           4.8  
Pakistan           4.5  
Ukraine           4.5  
Ivory Coast           4.4  
Dominican Republic           3.8  
Angola           3.5  
Costa Rica           3.5  
       
Sector Allocation (% Investments)

 

Foreign Sovereign Obligations           83.2  
Credit-Linked Notes           9.0  
Financial           3.3  
Industrial           1.6  
Energy           1.0  
Consumer, Non-Cyclical           0.8  
Basic Materials           0.6  
Communications           0.4  
Utilities           0.1  
       

 

 

5


American Beacon Frontier Markets Income FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

Country Allocation (% Investments)   
Egypt      7.3  
Nigeria      6.5  
Ghana      4.9  
Kenya      4.8  
Pakistan      4.5  
Ukraine      4.5  
Ivory Coast      4.4  
Dominican Republic      3.8  
Angola      3.5  
Costa Rica      3.5  
Ecuador      3.4  
Zambia      3.3  
Senegal      2.9  
Mozambique      2.8  
Belarus      2.5  
Supranational      2.4  
Uganda      2.4  
Argentina      2.3  
Iraq      2.3  
El Salvador      2.2  
Sri Lanka      2.2  
Gabon      1.8  
Kazakhstan      1.6  
Mongolia      1.4  
Georgia      1.2  
Netherlands      1.2  
Armenia      0.9  
Cameroon      0.9  
Congo      0.9  
Rwanda      0.9  
Tajikistan      0.9  
Tunisia      0.9  
Belize      0.8  
Benin      0.8  
Nicaragua      0.8  
Kyrgyzstan      0.7  
United Kingdom      0.7  
Uruguay      0.7  
Ethiopia      0.6  
Papua New Guinea      0.6  
Azerbaijan      0.5  
Bahrain      0.4  
Barbados      0.4  
Laos      0.4  
Montenegro      0.4  
Paraguay      0.4  
Spain      0.4  
South Africa      0.4  
Lebanon      0.3  
Malawi      0.3  
Suriname      0.3  
Uzbekistan      0.3  
Gambia      0.2  
Honduras      0.2  
Luxembourg      0.2  
Singapore      0.1  
United Republic of Tanzania      0.1  

 

 

6


American Beacon GLG Total Return FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

The Investor Class of the American Beacon GLG Total Return Fund (the “Fund”) returned -1.10% for the 12-month period ended January 31, 2020. The Fund underperformed the ICE BofA 3-Month U.S. Dollar LIBOR Constant Maturity Index (the “Index”) return of 2.54% for the same period. For additional comparison, the JPMorgan EMBI Global Index (hard currency) returned 11.48%, and the JPMorgan GBI-EM Global Diversified Index (local currency) returned 11.85%.

Comparison of Change in Value of a $10,000 Investment for the period from 5/20/2016 through 1/31/2020

 

LOGO

 

Total Returns for the Period ended January 31, 2020

 

    

Ticker

  

1 Year

 

3 Year

 

Since Inception
(05/20/2016)

 

Value of $10,000

05/20/2016-

1/31/2020

Institutional Class (1,3)

   GLGIX        (0.79 )%       (0.32 )%       1.82 %     $ 10,692

Y Class (1,3)

   GLGYX        (0.89 )%       (0.50 )%       1.65 %     $ 10,624

Investor Class (1,3)

   GLGPX        (1.10 )%       (0.73 )%       1.41 %     $ 10,531

A without Sales Charge (1,3)

   GLGAX        (1.10 )%       (0.76 )%       1.38 %     $ 10,520

A Class with Sales Charge (1,3)

   GLGAX        (5.79 )%       (2.36 )%       0.05 %     $ 10,019

C without Sales Charge (1,3)

   GLGCX        (1.92 )%       (1.49 )%       0.62 %     $ 10,233

C Class with Sales Charge (1,3)

   GLGCX        (2.92 )%       (1.49 )%       0.62 %     $ 10,233

Ultra Class (1,3)

   GLGUX        (0.69 )%       (0.26 )%       1.87 %     $ 10,710
                   

ICE BofA 3-Month U.S. Dollar LIBOR Constant Maturity Index (2)

          2.54 %       1.97 %       1.73 %     $ 10,656

JPMorgan EMBI Global Index (2)

          11.48 %       6.17 %       6.30 %     $ 12,538

 

1.

Performance shown is historical and is not indicative of future returns. Investment returns and principal value will vary, and shares may be worth more or less at redemption than at original purchase. Performance shown is calculated based on the published end of day net asset values as of the date indicated, and current performance may be lower or higher than the performance data quoted. To obtain performance as of the most recent month end, please visit www.americanbeaconfunds.com or call 1-800-967-9009. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights. A portion of fees charged to the Institutional, A and C Classes of the Fund was waived from Fund inception through 2017 and partially recovered in 2018 and 2019. Performance prior to waiving fees was lower than actual returns shown through 2017. A portion of fees charged to the Investor and Ultra Classes of the Fund has been waived since Fund inception. Performance prior to waiving fees was lower than actual

 

 

7


American Beacon GLG Total Return FundSM

Performance Overview

January 31, 2020 (Unaudited)

 

 

  returns shown since inception. A portion of fees charged to the Y Class of the Fund was waived from Fund inception through 2018 and partially recovered in 2019. Performance prior to waiving fees was lower than actual returns shown through 2018. A Class shares have a maximum sales charge of 4.75%. The maximum contingent deferred sales charge for the C Class is 1.00% for shares redeemed within one year of the date of purchase.

 

2.

The ICE BofA U.S. Dollar 3-Month LIBOR Constant Maturity Index represents the London Interbank Offered Rate (LIBOR) with a constant 3-month average maturity. LIBOR is a composite of the rates of interest at which banks borrow from one another in the London market, and it is a widely used benchmark for short-term interest rates. The JPMorgan EMBI Global Index is an emerging market debt benchmark that tracks dollar-denominated bonds issued by emerging market governments. One cannot directly invest in an index.

 

3.

The Total Annual Fund Operating Expense ratios set forth in the most recent Fund prospectus for the Institutional, Y, Investor, A, C and Ultra Class shares were 1.03%, 1.05%, 1.80%, 1.31%, 2.06% and 1.05%, respectively. The expense ratios above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

Emerging market debt rebounded during the period as the Fed and other central banks embraced accommodative monetary policy given global economic and political uncertainties. The support gave investors confidence to return to investments they fled during the volatile fourth quarter of 2018. Strong investor demand and slowing global economies led interest rates to decline in many countries generating attractive returns among the bond indexes. Hard currency bonds outperformed local currency issues for much of the period, reflecting a desire among investors to earn higher yield within the safety of hard currencies. Additionally, accommodation among central banks gave emerging market countries flexibility to lower their own interest rates, which put pressure on currencies.

The Fund, however, maintained its defensive posture toward the credit and currency markets based on deteriorating fundamentals, expensive valuations, crowded investor positioning and other macroeconomic inputs. While the recent central bank action has supported the markets, the Fund’s sub-advisor anticipates that the ultimate removal of excess liquidity will cause investors to pull assets from the risky investments they sought during the era of easy money. The conditions that favored emerging markets debt for so long are expected to gradually change.

During the period, the Fund was short a variety of local currencies including the Brazilian peso, Indonesian rupiah, Colombian peso and South African rand. The Fund was also short credit exposure to countries including Brazil, Colombia, Indonesia, South Africa, Lebanon and Russia, among others, as spreads became too narrow.

The Fund sought to invest selectively in opportunities to generate income while maintaining a highly defensive posture. The Fund’s weighted average duration continued to remain near zero during the period as well.

 

Top Ten Holdings (% Net Assets)*

 

U.S. Treasury Bills, 1.560%, Due 6/4/2020           47.7  
U.S. Treasury Bills, 1.565%, Due 6/18/2020           44.8  
U.S. Treasury Bills, 1.506%, Due 6/11/2020           2.3  
U.S. Treasury Bills, 1.545%, Due 7/9/2020           0.3  
Total Fund Holdings      4       

 

*

The table excludes investments in currencies, money market funds and derivatives.

  
Sector Exposures (% Net Assets)(1)

 

U.S. Treasury Obligations      95.1  
Country Allocation (% Investments)(1)

 

United States      100.0  

 

1.

This table does not include derivative instruments.

 

 

8


American Beacon FundsSM

Expense Examples

January 31, 2020 (Unaudited)

 

 

Fund Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (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 invested at the beginning of the period in each Class and held for the entire period from August 1, 2019 through January 31, 2020.

Actual Expenses

The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = $8.60), then multiply the result by the “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Shareholders of the Investor and Institutional Classes that invest in the Fund through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

Hypothetical Example for Comparison Purposes

The “Hypothetical” lines of the tables provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. Shareholders of the Investor and Institutional Classes that invest in the Funds through an IRA or Roth IRA may be subject to a custodial IRA fee of $15 that is typically deducted each December. If your account was subject to a custodial IRA fee during the period, your costs would have been $15 higher.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Fund, such as sales charges (loads) or redemption fees, as applicable. Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the tables are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.

 

 

9


American Beacon FundsSM

Expense Examples

January 31, 2020 (Unaudited)

 

 

American Beacon Frontier Markets Income Fund

 

    Beginning Account Value
8/1/2019
  Ending Account Value
1/31/2020
  Expenses Paid During
Period
8/1/2019-1/31/2020*
R5 Class            
Actual       $1,000.00       $1,040.90       $5.97
Hypothetical**       $1,000.00       $1,019.36       $5.90
Y Class            
Actual       $1,000.00       $1,039.60       $6.37
Hypothetical**       $1,000.00       $1,018.96       $6.31
Investor Class            
Actual       $1,000.00       $1,039.60       $7.45
Hypothetical**       $1,000.00       $1,017.90       $7.38
A Class            
Actual       $1,000.00       $1,038.90       $8.07
Hypothetical**       $1,000.00       $1,017.29       $7.98
C Class            
Actual       $1,000.00       $1,035.80       $11.49
Hypothetical**       $1,000.00       $1,013.91       $11.37

 

*

Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 1.16%, 1.24%, 1.45%, 1.57%, and 2.24% for the Institutional, Y, Investor, A, and C Classes, respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (184) by days in the year (365) to reflect the half-year period.

**

5% return before expenses.

 

American Beacon GLG Total Return Fund

    Beginning Account Value
8/1/2019
  Ending Account Value
1/31/2020
  Expenses Paid During
Period
8/1/2019-1/31/2020*
Institutional Class            
Actual       $1,000.00       $997.00       $5.69
Hypothetical**       $1,000.00       $1,019.51       $5.75
Y Class            
Actual       $1,000.00       $995.00       $6.94
Hypothetical**       $1,000.00       $1,018.25       $7.02
Investor Class            
Actual       $1,000.00       $996.00       $7.35
Hypothetical**       $1,000.00       $1,017.85       $7.43
A Class            
Actual       $1,000.00       $996.00       $7.45
Hypothetical**       $1,000.00       $1,017.75       $7.53
C Class            
Actual       $1,000.00       $991.80       $11.20
Hypothetical**       $1,000.00       $1,013.96       $11.32
Ultra Class            
Actual       $1,000.00       $998.00       $4.99
Hypothetical**       $1,000.00       $1,020.22       $5.04

 

*

Expenses are equal to the Fund’s annualized expense ratios for the six-month period of 1.13%, 1.38%, 1.46%, 1.48%, 2.23%, and 0.99% for the Institutional, Y, Investor, A, C, and Ultra Classes, respectively, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (184) by days in the year (365) to reflect the half-year period.

**

5% return before expenses.

 

 

10


American Beacon FundsSM

Report of Independent Registered Public Accounting Firm

 

 

To the Board of Trustees of American Beacon Funds and the Shareholders of American Beacon Frontier Markets Income Fund and American Beacon GLG Total Return Fund

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of American Beacon Frontier Markets Income Fund and American Beacon GLG Total Return Fund (two of the series constituting American Beacon Funds, referred to hereafter as the “Funds”) as of January 31, 2020, the related statements of operations for the year ended January 31, 2020, the statements of changes in net assets for each of the two years in the period ended January 31, 2020, including the related notes, and the financial highlights for each of the periods indicated in the table below (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of January 31, 2020, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended January 31, 2020 and each of the financial highlights for each of the periods indicated in the table below, in conformity with accounting principles generally accepted in the United States of America.

 

Fund Name

  

Financial Highlights

American Beacon Frontier Markets Income Fund    For each of the five years in the period ended January 31, 2020
American Beacon GLG Total Return Fund    For the years ended January 31, 2020, 2019 and 2018, and the period from May 20, 2016 (commencement of operations) through January 31, 2017

The financial statements of American Beacon Frontier Markets Income Fund as of and for the year ended January 31, 2016 and the financial highlights for each of the periods ended on or prior to January 31, 2016 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated March 31, 2016 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinions

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 conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

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 January 31, 2020 by correspondence with the custodian, transfer agent 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.

PricewaterhouseCoopers LLP

Dallas, TX

March 30, 2020

We have served as the auditor of one or more investment companies in the American Beacon family of funds since 2016.

 

 

11


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Angola - 3.21%            
Credit-Linked Notes - 0.16%            
Republic of Angola (Issuer Aurora Australis B.V.), 8.143%, Due 12/19/2023, (6-mo. USD LIBOR + 6.250%)A B     $ 750,000         $ 754,575
           

 

 

 
           
Foreign Sovereign Obligations - 3.05%            
Angolan Government International Bond,            

9.500%, Due 11/12/2025B

      4,950,000           5,765,136

8.250%, Due 5/9/2028B

      3,530,000           3,801,775

8.000%, Due 11/26/2029, Series 144AC

      3,360,000           3,551,587

9.375%, Due 5/8/2048B

      985,000           1,066,921
           

 

 

 

Total Foreign Sovereign Obligations

              14,185,419
           

 

 

 
           

Total Angola (Cost $13,842,854)

              14,939,994
           

 

 

 
           
Argentina - 2.06%            
Foreign Sovereign Obligations - 2.06%            
Argentina Bonar Bonds,            

42.524%, Due 3/1/2020, (BADLARP Index + 3.250%)A

    ARS 4,500,000           66,644

38.154%, Due 4/3/2022, (BADLARP Index + 2.000%)A

    ARS 92,100,000           969,556
Argentine Republic Government International Bond,            

5.000%, Due 1/15/2027B

    EUR 3,070,000           1,421,497

5.875%, Due 1/11/2028

      7,100,000           3,106,250
Argentinga Treasury Bills,            

3.685%, Due 5/28/2020

    ARS         186,685,000           2,604,618

0.459%, Due 10/29/2020

    ARS 61,897,641           664,790
Provincia de Buenos Aires,            

43.104%, Due 5/31/2022, (BADLARP Index + 3.830%)A

      ARS35,000,000           330,472

39.294%, Due 4/12/2025, (BADLARP Index + 3.750%)A B C

    ARS 51,500,000           444,456
           

 

 

 

Total Foreign Sovereign Obligations

              9,608,283
           

 

 

 
           

Total Argentina (Cost $18,147,689)

              9,608,283
           

 

 

 
           
Armenia - 0.78%            
Foreign Sovereign Obligations - 0.78%            
Republic of Armenia International Bond,            

7.150%, Due 3/26/2025B

      2,540,000           3,000,400

3.950%, Due 9/26/2029, Series 144AC

      620,000           626,029
           

 

 

 

Total Foreign Sovereign Obligations

              3,626,429
           

 

 

 
           

Total Armenia (Cost $3,427,487)

              3,626,429
           

 

 

 
           
Azerbaijan - 0.43% (Cost $2,000,000)            
Credit-Linked Notes - 0.43%            
Republic of Azerbaijan (Issuer Frontera Capital B.V.), 14.000%, Due 3/30/2020, Series BC D       2,000,000           2,004,000
           

 

 

 
           
Bahrain - 0.37%            
Foreign Corporate Obligations - 0.37%            
Oil and Gas Holding Co. BSCC,            

7.625%, Due 11/7/2024B

      400,000           468,050

7.625%, Due 11/7/2024, Series 144AC

      1,075,000           1,257,883
           

 

 

 

Total Foreign Corporate Obligations

              1,725,933
           

 

 

 
           

Total Bahrain (Cost $1,580,198)

              1,725,933
           

 

 

 
           
Barbados - 0.38%            
Foreign Corporate Obligations - 0.06%            
Sagicor Finance Ltd., 8.875%, Due 8/11/2022B       279,000           288,765
           

 

 

 
           
Foreign Sovereign Obligations - 0.32%            
Barbados Government International Bond, 6.500%, Due 10/1/2029, Series 144AC       1,469,100           1,478,282
           

 

 

 
           

Total Barbados (Cost $1,741,185)

              1,767,047
           

 

 

 
           

 

See accompanying notes

 

12


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Belarus - 2.28%            
Foreign Sovereign Obligations - 2.28%            
Development Bank of the Republic of Belarus JSC,            

12.000%, Due 5/15/2022B

    BYN 3,100,000         $ 1,456,917

12.000%, Due 5/15/2022, Series 144AC

    BYN 2,432,000           1,142,975

6.750%, Due 5/2/2024B

    $ 1,400,000           1,488,452

6.750%, Due 5/2/2024, Series 144AC

      2,030,000           2,158,255
Republic of Belarus International Bond,            

6.875%, Due 2/28/2023B

      1,710,000           1,842,012

7.625%, Due 6/29/2027B

      997,000           1,150,608

6.200%, Due 2/28/2030B

      1,250,000           1,361,025
           

 

 

 

Total Foreign Sovereign Obligations

              10,600,244
           

 

 

 
           

Total Belarus (Cost $10,269,984)

              10,600,244
           

 

 

 
           
Belize - 0.71% (Cost $3,362,391)            
Foreign Sovereign Obligations - 0.71%            
Belize Government International Bond, 4.938%, Due 2/20/2034B E       5,288,500           3,292,091
           

 

 

 
           
Benin - 0.73% (Cost $3,395,770)            
Foreign Sovereign Obligations - 0.73%            
Benin Government International Bond, 5.750%, Due 3/26/2026B     EUR 2,988,000           3,422,534
           

 

 

 
           
Bosnia & Herzegovina - 0.02% (Cost $122,990)            
Foreign Sovereign Obligations - 0.02%            
Bosnia & Herzegovina Government International Bond, 0.438%, Due 12/20/2021,
Series B, (6-mo. EUR LIBOR + 0.813%)A B F
    EUR 187,030           94,029
           

 

 

 
           
Cameroon, United Republic Of - 0.78% (Cost $3,409,817)            
Foreign Sovereign Obligations - 0.78%            
Republic of Cameroon International Bond, 9.500%, Due 11/19/2025B       3,200,000           3,642,189
           

 

 

 
           
Congo - 0.77% (Cost $3,592,996)            
Foreign Corporate Obligations - 0.77%            
HTA Group Ltd., 9.125%, Due 3/8/2022B       3,500,000           3,597,545
           

 

 

 
           
Costa Rica - 3.19%            
Foreign Corporate Obligations - 0.36%            
Autopistas del Sol S.A., 7.375%, Due 12/30/2030B       1,637,152           1,692,406
           

 

 

 
           
Foreign Sovereign Obligations - 2.83%            
Costa Rica Government International Bond,            

8.050%, Due 9/18/2024B

    CRC     2,250,000,000           4,088,120

9.660%, Due 9/30/2026B

    CRC 2,250,000,000           4,345,748

9.200%, Due 2/21/2029B

      2,500,000           3,000,000

10.580%, Due 9/26/2029B

    CRC 800,000,000           1,567,040

10.350%, Due 6/19/2030B

    CRC 81,500,000           157,759
           

 

 

 

Total Foreign Sovereign Obligations

              13,158,667
           

 

 

 
           

Total Costa Rica (Cost $13,221,734)

              14,851,073
           

 

 

 
           
Dominican Republic - 3.44%            
Foreign Sovereign Obligations - 3.44%            
Dominican Republic Bond,            

10.500%, Due 4/7/2023B

    DOP 57,000,000           1,096,391

10.750%, Due 8/11/2028B

    DOP 30,000,000           581,074
Dominican Republic International Bond,            

8.900%, Due 2/15/2023B

    DOP     315,700,000           5,900,136

11.500%, Due 5/10/2024B

    DOP 200,000,000           3,991,629

9.750%, Due 6/5/2026B

    DOP 76,450,000           1,456,224

9.750%, Due 6/5/2026, Series 144AC

    DOP 157,000,000           2,990,546
           

 

 

 

Total Foreign Sovereign Obligations

              16,016,000
           

 

 

 
           

Total Dominican Republic (Cost $17,385,888)

              16,016,000
           

 

 

 

 

See accompanying notes

 

13


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Ecuador - 3.08%            
Foreign Sovereign Obligations - 3.08%            
Ecuador Government International Bond,            

10.500%, Due 3/24/2020B

    $ 517,000         $ 517,000

10.750%, Due 3/28/2022B

      770,000           762,300

8.750%, Due 6/2/2023B

      1,200,000           1,119,000

7.950%, Due 6/20/2024B

      1,000,000           880,000

7.875%, Due 3/27/2025, Series 144AC

      1,500,000           1,282,500

9.650%, Due 12/13/2026B

      3,170,000           2,813,375

9.625%, Due 6/2/2027B

      500,000           440,000

8.875%, Due 10/23/2027B

      2,850,000           2,411,812

7.875%, Due 1/23/2028B

      2,345,000           1,905,336

10.750%, Due 1/31/2029B

      450,000           408,375

9.500%, Due 3/27/2030B

      600,000           514,500

9.500%, Due 3/27/2030, Series 144AC

      1,500,000           1,286,250
           

 

 

 

Total Foreign Sovereign Obligations

              14,340,448
           

 

 

 
           

Total Ecuador (Cost $15,961,726)

              14,340,448
           

 

 

 
           
Egypt - 6.59%            
Foreign Sovereign Obligations - 6.59%            
Egypt Government Bond,            

16.000%, Due 6/11/2022, Series 3YR

    EGP      30,200,000           1,980,546

16.300%, Due 1/1/2023, Series 10YR

    EGP 39,300,000           2,633,214

16.300%, Due 4/9/2024, Series 5YR

    EGP 13,990,000           952,786

15.900%, Due 9/9/2024, Series 10YR

    EGP 5,280,000           357,093

17.180%, Due 5/9/2027, Series 10YR

    EGP 14,500,000           1,054,747

15.700%, Due 11/7/2027, Series 10YR

    EGP 10,000,000           687,528

13.564%, Due 1/14/2030, Series 10Y

    EGP 40,000,000           2,495,699
Egypt Government International Bond,            

6.200%, Due 3/1/2024B

      600,000           651,120

6.200%, Due 3/1/2024, Series 144AC

      550,000           596,860

7.600%, Due 3/1/2029B

      650,000           727,545

7.600%, Due 3/1/2029, Series 144AC

      1,277,000           1,429,346
Egypt Treasury Bills,            

15.292%, Due 4/14/2020, Series 364D

    EGP 54,000,000           3,326,434

10.429%, Due 4/28/2020, Series 364D

    EGP 44,100,000           2,701,838

17.140%, Due 7/7/2020, Series 364D

    EGP     27,950,000           1,665,986

14.650%, Due 12/8/2020, Series 364D

    EGP     50,000,000           2,814,380

13.684%, Due 1/5/2021, Series 364D

    EGP     72,000,000           4,020,275

14.165%, Due 1/19/2021, Series 364D

    EGP     46,200,000           2,572,051
           

 

 

 

Total Foreign Sovereign Obligations

              30,667,448
           

 

 

 
           

Total Egypt (Cost $28,932,308)

              30,667,448
           

 

 

 
           
El Salvador - 1.97%            
Foreign Corporate Obligations - 0.09%            
AES El Salvador Trust, 6.750%, Due 3/28/2023B       400,000           405,500
           

 

 

 
           
Foreign Sovereign Obligations - 1.88%            
El Salvador Government International Bond,            

5.875%, Due 1/30/2025B

      2,100,000           2,256,450

6.375%, Due 1/18/2027B

      4,400,000           4,818,000

7.625%, Due 2/1/2041B

      1,450,000           1,685,625
           

 

 

 

Total Foreign Sovereign Obligations

              8,760,075
           

 

 

 
           

Total El Salvador (Cost $8,440,440)

              9,165,575
           

 

 

 
           
Ethiopia - 0.58% (Cost $2,483,316)            
Foreign Sovereign Obligations - 0.58%            
Ethiopia International Bond, 6.625%, Due 12/11/2024B       2,500,000           2,700,500
           

 

 

 
           

 

See accompanying notes

 

14


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Gabon - 1.63%            
Foreign Sovereign Obligations - 1.63%            
Gabon Government International Bond,            

6.375%, Due 12/12/2024B

    $ 4,250,000         $ 4,563,233

6.950%, Due 6/16/2025B

      900,000           971,024

6.625%, Due 2/6/2031C

      2,050,000           2,062,724
           

 

 

 

Total Foreign Sovereign Obligations

              7,596,981
           

 

 

 
           

Total Gabon (Cost $7,060,636)

              7,596,981
           

 

 

 
           
Gambia - 0.14% (Cost $686,666)            
Credit-Linked Notes - 0.14%            
Republic of Gambia (Issuer Zambezi B.V.), 11.180%, Due 9/11/2020C D       686,701           652,260
           

 

 

 
           
Georgia - 1.10%            
Credit-Linked Notes - 0.44%            
Georgia Government (Issuer Frontera Capital B.V.), 10.000%, Due 8/4/2021B D       403,930           375,170
Georgia Government (Issuer Zambezi B.V.), 9.500%, Due 8/9/2022C       2,000,000           1,654,131
           

 

 

 
           

Total Credit-Linked Notes

              2,029,301
           

 

 

 
           
Foreign Corporate Obligations - 0.66%            
Bank of Georgia JSC, 11.000%, Due 6/1/2020B     GEL     8,950,000           3,095,902
           

 

 

 
           

Total Georgia (Cost $5,658,320)

              5,125,203
           

 

 

 
           
Ghana - 4.41%            
Credit-Linked Notes - 0.05%            
Ghana Promissory Notes (Issuer Saderea DAC), 12.500%, Due 11/30/2026B       213,667           232,897
           

 

 

 
           
Foreign Sovereign Obligations - 4.36%            
Ghana Government International Bond            

10.750%, Due 10/14/2030B

      890,000           1,143,276

8.125%, Due 3/26/2032B

      3,900,000           3,997,110

8.950%, Due 3/26/2051B

      220,000           224,716
Republic of Ghana Government Bonds,            

16.500%, Due 3/22/2021, Series 3Y

    GHS 15,950,000           2,869,752

24.750%, Due 7/19/2021, Series 5YR

    GHS 16,180,000           3,169,189

18.750%, Due 1/24/2022, Series 5YR

    GHS 2,000,000           357,443

19.700%, Due 5/23/2022, Series 3Y

    GHS 1,400,000           253,106

18.250%, Due 7/25/2022, Series 5Y

    GHS 11,225,000           1,973,435

20.750%, Due 1/16/2023

    GHS 10,050,000           1,853,801

16.500%, Due 2/6/2023, Series 5Y

    GHS 8,200,000           1,374,438

21.000%, Due 1/27/2025

    GHS 1,680,000           312,754

19.000%, Due 11/2/2026, Series 10Y

    GHS 15,875,000           2,754,304
           

 

 

 

Total Foreign Sovereign Obligations

              20,283,324
           

 

 

 
           

Total Ghana (Cost $22,920,336)

              20,516,221
           

 

 

 
           
Honduras - 0.19% (Cost $861,476)            
Foreign Corporate Obligations - 0.19%            
Inversiones Atlantida S.A., 8.250%, Due 7/28/2022B       840,000           871,500
           

 

 

 
           
Iraq - 2.10%            
Foreign Sovereign Obligations - 2.10%            
Iraq International Bond,            

6.752%, Due 3/9/2023B

      7,380,000           7,445,830

5.800%, Due 1/15/2028B

      2,450,000           2,353,445
           

 

 

 

Total Foreign Sovereign Obligations

              9,799,275
           

 

 

 
           

Total Iraq (Cost $9,438,865)

              9,799,275
           

 

 

 
           

 

See accompanying notes

 

15


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Ivory Coast - 3.98%            
Foreign Sovereign Obligations - 3.98%            
Ivory Coast Government International Bond,            

5.250%, Due 3/22/2030B

    EUR 4,140,000         $ 4,763,645

5.875%, Due 10/17/2031, Series 144AC

    EUR 2,250,000           2,641,290

5.750%, Due 12/31/2032B E

    $ 7,353,000           7,325,794

6.125%, Due 6/15/2033B

      3,700,000           3,791,612
           

 

 

 

Total Foreign Sovereign Obligations

              18,522,341
           

 

 

 
           

Total Ivory Coast (Cost $17,888,242)

              18,522,341
           

 

 

 
           
Kazakhstan - 1.47%            
Credit-Linked Notes - 0.40%            
National Bank of Kazakhstan (Issuer Citigroup Global Markets Holdings, Inc.),            

Due 2/10/2020B G

    KZT 140,000,000           368,726

Due 3/17/2020B G

    KZT 565,000,000           1,474,665
           

 

 

 
           

Total Credit-Linked Notes

              1,843,391
           

 

 

 
           
Foreign Corporate Obligations - 1.07%            
Development Bank of Kazakhstan JSC,            

9.500%, Due 12/14/2020B

    KZT     1,450,000,000           3,777,764

8.950%, Due 5/4/2023B

    KZT 486,250,000           1,205,223
           

 

 

 

Total Foreign Corporate Obligations

              4,982,987
           

 

 

 
           

Total Kazakhstan (Cost $6,839,583)

              6,826,378
           

 

 

 
           
Kenya - 4.36%            
Foreign Sovereign Obligations - 4.36%            
Kenya Government International Bond, 8.250%, Due 2/28/2048B       3,300,000           3,551,757
Kenya Infrastructure Bond,            

12.000%, Due 9/18/2023, Series 12YR

    KES 23,900,000           245,686

11.000%, Due 12/2/2024, Series 9YR

    KES 75,000,000           769,843

12.500%, Due 5/12/2025, Series 9YR

    KES 36,000,000           380,065

11.000%, Due 10/12/2026, Series 12YR

    KES 171,850,000           1,753,403

11.000%, Due 3/15/2027, Series 12YR

    KES 187,000,000           1,892,424

12.000%, Due 10/6/2031, Series 15YR

    KES     288,000,000           2,987,866

12.500%, Due 1/10/2033, Series 15YR

    KES 811,000,000           8,708,309
           

 

 

 

Total Foreign Sovereign Obligations

              20,289,353
           

 

 

 
           

Total Kenya (Cost $19,218,401)

              20,289,353
           

 

 

 
           
Kyrgyzstan - 0.67%            
Credit-Linked Notes - 0.67%            
Kyrgyz Republic (Issuer Frontera Capital B.V.), 8.000%, Due 5/26/2025     KGS 70,000,000           888,504
Kyrgyz Republic (Issuer Zambezi B.V.), 10.000%, Due 4/13/2028C     KGS 180,000,000           2,245,555
           

 

 

 

Total Credit-Linked Notes

              3,134,059
           

 

 

 
           

Total Kyrgyzstan (Cost $3,274,462)

              3,134,059
           

 

 

 
           
Laos - 0.33% (Cost $1,542,763)            
Foreign Sovereign Obligations - 0.33%            
Lao People’s Democratic Republic International Bond, 6.875%, Due 6/30/2021, Series 144AC       1,576,000           1,548,420
           

 

 

 
           
Lebanon - 0.26%            
Foreign Sovereign Obligations - 0.26%            
Lebanon Government International Bond,            

6.650%, Due 4/22/2024B

      670,000           251,250

6.200%, Due 2/26/2025, Series GMTNB

      1,000,000           373,250

6.750%, Due 11/29/2027B

      335,000           123,280

6.850%, Due 5/25/2029

      1,000,000           360,200

7.250%, Due 3/23/2037B

      335,000           121,270
           

 

 

 

Total Foreign Sovereign Obligations

              1,229,250
           

 

 

 
           

Total Lebanon (Cost $2,676,643)

              1,229,250
           

 

 

 
           

 

See accompanying notes

 

16


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Luxembourg - 0.20% (Cost $944,820)            
Foreign Corporate Obligations - 0.20%            
Kernel Holding S.A., 8.750%, Due 1/31/2022B     KGS 890,000         $ 938,870
           

 

 

 
           
Malawi - 0.25% (Cost $1,099,203)            
Credit-Linked Notes - 0.25%            
Republic of Malawi (Issuer Zambezi B.V.), 12.000%, Due 10/8/2020C     $ 1,100,000           1,175,957
           

 

 

 
           
Mongolia - 1.26%            
Foreign Sovereign Obligations - 1.26%            
Development Bank of Mongolia LLC, 7.250%, Due 10/23/2023B       725,000           768,500
Mongolia Government International Bond, 8.750%, Due 3/9/2024B       4,500,000           5,085,000
           

 

 

 

Total Foreign Sovereign Obligations

              5,853,500
           

 

 

 
           

Total Mongolia (Cost $5,601,587)

              5,853,500
           

 

 

 
           
Montenegro - 0.37% (Cost $1,672,099)            
Foreign Sovereign Obligations - 0.37%            
Montenegro Government International Bond, 2.550%, Due 10/3/2029, Series 144AC     EUR 1,550,000           1,732,091
           

 

 

 
           
Mozambique - 2.58%            
Credit-Linked Notes - 0.85%            
Mozambique Government Bonds (Issuer ICBC Standard Bank PLC), 27.000%, Due 2/26/2020     MZN 180,000,000           2,591,057
Republic of Mozambique (Issuer ICBC Standard Bank PLC), 19.000%, Due 3/28/2021B C D     MZN 90,500,000           1,391,001
           

 

 

 
           

Total Credit-Linked Notes

              3,982,058
           

 

 

 
           
Foreign Sovereign Obligations - 1.73%            
Mozambique International Bond,            

5.000%, Due 9/15/2031B

      6,075,000           5,802,840

5.000%, Due 9/15/2031, Series 144AC

      2,353,000           2,247,586
           

 

 

 

Total Foreign Sovereign Obligations

              8,050,426
           

 

 

 
           

Total Mozambique (Cost $11,482,388)

              12,032,484
           

 

 

 
           
Netherlands - 1.12%            
Foreign Sovereign Obligations - 1.12%            
Nederlandse Financierings Maatschappij voor Ontwikkelingslanden N.V.,            

7.350%, Due 9/11/2020, Series EMTNB

      650,000           558,794

8.910%, Due 4/6/2021, Series EMTN, (GGRRC9MX - 0.200%)A

      3,500,000           2,880,978

9.280%, Due 1/9/2022, Series EMT3

      800,000           791,412
Republic of Angola Via Avenir II B.V., 6.388%, Due 12/7/2023 (6-mo. USD LIBOR + 4.500%)A B       1,000,000           975,000
           

 

 

 

Total Foreign Sovereign Obligations

              5,206,184
           

 

 

 
           

Total Netherlands (Cost $5,912,662)

              5,206,184
           

 

 

 
           
Nicaragua - 0.77%            
Credit-Linked Notes - 0.77%            
Empresa Administadora de Aeropuertos Internacionales (Issuer Zambezi B.V.), Due 4/8/2024C D       1,159,400           1,113,469
Republic of Nicaragua (Issuer Zambezi B.V.), 6.750%, Due 8/5/2022C       2,400,000           2,471,575
           

 

 

 

Total Credit-Linked Notes

              3,585,044
           

 

 

 
           

Total Nicaragua (Cost $3,559,240)

              3,585,044
           

 

 

 
           
Nigeria - 5.90%            
Credit-Linked Notes - 0.45%            
Republic of Nigeria (Issuer Citigroup Global Markets Holdings, Inc.),            

Due 2/11/2020C G

    NGN     184,912,323           508,352

Due 7/21/2020G

    NGN 603,079,110           1,571,606
           

 

 

 
           

Total Credit-Linked Notes

              2,079,958
           

 

 

 
           

 

See accompanying notes

 

17


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Nigeria - 5.90% (continued)            
Foreign Corporate Obligations - 0.83%            
Access Bank PLC, 10.500%, Due 10/19/2021B     $ 390,000         $ 431,535
IHS Netherlands Holdco B.V., 8.000%, Due 9/18/2027C       715,000           772,200
SEPLAT Petroleum Development Co. PLC, 9.250%, Due 4/1/2023B       1,150,000           1,198,829
United Bank for Africa PLC, 7.750%, Due 6/8/2022B       1,360,000           1,448,150
           

 

 

 
           

Total Foreign Corporate Obligations

              3,850,714
           

 

 

 
           
Foreign Sovereign Obligations - 4.62%            
Nigeria Government Bond,            

15.540%, Due 2/13/2020, Series 5YR

    NGN 310,000,000           856,828

12.750%, Due 4/27/2023, Series 5YR

    NGN 286,000,000           869,881

12.500%, Due 1/22/2026, Series 10YR

    NGN 431,600,000           1,327,690

16.288%, Due 3/17/2027, Series 10YR

    NGN 458,560,000           1,618,143
Nigeria OMO Bills,            

12.374%, Due 2/6/2020

    NGN   1,210,000,000           3,326,451

12.193%, Due 2/27/2020

    NGN 636,200,000           1,735,996

12.908%, Due 6/18/2020

    NGN 673,000,000           1,768,333

12.212%, Due 8/13/2020

    NGN 414,000,000           1,063,564

13.726%, Due 9/3/2020

    NGN 238,000,000           606,694

12.770%, Due 9/17/2020

    NGN 233,000,000           591,121

26.683%, Due 10/8/2020

    NGN 540,000,000           1,359,240

41.430%, Due 10/27/2020

    NGN 270,000,000           679,620

14.896%, Due 12/1/2020

    NGN 648,000,000           1,597,788

14.680%, Due 12/8/2020

    NGN 217,000,000           533,074

5.432%, Due 12/29/2020

    NGN 335,270,000           817,791

9.416%, Due 12/29/2020

    NGN 578,200,000           1,410,347

14.699%, Due 1/5/2021

    NGN 277,000,000           672,489

14.771%, Due 1/12/2021

    NGN 277,000,000           671,971
           

 

 

 

Total Foreign Sovereign Obligations

              21,507,021
           

 

 

 
           

Total Nigeria (Cost $26,814,067)

              27,437,693
           

 

 

 
           
Pakistan - 4.07%            
Credit-Linked Notes - 0.57%            
Republic of Pakistan (Issuer Citigroup Global Markets Holdings, Inc.), Due 7/20/2020C G     PKR 431,813,403           2,636,547
           

 

 

 
           
Foreign Sovereign Obligations - 3.50%            
Pakistan Government International Bond,            

8.250%, Due 4/15/2024B

      400,000           449,131

6.875%, Due 12/5/2027B

      3,050,000           3,219,293
Pakistan Treasury Bills,            

14.055%, Due 7/16/2020

    PKR 280,000,000           1,708,161

14.150%, Due 8/27/2020

    PKR 450,000,000           2,706,025

6.945%, Due 9/10/2020

    PKR 225,000,000           1,346,638

13.110%, Due 12/31/2020F J

    PKR 225,000,000           1,299,170

21.190%, Due 1/14/2021

    PKR 845,000,000           4,844,773

13.210%, Due 1/28/2021

    PKR 125,000,000           715,995
           

 

 

 

Total Foreign Sovereign Obligations

              16,289,186
           

 

 

 
           

Total Pakistan (Cost $18,518,185)

              18,925,733
           

 

 

 
           
Papua New Guinea - 0.56% (Cost $2,455,027)            
Foreign Sovereign Obligations - 0.56%            
Papua New Guinea Government International Bond, 8.375%, Due 10/4/2028B       2,401,000           2,599,083
           

 

 

 
           
Paraguay - 0.36% (Cost $2,000,407)            
Credit-Linked Notes - 0.36%            
Municipalidad De Asuncion (Issuer Zambezi B.V.), 11.000%, Due 3/23/2027C       2,000,000           1,668,953
           

 

 

 
           
Rwanda - 0.81% (Cost $3,655,915)            
Foreign Sovereign Obligations - 0.81%            
Rwanda International Government Bond, 6.625%, Due 5/2/2023B       3,500,000           3,768,583
           

 

 

 

 

See accompanying notes

 

18


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Senegal - 2.62%            
Foreign Sovereign Obligations - 2.62%            
Senegal Government International Bond,            

6.250%, Due 7/30/2024B

    $ 1,700,000         $ 1,885,766

4.750%, Due 3/13/2028B

    EUR 4,610,000           5,444,022

6.250%, Due 5/23/2033B

      1,800,000           1,919,466

6.750%, Due 3/13/2048B

      2,860,000           2,928,040
           

 

 

 

Total Foreign Sovereign Obligations

              12,177,294
           

 

 

 
           

Total Senegal (Cost $11,695,371)

              12,177,294
           

 

 

 
           
Singapore - 0.20% (Cost $908,965)            
Foreign Corporate Obligations - 0.20%            
Puma International Financing S.A.B       1,000,000           938,472
           

 

 

 
           
South Africa - 0.40%            
Foreign Corporate Obligations - 0.40%            
Liquid Telecommunications Financing PLC,            

8.500%, Due 7/13/2022B

      1,200,000           1,228,200

8.500%, Due 7/13/2022B

      600,000           614,100
           

 

 

 

Total Foreign Corporate Obligations

              1,842,300
           

 

 

 
           

Total South Africa (Cost $1,831,595)

              1,842,300
           

 

 

 
           
Spain - 0.36%            
Foreign Corporate Obligations - 0.36%            
International Airport Finance S.A.,            

12.000%, Due 3/15/2033B

      240,000           263,400

12.000%, Due 3/15/2033, Series 144AC

      1,274,000           1,398,215
           

 

 

 

Total Foreign Corporate Obligations

              1,661,615
           

 

 

 
           

Total Spain (Cost $1,645,966)

              1,661,615
           

 

 

 
           
Sri Lanka - 2.03%            
Foreign Sovereign Obligations - 2.03%            
Sri Lanka Government Bonds,            

9.250%, Due 5/1/2020

    LKR 30,000,000           165,916

10.750%, Due 3/1/2021, Series A

    LKR 26,000,000           146,638

9.000%, Due 5/1/2021, Series A

    LKR 465,000,000           2,573,704

11.000%, Due 8/1/2021, Series A

    LKR     470,000,000           2,677,554

9.450%, Due 10/15/2021

    LKR 116,000,000           646,652

11.500%, Due 5/15/2023, Series A

    LKR 180,000,000           1,053,039

10.200%, Due 7/15/2023, Series A

    LKR 60,000,000           335,709

11.000%, Due 8/1/2024, Series A

    LKR 315,000,000           1,830,047
           

 

 

 

Total Foreign Sovereign Obligations

              9,429,259
           

 

 

 
           

Total Sri Lanka (Cost $10,733,963)

              9,429,259
           

 

 

 
           
Supranational - 2.13%            
Foreign Sovereign Obligations - 2.13%            
European Bank for Reconstruction & Development,            

8.000%, Due 2/27/2020B

      1,200,000           1,203,456

9.800%, Due 3/19/2020B

      700,000           645,141

9.500%, Due 6/21/2021B

      500,000           472,690
International Bank for Reconstruction & Development,            

9.500%, Due 10/19/2020

    KZT 750,000,000           1,972,882

9.250%, Due 1/20/2023

    RWF 2,200,000,000           2,317,489
International Finance Corp., 9.500%, Due 5/31/2020     UZS   32,000,000,000           3,326,741
           

 

 

 

Total Foreign Sovereign Obligations

              9,938,399
           

 

 

 
           

Total Supranational (Cost $10,802,291)

              9,938,399
           

 

 

 
           
Suriname - 0.26% (Cost $1,408,871)            
Foreign Sovereign Obligations - 0.26%            
Suriname Government International Bond, 9.250%, Due 10/26/2026B       1,400,000           1,197,000
           

 

 

 

 

See accompanying notes

 

19


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
Tajikistan - 0.82%            
Credit-Linked Notes - 0.22%            
Republic of Tajikistan (Issuer Frontera Capital B.V.), 10.780%, Due 2/15/2023C     UZS 1,000,000         $ 998,772
           

 

 

 
           
Foreign Sovereign Obligations - 0.60%            
Republic of Tajikistan International Bond, 7.125%, Due 9/14/2027B     $ 3,230,000           2,818,175
           

 

 

 
           

Total Tajikistan (Cost $4,203,912)

              3,816,947
           

 

 

 
           
Tunisia - 0.78%            
Foreign Sovereign Obligations - 0.78%            
Banque Centrale de Tunisie International Bond,            

5.750%, Due 1/30/2025B

      2,000,000           1,850,544

6.375%, Due 7/15/2026, Series 144AC

    EUR 1,650,000           1,800,982
           

 

 

 

Total Foreign Sovereign Obligations

              3,651,526
           

 

 

 
           

Total Tunisia (Cost $3,767,591)

              3,651,526
           

 

 

 
           
Uganda - 2.14%            
Foreign Sovereign Obligations - 2.14%            
Republic of Uganda Government Bonds,            

11.000%, Due 1/21/2021, Series 10YR

    UGX     2,800,000,000           747,802

18.375%, Due 2/18/2021, Series 5YR

    UGX 1,000,000,000           284,140

16.500%, Due 5/13/2021, Series 5YR

    UGX 4,355,000,000           1,221,893

16.750%, Due 10/28/2021

    UGX 6,940,000,000           1,972,658

11.000%, Due 6/9/2022, Series 10YR

    UGX 6,100,000,000           1,564,124

14.125%, Due 7/7/2022

    UGX 8,300,000,000           2,246,068

19.500%, Due 12/18/2025, Series 10YR

    UGX 4,000,000,000           1,250,225

16.000%, Due 5/6/2027

    UGX 2,500,000,000           694,444
           

 

 

 

Total Foreign Sovereign Obligations

              9,981,354
           

 

 

 
           

Total Uganda (Cost $10,282,187)

              9,981,354
           

 

 

 
           
Ukraine - 4.06%            
Credit-Linked Notes - 2.28%            
Ukraine Government Bonds (Issuer Citigroup Global Markets Holdings, Inc.),            

15.300%, Due 1/25/2021B

    UAH 26,000,000           1,097,283

14.160%, Due 10/14/2022B

    UAH 52,000,000           2,340,252

14.160%, Due 10/17/2022B

    UAH 45,000,000           2,024,504

15.220%, Due 4/26/2023B

    UAH 27,500,000           1,299,604

9.300%, Due 8/28/2023B

    UAH 14,500,000           591,145
Ukraine Government Bonds (Issuer ICBC Standard Bank PLC), 14.910%, Due 10/14/2022     UAH 74,000,000           3,274,102
           

 

 

 
           

Total Credit-Linked Notes

              10,626,890
           

 

 

 
           
Foreign Corporate Obligations - 0.52%            
Metinvest B.V., 8.500%, Due 4/23/2026B       880,000           961,506
MHP Lux S.A., 6.950%, Due 4/3/2026B       860,000           897,496
Ukraine Railways Via Rail Capital Markets PLC, 8.250%, Due 7/9/2024B       500,000           548,000
           

 

 

 
           

Total Foreign Corporate Obligations

              2,407,002
           

 

 

 
           
Foreign Sovereign Obligations - 1.26%            
Ukraine Government Bond, 9.790%, Due 5/26/2027     UAH 91,100,000           3,532,534
Ukraine Government International Bond,            

15.840%, Due 2/26/2025B

    UAH 12,000,000           595,460

Due 5/31/2040, Series GDPB D G

      1,750,000           1,734,688
           

 

 

 

Total Foreign Sovereign Obligations

              5,862,682
           

 

 

 
           

Total Ukraine (Cost $16,954,799)

              18,896,574
           

 

 

 
           
United Kingdom - 0.59% (Cost $2,758,922)            
Foreign Corporate Obligations - 0.59%            
Standard Chartered Bank, Due 2/1/2021C G     PKR 480,000,000           2,756,422
           

 

 

 
           

 

See accompanying notes

 

20


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

    Principal Amount*       Fair Value
             
United Republic of Tanzania - 0.16% (Cost $764,045)            
Credit-Linked Notes - 0.16%            
United Republic of Tanzania (Issuer Zambezi B.V.), 8.650%, Due 4/23/2021C     TZS     1,700,000,000         $ 740,130
           

 

 

 
           
Uruguay - 0.61%            
Foreign Sovereign Obligations - 0.61%            
Uruguay Government International Bond,            

9.875%, Due 6/20/2022B

    UYU 48,203,000           1,275,225

8.500%, Due 3/15/2028B

    UYU 65,802,000           1,547,097
           

 

 

 

Total Foreign Sovereign Obligations

              2,822,322
           

 

 

 
           

Total Uruguay (Cost $3,996,459)

              2,822,322
           

 

 

 
           
Uzbekistan - 0.29%            
Foreign Sovereign Obligations - 0.29%            
Republic of Uzbekistan Bond,            

4.750%, Due 2/20/2024B

    $ 532,000           564,588

5.375%, Due 2/20/2029B

      688,000           767,519
           

 

 

 

Total Foreign Sovereign Obligations

              1,332,107
           

 

 

 
           

Total Uzbekistan (Cost $1,220,000)

              1,332,107
           

 

 

 
           
Venezuela - 0.02% (Cost $269,875)            
Foreign Corporate Obligations - 0.02%            
Petroleos de Venezuela S.A., 6.000%, Due 5/16/2024B       1,250,000           100,000
           

 

 

 
           
Zambia - 2.99%            
Foreign Corporate Obligations - 0.34%            
First Quantum Minerals Ltd.,            

7.250%, Due 4/1/2023B

      815,000           809,397

6.875%, Due 3/1/2026B

      800,000           772,000
           

 

 

 
           

Total Foreign Corporate Obligations

              1,581,397
           

 

 

 
           
Foreign Sovereign Obligations - 2.65%            
Zambia Government Bond,            

11.000%, Due 2/16/2020, Series 5YR

    ZMW 500,000           33,620

11.000%, Due 5/26/2020, Series 5YR

    ZMW 23,100,000           1,482,573

11.000%, Due 8/29/2021, Series 5YR

    ZMW 21,000,000           1,086,842

12.000%, Due 5/23/2023, Series 7YR

    ZMW 6,100,000           251,282

12.000%, Due 11/21/2023, Series 7YR

    ZMW 14,900,000           581,299

12.000%, Due 4/23/2025, Series 7YR

    ZMW 16,500,000           540,951

13.000%, Due 8/29/2026, Series 10YR

    ZMW     42,500,000           1,342,316

13.000%, Due 12/18/2027, Series 10YR

    ZMW 7,000,000           208,521
Zambia Government International Bond, 8.970%, Due 7/30/2027B       9,980,000           6,822,588
           

 

 

 

Total Foreign Sovereign Obligations

              12,349,992
           

 

 

 
           

Total Zambia (Cost $20,380,971)

              13,931,389
           

 

 

 
    Shares        
             
SHORT-TERM INVESTMENTS - 6.72%            
Investment Companies - 6.72%            
American Beacon U.S. Government Money Market Select Fund, Select Class, 1.47%H I       31,297,524           31,297,524
           

 

 

 
           

Total Short-Term Investments (Cost $31,297,524)

              31,297,524
           

 

 

 
           

TOTAL INVESTMENTS - 97.43% (Cost $468,024,073)

              453,607,412

OTHER ASSETS, NET OF LIABILITIES - 2.57%

              11,983,472
           

 

 

 

TOTAL NET ASSETS - 100.00%

            $ 465,590,884
           

 

 

 
             

Percentages are stated as a percent of net assets.

*In U.S. Dollars unless otherwise noted.

                 

 

See accompanying notes

 

21


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

A Variable, floating, or adjustable rate securities with an interest rate that changes periodically. Rates are periodically reset with rates that are based on a predetermined benchmark such as a widely followed interest rate such as T-bills, LIBOR or PRIME plus a fixed spread. The interest rate disclosed reflects the rate in effect on January 31, 2020.

B Reg S - Security purchased under the Securities Act of 1933, which exempts from registration securities offered and sold outside of the United States. Such a security cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration.

C Security exempt from registration under the Securities Act of 1933. These securities may be resold to qualified institutional buyers pursuant to Rule 144A. At the period end, the value of these securities amounted to $54,893,177 or 11.79% of net assets. The Fund has no right to demand registration of these securities.

D Coupon rate may change based on changes of the underlying collateral or prepayments of principal. The coupon rate shown represents the rate at period end.

E Step Up/Down - A zero coupon bond that converts to a fixed rate or variable interest rate at a designated future date. The rate disclosed represents the coupon rate at January 31, 2020. The maturity date disclosed represents the final maturity date.

F Value was determined using significant unobservable inputs.

G Zero coupon bond.

H The Fund is affiliated by having the same investment advisor.

I 7-day yield.

J Fair valued pursuant to procedures approved by the Board of Trustees. At period end, the value of these securities amounted to $1,299,170 or 0.28% of net assets.

BADLARP - Benchmark rate provided by the Banco Central de la Republica Argentina.

GGRRC9MX – Georgia Certificates of Deposits 91 Days Maturity Maximum Rate.

LIBOR - London Interbank Offered Rate.

LLC - Limited Liability Company.

PLC - Public Limited Company.

PRIME - A rate, charged by banks, based on the U.S. Federal Funds rate.

 

Forward Foreign Currency Contracts Open on January 31, 2020:

 

Currency Purchased*        Currency Sold*        Settlement
Date
     Counterparty    Unrealized
Appreciation
     Unrealized
(Depreciation)
     Net Unrealized
Appreciation
(Depreciation)
 
USD      16,568,067        EUR        16,374,275          4/8/2020      BOA    $ 193,792      $ -      $ 193,792  
KZT      288,401        USD        280,874          2/17/2020      BRC      7,527        -        7,527  
UAH      567,070        USD        581,124          2/18/2020      BRC      -        (14,054      (14,054
KZT      3,474,027        USD        3,325,348          2/18/2020      BRC      148,679        -        148,679  
UAH      5,925,054        USD        5,859,223          2/18/2020      CBK      65,831        -        65,831  
KZT      329,250        USD        311,526          2/7/2020      ICBC      17,724        -        17,724  
GEL      353,565        USD        350,000          3/23/2020      ICBC      3,565        -        3,565  
KZT      519,468        USD        499,999          4/13/2020      ICBC      19,469        -        19,469  
GEL      697,308        USD        700,000          6/16/2020      ICBC      -        (2,692      (2,692
KZT      2,609,135        USD        2,500,000          7/30/2020      ICBC      109,135        -        109,135  
KZT      2,052,544        USD        2,000,000          9/18/2020      ICBC      52,544        -        52,544  
USD      6,701,610        EUR        6,675,562          3/27/2020      SSB      26,048        -        26,048  
EUR      222,507        USD        222,878          4/8/2020      UAG      -        (371      (371
EUR      337,098        USD        340,048          4/8/2020      UAG      -        (2,950      (2,950
                       

 

 

    

 

 

    

 

 

 
   $ 644,314      $ (20,067    $ 624,247  
                       

 

 

    

 

 

    

 

 

 

 

*

All values denominated in USD

 

Glossary:
  
Counterparty Abbreviations:
BOA    Merrill Lynch International
BRC    Barclays Bank PLC
CBK    Citibank, N.A.
ICBC    ICBC Standard Bank PLC
SSB    State Street Bank & Trust Co.
UAG    UBS AG

 

See accompanying notes

 

22


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

Currency Abbreviations:
ARS    Argentine Peso
BYN    Belarusian Ruble
CRC    Costa Rican Colon
DOP    Dominican Peso
EGP    Egyptian Pound
EUR    Euro
GEL    Georgian Lari
GHS    Ghanaian Cedi
KES    Kenyan Shilling
KGS    Kyrgyzstani Som
KZT    Kazakhstani Tenge
LKR    Sri Lankan Rupee
MZN    Mozambique Metical
NGN    Nigerian Naira
PKR    Pakistani Rupee
RWF    Rwandan Franc
TZS    Tanzanian Shilling
UAH    Ukrainian Hryvnia
UGX    Ugandan Shilling
USD    United States Dollar
UYU    Uruguayan Peso
UZS    Uzbekistani Som
ZMW    Zambian Kwacha

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of January 31, 2020, the investments were classified as described below:

 

Frontier Markets Income Fund

  Level 1           Level 2           Level 3           Total  

Assets

             

Credit-Linked Notes

             

Angola

  $ -       $ 754,575       $ -       $ 754,575  

Azerbaijan

    -         2,004,000         -         2,004,000  

Gambia

    -         652,260         -         652,260  

Georgia

    -         2,029,301         -         2,029,301  

Ghana

    -         232,897         -         232,897  

Kazakhstan

    -         1,843,391         -         1,843,391  

Kyrgyzstan

    -         3,134,059         -         3,134,059  

Malawi

    -         1,175,957         -         1,175,957  

Mozambique

    -         3,982,058         -         3,982,058  

Nicaragua

    -         3,585,044         -         3,585,044  

Nigeria

    -         2,079,958         -         2,079,958  

Pakistan

    -         2,636,547         -         2,636,547  

Paraguay

    -         1,668,953         -         1,668,953  

Tajikistan

    -         998,772         -         998,772  

Ukraine

    -         10,626,890         -         10,626,890  

United Republic of Tanzania

    -         740,130         -         740,130  

Foreign Sovereign Obligations

 

Angola

    -         14,185,419         -         14,185,419  

Argentina

    -         9,608,283         -         9,608,283  

Armenia

    -         3,626,429         -         3,626,429  

Barbados

    -         1,478,282         -         1,478,282  

Belarus

    -         10,600,244         -         10,600,244  

Belize

    -         3,292,091         -         3,292,091  

Benin

    -         3,422,534         -         3,422,534  

Bosnia & Herzegovina

    -         -         94,029         94,029  

Cameroon

    -         3,642,189         -         3,642,189  

Costa Rica

    -         13,158,667         -         13,158,667  

Dominican Republic

    -         16,016,000         -         16,016,000  

Ecuador

    -         14,340,448         -         14,340,448  

Egypt

    -         30,667,448         -         30,667,448  

El Salvador

    -         8,760,075         -         8,760,075  

 

See accompanying notes

 

23


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

Frontier Markets Income Fund

  Level 1           Level 2           Level 3           Total  

Assets (continued)

             

Foreign Sovereign Obligations (continued)

             

Ethiopia

  $ -       $ 2,700,500       $ -       $ 2,700,500  

Gabon

    -         7,596,981         -         7,596,981  

Ghana

    -         20,283,324         -         20,283,324  

Iraq

    -         9,799,275         -         9,799,275  

Ivory Coast

    -         18,522,341         -         18,522,341  

Kenya

    -         20,289,353         -         20,289,353  

Laos

    -         1,548,420         -         1,548,420  

Lebanon

    -         1,229,250         -         1,229,250  

Mongolia

    -         5,853,500         -         5,853,500  

Montenegro

    -         1,732,091         -         1,732,091  

Mozambique

    -         8,050,426         -         8,050,426  

Netherlands

    -         5,206,184         -         5,206,184  

Nigeria

    -         21,507,021         -         21,507,021  

Pakistan

    -         14,990,016         1,299,170         16,289,186  

Papua New Guinea

    -         2,599,083         -         2,599,083  

Rwanda

    -         3,768,583         -         3,768,583  

Senegal

    -         12,177,294         -         12,177,294  

Sri Lanka

    -         9,429,259         -         9,429,259  

Supranational

    -         9,938,399         -         9,938,399  

Suriname

    -         1,197,000         -         1,197,000  

Tajikistan

    -         2,818,175         -         2,818,175  

Tunisia

    -         3,651,526         -         3,651,526  

Uganda

    -         9,981,354         -         9,981,354  

Ukraine

    -         5,862,682         -         5,862,682  

Uruguay

    -         2,822,322         -         2,822,322  

Uzbekistan

    -         1,332,107         -         1,332,107  

Zambia

    -         12,349,992         -         12,349,992  

Foreign Corporate Obligations

 

Bahrain

    -         1,725,933         -         1,725,933  

Barbados

    -         288,765         -         288,765  

Congo

    -         3,597,545         -         3,597,545  

Costa Rica

    -         1,692,406         -         1,692,406  

El Salvador

    -         405,500         -         405,500  

Georgia

    -         3,095,902         -         3,095,902  

Honduras

    -         871,500         -         871,500  

Kazakhstan

    -         4,982,987         -         4,982,987  

Luxembourg

    -         938,870         -         938,870  

Nigeria

    -         3,850,714         -         3,850,714  

Singapore

    -         938,472         -         938,472  

South Africa

    -         1,842,300         -         1,842,300  

Spain

    -         1,661,615         -         1,661,615  

Ukraine

    -         2,407,002         -         2,407,002  

United Kingdom

    -         2,756,422         -         2,756,422  

Venezuela

    -         100,000         -         100,000  

Zambia

    -         1,581,397         -         1,581,397  

Short-Term Investments

    31,297,524         -         -         31,297,524  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Investments in Securities - Assets

  $ 31,297,524       $ 420,916,689       $ 1,393,199       $ 453,607,412  
 

 

 

     

 

 

     

 

 

     

 

 

 

Financial Derivative Instruments - Assets

 

Forward Foreign Currency Contracts

  $ -       $ 644,314       $ -       $ 644,314  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Financial Derivative Instruments - Assets

  $ -       $ 644,314       $ -       $ 644,314  
 

 

 

     

 

 

     

 

 

     

 

 

 

Financial Derivative Instruments - Liabilities

 

Forward Foreign Currency Contracts

  $ -       $ (20,067     $ -       $ (20,067
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Financial Derivative Instruments - Liabilities

  $ -       $ (20,067     $ -       $ (20,067
 

 

 

     

 

 

     

 

 

     

 

 

 

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the year ended January 31, 2020, there were no transfers into or out of Level 3.

 

See accompanying notes

 

24


American Beacon Frontier Markets Income FundSM

Schedule of Investments

January 31, 2020

 

 

The following table is a reconciliation of Level 3 assets within the Fund for which significant unobservable inputs were used to determine fair value. Transfers in or out of Level 3 represent the ending value of any security or instrument where a change in the level has occurred from the beginning to the end of the period:

 

Security Type   Balance as
of
1/31/2019
  Purchases   Sales   Accrued
Discounts
(Premiums)
    Realized
Gain (Loss)
    Change in
Unrealized
Appreciation
(Depreciation)
    Transfer
into
Level 3
    Transfer
out of
Level 3
    Balance as
of
1/31/2020
    Unrealized
Appreciation
(Depreciation)
at Period end**
 
Foreign Sovereign Obligations   $129,605   $1,290,135   $(47,566)   $ 10,564     $ 4,224     $ 6,237     $ -     $ -     $ 1,393,199     $ (27,607

 

**

Change in unrealized appreciation (depreciation) attributable to Level 3 securities held at period end. This balance is included in the change in unrealized appreciation (depreciation) on the Statements of Operations.

The foreign sovereign obligations, classified as Level 3 with a collective principal amount valued at $1,393,199, have been deemed as such due to limited market transparency.

 

See accompanying notes

 

25


American Beacon GLG Total Return FundSM

Schedule of Investments

January 31, 2020

 

 

    Shares       Fair Value
             
SHORT-TERM INVESTMENTS - 98.29%            
Investment Companies - 3.21%            
American Beacon U.S. Government Money Market Select Fund, Select Class, 1.47%A B       612,903         $ 612,903
           

 

 

 
    Par Amount        
             
U.S. Treasury Obligations - 95.08%            
U.S. Treasury Bills,            

1.565%, Due 6/18/2020

    $           8,600,000           8,551,213

1.560%, Due 6/4/2020

      9,150,000           9,103,017

1.506%, Due 6/11/2020

      440,000           437,623

1.545%, Due 7/9/2020

      55,000           54,640
           

 

 

 

Total U.S. Treasury Obligations

              18,146,493
           

 

 

 
           

Total Short-Term Investments (Cost $18,756,596)

              18,759,396
           

 

 

 
           

TOTAL INVESTMENTS - 98.29% (Cost $18,756,596)

              18,759,396

OTHER ASSETS, NET OF LIABILITIES - 1.71%

              326,115
           

 

 

 

TOTAL NET ASSETS - 100.00%

            $ 19,085,511
           

 

 

 
             
Percentages are stated as a percent of net assets.                  

A The Fund is affiliated by having the same investment advisor.

B 7-day yield.

 

Centrally Cleared Swap Agreements Outstanding on January 31, 2020:

 

Interest Rate Swaps  
Pay/Receive
Floating Rate
   Floating Rate Index   Fixed
Rate (%)
   Payment
Frequency
  Expiration
Date
     Curr   Notional
Amount(3)
(000s)
    Premiums
Paid
(Received)
    Fair Value     Unrealized
Appreciation
(Depreciation)
 
Pay    1-Day BRL-CDI   9.84    Maturity     1/4/2021      BRL     41,000     $ -     $ (1,089,679   $ (1,089,679
                

 

 

   

 

 

   

 

 

 
  $ -     $ (1,089,679   $ (1,089,679
                

 

 

   

 

 

   

 

 

 

 

Credit Default Swaps on Corporate and Sovereign Securities - Buy Protection(1)  
Reference Entity   Fixed
Rate (%)
  Payment
Frequency
  Expiration
Date
  Implied Credit
Spread at
1/31/2020(2)
(%)
     Curr   Notional
Amount(3)
(000s)
    Premiums
Paid
(Received)
    Fair Value(4)     Unrealized
Appreciation
(Depreciation)
 
Federation of Malaysia   1.00   Quarterly   12/20/2024     0.4162      USD     1,300     $ (34,935   $ (37,350   $ (2,415
Republic of Korea   1.00   Quarterly   12/20/2024     0.2739      USD     400       (13,349     (14,247     (898
Republic of Brazil   1.00   Quarterly   12/20/2024     1.0414      USD     2,500       (2,300     2,041       4,341  
Republic of Turkey   1.00   Quarterly   12/20/2024     2.4069      USD     1,700       129,955       105,935       (24,020
Republic of South Africa   1.00   Quarterly   12/20/2024     1.8545      USD     2,950       84,362       111,330       26,968  
Republic of Colombia   1.00   Quarterly   12/20/2024     0.8208      USD     2,900       (42,433     (27,957     14,476  
Republic of Indonesia   1.00   Quarterly   12/20/2024     0.6701      USD     2,000       (34,728     (33,214     1,514  
              

 

 

   

 

 

   

 

 

 
  $ 86,572     $ 106,538     $ 19,966  
              

 

 

   

 

 

   

 

 

 

(1) If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

(2) Implied credit spreads, represented in absolute terms, utilized in determining the fair value of credit default swaps agreements on corporate issues and sovereign issues of an emerging country as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

(3) The maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

 

See accompanying notes

 

26


American Beacon GLG Total Return FundSM

Schedule of Investments

January 31, 2020

 

 

(4) The quoted market prices and resulting values for credit default swaps on asset-backed securities and credit indices serve as an indicator of the current status of the payment/performance risk and represent the likelihood of an expected liability (or profit) for the credit derivative should the notional amount of the swap agreement be closed/ sold as of the period end. Increasing fair values, in absolute terms when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

 

Forward Foreign Currency Contracts Open on January 31, 2020:

 

Currency Purchased*        Currency Sold*        Settlement
Date
       Counterparty      Unrealized
Appreciation
     Unrealized
(Depreciation)
    Net Unrealized
Appreciation
(Depreciation)
 
IDR        104,151        USD        100,000          2/13/2020          HUS      $ 4,151      $ -     $ 4,151  
IDR        317,013        USD        310,000          2/13/2020          HUS        7,013        -       7,013  
IDR        440,877        USD        420,000          2/13/2020          HUS        20,877        -       20,877  
IDR        542,599        USD        531,923          2/13/2020          HUS        10,676        -       10,676  
IDR        542,599        USD        531,656          2/13/2020          HUS        10,943        -       10,943  
IDR        10,601,017        USD        10,200,000          2/13/2020          HUS            401,017        -       401,017  
USD        5,963,314        IDR        6,274,128          2/13/2020          HUS        -        (310,814     (310,814
USD        5,964,558        IDR        6,274,128          2/13/2020          HUS        -        (309,570     (309,570
COP        142,435        USD        150,000          3/24/2020          HUS        -        (7,565     (7,565
USD        360,299        COP        363,214          3/24/2020          HUS        -        (2,915     (2,915
USD        360,241        COP        363,214          3/24/2020          HUS        -        (2,973     (2,973
ZAR        171,572        USD        180,000          3/26/2020          HUS        -        (8,428     (8,428
USD        728,606        ZAR        721,111          3/26/2020          HUS        7,495        -       7,495  
BRL        313,079        USD        330,000          4/2/2020          HUS        -        (16,921     (16,921
USD        352,975        BRL        348,437          4/2/2020          HUS        4,538        -       4,538  
USD        526,784        IDR        538,297          5/11/2020          HUS        -        (11,513     (11,513
USD        526,934        IDR        538,297          5/11/2020          HUS        -        (11,363     (11,363
                           

 

 

    

 

 

   

 

 

 
   $ 466,710      $ (682,062   $ (215,352
                           

 

 

    

 

 

   

 

 

 

 

*

All values denominated in USD

 

Glossary:
    
Counterparty Abbreviations:
HUS      HSBC Bank (USA)
Currency Abbreviations:
BRL      Brazilian Real
COP      Colombian Peso
IDR      Indonesian Rupiah
USD      United States Dollar
ZAR      South African Rand
Other Abbreviations:
CDI      Chess Depository Interest

 

See accompanying notes

 

27


American Beacon GLG Total Return FundSM

Schedule of Investments

January 31, 2020

 

 

The Fund’s investments are summarized by level based on the inputs used to determine their values. As of January 31, 2020, the investments were classified as described below:

 

GLG Total Return Fund

  Level 1           Level 2           Level 3           Total  

Assets

 

Short-Term Investments

  $ 612,903       $ 18,146,493       $ -       $ 18,759,396  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Investments in Securities - Assets

  $ 612,903       $ 18,146,493       $ -       $ 18,759,396  
 

 

 

     

 

 

     

 

 

     

 

 

 

Financial Derivative Instruments - Assets

 

Swap Contract Agreements

  $ -       $ 47,299       $ -       $ 47,299  

Forward Foreign Currency Contracts

    -         466,710         -         466,710  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Financial Derivative Instruments - Assets

  $ -       $ 514,009       $ -       $ 514,009  
 

 

 

     

 

 

     

 

 

     

 

 

 

Financial Derivative Instruments - Liabilities

 

Swap Contract Agreements

  $ -       $ (1,117,012     $ -       $ (1,117,012

Forward Foreign Currency Contracts

    -         (682,062       -         (682,062
 

 

 

     

 

 

     

 

 

     

 

 

 

Total Financial Derivative Instruments - Liabilities

  $ -       $ (1,799,074     $ -       $ (1,799,074
 

 

 

     

 

 

     

 

 

     

 

 

 

U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the year ended January 31, 2020, there were no transfers into or out of Level 3.

 

See accompanying notes

 

28


American Beacon FundsSM

Statements of Assets and Liabilities

January 31, 2020

 

 

    Frontier Markets
Income Fund
          GLG Total Return
Fund
 

Assets:

 

Investments in unaffiliated securities, at fair value

  $ 422,309,888       $ 18,146,493  

Investments in affiliated securities, at fair value

    31,297,524         612,903  

Foreign currency, at fair value^

    5,255,229         226  

Cash

    104,714         29,955  

Cash collateral held at custodian for the benefit of the broker

    -         250,000  

Dividends and interest receivable

    10,158,039         955  

Deposits with broker for swap agreements

    -         1,355,553  

Receivable for investments sold

    1,850,496         -  

Receivable for fund shares sold

    1,596,545         25,057  

Receivable for tax reclaims

    11,092         -  

Receivable for expense reimbursement (Note 2)

    10,173         10,138  

Unrealized appreciation from forward foreign currency contracts

    644,314         466,710  

Receivable for variation margin on open centrally cleared swap agreements (Note 5)

    -         219,222  

Prepaid expenses

    59,438         20,275  
 

 

 

     

 

 

 

Total assets

    473,297,452         21,137,487  
 

 

 

     

 

 

 

Liabilities:

 

Payable for investments purchased

    6,487,641         -  

Payable for fund shares redeemed

    385,113         27,468  

Cash collateral held at custodian for the benefit of the broker

    190,000         -  

Management and sub-advisory fees payable (Note 2)

    336,289         21,455  

Service fees payable (Note 2)

    35,291         151  

Transfer agent fees payable (Note 2)

    28,951         1,131  

Custody and fund accounting fees payable

    76,402         15,752  

Professional fees payable

    99,589         61,060  

Trustee fees payable (Note 2)

    1,968         494  

Payable for prospectus and shareholder reports

    5,000         28,539  

Unrealized depreciation from forward foreign currency contracts

    20,067         682,062  

Payable for variation margin from open centrally cleared swap agreements

    -         1,202,447  

Other liabilities

    40,257         11,417  
 

 

 

     

 

 

 

Total liabilities

    7,706,568         2,051,976  
 

 

 

     

 

 

 

Net assets

  $ 465,590,884       $ 19,085,511  
 

 

 

     

 

 

 

Analysis of net assets:

 

Paid-in-capital

  $ 494,863,007       $ 40,717,980  

Total distributable earnings (deficits)A

    (29,272,123       (21,632,469
 

 

 

     

 

 

 

Net assets

  $ 465,590,884       $ 19,085,511  
 

 

 

     

 

 

 

 

See accompanying notes

 

29


American Beacon FundsSM

Statements of Assets and Liabilities

January 31, 2020

 

 

    Frontier Markets
Income Fund
          GLG Total Return
Fund
 

Shares outstanding at no par value (unlimited shares authorized):

 

Institutional Class

    8,076,212         31,821  
 

 

 

     

 

 

 

Y Class

    34,393,139         17,007  
 

 

 

     

 

 

 

Investor Class

    8,331,047         13,340  
 

 

 

     

 

 

 

A Class

    484,169         10,605  
 

 

 

     

 

 

 

C Class

    1,433,585         10,550  
 

 

 

     

 

 

 

Ultra Class

    N/A         1,809,293  
 

 

 

     

 

 

 

Net assets:

 

Institutional Class

  $ 71,344,608       $ 320,815  
 

 

 

     

 

 

 

Y Class

  $ 303,866,061       $ 170,055  
 

 

 

     

 

 

 

Investor Class

  $ 73,505,036       $ 132,414  
 

 

 

     

 

 

 

A Class

  $ 4,275,426       $ 105,189  
 

 

 

     

 

 

 

C Class

  $ 12,599,753       $ 102,317  
 

 

 

     

 

 

 

Ultra Class

    N/A       $ 18,254,721  
 

 

 

     

 

 

 

Net asset value, offering and redemption price per share:

 

Institutional Class

  $ 8.83       $ 10.08  
 

 

 

     

 

 

 

Y Class

  $ 8.84       $ 10.00  
 

 

 

     

 

 

 

Investor Class

  $ 8.82       $ 9.93  
 

 

 

     

 

 

 

A Class

  $ 8.83       $ 9.92  
 

 

 

     

 

 

 

A Class (offering price)

  $ 9.27       $ 10.41  
 

 

 

     

 

 

 

C Class

  $ 8.79       $ 9.70  
 

 

 

     

 

 

 

Ultra Class

    N/A       $ 10.09  
 

 

 

     

 

 

 

Cost of investments in unaffiliated securities

  $ 436,726,549       $ 18,143,693  

Cost of investments in affiliated securities

  $ 31,297,524       $ 612,903  

^ Cost of foreign currency

  $ 5,266,301       $ 240  

A The Fund’s investments in affiliated securities did not have unrealized appreciation (depreciation) at year end.

 

 

See accompanying notes

 

30


American Beacon FundsSM

Statements of Operations

For the year ended January 31, 2020

 

 

    Frontier Markets
Income Fund
          GLG Total Return
Fund
 

Investment income:

 

Dividend income from affiliated securities (Note 8)

  $ 653,924       $ 146,043  

Interest income (net of foreign taxes)

    39,023,874         5,810,557  
 

 

 

     

 

 

 

Total investment income

    39,677,798         5,956,600  
 

 

 

     

 

 

 

Expenses:

 

Management and sub-advisory fees (Note 2)

    3,275,693         2,366,391  

Transfer agent fees:

     

Institutional Class (Note 2)

    17,081         27  

Y Class (Note 2)

    239,405         590  

Investor Class

    3,563         999  

A Class

    697         19  

C Class

    945         19  

Ultra Class

    -         8,940  

Custody and fund accounting fees

    527,127         102,807  

Professional fees

    130,162         95,594  

Registration fees and expenses

    102,137         89,252  

Service fees (Note 2):

     

Investor Class

    242,151         641  

A Class

    4,553         -  

C Class

    9,357         -  

Distribution fees (Note 2):

     

A Class

    8,595         265  

C Class

    114,521         1,034  

Prospectus and shareholder report expenses

    54,134         86,826  

Trustee fees (Note 2)

    28,862         15,346  

Dividends and interest on securities sold short

    -         91,413  

Loan fees (Note 9)

    38,292         -  

Other expenses

    62,790         30,989  
 

 

 

     

 

 

 

Total expenses

    4,860,065         2,891,152  
 

 

 

     

 

 

 

Net fees waived and expenses (reimbursed) / recouped (Note 2)

    84,395         (427,316
 

 

 

     

 

 

 

Net expenses

    4,944,460         2,463,836  
 

 

 

     

 

 

 

Net investment income

    34,733,338         3,492,764  
 

 

 

     

 

 

 

Realized and unrealized gain (loss) from investments:

 

Net realized gain (loss) from:

     

Investments in unaffiliated securitiesA

    (1,931,795       (142,481

Foreign currency transactions

    (718,182       715,383  

Forward foreign currency contracts

    1,135,645         191,764  

Swap agreements

    -         (21,016,917

Change in net unrealized appreciation (depreciation) of:

     

Investments in unaffiliated securitiesB

    5,786,636         (41,084

Foreign currency transactions

    22         (23

Forward foreign currency contracts

    991,121         1,804,289  

Swap agreements

    -         12,821,425  
 

 

 

     

 

 

 

Net gain (loss) from investments

    5,263,447         (5,667,644
 

 

 

     

 

 

 

Net increase (decrease) in net assets resulting from operations

  $ 39,996,785       $ (2,174,880
 

 

 

     

 

 

 

Foreign taxes

  $ 665,757     $         -  

A The Fund did not recognize net realized gains (losses) from the sale of investments in affiliated securities.

 

B The Fund’s investments in affiliated securities did not have a change in unrealized appreciation (depreciation) at year end.

 

 

See accompanying notes

 

31


American Beacon FundsSM

Statements of Changes in Net Assets

 

 

    Frontier Markets Income Fund           GLG Total Return Fund  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
          Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Increase (decrease) in net assets:

             

Operations:

             

Net investment income

  $ 34,733,338       $ 22,618,702       $ 3,492,764       $ 6,936,612  

Net realized (loss) from investments in unaffiliated securities, foreign currency transactions, forward foreign currency contracts, and swap agreements

    (1,514,332       (3,471,194       (20,252,251       (1,319,440

Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities, foreign currency transactions, forward foreign currency contracts, and swap agreements

    6,777,779         (23,891,914       14,584,607         2,075,945  
 

 

 

     

 

 

     

 

 

     

 

 

 

Net increase (decrease) in net assets resulting from operations

    39,996,785         (4,744,406       (2,174,880       7,693,117  
 

 

 

     

 

 

     

 

 

     

 

 

 

Distributions to shareholders:

             

Total retained earnings:

             

Institutional Class

    (5,751,687       (6,063,094       -         (51,527

Y Class

    (19,454,443       (11,141,405       -         (21,812

Investor Class

    (5,098,405       (3,746,033       -         (5,902

A Class

    (266,177       (291,836       -         (3,999

C Class

    (847,405       (743,483       -         (3,911

Ultra Class

    -         -         -         (18,802,091

Return of capital:

             

Institutional Class

    (185,581       -         -         -  

Y Class

    (790,312       -         -         -  

Investor Class

    (191,437       -         -         -  

A Class

    (11,126       -         -         -  

C Class

    (32,942       -         -         -  

Ultra Class

    -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Net distributions to shareholders

    (32,629,515       (21,985,851       -         (18,889,242
 

 

 

     

 

 

     

 

 

     

 

 

 

Capital share transactions (Note 10):

             

Proceeds from sales of shares

    274,530,398         175,310,369         53,050,602         179,029,117  

Reinvestment of dividends and distributions

    29,820,229         18,991,501         -         18,844,081  

Cost of shares redeemed

    (122,382,975       (91,797,512       (501,244,952       (462,806,614

Redemption fees

    44,873         88,999         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Net increase (decrease) in net assets from capital share transactions

    182,012,525         102,593,357         (448,194,350       (264,933,416
 

 

 

     

 

 

     

 

 

     

 

 

 

Net increase (decrease) in net assets

    189,379,795         75,863,100         (450,369,230       (276,129,541
 

 

 

     

 

 

     

 

 

     

 

 

 

Net assets:

             

Beginning of period

    276,211,089         200,347,989         469,454,741         745,584,282  
 

 

 

     

 

 

     

 

 

     

 

 

 

End of period

  $ 465,590,884       $ 276,211,089       $ 19,085,511       $ 469,454,741  
 

 

 

     

 

 

     

 

 

     

 

 

 

 

See accompanying notes

 

32


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

1.  Organization and Significant Accounting Policies

American Beacon Funds (the “Trust”) is organized as a Massachusetts business trust. The Funds, each a series within the Trust, are registered under the Investment Company Act of 1940, as amended (the “Act”), as open-end management investment companies. As of January 31, 2020, the Trust consists of thirty-two active series, two of which are presented in this filing: American Beacon Frontier Markets Income Fund and American Beacon GLG Total Return Fund (collectively, the “Funds” and each individually a “Fund”). The remaining thirty active series are reported in separate filings. The American Beacon Frontier Markets Income Fund is registered as a diversified fund and American Beacon GLG Total Return Fund is registered as non-diversified.

American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.

Recently Adopted Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-08, Premium Amortization of Purchased Callable Debt Securities. The amendments in the ASU shorten the premium amortization period on a purchased callable debt security from the security’s contractual life to the earliest call date. It is anticipated that this change will enhance disclosures by reducing losses recognized when a security is called on an earlier date. This ASU is effective for fiscal years beginning after December 15, 2018, and has been adopted accordingly with no material impact on the financial statements and other disclosures.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (“Topic 820”). The amendments in the ASU impact disclosure requirements for fair value measurement. It is anticipated that this change will enhance the effectiveness of disclosures in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2019. Early adoption is permitted and can include the entire standard or certain provisions that exclude or amend disclosures. For the year ended January 31, 2020, the Funds have chosen to adopt the standard. The adoption of this ASU guidance did not have a material impact on the financial statements and other disclosures.

 

 

33


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Class Disclosure

Each Fund has multiple classes of shares designed to meet the needs of different groups of investors; however, not all of the Funds offer all classes. The following table sets forth the differences amongst the classes:

 

Class

  

Eligible Investors

   Minimum Initial
Investments
 
Institutional    Large institutional investors - sold directly or through intermediary channels.    $ 250,000  
Y Class    Large institutional retirement plan investors - sold directly orthrough intermediary channels.    $ 100,000  
Investor    All investors using intermediary organizations such as broker-dealers or retirement plan sponsors.    $ 2,500  
A Class    All investors who invest through intermediary organizations, such as broker-dealers or third party administrator. Retail investors who invest directly through a financial intermediary such as a broker, bank, or registered investment advisor which may include a front-end sales charge and a contingent deferred sales charge (“CDSC”).    $ 2,500  
C Class    Retail investors who invest directly through a financial intermediary such as a broker or through employee directed benefit plans with applicable sales charges which may include CDSC.    $ 1,000  
Ultra    Large institutional investors - sold directly or through intermediary channels. The Manager may allow a reasonable period of time after opening an account for the Ultra Class for the investor to meet the initial investment requirement. In addition, for investors such as trust companies and financial advisors who make investments for a group of clients, the minimum initial investment can be met through aggregated purchase orders for more than one client.    $ 500,000,000  

Each class offered by the Trust has equal rights as to assets and voting privileges. Income and non-class specific expenses are allocated daily to each class based on the relative net assets. Realized and unrealized capital gains and losses of each class are allocated daily based on the relative net assets of each class of the respective Fund. Class specific expenses, where applicable, currently include service, distribution, transfer agent fees, and sub-transfer agent fees that vary amongst the classes as described more fully in Note 2.

Significant Accounting Policies

The following is a summary of significant accounting policies, consistently followed by the Funds in preparation of the financial statements. The Funds are considered investment companies and accordingly, follow the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).

Security Transactions and Investment Income

Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.

Dividend income, net of foreign taxes, is recorded on the ex-dividend date, except certain dividends from foreign securities which are recorded as soon as the information is available to the Funds. Interest income, net of foreign taxes, is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for accretion of discounts and amortization of premiums. Realized gains (losses) from securities sold are determined based on specific lot identification.

 

 

34


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Currency Translation

All assets and liabilities initially expressed in foreign currency values are converted into U.S. dollar values at the mean of the bid and ask prices of such currencies against U.S. dollars as last quoted by a recognized dealer. Income, expenses, and purchases and sales of investments are translated into U.S. dollars at the rate of the exchange prevailing on the respective dates of such transactions. The effect of changes in foreign currency exchange rates on investments is separately identified from the fluctuations arising from changes in market values of securities held and is reported with all other foreign currency gains and losses on the Funds’ Statements of Operations.

Distributions to Shareholders

The Funds distribute most or all of the net earnings and realized gains, if any, each taxable year in the form of dividends from net investment income and distributions of realized net capital gains and net gains from foreign currency transactions on an annual basis. The Funds do not have a fixed dividend rate and do not guarantee that it will pay any distributions in any particular period. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP. To the extent necessary to fully distribute capital gains, the Funds may designate earnings and profits distributed to shareholders on the redemption of shares.

Allocation of Income, Trust Expenses, Gains, and Losses

Investment income, realized and unrealized gains and losses from investments of the Funds are allocated daily to each class of shares based upon the relative proportion of net assets of each class to the total net assets of the Funds. Expenses directly charged or attributable to the Fund will be paid from the assets of the Fund. Generally, expenses of the Trust will be allocated among and charged to the assets of the Funds on a basis that the Trust’s Board of Trustees (the “Board”) deems fair and equitable, which may be based on the relative net assets of the Funds or nature of the services performed and relative applicability to the Funds.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.

Redemption Fees

All Classes of the Frontier Markets Income Fund impose a 2% redemption fee on shares held for less than 90 days. The fee is deducted from the redemption proceeds and is intended to offset the trading costs, market impact, and other costs associated with short-term trading activity in the Fund. The “first-in, first-out” method is used to determine the holding period. The fee is allocated to all classes of this Fund pro-rata based on the net assets.

Other

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.

 

 

35


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

2.  Transactions with Affiliates

Management and Investment Sub-Advisory Agreements

The Funds and the Manager are parties to a Management Agreement that obligates the Manager to provide the Funds with investment advisory and administrative services. As compensation for performing the duties under the Management Agreement, the Manager will receive an annualized management fee based on a percentage of the Funds’ average daily net assets that is calculated and accrued daily according to the following schedule:

 

First $5 billion

     0.35

Next $5 billion

     0.325

Next $10 billion

     0.30

Over $20 billion

     0.275

The Trust, on behalf of the Funds, and the Manager have entered into an Investment Advisory Agreements with Aberdeen Asset Managers Limited and Global Evolution USA, LLC for the Frontier Markets Income Fund and GLG LLC for the GLG Total Return Fund (the “Sub-Advisors”) pursuant to which each Fund has agreed to pay an annualized sub-advisory fee that is calculated and accrued daily based on the applicable Fund’s average daily net assets according to the following schedules:

Aberdeen Asset Managers Limited

 

All Assets

     0.50

Global Evolution USA, LLC

 

All Assets

     0.50

GLG LLC

 

First $500 million

     0.60

Next $500 million

     0.55

Over $1 billion

     0.50

The Management and Sub-Advisory Fees paid by the Funds for the year ended January 31, 2020 were as follows:

Frontier Markets Income Fund

 

    Effective Fee Rate           Amount of Fees Paid  

Management Fees

    0.35     $ 1,357,050  

Sub-Advisor Fees

    0.50       1,918,643  
 

 

 

     

 

 

 

Total

    0.85     $ 3,275,693  
 

 

 

     

 

 

 

GLG Total Return Fund

 

    Effective Fee Rate           Amount of Fees Paid  

Management Fees

    0.35     $ 871,828  

Sub-Advisor Fees

    0.60       1,494,563  
 

 

 

     

 

 

 

Total

    0.95     $ 2,366,391  
 

 

 

     

 

 

 

 

 

36


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Distribution Plans

Separate Distribution Plans (the “Distribution Plans”) have been adopted pursuant to Rule 12b-1 under the Act for the A and C Classes of the Funds. Under the Distribution Plans, as compensation for distribution and shareholder servicing assistance, the Funds’ Distributor, Resolute Investment Distributors, Inc. (“RID” or “Distributor”), receives an annual fee of 0.25% of the average daily net assets of the A Class and 1.00% of the average daily net assets of the C Class. The fee will be payable without regard to whether the amount of the fee is more or less than the actual expenses incurred in a particular month by the Distributor for distribution assistance.

For all other share classes, the Funds have utilized a “defensive” distribution plan (the “Plan”) pursuant to which no separate fees may be charged to the Funds for distribution purposes. However, the Plan authorizes the use of management fees received by the Manager and/or the investment advisors hired by the Manager for distribution purposes. Under this Plan, the Funds do not intend to compensate the Manager or any other party, either directly or indirectly, for the distribution of Fund shares from these fees.

Service Plans

The Investor, A and C Classes have each adopted a Service Plan (collectively, the “Plans”). The Plans authorize the payment to the Manager an annual fee up to 0.375% of the average daily net assets of the Investor Class, up to 0.25% of the average daily net assets of the A Class and up to 0.25% of the average daily net assets of the C Class. In addition, the Funds may reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries attributable to Y Class and Institutional Class. The Manager or other approved entities may spend such amounts on any activities or expenses primarily intended to result in or relate to the servicing of A Class, C Class, Y Class, Institutional Class and Investor Class including, but not limited to, payment of shareholder service fees and transfer agency or sub-transfer agency expenses. The fees will be payable monthly in arrears. The primary expenses expected to be incurred under the Plans are shareholder servicing, record keeping fees and servicing fees paid to financial intermediaries such as plan sponsors and broker-dealers.

Sub-Transfer Agent Fees

The Manager has entered into agreements, which include servicing agreements, with financial intermediaries that provide recordkeeping, processing, shareholder communications and other services to customers of the intermediaries that hold positions in the Institutional and Y Classes of the Funds and has agreed to compensate the intermediaries for providing these services. Intermediaries transact with the Funds primarily through the use of omnibus accounts on behalf of their customers who hold positions in the Funds. Certain services would have been provided by the Funds’ transfer agent and other service providers if the shareholders’ accounts were maintained directly by the Funds’ transfer agent. Accordingly, the Funds, pursuant to Board approval, have agreed to reimburse the Manager for certain non-distribution shareholder services provided by financial intermediaries for the Institutional and Y Classes. The reimbursement amounts (sub-transfer agent fees) paid to the Manager are subject to a fee limit of up to 0.10% of an intermediary’s average net assets in the Institutional and Y Classes on an annual basis. During the year ended January 31, 2020, the sub-transfer agent fees, as reflected in “Transfer agent fees” on the Statements of Operations, were as follows:

 

Fund

   Sub-Transfer Agent Fees  

Frontier Markets Income

   $ 239,005  

GLG Total Return

     559  

As of January 31, 2020, the Funds owed the Manager the following reimbursement of sub-transfer agent fees, as reflected in “Transfer agent fees payable” on the Statements of Assets and Liabilities:

 

Fund

   Reimbursement
Sub-Transfer Agent Fees
 

Frontier Markets Income

   $ 24,631  

GLG Total Return

     14  

 

 

37


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Investments in Affiliated Funds

The Funds may invest in the American Beacon U.S. Government Money Market Select Fund (the “USG Select Fund”). The Funds and the USG Select Fund have the same investment advisor and therefore, are considered to be affiliated. The Manager serves as investment advisor to the USG Select Fund and receives management fees and administrative fees totaling 0.10% of the average daily net assets of the USG Select Fund. During the year ended January 31, 2020, the Manager earned fees on the Funds’ direct investments in the USG Select Fund as shown below:

 

Fund

   Direct Investments in
USG Select Fund
 

Frontier Markets Income

   $ 31,598  

GLG Total Return

     6,461  

Interfund Credit Facility

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC”), the Funds, along with other registered investment companies having management contracts with the Manager, may participate in a credit facility whereby each fund, under certain conditions, is permitted to lend money directly to and borrow directly from other participating funds for temporary purposes. The interfund credit facility is advantageous to the funds because it provides added liquidity and eliminates the need to maintain higher cash balances to meet redemptions. This situation could arise when shareholder redemptions exceed anticipated volumes and certain funds have insufficient cash on hand to satisfy such redemptions or when sales of securities do not settle as expected, resulting in a cash shortfall for a fund. When a fund liquidates portfolio securities to meet redemption requests, they often do not receive payment in settlement for up to two days (or longer for certain foreign transactions). Redemption requests normally are satisfied on the next business day. The credit facility provides a source of immediate, short-term liquidity pending settlement of the sale of portfolio securities. The credit facility is administered by a credit facility team consisting of professionals from the Manager’s asset management, compliance, and accounting areas who report the activities of the credit facility to the Board. During the year ended January 31, 2020, the Frontier Markets Income Fund borrowed $18,195,346 for 1 day at an average interest rate of 2.45% with interest charges of $1,221. These amounts are recorded as “Other expenses” in the Statements of Operations. During the year ended January 31, 2020, the GLG Total Return Fund did not utilize the credit facility.

Expense Reimbursement Plan

The Manager contractually agreed to reduce fees and/or reimburse expenses for the classes of the Funds to the extent that total operating expenses exceed the Funds’ expense cap. During the year ended January 31, 2020, the Manager waived and/or reimbursed expenses as follows:

 

        Expense Cap                    

Fund

  Class   2/1/2019 -
5/31/2019
    6/1/2019 -
1/31/2020
    Reimbursed
Expenses
    (Recouped)
Expenses
    Expiration of
Reimbursed
Expenses
 

Frontier Markets Income

  Institutional     1.15     1.15   $ 12,591     $ (46,005     2022-2023  

Frontier Markets Income

  Y     1.25     1.25     27,040       (94,769     2022-2023  

Frontier Markets Income

  Investor*     -       -       15,101       -       2022-2023  

Frontier Markets Income

  A*     -       -       2,745       -       2022-2023  

Frontier Markets Income

  C*     -       -       -       (1,098     2022-2023  

GLG Total Return

  Y*     1.15     -       14       -       2022-2023  

GLG Total Return

  Investor     1.43     1.43     1,168       (39     2022-2023  

GLG Total Return

  A*     -       -       -       (122     2022-2023  

GLG Total Return

  C*     -       -       -       (119     2022-2023  

GLG Total Return

  Ultra     0.95     0.95     426,414       -       2022-2023  

 

*

Prior cap in place until fully recouped.

 

 

38


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Of these amounts, $10,173 and $10,138 was disclosed as a receivable from the Manager on the Statements of Assets and Liabilities at January 31, 2020 for the Frontier Markets Income Fund and GLG Total Return Fund, respectively.

The Funds have adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such fee or voluntary reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Funds for any contractual or voluntary fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years after the date of the Manager’s waiver/reimbursement and (b) does not cause the Funds’ annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses listed above will expire in 2022 and 2023. The carryover of excess expenses potentially reimbursable to the Manager, but not recorded as a liability are as follows:

 

Fund

   Recouped
Expenses
     Excess Expense
Carryover
     Expired Expense
Carryover
     Expiration of
Reimbursed
Expenses
 

Frontier Markets Income

   $ 69,711      $ -      $ -        2019-2020  

Frontier Markets Income

     22,877        355        -        2020-2021  

Frontier Markets Income

     87,429        7,314        -        2021-2022  

GLG Total Return

     102,541        -        255,971        2019-2020  

GLG Total Return

     -        675,074        -        2020-2021  

GLG Total Return

     -        624,775        -        2021-2022  

Sales Commissions

The Funds’ Distributor may receive a portion of Class A sales charges from broker dealers which may be used to offset distribution related expenses. During the period ended January 31, 2020, RID collected $4,036 from the sale of Class A Shares of the Frontier Markets Income Fund. RID did not collect any Class A sales charges for GLG Total Return Fund during the year ended January 31, 2020.

A CDSC of 0.50% will be deducted with respect to Class A Shares on certain purchases of $1,000,000 or more that are redeemed in whole or part within 18 months of purchase, unless waived as discussed in the Funds’ Prospectus. Any applicable CDSC will be 0.50% of the lesser of the original purchase price or the value of the redemption of the Class A Shares redeemed. During the year ended January 31, 2020, there were no CDSC fees collected for Class A Shares of the Funds.

A CDSC of 1.00% will be deducted with respect to Class C Shares redeemed within 12 months of purchase, unless waived as discussed in the Funds’ Prospectus. Any applicable CDSC will be 1.00% of the lesser of the original purchase price or the value of the redemption of the Class C Shares redeemed. During the year ended January 31, 2020, CDSC fees of $2,339 were collected for Class C Shares of the Frontier Markets Income Fund. RID did not collect any CDSC fees for Class C Shares for GLG Total Return Fund during the period ended January 31, 2020.

Trustee Fees and Expenses

Effective January 1, 2020, as compensation for their service to the American Beacon Funds Complex, including the Trust (collectively, the “Trusts”), each Trustee is compensated from the Trusts as follows: (1) an annual retainer of $120,000; (2) meeting attendance fee (for attendance in person or via teleconference) of (a) $12,000 for in person attendance, or $5,000 for telephonic attendance, by Board members for each regularly scheduled or special Board meeting, (b) $2,500 for attendance by Committee members at meetings of the Audit Committee and the Investment Committee, (c) $1,500 for attendance by Committee members at meetings of the Nominating and Governance Committee; and (d) $2,500 for attendance by Board members for each special telephonic Board meeting; and (3) reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. For her service as Board Chair, Ms. Cline receives an

 

 

39


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

additional annual retainer of $50,000. Although she attends several committee meetings at each quarterly Board meeting, she receives only a single $2,500 fee each quarter for her attendance at those meetings. The chairpersons of the Audit Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chair of the Nominating and Governance Committee receives an additional annual retainer of $15,000.

3.  Security Valuation and Fair Value Measurements

The price of the Fund’s shares is based on its net asset value (“NAV”) per share. The Fund’s NAV is computed by adding total assets, subtracting all the Fund’s liabilities, and dividing the result by the total number of shares outstanding.

The NAV of each class of the Fund’s shares is determined based on a pro rata allocation of the Fund’s investment income, expenses and total capital gains and losses. The Fund’s NAV per share is determined each business day as of the regular close of trading on the New York Stock Exchange (“NYSE” or “Exchange”), which is typically 4:00 p.m. Eastern Time (“ET”). However, if trading on the NYSE closes at a time other than 4:00 p.m. ET, the Fund’s NAV per share typically would still be determined as of the regular close of trading on the NYSE. The Fund does not price its shares on days that the NYSE is closed. Foreign exchanges may permit trading in foreign securities on days when the Fund is not open for business, which may result in the value of the Fund’s portfolio investments being affected at a time when you are unable to buy or sell shares.

Equity securities, including shares of closed-end funds and exchange-traded funds (“ETFs”), are valued at the last sale price or official closing price taken from the primary exchange in which each security trades. Investments in other mutual funds are valued at the closing NAV per share on the day of valuation. Debt securities are valued at bid quotes from broker/dealers or evaluated bid prices from pricing services, who may consider a number of inputs and factors, such as prices of comparable securities, yield curves, spreads, credit ratings, coupon rates, maturity, default rates, and underlying collateral. Futures are valued based on their daily settlement prices. Exchange-traded and over-the-counter (“OTC”) options are valued at the last sale price. Options with no last sale for the day are priced at mid quote. Swaps are valued at evaluated mid prices from pricing services.

The valuation of securities traded on foreign markets and certain fixed-income securities will generally be based on prices determined as of the earlier closing time of the markets on which they primarily trade unless a significant event has occurred. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. ET.

Securities may be valued at fair value, as determined in good faith and pursuant to procedures approved by the Board, under certain limited circumstances. For example, fair value pricing will be used when market quotations are not readily available or reliable, as determined by the Manager, such as when (i) trading for a security is restricted or stopped; (ii) a security’s trading market is closed (other than customary closings); or (iii) a security has been de-listed from a national exchange. A security with limited market liquidity may require fair value pricing if the Manager determines that the available price does not reflect the security’s true market value. In addition, if a significant event that the Manager determines to affect the value of one or more securities held by the Fund occurs after the close of a related exchange but before the determination of the Fund’s NAV, fair value pricing may be used on the affected security or securities. Securities of small-capitalization companies are also more likely to require a fair value determination using these procedures because they are more thinly traded and less liquid than the securities of larger-capitalization companies. The Fund may fair value securities as a result of significant events occurring after the close of the foreign markets in which the Fund invests as described below. In addition, the Fund may invest in illiquid securities requiring these procedures.

The Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund’s pricing time of 4:00 p.m. ET. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. If the Manager determines that the last quoted prices of

 

 

40


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

non-U.S. securities will, in its judgment, materially affect the value of some or all its portfolio securities, the Manager can adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the Exchange. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Manager reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. These securities are fair valued using a pricing service, using methods approved by the Board, that considers the correlation of the trading patterns of the foreign security to intraday trading in the U.S. markets, based on indices of domestic securities and other appropriate indicators such as prices of relevant American Depositary Receipts (“ADRs”) and futures contracts. The Valuation Committee, established by the Board, may also fair value securities in other situations, such as when a particular foreign market is closed but the Fund is open. The Fund uses outside pricing services to provide closing prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the Valuation Committee routinely compares closing prices, the next day’s opening prices in the same markets and adjusted prices.

Attempts to determine the fair value of securities introduce an element of subjectivity to the pricing of securities. As a result, the price of a security determined through fair valuation techniques may differ from the price quoted or published by other sources and may not accurately reflect the market value of the security when trading resumes. If a reliable market quotation becomes available for a security formerly valued through fair valuation techniques, the Manager compares the new market quotation to the fair value price to evaluate the effectiveness of the Fund’s fair valuation procedures. If any significant discrepancies are found, the Manager may adjust the Fund’s fair valuation procedures.

Valuation Inputs

Various inputs may be used to determine the fair value of the Funds’ investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1   -   Quoted prices in active markets for identical securities.
Level 2   -   Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others.
Level 3   -   Prices determined using other significant unobservable inputs. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in pricing an investment.

Level 1 and Level 2 trading assets and trading liabilities, at fair value

Fixed-income securities including corporate, convertible and municipal bonds and notes, U.S. government agencies, U.S. Treasury obligations, sovereign issues, bank loans, convertible preferred securities, and non-U.S. bonds are normally valued by pricing service providers that use broker dealer quotations, reported trades or valuation estimates from their internal pricing models. The service providers’ internal models use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates, and quoted prices for similar assets. Securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy. Fixed-income securities purchased on a delayed-delivery basis are marked-to-market daily until settlement at the forward settlement date and are categorized as Level 2 of the fair value hierarchy.

Common stocks, ETFs and financial derivative instruments, such as futures contracts or options that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are generally categorized as Level 2 of the fair value hierarchy.

 

 

41


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy.

OTC financial derivative instruments, such as foreign currency contracts and structured notes, derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These contracts are normally valued on the basis of broker dealer quotations or pricing service providers. Depending on the product and the terms of the transaction, the fair value of the financial derivative contracts can be estimated by a pricing service provider using a series of techniques, including simulation pricing models. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, curves, dividends, and exchange rates. Financial derivatives that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

Level 3 trading assets and trading liabilities, at fair value

The valuation techniques and significant inputs used in determining the fair values of financial instruments classified as Level 3 of the fair value hierarchy are as follows.

Securities and other assets for which market quotes are not readily available are valued at fair value as determined in good faith by the Board or persons acting at their direction and may be categorized as Level 3 of the fair value hierarchy.

Market quotes are considered not readily available in circumstances where there is an absence of current or reliable market-based data (e.g., trade information or broker quotes), including where events occur after the close of the relevant market, but prior to the Exchange close, that materially affect the values of the Fund’s securities or assets. In addition, market quotes are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities trade, do not open for trading for the entire day and no other market prices are available. The Board has delegated to the Manager the responsibility for monitoring significant events that may materially affect the fair values of a Fund’s securities or assets and for determining whether the value of the applicable securities or assets should be re-evaluated in light of such significant events.

The Board has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated the responsibility for applying the valuation methods to the Manager. For instances in which daily market quotes are not readily available, investments may be valued pursuant to guidelines established by the Board. In the event that the security or asset cannot be valued, pursuant to one of the valuation methods established by the Board, the fair value of the security or asset will be determined in good faith by the Valuation Committee, generally based upon recommendations provided by the Manager.

When a Fund uses fair valuation methods applied by the Manager that use significant unobservable inputs to determine its NAV, the securities priced using this methodology are categorized as Level 3 of the fair value hierarchy. These methods may require subjective determinations about the value of a security. While the Trust’s policy is intended to result in a calculation of the Fund’s NAV that fairly reflects security values as of the time of pricing, the Trust cannot guarantee that values determined by the Board or persons acting at their direction would accurately reflect the price that a Fund could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a Fund may differ from the value that would be realized if the securities were sold.

4.  Securities and Other Investments

Credit-Linked Notes

The Frontier Markets Income Fund may invest in credit-linked notes (“CLNs”). CLNs are derivative debt obligations that are issued by limited purpose entities, such as Special Purpose Vehicles (“SPVs”), or by financial

 

 

42


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

firms, such as banks, securities firms or their affiliates. They are structured so that their performance is linked to that of an underlying bond or other debt obligation (a “reference asset”), normally by means of an embedded or underlying credit default swap. The reference assets for the CLNs in which the Fund may invest will be limited to sovereign or quasi-sovereign debt instruments or other investments in which the Fund’s investment policies permit it to invest directly. The Fund may invest in CLNs when the Fund’s Sub-Advisor believes that doing so is more efficient than investing in the reference assets directly or when such direct investment by the Fund is not feasible due to legal or other restrictions.

The issuer or one of the affiliates of the issuer of the CLNs in which the Fund will invest, normally will purchase the reference asset underlying the CLN directly, but in some cases it may gain exposure to the reference asset through a credit default swap or other derivative. Under the terms of a CLN, the Fund will receive a fixed or variable rate of interest on the outstanding principal amount of the CLN, which in turn will be subject to reduction (potentially down to zero) if a “credit event” occurs with respect to the underlying reference asset or its issuer. Such credit events will include payment defaults on the reference asset, and normally will also include events that do not involve an actual default, such as actual or potential insolvencies, repudiations of indebtedness, moratoria on payments, reference asset restructurings, limits on the convertibility or repatriation of currencies, and the imposition of ownership restrictions. If a credit event occurs, payments on the CLN would terminate, and the Fund normally would receive delivery of the underlying reference asset (or, in some cases, a comparable “deliverable” asset) in lieu of the repayment of principal. In some cases, however, including but not limited to instances where there has been a market disruption or in which it is or has become illegal, impossible or impracticable for the Fund to purchase, hold or receive the reference assets, the Fund may receive a cash settlement based on the value of the reference asset or a comparable instrument, less fees charged and certain expenses incurred by the CLN issuer.

CLNs are debt obligations of the CLN issuers, and the Fund would have no ownership or other property interest in the reference assets (other than following a credit event that results in the reference assets being delivered to the Fund) or any direct recourse to the issuers of those reference assets. Thus, the Fund will be exposed to the credit risk of the issuers of the reference assets that underlie its CLNs, as well as to the credit risk of the issuers of the CLNs themselves. CLNs will also be subject to currency risk, liquidity risk, valuation risks, and the other risks of a credit default swap. Various determinations that may need to be made with respect to the CLNs, including the occurrence of a credit event, the selection of deliverable assets (where applicable) and the valuation of the reference asset for purposes of determining any cash settlement amount, normally will be made by the issuer or sponsor of the CLN. The interests of such issuer or sponsor may not be aligned with those of the Fund or other investors in the CLN. Accordingly, CLNs may also be subject to potential conflicts of interest. There may be no established trading market for the Fund’s CLNs, in which event they may constitute illiquid investments.

Fixed-Income Investments

The Funds may hold debt, including government and corporate debt, and other fixed-income securities. Typically, the values of fixed-income securities change inversely with prevailing interest rates. Therefore, a fundamental risk of fixed-income securities is interest rate risk, which is the risk that their value will generally decline as prevailing interest rates rise, which may cause the Funds’ NAV to likewise decrease, and vice versa. How specific fixed-income securities may react to changes in interest rates will depend on the specific characteristics of each security. For example, while securities with longer maturities tend to produce higher yields, they also tend to be more sensitive to changes in prevailing interest rates and are, therefore, more volatile than shorter-term securities and are subject to greater market fluctuations as a result of changes in interest rates. Fixed-income securities are also subject to credit risk, which is the risk that the credit strength of an issuer of a fixed-income security will weaken and/or that the issuer will be unable to make timely principal and interest payments and that the security may go into default. In addition, there is prepayment risk, which is the risk that during periods of falling interest rates, certain fixed-income securities with higher interest rates, such as mortgage-backed securities (“MBS”) and asset-backed securities (“ABS”), may be prepaid by their issuers thereby reducing the amount of interest payments. This may result in a Fund having to reinvest its proceeds in lower yielding securities. Securities underlying MBS and ABS, which may include subprime mortgages, also may be subject to a higher degree of credit risk, valuation risk, and liquidity risk.

 

 

43


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Foreign Debt Securities

The Funds may invest in foreign fixed and floating rate income securities (including emerging market securities) all or a portion of which may be non-U.S. dollar denominated and which include: (a) debt obligations issued or guaranteed by foreign national, provincial, state, municipal or other governments with taxing authority or by their agencies or instrumentalities, including Brady Bonds; (b) debt obligations of supranational entities; (c) debt obligations of the U.S. Government issued in non-dollar securities; (d) debt obligations and other fixed income securities of foreign corporate issuers (both dollar and non-dollar denominated); and (e) U.S. corporate issuers (both Eurodollar and non-dollar denominated). There is no minimum rating criteria for the Funds’ investments in such securities. Investing in the securities of foreign issuers involves special considerations that are not typically associated with investing in the securities of U.S. issuers. In addition, emerging markets are markets that have risks that are different and higher than those in more developed markets.

Foreign Securities

The Funds may invest in U.S. dollar-denominated and non-U.S. dollar denominated equity and debt securities of foreign issuers and foreign branches of U.S. banks, including negotiable certificates of deposit (“CDs”), bankers’ acceptances, and commercial paper. Foreign issuers are issuers organized and doing business principally outside the United States and include corporations, banks, non-U.S. governments, and quasi-governmental organizations. While investments in foreign securities may be intended to reduce risk by providing further diversification, such investments involve sovereign and other risks, in addition to the credit and market risks normally associated with domestic securities. These additional risks include the possibility of adverse political and economic developments (including political or social instability, nationalization, expropriation, or confiscatory taxation); the potentially adverse effects of unavailability of public information regarding issuers, different governmental supervision and regulation of financial markets, reduced liquidity of certain financial markets, and the lack of uniform accounting, auditing, and financial reporting standards or the application of standards that are different or less stringent than those applied in the United States; different laws and customs governing securities tracking; and possibly limited access to the courts to enforce the Funds’ rights as an investor.

Frontier and Emerging Market Investments

The Funds may invest in the securities and derivatives with exposure to various countries with emerging capital markets. Investments in the securities and derivatives with exposure to countries with emerging capital markets involve significantly higher risks not involved in investments in securities in more developed capital markets, such as (i) low or non-existent trading volume, resulting in a lack of liquidity and increased volatility in prices for such securities, as compared to securities from more developed capital markets, (ii) uncertain national policies and social, political and economic instability, increasing the potential for expropriation of assets, confiscatory taxation, high rates of inflation or unfavorable diplomatic developments, (iii) possible fluctuations in exchange rates, differing legal systems and the existence or possible imposition of exchange controls, custodial restrictions or other non-U.S. or U.S. governmental laws or restrictions applicable to such investments, (iv) national policies that may limit the Fund’s investment opportunities such as restrictions on investment in issuers or industries deemed sensitive to national interests, (v) the lack or relatively early development of legal structures governing private and foreign investments and private property, and (vi) less diverse or immature economic structures. In addition to withholding taxes on investment income, some countries with emerging capital markets may impose differential capital gain taxes on foreign investors.

Illiquid and Restricted Securities

Generally, an illiquid asset is an asset that the Funds reasonably expect cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. Historically, illiquid securities have included securities that have not been registered under the Securities Act, securities that are otherwise not readily marketable, and repurchase agreements having a remaining maturity of longer than seven calendar days. Securities that have not been

 

 

44


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

registered under the Securities Act are referred to as private placements or restricted securities and are purchased directly from the issuer or in the secondary market. These securities may be sold only in a privately negotiated transaction or pursuant to an exemption from registration. A large institutional market exists for certain securities that are not registered under the Securities Act, including repurchase agreements, commercial paper, foreign securities, municipal securities and corporate bonds and notes. Institutional investors depend on an efficient institutional market in which the unregistered security can be readily resold or on an issuer’s ability to honor a demand for repayment. However, the fact that there are contractual or legal restrictions on resale of such investments to the general public or to certain institutions may not be indicative of their liquidity.

Limitations on resale may have an adverse effect on the marketability of portfolio securities, and the Fund might be unable to dispose of restricted or other illiquid securities promptly or at reasonable prices and might thereby experience difficulty satisfying redemptions within seven calendar days. In addition, the Fund may get only limited information about an issuer, so it may be less able to predict a loss. The Fund also might have to register such restricted securities in order to dispose of them resulting in additional expense and delay. Adverse market conditions could impede such a public offering of securities. In recognition of the increased size and liquidity of the institutional market for unregistered securities and the importance of institutional investors in the formation of capital, the SEC adopted Rule 144A under the Securities Act. Rule 144A is designed to facilitate efficient trading among institutional investors by permitting the sale of certain unregistered securities to qualified institutional buyers. To the extent privately placed securities held by the Fund qualify under Rule 144A and an institutional market develops for those securities, the Fund likely will be able to dispose of the securities without registering them under the Securities Act. To the extent that institutional buyers become, for a time, uninterested in purchasing these securities, investing in Rule 144A securities could increase the level of the Fund’s illiquidity. The Manager or the sub-advisor, as applicable, may determine that certain securities qualified for trading under Rule 144A are liquid. Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Fund, to purchase such unregistered securities if certain conditions are met.

Securities sold in private placement offerings made in reliance on the “private placement” exemption from registration afforded by Section 4(a)(2) of the Securities Act and resold to qualified institutional buyers under Rule 144A under the Securities Act (“Section 4(a)(2) securities”) are restricted as to disposition under the federal securities laws, and generally are sold to institutional investors, such as the Fund, that agree they are purchasing the securities for investment and not with an intention to distribute to the public. Any resale by the purchaser must be pursuant to an exempt transaction and may be accomplished in accordance with Rule 144A. Section 4(a)(2) securities normally are resold to other institutional investors through or with the assistance of the issuer or dealers that make a market in the Section 4(a)(2) securities, thus providing liquidity.

Regulation S under the Securities Act permits the sale abroad of securities that are not registered for sale in the United States and includes a provision for U.S. investors, such as the Funds, to purchase such unregistered securities if certain conditions are met.

Inflation-Indexed Linked Securities

The Funds may invest in inflation-indexed bonds. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted based on the rate of inflation. The interest rate on these bonds is generally fixed at issuance at a rate lower than typical bonds. Over the life of an inflation-indexed bond, however, interest will be paid based on principal value, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond will be included as interest income on the Statements of Operations, even though investors do not receive their principal until maturity.

Other Investment Company Securities and Other Exchange-Traded Products

The Funds may invest in shares of other investment companies, including open-end funds, closed-end funds, business development companies (“BDCs”), ETFs, unit investment trusts, and other investment companies of the

 

 

45


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Trust. The Funds may invest in securities of an investment company advised by the Manager or a sub-advisor. Investments in the securities of other investment companies may involve duplication of advisory fees and certain other expenses. By investing in another investment company, the Funds become a shareholder of that investment company. As a result, the Funds’ shareholders indirectly will bear the Funds’ proportionate share of the fees and expenses paid by shareholders of the other investment company, in addition to the fees and expenses the Funds’ shareholders directly bear in connection with the Funds’ own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Funds in their Prospectus, if applicable. Investments in other investment companies may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.

The Funds can invest free cash balances in registered open-end investment companies regulated as money market funds under the Investment Company Act, to provide liquidity or for defensive purposes. The Funds could invest in money market funds rather than purchasing individual short-term investments. If the Funds invests in money market funds, shareholders will bear their proportionate share of the expenses, including for example, advisory and administrative fees, of the money market funds in which the Funds invest, including advisory fees charged by the Manager to any applicable money market funds advised by the Manager.

Sovereign and Quasi-Sovereign Government and Supranational Debt

The Funds can invest in debt securities issued or guaranteed by foreign governments and their political subdivisions or agencies which involve special risks. Sovereign debt differs from debt obligations issued by private entities in that, generally, remedies for defaults must be pursued in the courts of the defaulting party. Sovereign debt securities may include: debt securities issued or guaranteed by governments, governmental agencies or instrumentalities and political subdivisions located in emerging market countries; debt securities issued by government owned, controlled or sponsored entities located in emerging market countries; interests in entities organized and operated for the purpose of restructuring the investment characteristics of instruments issued by government owned, controlled or sponsored entities located in emerging market countries; interests in entities organized and operated for the purpose of restructuring the investment characteristics of instruments issued by any of the above issuers; participations in loans between emerging market governments and financial institutions; and Brady Bonds, which are debt securities issued under the framework of the Brady Plan as a means for debtor nations to restructure their outstanding external indebtedness.

Supranational entities may also issue debt securities. Supranational organizations are entities designated or supported by a government or governmental group to promote economic development. Included among these organizations are the Asian Development Bank, the European Investment Bank, the Inter-American Development Bank, the International Monetary Fund, the United Nations, the World Bank and the European Bank for Reconstruction and Development. Supranational organizations have no taxing authority and are dependent on their members for payments of interest and principal to the extent their assets are insufficient. Further, the lending activities of such entities are limited to a percentage of their total capital, reserves and net income.

Variable or Floating Rate Obligations

The coupon on certain fixed-income securities in which the Fund may invest is not fixed and may fluctuate based upon changes in market rates. The coupon on a floating rate security is generally based on an interest rate such as a money market index, London Inter-Bank Offered Rate (“LIBOR”) or a Treasury bill rate. A variable rate obligation has an interest rate which is adjusted at predesignated periods in response to changes in the market rate of interest on which the interest rate is based. Variable and floating rate obligations are less effective than fixed rate obligations at locking in a particular yield. Nevertheless, such obligations may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons.

 

 

46


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

As short-term interest rates decline, the coupons on floating rate securities typically decrease. Alternatively, during periods of increasing interest rates, changes in the coupons of floating rate securities may lag behind changes in market rates or may have limits on the maximum increases in the coupon rates. The value of floating rate securities may decline if their coupons do not rise as much, or as quickly, as interest rates in general. Floating rate securities will not generally increase in value if interest rates decline.

5.  Financial Derivative Instruments

The Funds may utilize derivative instruments to enhance return, hedge risk, gain efficient exposure to an asset class or to manage liquidity. When considering the Funds’ use of derivatives, it is important to note that the Funds do not use derivatives for the purpose of creating financial leverage.

Forward Foreign Currency Contracts

The Funds may enter into forward foreign currency contracts to hedge the exchange rate risk on investment transactions or to hedge the value of the Funds’ securities denominated in foreign currencies. Forward foreign currency contracts are valued at the forward exchange rate prevailing on the day of valuation. The Funds may also use currency contracts to increase exposure to a foreign currency or to shift exposure to foreign currency fluctuations from one country to another. The Funds bear the market risk that arises from changes in foreign exchange rates, and accordingly, the unrealized gain (loss) on these contracts is reflected in the accompanying financial statements. The Funds also bear the credit risk if the counterparty fails to perform under the contract.

During the year ended January 31, 2020, the Funds entered into forward foreign currency contracts primarily for return enhancement and hedging foreign currency fluctuations.

The Funds’ forward foreign currency contract notional dollar values outstanding fluctuate throughout the operating year as required to meet strategic requirements. The following table illustrates the average quarterly volume of forward foreign currency contracts. For the purpose of this disclosure, volume is measured by the amounts bought and sold in USD at each quarter end.

 

Average Forward Foreign Currency Notional Amounts Outstanding
Year Ended January 31, 2020

 

Fund

  Purchased Contracts           Sold Contracts  

Frontier Markets Income

  $ 14,462,143       $ 18,446,456  

GLG Total Return

    70,743,086         89,793,304  

Swap Agreements

The Funds may invest in swap agreements. Swap agreements are negotiated between the Fund and a counterparty to exchange or swap investment cash flows, assets, foreign currencies, or market-linked returns at specified, future intervals. Swap agreements are either privately negotiated in the OTC market (“OTC Swaps”) or cleared in a central clearing house (“Centrally Cleared Swaps”). The Fund may enter into credit default, cross-currency, interest rate and other forms of swap agreements to manage its exposure to credit, currency, interest rate, and inflation risk. In connection with these agreements, securities or cash may be identified as collateral in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency.

Swaps are marked to market daily based upon values from third party vendors or quotations from market makers to the extent available and the change in value, if any, is recorded as an unrealized gain or loss on the Statement of Assets and Liabilities. Daily fluctuations in the value of centrally cleared swaps are recorded in variation margin on the Statement of Assets and Liabilities and recorded as unrealized gain or loss. In the event that market quotes are not readily available and the swap cannot be valued pursuant to one of the valuation methods, the value of the swap will be determined in good faith by the Valuation Committee pursuant to procedures approved by the Board.

 

 

47


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

OTC payments received or made at the beginning of the measurement period are reflected as such on the Statement of Assets and Liabilities and represent payments made or received upon entering into the swap agreement to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). Centrally cleared swaps provide the same rights to the protection buyer and seller except the payments between parties, including upfront premiums, are settled through a central clearing agent through variation margin payments. Upfront and periodic payments for OTC and centrally cleared swaps are recorded as realized gains or losses on the Statement of Operations upon termination or maturity of the swap. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statement of Operations. Net periodic payments received or paid by the Fund are included as part of realized gains or losses on the Statement of Operations.

Entering into these agreements involves, to varying degrees, elements of credit, market and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements and that there may be unfavorable changes in interest rates.

The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive. The risk is mitigated by having a master netting arrangement between the Fund and the counterparty and by the posting of collateral to the Fund to cover the Fund’s exposure to the counterparty.

Credit Default Swap Agreements

Credit default swap agreements involve one party making a stream of payments (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified return in the event of a default or other credit event for the referenced entity, obligation or index. As a seller of protection on credit default swap agreements, the Fund will generally receive from the buyer of protection a fixed rate of periodic premiums throughout the term of the swap provided that there is no credit event. As the seller, the Fund would effectively add leverage to its portfolio because, in addition to its total net assets, the Fund would be subject to investment exposure up to the notional amount of the swap.

If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. Recovery values are estimated by market makers considering either industry standard recovery rates or entity specific factors and considerations until a credit event occurs. If a credit event has occurred, the recovery value is determined by a facilitated auction whereby a minimum number of allowable broker bids, together with a specified valuation method, are used to calculate the settlement value.

Credit default swap agreements on corporate issues, sovereign issues of an emerging country or U.S. municipal issues involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default or other credit event. If a credit event occurs and cash settlement is not elected, a variety of other deliverable obligations may be delivered in lieu of the specific referenced obligation. The ability to deliver other obligations may result in a cheapest-to-deliver option (the buyer

 

 

48


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

of protection’s right to choose the deliverable obligation with the lowest value following a credit event). The Fund may use credit default swaps on corporate issues, sovereign issues of an emerging country or U.S. municipal issues to provide a measure of protection against defaults of the issuers (i.e., to reduce risk where the Fund owns or has exposure to the referenced obligation) or to take an active long or short position with respect to the likelihood of a particular issuer’s default.

Credit default swap agreements on asset-backed securities involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default or other credit event. Unlike credit default swaps on corporate issues, sovereign issues of an emerging country or U.S. municipal issues, deliverable obligations in most instances would be limited to the specific referenced obligation as performance for asset-backed securities can vary across deals. Prepayments, principal paydowns, and other writedown or loss events on the underlying mortgage loans will reduce the outstanding principal balance of the referenced obligation. These reductions may be temporary or permanent as defined under the terms of the swap agreement and the notional amount for the swap agreement will be adjusted by corresponding amounts. The Fund may use credit default swaps on asset-backed securities to provide a measure of protection against defaults of the referenced obligation that the Fund owns or to take an active long or short position with respect to the likelihood of a particular referenced obligation’s default that the Fund does not own.

Credit default swap agreements on credit indices involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising the credit index. A credit index is a basket of credit instruments or exposures designed to be representative of some part of the credit market as a whole. These indices are made up of reference credits that are judged by a poll of dealers to be the most liquid entities in the credit default swap market based on the sector of the index. Components of the indices may include, but are not limited to, investment grade securities, high yield securities, asset-backed securities, emerging markets, and/or various credit ratings within each sector. Credit indices are traded using credit default swaps with standardized terms including a fixed spread and standard maturity dates. An index credit default swap references all the names in the index, and if there is a default, the credit event is settled based on that name’s weight in the index. The composition of the indices changes periodically, usually every six months, and for most indices, each name has an equal weight in the index. The Fund may use credit default swaps on credit indices to hedge a portfolio of credit default swaps or bonds, which is less expensive than it would be to buy many credit default swaps to achieve a similar effect. Credit default swaps on indices are benchmarks for protecting investors owning bonds against default, and traders use them to speculate on changes in credit quality.

Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate issues, sovereign issues of an emerging country or U.S. municipal issues as of period end are disclosed in the Notes to the Schedule of Investments and serve as an indicator of the current status of the payment/performance risk and represent a market participant view of the likelihood or risk of default for the underlying referenced security to credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. For credit default swap agreements on asset-backed securities and credit indices, the quoted market prices and resulting values serve as the indicator of the current status of the payment/performance risk. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

The maximum potential amount of future payments (undiscounted) that the Fund as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. Notional amounts of each individual credit default swap agreement outstanding as of January 31, 2020, for which the Fund is the seller of protection is disclosed in the Notes to the Schedule of Investments. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement, or net amounts received from the settlement of buy protection credit default swap agreements entered into by the Fund for the same referenced entity or entities.

 

 

49


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

During the year ended January 31, 2020, the GLG Total Return Fund entered into credit default swaps primarily for return enhancement, hedging, and exposing cash to markets.

The Fund’s credit default swap contract notional amounts outstanding fluctuate throughout the operating year as required to meet the strategic requirements. The following table illustrates the average quarterly volume of credit default swap contracts. For the purpose of this disclosure, the volume is measure by the notional amounts outstanding at each quarter end.

 

Average Credit Default Swap Notional Amounts Outstanding

 

Fund

  Year Ended January 31, 2020  

GLG Total Return

    202,776,520  

Interest Rate Swap Agreements

The GLG Total Return Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swap agreements. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest with respect to the notional amount of principal.

During the year ended January 31, 2020, the GLG Total Return Fund entered into interest rate swaps primarily for return enhancement, hedging and exposing cash to markets.

The Fund’s interest rate swap contract notional amounts outstanding fluctuate throughout the operating year as required to meet the strategic requirements. The following table illustrates the average quarterly volume of interest rate swap contracts. For the purpose of this disclosure, the volume is measured by the notional amounts outstanding at each quarter end.

 

Average Interest Rate Swaps Notional Amounts Outstanding

 

Fund

  Year Ended January 31, 2020  

GLG Total Return

    376,725,000  

The following is a summary of the fair valuations of the Funds’ derivative instruments categorized by risk exposure(1):

Frontier Markets Income Fund

 

Fair values of financial instruments on the Statements of Assets and Liabilities as of January 31, 2020:

 

    Derivatives not accounted for as hedging instruments

Assets:

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Unrealized appreciation of forward foreign currency contracts     $ -         $ 644,314         $ -         $ -         $ -         $ 644,314

Liabilities:

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Unrealized depreciation of forward foreign currency contracts     $ -         $ (20,067 )         $ -         $ -         $ -         $ (20,067 )
                                           

 

 

50


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

The effect of financial derivative instruments on the Statements of Operations as of January 31, 2020:

 

    Derivatives not accounted for as hedging instruments

Realized gain (loss) from derivatives
recognized as a result of operations

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Forward foreign currency contracts     $ -         $ 1,135,645         $ -         $ -         $ -         $ 1,135,645

Net change in unrealized appreciation
(depreciation) of derivatives recognized
as a result from operations:

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Forward foreign currency contracts     $ -         $ 991,121         $ -         $ -         $ -         $ 991,121

GLG Total Return Fund

 

Fair values of financial instruments on the Statements of Assets and Liabilities as of January 31, 2020:

 

    Derivatives not accounted for as hedging instruments

Assets:

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Unrealized appreciation of forward foreign currency contracts     $ -         $ 466,710         $ -         $ -         $ -         $ 466,710
Unrealized appreciation from swap agreements       47,299           -           -           -           -           47,299

Liabilities:

  Credit contracts   Foreign exchange
contracts
      Commodity
contracts
  Interest rate
contracts
      Equity contracts       Total
Unrealized depreciation of forward foreign currency contracts     $ -         $ (682,062 )         $ -         $ -         $ -         $ (682,062 )
Unrealized depreciation from swap agreements       (27,333 )           -           -           (1,089,679 )           -           (1,117,012 )

 

The effect of financial derivative instruments on the Statements of Operations as of January 31, 2020:

 

    Derivatives not accounted for as hedging instruments

Realized gain (loss) from derivatives
recognized as a result of operations

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Forward foreign currency contracts     $ -         $ 191,764         $ -         $ -         $ -         $ 191,764
Swap agreements       (6,075,503 )           -           -           (14,941,414 )           -           (21,016,917 )

Net change in unrealized appreciation
(depreciation) of derivatives recognized
as a result from operations:

  Credit contracts       Foreign exchange
contracts
      Commodity
contracts
      Interest rate
contracts
      Equity contracts       Total
Forward foreign currency contracts     $ -         $ 1,804,289         $ -         $ -         $ -         $ 1,804,289
Swap agreements       553,672           -           -           12,267,753           -           12,821,425

(1) See Note 3 in the Notes to Financial Statements for additional information.

Master Agreements

International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreements”) with counterparties govern transactions in OTC derivative and foreign exchange contracts entered into by the Fund and those counterparties. The ISDA Master Agreements contain provisions for general obligations, representations, agreements, collateral and events of default or termination. Events of termination include conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding transactions under the applicable ISDA Master Agreement. Any election to terminate early could be material to the financial statements. Since different types of forward and OTC financial derivative transactions have different mechanics and are sometimes traded out of different legal entities of a particular counterparty organization, each type of transaction may be covered by a different Master Agreement, resulting in the need for multiple agreements with a single

 

 

51


American Beacon FundsSM

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January 31, 2020

 

 

counterparty. As the ISDA Master Agreements are specific to unique operations of different asset types, they allow a Fund to net its total exposure to a counterparty in the event of a default with respect to all the transactions governed under a single agreement with a counterparty.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as delayed delivery or sale-buyback financing transactions by and between a Fund and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

Offsetting Assets and Liabilities

The Funds are parties to enforceable master netting agreements between brokers and counterparties which provide for the right to offset under certain circumstances. The Funds employ multiple money managers and counterparties and have elected not to offset qualifying financial and derivative instruments on the Statements of Assets and Liabilities, as such all financial and derivative instruments are presented on a gross basis. The impacts of netting arrangements that provide the right to offset are detailed below. The net amount represents the net receivable or payable that would be due from or to the counterparty in the event of default. Exposure from borrowings and other financing agreements such as repurchase agreements can only be netted across transactions governed by the same Master Agreement with the same legal entity. All amounts reported below represent the balance as of the report date, January 31, 2020.

Frontier Markets Income Fund

 

Offsetting of Financial and Derivative Assets as of January 31, 2020:

 

    Assets           Liabilities  
Forward Foreign Currency Contracts   $ 644,314       $ 20,067  
 

 

 

     

 

 

 
Total derivative assets and liabilities in the Statement of Assets and Liabilities   $ 644,314       $ 20,067  
 

 

 

     

 

 

 
Total derivative assets and liabilities subject to an MNA   $ 644,314       $ 20,067  
 

 

 

     

 

 

 

 

Financial Assets, Derivatives, and Collateral Received/(Pledged) by Counterparty as of January 31, 2020:

 

                            Gross Amounts Not Offset in the
Statement of Assets and Liabilities
             

Counterparty

  Gross Amounts of Assets
Presented in the Statement
of Assets and  Liabilities
    Derivatives
Available
for Offset
    Non-Cash  Collateral
Received(2)
          Cash Collateral
Received(2)
          Net Amount  
Barclays Bank PLC   $ 156,206       $ (14,054     $ -       $ (110,000     $ 32,152  
Citibank, N.A.     65,831         -         -         (65,831       -  
ICBC Standard Bank PLC     202,437         (2,692       -         -         199,745  
Merrill Lynch International     193,792         -         -         -         193,792  
State Street Bank & Trust Co.     26,048         -         -         -         26,048  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
Total   $ 644,314       $ (16,746     $ -       $ (175,831     $ 45,737  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
                            Gross Amounts Not Offset in the
Statement of Assets and Liabilities
             

Counterparty

  Gross Amounts of Liabilities
Presented in the Statement
of Assets and Liabilities
          Derivatives
Available
for Offset
          Non-Cash  Collateral
Pledged(2)
          Cash Collateral
Pledged(2)
          Net Amount  
Barclays Bank PLC   $ 14,054       $ (14,054     $ -       $ -       $ -  
ICBC Standard Bank PLC     2,692         (2,692       -         -         -  
UBS AG     3,321         -         -         -         3,321  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 
Total   $ 20,067       $ (16,746     $ -       $ -       $ 3,321  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

 

 

52


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

GLG Total Return Fund

 

Offsetting of Financial and Derivative Assets as of January 31, 2020:

 

    Assets           Liabilities  
Swap Agreement - Centrally Cleared(1)   $ 47,299       $ 1,117,012  
Forward Foreign Currency Contracts     466,710         682,062  
 

 

 

     

 

 

 
Total derivative assets and liabilities in the Statement of Assets and Liabilities   $ 514,009       $ 1,799,074  
 

 

 

     

 

 

 
Derivatives not subject to a Master Netting Agreement or similar agreement (“MNA”)   $ (47,299     $ (1,117,012
 

 

 

     

 

 

 
Total derivative assets and liabilities subject to an MNA   $ 466,710       $ 682,062  
 

 

 

     

 

 

 

 

Financial Assets, Derivatives, and Collateral Received/(Pledged) by Counterparty as of January 31, 2020:

 

                            Gross Amounts Not Offset in the
Statement of Assets and Liabilities
             

Counterparty

  Gross Amounts of Assets
Presented in the Statement
of Assets and Liabilities
          Derivatives
Available
for Offset
          Non-Cash  Collateral
Received(2)
          Cash Collateral
Received(2)
          Net Amount  
HSBC Bank (USA)   $ 466,710       $ (466,710     $ -       $ -       $ -  
                            Gross Amounts Not Offset in the
Statement of Assets and Liabilities
             

Counterparty

  Gross Amounts of Liabilities
Presented in the Statement
of Assets and Liabilities
          Derivatives
Available
for Offset
          Non-Cash  Collateral
Pledged(2)
          Cash Collateral
Pledged(2)
          Net Amount  
HSBC Bank (USA)   $ 682,062       $ (466,710     $ -       $ (215,352     $ -  

(1) The securities presented here within are not subject to master netting agreements. As such, this is disclosed for informational purposes only.

(2) The actual collateral received/pledged may be more than the amount reported due to overcollateralization.

6.  Principal Risks

Investing in the Funds may involve certain risks including, but not limited to, those described below.

Counterparty Risk

The Funds are subject to the risk that a party or participant to a transaction, such as a broker or derivative counterparty, will be unwilling or unable to satisfy its obligation to make timely principal, interest or settlement payments or to otherwise honor its obligations to the Funds. As a result the Fund may obtain no recovery of its investment or may only obtain a limited recovery, and any recovery may be delayed. Not all derivative transactions require a counterparty to post collateral, which may expose the Fund to greater losses in the event of a default by a counterparty.

Credit Risk

The Funds are subject to the risk that the issuer or guarantor of a debt security, or the counterparty to a derivatives contract or a loan will fail to make timely payment of interest or principal or otherwise honor its obligations or default completely. A decline in the credit rating of an individual security held by the Funds may have an adverse impact on its price and make it difficult for the Funds to sell it. Ratings represent a rating agency’s opinion regarding the quality of the security and are not a guarantee of quality. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations. Credit risk is typically greater for securities with ratings that are below investment grade. Since the Funds can invest significantly in high-yield investments considered speculative in nature, this risk may be substantial.

 

 

53


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Currency Risk

The Funds may have exposure to foreign currencies by making direct investments in non-U.S. currencies or in securities denominated in non-U.S. currencies, or by purchasing or selling forward currency exchange contracts in non-U.S. currencies. Foreign currencies may decline in value relative to the U.S. dollar, or, in the case of hedging positions, the U.S. dollar may decline in value relative to the currency being hedged, and thereby affect a Fund’s investments in foreign (non-U.S.) currencies or in securities that trade in, and receive revenues in, or in derivatives that provide exposure to, foreign (non-U.S.) currencies. Currency exchange rates may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, the Funds’ investments in foreign currency denominated securities may reduce the returns of the Funds. Currency futures, forwards, options or swaps may not always work as intended, and in specific cases, the Funds may be worse off than if it had not used such instrument(s). There may not always be suitable hedging instruments available. Even where suitable hedging instruments are available, the Funds may choose to not hedge its currency risks.

Custody Risk

The Funds may invest in markets that are less developed than those in the U.S., which may expose the Funds to risks in the process of clearing and settling trades and the holding of securities by foreign banks, agents and depositories. Investments in frontier and emerging markets may be subject to greater custody risks than investments in more developed markets.

Derivatives Risk

Derivatives may involve significant risk. The use of derivative instruments may expose the Funds to additional risks that they would not be subject to if they invested directly in the securities or other instruments underlying those derivatives, including the high degree of leverage often embedded in such instruments, and potential material and prolonged deviations between the theoretical value and realizable value of a derivative. Some derivatives have the potential for unlimited loss, regardless of the size of the Funds’ initial investment. Derivatives may be illiquid and may be more volatile than other types of investments. The Funds may buy or sell derivatives not traded on an exchange and which may be subject to heightened liquidity and valuation risk. Derivative investments can increase portfolio turnover and transaction costs. Derivatives also are subject to counterparty risk and credit risk. As a result, the Funds may obtain no recovery of their investment or may only obtain a limited recovery, and any recovery may be delayed. Not all derivative transactions require a counterparty to post collateral, which may expose the Funds to greater losses in the event of a default by a counterparty.

Foreign Investing and Emerging Markets Risk

Non-U.S. investments carry potential risks not associated with U.S. investments. Such risks include, but are not limited to: (1) currency exchange rate fluctuations, (2) political and financial instability, (3) less liquidity, (4) lack of uniform accounting, auditing and financial reporting standards, (5) increased price volatility, (6) less government regulation and supervision of foreign stock exchanges, brokers and listed companies, and (7) delays in transaction settlement in some foreign markets. To the extent the Funds invests a significant portion of its assets in securities of a single country or region, it is more likely to be affected by events or conditions of that country or region. In addition, the economies and political environments of emerging market countries tend to be more unstable than those of developed countries, resulting in more volatile rates of return than the developed markets and substantially greater risk to investors. There may be very limited oversight of certain foreign banks or securities depositories that hold foreign securities and currency and the laws of certain countries may limit the ability to recover such assets if a foreign bank or depository or their agents goes bankrupt. When investing in emerging markets, the risks of investing in foreign securities are heightened. Emerging markets have unique risks that are greater than, or in addition to, investing in developed markets because emerging markets are generally

 

 

54


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

smaller, less developed, less liquid and more volatile than the securities markets of the U.S. and other developed markets. There are also risks of: greater political uncertainties; an economy’s dependence on revenues from particular commodities or on international aid or development assistance; currency transfer restrictions; a limited number of potential buyers for such securities, resulting in increased volatility and limited liquidity for emerging market securities; trading suspensions; and delays and disruptions in securities settlement procedures. In addition, there may be less information available to make investment decisions and more volatile rates of return.

Forward Foreign Currency Contracts Risk

Forward foreign currency contracts, including non-deliverable forwards, are derivative instruments pursuant to a contract with a counterparty to pay a fixed price for an agreed amount of securities or other underlying assets at an agreed date or to buy or sell a specific currency at a future date at a price set at the time of the contract. The use of forward foreign currency contracts may expose the Funds to additional risks that it would not be subject to if it invested directly in the securities or currencies underlying the forward foreign currency contract.

Frontier Markets Risk

Frontier market countries generally have smaller economies and less developed capital markets or legal, regulatory and political systems than traditional emerging market countries. As a result, the risks of investing in emerging market countries are magnified in frontier market countries. The magnification of risks are the result of (1) the potential for extreme price volatility and illiquidity in frontier markets; (2) government ownership or control of parts of the private sector or other protectionist measures; (3) large currency fluctuations; (4) fewer companies and investment opportunities; or (5) inadequate investor protections and regulatory enforcement. In certain frontier and emerging markets, fraud and corruption may be more prevalent than in developed market countries. Investments that the Fund holds may be exposed to these risks, which could have a negative impact on their value. Additional risks of frontier market securities may include: greater political instability (including the risk of war or natural disaster); increased risk of nationalization, expropriation, or other confiscation of assets of issuers to which the Fund is exposed; increased risk of embargoes or economic sanctions on a country, sector or issuer; greater risk of default (by both government and private issuers); more substantial governmental involvement in the economy; less governmental supervision and regulation; differences in, or lack of, auditing and financial reporting standards, which may result in unavailability of material information about issuers; less developed legal systems; inability to purchase and sell investments or otherwise settle security or derivative transactions (i.e., a market freeze); unavailability of currency hedging techniques; slower clearance and settlement; difficulties in obtaining and/or enforcing legal judgments; and significantly smaller market capitalizations of issuers.

Illiquid and Restricted Securities Risk

Securities not registered in the U.S. under the Securities Act, including Rule 144A securities, are restricted as to their resale. Such securities may not be listed on an exchange and may have no active trading market. They may be more difficult to purchase or sell at an advantageous time or price because such securities may not be readily marketable in broad public markets. The Funds may not be able to sell a restricted security when the sub-advisor considers it desirable to do so and/or may have to sell the security at a lower price than the Funds believe is its fair market value. In addition, transaction costs may be higher for restricted securities and the Funds may receive only limited information regarding the issuer of a restricted security. The Funds may have to bear the expense of registering restricted securities for resale and the risk of substantial delays in effecting the registration.

Interest Rate Risk

Investments in investment-grade and non-investment grade fixed-income securities are subject to interest rate risk. The value of the Funds’ fixed-income investments typically will fall when interest rates rise. The Funds may be particularly sensitive to changes in interest rates if it invests in debt securities with intermediate and long

 

 

55


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

terms to maturity. Debt securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than debt securities with shorter durations. For example, if a bond has a duration of seven years, a 1% increase in interest rates could be expected to result in a 7% decrease in the value of the bond. Yields of debt securities will fluctuate over time. Following the financial crisis that started in 2008, the Federal Reserve attempted to stabilize the economy and support the economic recovery by keeping the federal funds rate (the interest rate at which depository institutions lend reserve balances to each other overnight) at or near zero percent. The Federal Reserve has raised the federal funds rate several times since December 2015 and may increase or decrease rates in the future. Interest rates may rise significantly and/or rapidly, potentially resulting in substantial losses to the Funds. During periods of very low or negative interest rates, the Funds may be unable to maintain positive returns. Certain European countries and Japan have recently experienced negative interest rates on deposits and debt securities have traded at negative yields. Negative interest rates may become more prevalent among non-U.S. issuers, and potentially within the United States. Changing interest rates, including rates that fall below zero, may have unpredictable effects on markets, may result in heightened market volatility and may detract from Funds’ performance to the extent the Funds are exposed to such interest rates.

Leverage Risk

The Funds’ use of futures, forward foreign currency contracts, swaps, other derivative instruments and selling securities short will have the economic effect of financial leverage. Financial leverage magnifies the exposure to the swings in prices of an asset or class of assets underlying a derivative instrument and results in increased volatility, which means that the Funds will have the potential for greater losses than if the Funds do not use the derivative instruments that have a leveraging effect. Leverage may result in losses that exceed the amount originally invested and may accelerate the rate of losses. Leverage tends to magnify, sometimes significantly, the effect of an increase or decrease in the Funds’ exposure to an asset or class of assets and may cause the Funds’ NAV to be volatile.

LIBOR Risk

The Fund’s investments, payment obligations and financing terms may be based on floating rates, such as LIBOR, Euro Interbank Offered Rate and other similar types of reference rates (each, a “Reference Rate”). On July 27, 2017, the Chief Executive of the UK Financial Conduct Authority (“FCA”), which regulates LIBOR, announced that the FCA will no longer persuade nor require banks to submit rates for the calculation of LIBOR and certain other Reference Rates after 2021. Such announcement indicates that the continuation of LIBOR and other Reference Rates on the current basis cannot and will not be guaranteed after 2021. This announcement and any additional regulatory or market changes may have an adverse impact on the Fund or its investments, including increased volatility or illiquidity in markets for instruments that rely on LIBOR.

Liquidity Risk

When there is little or no active trading market for a specific type of security, it can become more difficult to purchase or sell the securities at or near their perceived value. During such periods, certain investments held by the Funds may be difficult to sell or other investments may be difficult to purchase at favorable times or prices. As a result, the Fund may have to lower the price on certain securities that it is trying to sell, sell other securities instead or forgo an investment opportunity, any of which could have a negative effect on Fund management or performance. Additionally, the market for certain investments may become illiquid under adverse market or economic conditions independent of any specific adverse changes in the conditions of a particular issuer.

Market Disruption Risk

Geopolitical and other events, including war, terrorism, economic uncertainty, trade disputes, pandemics, public health crises and related geopolitical events have led, and in the future may continue to lead, to instability in world economies and markets generally. This instability has disrupted, and may continue to disrupt, U.S. and

 

 

56


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

world economies and markets and adversely affect the value of your investment. Such market disruptions have caused, and may continue to cause, broad changes in market value, negative public perceptions concerning these developments, and adverse investor sentiment or publicity. Changes in value may be temporary or may last for extended periods. Although multiple asset classes have been and may continue to be affected by a market disruption, the duration and effects may not be the same for all types of assets. Events that have led to market disruptions include the recent pandemic spread of the novel coronavirus known as COVID-19, which has resulted in travel restrictions, closed international borders, quarantines, disruptions to supply chains and lower consumer demand. The duration and full effects of these market disruptions are still uncertain. The effect of recent efforts undertaken by the Federal Reserve System to address the economic impact of the COVID-19 pandemic, such as the reduction of the federal funds target rate, and other monetary and fiscal actions that may be taken by the U.S. federal government to stimulate the U.S. economy, are not yet known. In addition, COVID-19 could cause the need for employees and vendors at various businesses, including the Manager, the sub-advisor(s) or other service providers, to work at external locations, and extensive medical absences. Because a large epidemic may create significant market and business uncertainties and disruptions, not all events that could affect the business of the Manager, the sub-advisor(s) or other service providers can be determined and addressed in advance.

Market Risk

In recent periods, fixed-income instruments have experienced unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, risks associated with the United Kingdom’s vote to leave the European Union, the risk of a ªtrade warº between the United States and China, and the possibility of changes to some international trade agreements, could affect the economies of many nations, including the United States, in ways that cannot necessarily be foreseen at the present time. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations.

In addition, political and governmental events within the U.S. and abroad may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. High public debt in the U.S. and other countries creates ongoing systemic and market risks and policymaking uncertainty. Because the impact on the markets has been widespread, it may be difficult to identify both risks and opportunities using past models of the interplay of market forces, or to predict the duration of these market conditions. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact on various markets of a significant rate increase, whether brought about by U.S. policy makers or by dislocations in world markets. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline over time, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely.

Market Timing Risk

Because the Funds invest in foreign securities, it is particularly subject to the risk of market timing activities. Frequent trading by Fund shareholders poses risks to other shareholders in the Funds, including (i) the dilution of the Funds’ NAV, (ii) an increase in the Funds’ expenses, and (iii) interference with the portfolio manager’s ability to execute efficient investment strategies. Because of specific securities in which the Funds may invest, it could be subject to the risk of market timing activities by shareholders. Some examples of these types of securities are high-yield and foreign securities. The limited trading activity of some high-yield securities may result in market prices that do not reflect the true market value of these securities. The Funds generally prices foreign securities using their closing prices from the foreign markets in which they trade, typically prior to the Funds’

 

 

57


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

calculation of its NAV. These prices may be affected by events that occur after the close of a foreign market but before the Funds price its shares. In such instances, the Funds may fair value high yield and foreign securities. However, some investors may engage in frequent short-term trading in the Funds to take advantage of any price differentials that may be reflected in the NAV of the Funds’ shares. While the Manager monitors trading in the Funds, there is no guarantee that it can detect all market timing activities.

Non-Diversification Risk

The GLG Total Return Fund is non-diversified, which means it may focus its investments in the securities of a comparatively small number of issuers. Investments in securities of a limited number of issuers exposes the Funds to greater market risk and potential losses than if assets were diversified among the securities of a greater number of issuers.

Other Investment Companies Risk

The Funds may invest in shares of other registered investment companies, including exchange-traded funds (“ETFs”) and money market funds. To the extent that the Funds invest in shares of other registered investment companies, the Funds will indirectly bear the fees and expenses, including for example, advisory and administrative fees, charged by those investment companies in addition to the Fund’s direct fees and expenses and will be subject to the risks associated with investments in those companies. For example, the Fund’s investments in money market funds are subject to interest rate risk, credit risk, and market risk. The Funds must rely on the investment company in which it invests to achieve its investment objective. If the investment company fails to achieve its investment objective, the value of the Fund’s investment may decline, adversely affecting the Fund’s performance. ETFs are subject to the following risks that do not apply to conventional funds: (1) the market price of an ETF’s shares may trade at a discount or premium to its NAV; (2) an active trading market for an ETF’s shares may not develop or be maintained; or (3) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally. An ETF that tracks an index may not precisely replicate the returns of its benchmark index. To the extent the Funds invest in other investment companies that invest in equity securities, fixed-income securities and/or foreign securities, or that track an index, the Funds are subject to the risks associated with the underlying investments held by the investment company or the index fluctuations to which the investment company is subject. ETFs have expenses associated with their operation, typically including advisory fees. For example, ETF shares may trade at a premium or discount to their net asset value. An ETF that tracks an index may not precisely replicate the returns of its benchmark index.

Redemption Risk

The Funds may experience periods of heavy redemptions that could cause the Funds to sell assets at inopportune times or at a loss or depressed value. Redemption risk is greater to the extent that one or more investors or intermediaries control a large percentage of investments in the Funds, have short investment horizons, or have unpredictable cash flow needs. A general rise in interest rates has the potential to cause investors to move out of fixed-income securities on a large scale, which may increase redemptions from mutual funds that hold large amounts of fixed-income securities. This, coupled with a reduction in the ability or willingness of dealers and other institutional investors to buy or hold fixed-income securities, may result in decreased liquidity and increased volatility in the fixed-income markets, and heightened redemption risk. Heavy redemptions, whether by a few large investors or many smaller investors, could hurt the Funds’ performance. This risk is heightened if the Fund invests in emerging market securities, which are generally less liquid than the securities of U.S. and other developed markets. The sale of assets to meet redemption requests may create net capital gains or losses, which could cause the Funds to have to distribute substantial capital gains.

 

 

58


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

Sovereign and Quasi Sovereign Debt Risk

An investment in sovereign and quasi-sovereign debt obligations involves special risks not present in corporate debt obligations. Sovereign and quasi-sovereign debt securities are issued or guaranteed by a sovereign government or entity affiliated with or backed by a sovereign government. The issuer of the sovereign or quasisovereign debt that controls the repayment of the debt may be unable or unwilling to repay principal or interest when due, and the Fund may have limited recourse in the event of a default. In addition, these investments are subject to risk of payment delays or defaults due to (1) country cash flow problems, (2) insufficient foreign currency reserves, (3) political considerations, (4) large debt positions relative to the country’s economy, (5) policies toward foreign lenders or investors, (6) the failure to implement economic reforms required by the International Monetary Fund or other multilateral agencies, or (7) an inability or unwillingness to repay debts. It may be particularly difficult to enforce the rights of debt holders in frontier and emerging markets. A governmental entity that defaults on an obligation may request additional time in which to pay or receive further loans or may seek to restructure its obligations to reduce interest rates or outstanding principal. There is no legal process for collecting sovereign and quasi-sovereign debt that a government does not pay nor are there bankruptcy proceedings through which all or part of the sovereign debt that a governmental entity has not repaid may be collected. Sovereign and quasi-sovereign debt risk is increased for emerging and frontier markets issuers, which are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment of principal and interest on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis, which has led to defaults and the restructuring of certain indebtedness.

Swap Agreement Risk

The GLG Total Return Fund may invest in swap agreements. Swaps can involve greater risks than a direct investment in an underlying asset, because swaps typically include a certain amount of embedded leverage and as such are subject to leveraging risk. If swaps are used as a hedging strategy, a Fund is subject to the risk that the hedging strategy may not eliminate the risk that is intended to offset, due to, among other reasons, the occurrence of unexpected price movements or the non-occurrence of expected price movements. Swaps also may be difficult to value. Interest rate swaps, total return swaps, currency swaps, credit default swaps and commodities swaps are subject to counterparty risk, credit risk and liquidity risk. In addition, interest rate swaps are subject to interest rate risk, total return swaps are subject to market risk, and interest rate risk if the underlying securities are bonds or other debt obligations, currency swaps are subject to currency risk, and commodities swaps are subject to commodities risk.

Variable and Floating Rate Securities Risk

The coupons on certain fixed income securities in which a Fund may invest are not fixed and may fluctuate based upon changes in market rates. The coupon on a floating rate security is generally based on an interest rate such as a money-market index, LIBOR or a Treasury bill rate. Such securities are subject to interest rate risk and may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons. As short-term interest rates decline, the coupons on variable and floating rate securities typically decrease. Alternatively, during periods of rising interest rates, changes in the coupons of variable and floating rate securities may lag behind changes in market rates or may have limits on the maximum increases in the coupon rates. The value of variable and floating rate securities may decline if their coupons do not rise as much, or as quickly, as interest rates in general. Conversely, variable and floating rate securities will not generally increase in value if interest rates decline. Variable and floating rate securities are less effective at locking in a particular yield and are subject to credit risk.

 

 

59


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

7.  Federal Income and Excise Taxes

It is the policy of each Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, each Fund is treated as a single entity for the purpose of determining such qualification.

The Funds do not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended January 31, 2020 remain subject to examination by the Internal Revenue Service. If applicable, the Funds recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statements of Operations.

The Funds may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on returns of income earned or gains realized or repatriated. Taxes are accrued and applied to net investment income, net realized capital gains and net unrealized appreciation (depreciation), as applicable, as the income is earned or capital gains are recorded.

Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. The Funds also utilize earnings and profits distributed to shareholders on redemptions of shares as part of the dividends paid deduction.

The tax character of distributions paid were as follows:

 

    Frontier Markets Income Fund           GLG Total Return Fund  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
          Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Distributions paid from:

 

Ordinary income*

 

Institutional Class

  $ 5,751,687       $ 6,063,094       $         $ 51,365  

Y Class

    19,454,443         11,141,405         -         21,744  

Investor Class

    5,098,405         3,746,033         -         5,883  

A Class

    266,177         291,836         -         3,987  

C Class

    847,405         743,483         -         3,899  

Ultra Class

    -         -         -         18,743,203  

Long-term capital gains

 

Institutional Class

    -         -         -         162  

Y Class

    -         -         -         68  

Investor Class

    -         -         -         19  

A Class

    -         -         -         12  

C Class

    -         -         -         12  

Ultra Class

    -         -         -         58,888  

Return of capital

             

Institutional Class

    185,581         -         -         -  

Y Class

    790,312         -         -         -  

Investor Class

    191,437         -         -         -  

A Class

    11,126         -         -         -  

C Class

    32,942         -         -         -  

Ultra Class

    -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions paid

  $ 32,629,515       $ 21,985,851       $ -       $ 18,889,242  
 

 

 

     

 

 

     

 

 

     

 

 

 

* For tax purposes, short-term gains are considered ordinary income distributions.

 

 

60


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

As of January 31, 2020, the components of distributable earnings (deficits) on a tax basis were as follows:

 

Fund

  Tax Cost           Unrealized
Appreciation
          Unrealized
(Depreciation)
          Net Unrealized
Appreciation
(Depreciation)
 
Frontier Markets Income   $ 468,677,234       $ 17,000,303       $ (31,685,400     $ (14,685,097
GLG Total Return     18,793,449         2,303,690         (3,579,169       (1,275,479

 

Fund

  Net Unrealized
Appreciation
(Depreciation)
          Undistributed
Ordinary Income
          Undistributed
Long-Term
Capital Gains
          Accumulated
Capital and
Other (Losses)
          Other Temporary
Differences
          Distributable
Earnings
 
Frontier Markets Income   $ (14,685,097     $ -       $ -       $ (14,587,025     $ (1     $ (29,272,123
GLG Total Return     (1,275,479       -         -         (20,356,406       (584       (21,632,469

Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences. The temporary differences between financial reporting and tax-basis reporting of unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses from wash sales, unused capital losses, premium amortization accruals, the tax deferral of losses from straddles, and the realization for tax purposes of unrealized gains (losses) on certain derivative instruments.

Due to inherent differences in the recognition of income, expenses, and realized gains (losses) under U.S. GAAP and federal income tax regulations, permanent differences between book and tax reporting have been identified and appropriately reclassified on the Statements of Assets and Liabilities.

Accordingly, the following amounts represent current year permanent differences derived from net operating losses as of January 31, 2020:

 

Fund

  Paid-In-Capital           Distributable
Earnings/(Deficits)
       
Frontier Markets Income   $ -       $ -    
GLG Total Return     (8,593,898       8,593,898    

Under the Regulated Investment Company Modernization Act of 2010 (“RIC MOD”), net capital losses recognized by the Funds in taxable years beginning after December 22, 2010 are carried forward indefinitely and retain their character as short-term and/or long-term losses.

During the year ended January 31, 2020, the Funds had the following post RIC MOD capital loss carryforwards:

 

Fund

  Short-Term
Capital Loss
Carryforwards
          Long-Term
Capital Loss
Carryforwards
 
Frontier Markets Income   $ 3,079,874       $ 11,507,151  
GLG Total Return     20,005,212         -  

The Fund is permitted for tax purposes to defer into its next fiscal year qualified late year losses. Qualified late year capital losses are any capital losses incurred after October 31 through the Fund’s fiscal year end, January 31, 2020. Qualified late year ordinary losses are specified losses generally incurred after October 31 and ordinary losses incurred after December 31 through the end of the Fund’s fiscal year, January 31, 2020. For the period ended January 31, 2020, GLG Total Return Fund $351,194 in late year ordinary losses to February 1, 2020.

 

 

61


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

8.  Investment Transactions

The aggregate cost of purchases and proceeds from sales and maturities of investments, other than short-term obligations, for the year ended January 31, 2020 were as follows:

 

Fund

  Purchases
(non-U.S. Government
Securities)
          Sales
(non-U.S. Government
Securities)
 
Frontier Markets Income   $ 261,529,974       $ 125,963,172  
GLG Total Return     4,256,970         55,665,191  

A summary of the Funds’ transactions in the USG Select Fund for the year ended January 31, 2020 were as follows:

 

Fund

   Type of
Transaction
            January  31,
2019
Shares/Fair

Value
            Purchases             Sales             January  31,
2020
Shares/Fair

Value
            Dividend
Income
 
Frontier Markets Income      Direct         $ 21,053,587         $ 356,260,063         $ 346,016,126         $ 31,297,524         $ 653,924  
GLG Total Return      Direct           4,402,966           278,357,136           282,147,199           612,903           146,043  

9.  Borrowing Arrangements

Effective November 14, 2019 (the “Effective Date”), the Funds, along with certain other funds managed by the Manager (“Participating Funds”), entered into a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $250 million with interest at a rate equal to the higher of (a) one-month London Inter-Bank Offered Rate (“LIBOR”) plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on amounts borrowed. Each of the Participating Funds paid a closing fee of $100,000 on the Effective Date and a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 12, 2020, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

On the Effective Date, the Funds, along with certain other Participating Funds managed by the Manager, also entered into an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $50 million with interest at a rate equal to the higher of (a) one-month LIBOR plus 1.25% per annum or (b) the Federal Funds rate plus 1.25% per annum on each outstanding loan. Each of the Participating Funds paid a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 12, 2020 unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.

The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statements of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.

During the year ended January 31, 2020, the Frontier Markets Income Fund borrowed $16,000,000 from the Committed Line for 57 day with interest charges of $38,292 in order to facilitate portfolio liquidity. The amount is recorded as “Loan fees” in the Statements of Operations. At January 31, 2020, neither Fund had an outstanding balance with either facility.

 

 

62


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

10.  Capital Share Transactions

The tables below summarize the activity in capital shares for each Class of the Funds:

 

    Institutional Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Frontier Markets Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     3,338,617       $ 29,122,162         3,070,392       $ 28,213,463  
Reinvestment of dividends     399,825         3,453,629         355,822         3,176,717  
Shares redeemed     (2,868,171       (24,787,306       (3,251,151       (28,839,715
Redemption fees     -         8,602         -         29,120  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     870,271       $ 7,797,087         175,063       $ 2,579,585  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Y Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Frontier Markets Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     23,563,975       $ 204,831,707         12,531,283       $ 114,296,669  
Reinvestment of dividends     2,321,564         20,058,116         1,247,796         11,082,499  
Shares redeemed     (8,975,647       (77,509,708       (4,502,098       (39,757,884
Redemption fees     -         26,883         -         48,302  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     16,909,892       $ 147,406,998         9,276,981       $ 85,669,586  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Investor Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Frontier Markets Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     4,047,163       $ 35,054,234         2,973,069       $ 26,636,928  
Reinvestment of dividends     606,567         5,233,427         418,581         3,726,381  
Shares redeemed     (1,915,567       (16,587,248       (2,122,257       (18,832,117
Redemption fees     -         7,572         -         7,815  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     2,738,163       $ 23,707,985         1,269,393       $ 11,539,007  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    A Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Frontier Markets Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     216,868       $ 1,888,083         206,492       $ 1,906,208  
Reinvestment of dividends     28,278         244,111         29,710         266,124  
Shares redeemed     (130,733       (1,137,187       (253,821       (2,289,629
Redemption fees     -         423         -         1,491  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase (decrease) in shares outstanding     114,413       $ 995,430         (17,619     $ (115,806
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    C Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

Frontier Markets Income Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     420,289       $ 3,634,212         463,799       $ 4,257,101  
Reinvestment of dividends     96,607         830,946         83,406         739,780  
Shares redeemed     (273,906       (2,361,526       (233,451       (2,078,167
Redemption fees     -         1,393         -         2,271  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     242,990       $ 2,105,025         313,754       $ 2,920,985  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Institutional Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

GLG Total Return Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     -       $ -         100,000       $ 1,090,000  
Reinvestment of dividends     -         -         1,175         12,087  
Shares redeemed     -         -         (100,000       (1,029,000
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     -       $ -         1,175       $ 73,087  
 

 

 

     

 

 

     

 

 

     

 

 

 
 

 

 

63


American Beacon FundsSM

Notes to Financial Statements

January 31, 2020

 

 

    Y Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

GLG Total Return Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     2,764       $ 27,850         24,399       $ 255,017  
Reinvestment of dividends     -         -         2,128         21,812  
Shares redeemed     (53,446       (534,513       (58,066       (610,285
 

 

 

     

 

 

     

 

 

     

 

 

 
Net decrease in shares outstanding     (50,682     $ (506,663       (31,539     $ (333,456
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Investor Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

GLG Total Return Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     99       $ 1,000         858       $ 9,000  
Reinvestment of dividends     -         -         579         5,902  
Shares redeemed     (590       (5,811       (2,078       (21,008
 

 

 

     

 

 

     

 

 

     

 

 

 
Net decrease in shares outstanding     (491     $ (4,811       (641     $ (6,106
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    A Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

GLG Total Return Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Reinvestment of dividends     -       $ -         393       $ 3,999  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     -       $ -         393       $ 3,999  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    C Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

GLG Total Return Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Reinvestment of dividends     -       $ -         390       $ 3,911  
 

 

 

     

 

 

     

 

 

     

 

 

 
Net increase in shares outstanding     -       $ -         390       $ 3,911  
 

 

 

     

 

 

     

 

 

     

 

 

 
 
    Ultra Class  
    Year Ended
January 31, 2020
          Year Ended
January 31, 2019
 

GLG Total Return Fund

 

Shares

         

Amount

         

Shares

         

Amount

 
Shares sold     5,219,045       $ 53,021,752         16,668,784       $ 177,675,100  
Reinvestment of dividends     -         -         1,824,890         18,796,370  
Shares redeemed     (49,503,239       (500,704,628       (43,275,069       (461,146,321
 

 

 

     

 

 

     

 

 

     

 

 

 
Net decrease in shares outstanding     (44,284,194     $ (447,682,876       (24,781,395     $ (264,674,851
 

 

 

     

 

 

     

 

 

     

 

 

 

11.  Subsequent Events

On March 4, 2020, the Board of the Trust approved a plan to liquidate and terminate the American Beacon GLG Total Return Fund, on or about June 30, 2020.

Beginning in January 2020, global financial markets have experienced and may continue to experience significant volatility resulting from the spread of a virus known as COVID-19. The outbreak of COVID-19 has resulted in travel and border restrictions, quarantines, supply chain disruptions, lower consumer demand and general market uncertainty. The effects of COVID-19 have and may continue to adversely affect the global economy, the economies of certain nations and individual issuers, all of which may negatively impact the Funds performance. Management’s evaluation is ongoing and the financial landscape continues to change.

 

 

64


American Beacon Frontier Markets Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Institutional Class  
    Year Ended January 31,  
    2020           2019A           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 8.68       $ 9.62       $ 8.96       $ 8.35       $ 9.68  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.76         0.80         0.77         0.88         0.67  

Net gains (losses) on investments (both realized and unrealized)

    0.15         (0.96       0.61         0.44         (1.30
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.91         (0.16       1.38         1.32         (0.63
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.74       (0.78       (0.72       (0.08       (0.50

Distributions from net realized gains

    -         -         -         -         -  

Tax return of capital

    (0.02 )B        -         -         (0.63 )B        (0.20 )B 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.76       (0.78       (0.72       (0.71       (0.70
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 8.83       $ 8.68       $ 9.62       $ 8.96       $ 8.35  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    11.00       (1.58 )%        15.92       16.20       (6.98 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $   71,344,608       $   62,523,243       $   67,653,731       $   13,047,515       $   10,531,288  

Ratios to average net assets:

                 

Expenses, before reimbursements or recoupments

    1.11       1.20       1.17       1.40       1.14

Expenses, net of reimbursements or recoupments

    1.16 %F        1.17 %F        1.15       1.27 %E        1.15

Net investment income, before expense reimbursements or recoupments

    8.92       8.87       9.04       9.98       7.14

Net investment income, net of reimbursements or recoupments

    8.87       8.90       9.06       10.11       7.13

Portfolio turnover rate

    39       21       22       69       68

 

A 

On October 1, 2018, Aberdeen Asset Managers Limited began managing a portion of the assets of the American Beacon Frontier Markets Income Fund.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Amount represents less than $0.01 per share.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

E 

Voluntary expense cap. See Note 2 of the Notes to the Financial Statements.

F 

Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.15% for the year ended 2020 and 2019, respectively.

 

See accompanying notes

 

65


American Beacon Frontier Markets Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Y Class  
    Year Ended January 31,  
    2020           2019A           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 8.68       $ 9.63       $ 8.97       $ 8.34       $ 9.69  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.77         0.74         0.79         0.90         0.61  

Net gains (losses) on investments (both realized and unrealized)

    0.14         (0.92       0.58         0.44         (1.28
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.91         (0.18       1.37         1.34         (0.67
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.73       (0.77       (0.71       (0.08       (0.50

Distributions from net realized gains

    -         -         -         -         -  

Tax return of capital

    (0.02 )B        -         -         (0.63 )B        (0.18 )B 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.75       (0.77       (0.71       (0.71       (0.68
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 8.84       $ 8.68       $ 9.63       $ 8.97       $ 8.34  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    11.08       (1.76 )%        15.83       16.37       (7.40 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $   303,866,061       $   151,728,470       $   79,007,953       $   23,715,300       $   29,434,613  

Ratios to average net assets:

                 

Expenses, before reimbursements or recoupments

    1.19       1.29       1.25       1.48       1.18

Expenses, net of reimbursements or recoupments

    1.22 %F        1.27 %F        1.25       1.37 %E        1.25

Net investment income, before expense reimbursements or recoupments

    9.11       8.79       8.94       10.49       7.35

Net investment income, net of reimbursements or recoupments

    9.08       8.80       8.94       10.61       7.28

Portfolio turnover rate

    39       21       22       69       68

 

A 

On October 1, 2018, Aberdeen Asset Managers Limited began managing a portion of the assets of the American Beacon Frontier Markets Income Fund.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Amount represents less than $0.01 per share.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

E 

Voluntary expense cap. See Note 2 of the Notes to the Financial Statements.

F 

Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.21 and 1.25% for the year ended 2020 and 2019, respectively.

 

See accompanying notes

 

66


American Beacon Frontier Markets Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Investor Class  
    Year Ended January 31,  
    2020           2019A           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 8.67       $ 9.61       $ 8.95       $ 8.35       $ 9.68  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.73         0.74         0.78         0.85         0.63  

Net gains (losses) on investments (both realized and unrealized)

    0.15         (0.93       0.57         0.43         (1.30
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.88         (0.19       1.35         1.28         (0.67
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.71       (0.75       (0.69       (0.07       (0.47

Distributions from net realized gains

    -         -         -         -         -  

Tax return of capital

    (0.02 )B        -         -         (0.61 )B        (0.19 )B 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.73       (0.75       (0.69       (0.68       (0.66
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 8.82       $ 8.67       $ 9.61       $ 8.95       $ 8.35  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    10.71       (1.94 )%        15.59       15.69       (7.33 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $   73,505,036       $   48,475,727       $   41,560,845       $   20,120,332       $   15,934,048  

Ratios to average net assets:

                 

Expenses, before reimbursements or recoupments

    1.47       1.52       1.41       1.72       1.44

Expenses, net of reimbursements or recoupments

    1.45 %F        1.52 %F        1.51       1.63 %E        1.53

Net investment income, before expense reimbursements or recoupments

    8.77       8.57       8.73       9.62       6.84

Net investment income, net of reimbursements or recoupments

    8.79       8.57       8.64       9.71       6.76

Portfolio turnover rate

    39       21       22       69       68

 

A 

On October 1, 2018, Aberdeen Asset Managers Limited began managing a portion of the assets of the American Beacon Frontier Markets Income Fund.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Amount represents less than $0.01 per share.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

E 

Voluntary expense cap. See Note 2 of the Notes to the Financial Statements.

F 

Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.44% and 1.50% for the year ended 2020 and 2019, respectively.

 

See accompanying notes

 

67


American Beacon Frontier Markets Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    A Class  
    Year Ended January 31,  
    2020           2019A           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 8.65       $ 9.62       $ 8.96       $ 8.35       $ 9.68  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.72         0.75         0.81         0.90         0.62  

Net gains (losses) on investments (both realized and unrealized)

    0.18         (0.98       0.53         0.39         (1.29
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.90         (0.23       1.34         1.29         (0.67
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.70       (0.74       (0.68       (0.07       (0.47

Distributions from net realized gains

    -         -         -         -         -  

Tax return of capital

    (0.02 )B        -         -         (0.61 )B        (0.19 )B 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.72       (0.74       (0.68       (0.68       (0.66
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 8.83       $ 8.65       $ 9.62       $ 8.96       $ 8.35  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    10.89       (2.31 )%        15.51       15.77       (7.36 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $   4,275,426       $   3,200,206       $   3,726,687       $   4,648,954       $   7,513,980  

Ratios to average net assets:

                 

Expenses, before reimbursements or recoupments

    1.49       1.53       1.48       1.78       1.52

Expenses, net of reimbursements or recoupments

    1.41 %F        1.71 %F        1.55       1.67 %E        1.55

Net investment income, before expense reimbursements or recoupments

    8.53       8.49       8.65       9.85       6.89

Net investment income, net of reimbursements or recoupments

    8.61       8.30       8.58       9.96       6.86

Portfolio turnover rate

    39       21       22       69       68

 

A 

On October 1, 2018, Aberdeen Asset Managers Limited began managing a portion of the assets of the American Beacon Frontier Markets Income Fund.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Amount represents less than $0.01 per share.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

E 

Voluntary expense cap. See Note 2 of the Notes to the Financial Statements.

F 

Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 1.40% and 1.69% for the year ended 2020 and 2019, respectively.

 

See accompanying notes

 

68


American Beacon Frontier Markets Income FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    C Class  
    Year Ended January 31,  
    2020           2019A           2018           2017           2016  
 

 

 

 

Net asset value, beginning of period

  $ 8.64       $ 9.58       $ 8.93       $ 8.34       $ 9.67  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

                 

Net investment income

    0.68         0.68         0.65         0.83         0.56  

Net gains (losses) on investments (both realized and unrealized)

    0.14         (0.95       0.62         0.39         (1.30
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    0.82         (0.27       1.27         1.22         (0.74
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

                 

Dividends from net investment income

    (0.65       (0.67       (0.62       (0.07       (0.42

Distributions from net realized gains

    -         -         -         -         -  

Tax return of capital

    (0.02 )B        -         -         (0.56 )B        (0.17 )B 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    (0.67       (0.67       (0.62       (0.63       (0.59
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interestsC

    -         -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 8.79       $ 8.64       $ 9.58       $ 8.93       $ 8.34  
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    9.94       (2.74 )%        14.66       14.90       (8.06 )% 
 

 

 

     

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

                 

Net assets, end of period

  $   12,599,753       $   10,283,443       $   8,398,773       $   1,724,982       $   2,049,234  

Ratios to average net assets:

                 

Expenses, before reimbursements or recoupments

    2.18       2.28       2.29       2.55       2.31

Expenses, net of reimbursements or recoupments

    2.19 %E        2.33 %E        2.30       2.30       2.30

Net investment income, before expense reimbursements or recoupments

    7.96       7.79       7.81       8.90       5.89

Net investment income, net of reimbursements or recoupments

    7.95       7.75       7.81       9.14       5.90

Portfolio turnover rate

    39       21       22       69       68

 

A 

On October 1, 2018, Aberdeen Asset Managers Limited began managing a portion of the assets of the American Beacon Frontier Markets Income Fund.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Amount represents less than $0.01 per share.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

E 

Includes non-operating expenses consisting of loan interest expenses. The expenses, net of reimbursements or recoupments ratio excluding non-operating expenses is 2.17% and 2.30% for the year 2020 and 2019, respectively.

 

See accompanying notes

 

69


American Beacon GLG Total Return FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Institutional Class  
    Year Ended January 31,           May 20,
2016A to
January 31,
 
             
    2020           2019           2018           2017  
 

 

 

 

Net asset value, beginning of period

  $ 10.16       $ 10.50       $ 10.69       $ 10.00  
 

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

             

Net investment income

    0.11         0.11 B        0.06 B        0.07  

Net gains (losses) on investments (both realized and unrealized)

    (0.19       (0.06       (0.12       0.73  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    (0.08       0.05         (0.06       0.80  
 

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

             

Dividends from net investment income

    -         (0.15       (0.11       (0.10

Distributions from net realized gains

    -         (0.24       (0.02       (0.01

Tax return of capital

    -         -         (0.00 )CD        -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    -         (0.39       (0.13       (0.11
 

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 10.08       $ 10.16       $ 10.50       $ 10.69  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total returnE

    (0.79 )%        0.47       (0.64 )%        7.95 %F 
 

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

             

Net assets, end of period

  $   320,815       $   323,306       $   321,683       $   7,560,278  

Ratios to average net assets:

             

Expenses, before reimbursements or recoupments

    1.11       1.03       1.03       2.09 %G 

Expenses, net of reimbursements or recoupments

    1.11       1.06       1.05       1.05 %G 

Net investment income, before expense reimbursements or recoupments

    1.04       1.06       0.49       0.01 %G 

Net investment income, net of reimbursements or recoupments

    1.04       1.04       0.46       1.05 %G 

Portfolio turnover rate

    19       326       248       311 %H 

 

A 

Commencement of operations.

B 

Per share amounts have been calculated using the average shares method.

C 

Tax return of capital is calculated based on outstanding shares at the time of distribution.

D 

Amount represents less than $0.01 per share.

E 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

F 

Not annualized.

G 

Annualized.

H 

Portfolio turnover rate is for the period from May 20, 2016 through January 31, 2017 and is not annualized.

 

See accompanying notes

 

70


American Beacon GLG Total Return FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Y Class  
    Year Ended January 31,           May 20,
2016A to
January 31,
 
             
    2020           2019           2018           2017  
 

 

 

 

Net asset value, beginning of period

  $ 10.10       $ 10.47       $ 10.68       $ 10.00  
 

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

             

Net investment income

    0.11 G        0.08         0.09         0.07  

Net gains (losses) on investments (both realized and unrealized)

    (0.21       (0.06       (0.17       0.72  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    (0.10       0.02         (0.08       0.79  
 

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

             

Dividends from net investment income

    -         (0.15       (0.10       (0.10

Distributions from net realized gains

    -         (0.24       (0.02       (0.01

Tax return of capital

    -         -         (0.01 )B        -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    -         (0.39       (0.13       (0.11
 

 

 

     

 

 

     

 

 

     

 

 

 

Redemption fees added to beneficial interests

    -         -         -         -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 10.00       $ 10.10       $ 10.47       $ 10.68  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total returnC

    (0.99 )%        0.17       (0.78 )%        7.85 %D 
 

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

             

Net assets, end of period

  $   170,055       $   683,994       $   1,038,736       $   107,884  

Ratios to average net assets:

             

Expenses, before reimbursements or recoupments

    1.26       1.05       1.18       5.31 %E 

Expenses, net of reimbursements or recoupments

    1.26       1.15       1.15       1.15 %E 

Net investment income (loss), before expense reimbursements or recoupments

    1.05       0.88       0.18       (3.21 )%E 

Net investment income, net of reimbursements or recoupments

    1.05       0.78       0.21       0.95 %E 

Portfolio turnover rate

    19       326       248       311 %F 

 

A 

Commencement of operations.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

D 

Not annualized.

E 

Annualized.

F 

Portfolio turnover rate is for the period from May 20, 2016 through January 31, 2016 and is not annualized.

G 

Per share amounts have been calculated using the average shares method.

 

See accompanying notes

 

71


American Beacon GLG Total Return FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Investor Class  
    Year Ended January 31,           May 20,
2016A to
January 31,
 
             
    2020           2019           2018           2017  
 

 

 

 

Net asset value, beginning of period

  $ 10.04       $ 10.43       $ 10.66       $ 10.00  
 

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

             

Net investment income

    0.06         0.05         0.02         0.05  

Net gains (losses) on investments (both realized and unrealized)

    (0.17       (0.05       (0.13       0.72  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    (0.11       -         (0.11       0.77  
 

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

             

Dividends from net investment income

    -         (0.15       (0.09       (0.10

Distributions from net realized gains

    -         (0.24       (0.02       (0.01

Tax return of capital

    -         -         (0.01 )B        -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    -         (0.39       (0.12       (0.11
 

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.93       $ 10.04       $ 10.43       $ 10.66  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total returnC

    (1.10 )%        (0.04 )%        (1.05 )%        7.65 %D 
 

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

             

Net assets, end of period

  $   132,414       $   138,852       $   150,889       $   128,790  

Ratios to average net assets:

             

Expenses, before reimbursements or recoupments

    2.29       1.80       2.09       5.14 %E 

Expenses, net of reimbursements or recoupments

    1.46 %F        1.43       1.43       1.43 %E 

Net investment income (loss), before expense reimbursements or recoupments

    (0.13 )%        0.21       (0.62 )%        (3.04 )%E 

Net investment income, net of reimbursements or recoupments

    0.70       0.57       0.03       0.67 %E 

Portfolio turnover rate

    19       326       248       311 %G 

 

A 

Commencement of operations.

B 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

D 

Not annualized.

E 

Annualized.

F 

Includes non-operating expenses consisting of prime broker fees and dividends from securities sold short. The Expenses, net of reimbursements, excluding non-operating expenses is 1.43% for the year ended January 31, 2020.

G 

Portfolio turnover rate is for the period from May 20, 2016 through January 31, 2017 and is not annualized.

 

See accompanying notes

 

72


American Beacon GLG Total Return FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    A Class  
    Year Ended January 31,           May 20,
2016A to
January 31,
 
             
    2020           2019           2018           2017  
 

 

 

 

Net asset value, beginning of period

  $ 10.03       $ 10.42       $ 10.66       $ 10.00  
 

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

             

Net investment income

    0.07         0.07         0.00 B        0.05  

Net gains (losses) on investments (both realized and unrealized)

    (0.18       (0.07       (0.12       0.72  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    (0.11       -         (0.12       0.77  
 

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

             

Dividends from net investment income

    -         (0.15       (0.10       (0.10

Distributions from net realized gains

    -         (0.24       (0.02       (0.01

Tax return of capital

    -         -         (0.00 )BC        -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    -         (0.39       (0.12       (0.11
 

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.92       $ 10.03       $ 10.42       $ 10.66  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total returnD

    (1.10 )%        (0.04 )%        (1.15 )%        7.65 %E 
 

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

             

Net assets, end of period

  $   105,189       $   106,404       $   106,439       $   107,660  

Ratios to average net assets:

             

Expenses, before reimbursements or recoupments

    1.37       1.31       1.42       5.62 %F 

Expenses, net of reimbursements or recoupments

    1.48       1.46       1.45       1.45 %F 

Net investment income (loss), before expense reimbursements or recoupments

    0.78       0.69       0.05       (3.51 )%F 

Net investment income, net of reimbursements or recoupments

    0.67       0.55       0.02       0.65 %F 

Portfolio turnover rate

    19       326       248       311 %G 

 

A 

Commencement of operations.

B 

Amount represents less than $0.01 per share.

C 

Tax return of capital is calculated based on shares outstanding at the time of distribution.

D 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

E 

Not annualized.

F 

Annualized.

G 

Portfolio turnover rate is for the period from May 20, 2016 through January 31, 2017 and is not annualized.

 

See accompanying notes

 

73


American Beacon GLG Total Return FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    C Class  
    Year Ended January 31,           May 20,
2016A to
January 31,
 
             
    2020           2019           2018           2017  
 

 

 

 

Net asset value, beginning of period

  $ 9.88       $ 10.34       $ 10.61       $ 10.00  
 

 

 

     

 

 

     

 

 

     

 

 

 

Income (loss) from investment operations:

             

Net investment income (loss)

    (0.01       (0.01       (0.08       (0.01

Net gains (losses) on investments (both realized and unrealized)

    (0.17       (0.07       (0.12       0.73  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    (0.18       (0.08       (0.20       0.72  
 

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

             

Dividends from net investment income

    -         (0.14       (0.04       (0.10

Distributions from net realized gains

    -         (0.24       (0.02       (0.01

Tax return of capital

    -         -         (0.01 )B        -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    -         (0.38       (0.07       (0.11
 

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 9.70       $ 9.88       $ 10.34       $ 10.61  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total returnC

    (1.82 )%        (0.79 )%        (1.95 )%        7.15 %D 
 

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

             

Net assets, end of period

  $   102,317       $   104,277       $   105,096       $   107,101  

Ratios to average net assets:

             

Expenses, before reimbursements or recoupments

    2.12       2.06       2.17       6.37 %E 

Expenses, net of reimbursements or recoupments

    2.23       2.21       2.20       2.20 %E 

Net investment income (loss), before expense reimbursements or recoupments

    0.03       (0.06 )%        (0.70 )%        (4.27 )%E 

Net investment income (loss), net of reimbursements or recoupments

    (0.08 )%        (0.20 )%        (0.73 )%        (0.10 )%E 

Portfolio turnover rate

    19       326       248       311 %F 

 

A 

Commencement of operations.

B 

Tax return of capital is calculated based on outstanding shares at the time of distribution.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

D 

Not annualized.

E 

Annualized.

F 

Portfolio turnover rate is for the period from May 20, 2016 through January 31, 2017 and is not annualized.

 

See accompanying notes

 

74


American Beacon GLG Total Return FundSM

Financial Highlights

(For a share outstanding throughout the period)

 

 

    Ultra  
    Year Ended January 31,           May 20,
2016A to
January 31,
 
             
    2020           2019           2018           2017  
 

 

 

 

Net asset value, beginning of period

  $ 10.16       $ 10.50       $ 10.69       $ 10.00  
 

 

 

     

 

 

     

 

 

     

 

 

 

Income from investment operations:

             

Net investment income

    0.58         0.13         0.11         0.07  

Net gains (losses) on investments (both realized and unrealized)

    (0.65       (0.08       (0.17       0.73  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total income (loss) from investment operations

    (0.07       0.05         (0.06       0.80  
 

 

 

     

 

 

     

 

 

     

 

 

 

Less distributions:

             

Dividends from net investment income

    -         (0.15       (0.10       (0.10

Distributions from net realized gains

    -         (0.24       (0.02       (0.01

Tax return of capital

    -         -         (0.01 )B        -  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total distributions

    -         (0.39       (0.13       (0.11
 

 

 

     

 

 

     

 

 

     

 

 

 

Net asset value, end of period

  $ 10.09       $ 10.16       $ 10.50       $ 10.69  
 

 

 

     

 

 

     

 

 

     

 

 

 

Total returnC

    (0.69 )%        0.47       (0.57 )%        7.95 %D 
 

 

 

     

 

 

     

 

 

     

 

 

 

Ratios and supplemental data:

             

Net assets, end of period

  $   18,254,721       $   468,097,908       $   743,861,439       $   67,330,248  

Ratios to average net assets:

             

Expenses, before reimbursements or recoupments

    1.16       1.05       1.07       2.09 %E 

Expenses, net of reimbursements or recoupments

    0.99 %F        0.95       0.95       0.95 %E 

Net investment income, before expense reimbursements or recoupments

    1.23       0.92       0.34       0.76 %E 

Net investment income, net of reimbursements or recoupments

    1.40       1.02       0.46       1.91 %E 

Portfolio turnover rate

    19       326       248       311 %G 

 

A 

Commencement of operations.

B 

Tax return of capital is calculated based on outstanding shares at the time of distribution.

C 

Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

D 

Not annualized.

E 

Annualized.

F 

Includes non-operating expenses consisting of prime broker fees and dividends from securities sold short. The Expenses, net of reimbursements, excluding non-operating expenses is 0.95% for the year ended January 31, 2020.

G 

Portfolio turnover rate is for the period from May 20, 2016 through January 31, 2017 and is not annualized.

 

See accompanying notes

 

75


American Beacon FundsSM

Federal Tax Information

December 31, 2020 (Unaudited)

 

 

Certain tax information regarding the Funds is required to be provided to shareholders based upon the Funds’ income and distributions for the taxable year ended January 31, 2020. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2019.

The Funds designated the following items with regard to distributions paid during the fiscal year ended January 31, 2020. All designations are based on financial information available as of this annual report and, accordingly, are subject to change. For each item, it is the intention of the Funds to designate the maximum amount permitted under the Internal Revenue Code of 1986, as amended, and the regulations there under.

Corporate Dividends-Received Deduction:

 

Frontier Markets Income

    0

GLG Total Return

    0

Qualified Dividend Income:

 

Frontier Markets Income

    0

GLG Total Return

    0

Long-Term Capital Gain Distributions:

 

Frontier Markets Income

  $        -  

GLG Total Return

    -  

Short-Term Capital Gain Distributions:

 

Frontier Markets Income

  $        -  

GLG Total Return

    -  

Shareholders will receive notification in January 2020 of the applicable tax information necessary to prepare their 2019 income tax returns.

 

 

76


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

The Trustees and officers of the American Beacon Funds (the “Trust”) are listed below, together with their principal occupations during the past five years. The address of each person listed below is 220 Las Colinas Boulevard East, Suite 1200, Irving, Texas 75039. Each Trustee oversees thirty-six funds in the fund complex that includes the Trust, the American Beacon Select Funds, the American Beacon Institutional Funds Trust, the American Beacon Sound Point Enhanced Income Fund, and the American Beacon Apollo Total Return Fund.. The Trust’s Statement of Additional Information contains additional information about the Trustees and is available without charge by calling 1-800-658-5811.

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES   

Term

  
   Lifetime of Trust until removal, resignation or retirement*   
Gilbert G. Alvarado (50)    Trustee since 2015    President, SJVIIF, LLC, Impact Investment Fund (2018-Present); Director, Kura MD, Inc. (local telehealth organization) (2015-2017); Senior Vice President & CFO, Sierra Health Foundation (health conversion private foundation) (2006-Present); Senior Vice President & CFO, Sierra Health Foundation: Center for Health Program Management (California public benefit corporation) (2012-Present); Director, Innovative North State (2012-2015); Director, Sacramento Regional Technology Alliance (2011-2016); Director, Valley Healthcare Staffing (2017-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Joseph B. Armes (57)    Trustee since 2015    Director, Switchback Energy Acquisition (2019-Present); Chairman & CEO, CSW Industrials f/k/a Capital Southwest Corporation (investment company) (2015-Present); Chairman of the Board of Capital Southwest Corporation, predecessor to CSW Industrials, Inc. (2014-2017) (investment company); CEO, Capital Southwest Corporation (2013-2015); President & CEO, JBA Investment Partners (family investment vehicle) (2010-Present); Director and Chair of Audit Committee, RSP Permian (oil and gas producer) (2013-2018); Trustee, American Beacon Select Funds (2015-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Gerard J. Arpey (61)    Trustee since 2012    Director, The Home Depot, Inc. (2015-Present); Partner, Emerald Creek Group (private equity firm) (2011-Present); Director, S.C. Johnson & Son, Inc. (privately held company) (2008-present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Brenda A. Cline (59)    Trustee since 2004 Chair since 2019 Vice Chair 2018    Chief Financial Officer, Treasurer and Secretary, Kimbell Art Foundation (1993-Present); Director, Tyler Technologies, Inc. (public sector software solutions company) (2014-Present); Director, Range Resources Corporation (oil and natural gas company) (2015-Present); Trustee, Cushing Closed-End and Open-End Funds (2017-Present); Trustee, American Beacon Select Funds (2004-Present); ; Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).

 

 

77


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

NON-INTERESTED TRUSTEES (CONT.)   

Term

  
   Lifetime of Trust until removal, resignation or retirement*   
Eugene J. Duffy (65)    Trustee since 2008    Managing Director, Global Investment Management Distribution, Mesirow Financial (2016-Present); Managing Director, Institutional Services, Intercontinental Real Estate Corporation (2014-Present); Trustee, American Beacon Select Funds (2008-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Claudia A. Holz (62)    Trustee since 2018    Partner, KPMG LLP (1990-2017); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Douglas A. Lindgren (58)    Trustee since 2018    CEO North America, Carne Global Financial Services (2016-2017); Consultant, Carne Financial Services (2017-2019); Managing Director, IPS Investment Management and Global Head, Content Management, UBS Wealth Management (2010-2016); Trustee, American Beacon Select Funds (2018-Present); Trustee, American Beacon Institutional Funds Trust (2018-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).
Barbara J. McKenna, CFA (56)    Trustee since 2012    President/Managing Principal, Longfellow Investment Management Company (2005-Present); Trustee, American Beacon Select Funds (2012-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present.
R. Gerald Turner (74)    Trustee since 2001    President, Southern Methodist University (1995-Present); Director, J.C. Penney Company, Inc. (1996-2019); Director, Kronus Worldwide Inc. (chemical manufacturing) (2003-Present); Trustee, American Beacon Select Funds (2001-Present); Trustee, American Beacon Institutional Funds Trust (2017-Present); Trustee, American Beacon Sound Point Enhanced Income Fund (2018-Present); Trustee, American Beacon Apollo Total Return Fund (2018-Present).

 

 

78


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS   

Term

  
   One Year   
Gene L. Needles, Jr. (65)    President since 2009    President (2009-2018), CEO and Director (2009-Present), and Chairman (2018-Present), American Beacon Advisors, Inc., President (2015-2018), Director and CEO (2015-Present), and Chairman (2018-Present), Resolute Investment Holdings, LLC; President (2015-2018), Director and CEO (2015-Present), and Chairman (2018-Present), Resolute Topco, Inc.; President (2015-2018); Director, and CEO (2015-Present), and Chairman (2018-Present), Resolute Acquisition, Inc.; President (2015-2018), Director and CEO (2015-Present), Chairman (2018-Present), Resolute Investment Managers, Inc.; Director, Chairman, President and CEO, Resolute Investment Distributors (2017-Present); Director, Chairman, President and CEO; Resolute Investment Services, Inc. (2017-Present); President and CEO, Lighthouse Holdings Parent, Inc. (2009-2015); President, CEO and Director, Lighthouse Holdings, Inc. (2009-2015); Manager, President and CEO, American Private Equity Management, LLC (2012-Present); Director, Chairman, President and CEO, Alpha Quant Advisors, LLC (2016-Present); Director, ARK Investment Management LLC (2016-Present); Director, Shapiro Capital Management LLC (2017-Present); Director, Chairman and CEO, Continuous Capital, LLC (2018-Present); Director, Green Harvest Asset Management (2019-Present); Director, National Investment Services of America, LLC (2019-Present); President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Director and President, American Beacon Cayman Transformational Innovation Company, LTD., (2017-2018); President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); President American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Member, Investment Advisory Committee, Employees Retirement System of Texas (2017-Present); Trustee, American Beacon NextShares Trust (2015-Present); President, American Beacon Select Funds (2009-Present); President, American Beacon Institutional Funds Trust (2017-Present); President, American Beacon Sound Point Enhanced Income Fund (2018-Present); President, American Beacon Apollo Total Return Fund (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present).

 

 

79


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Rosemary K. Behan (60)    VP, Secretary and Chief Legal Officer since 2006    Vice President, Secretary and General Counsel, American Beacon Advisors, Inc. (2006-Present); Secretary, Resolute Investment Holdings, LLC (2015-Present); Secretary, Resolute Topco, Inc. (2015-Present); Secretary, Resolute Acquisition, Inc. (2015-Present); Vice President, Secretary and General Counsel, Resolute Investment Managers, Inc. (2015-Present); Secretary, Resolute Investment Distributors, Inc. (2017-Present); Vice President, Secretary and General Counsel, Resolute Investment Services, Inc. (2017-Present); Vice President and Secretary, Lighthouse Holdings Parent, Inc. (2008-2015); Vice President and Secretary, Lighthouse Holdings, Inc. (2008-2015); Secretary, American Private Equity Management, LLC (2008-Present); Secretary and General Counsel, Alpha Quant Advisors, LLC (2016-Present); Vice President and Secretary, Continuous Capital, LLC (2018-Present); Secretary, Green Harvest Asset Management (2019-Present); Secretary, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Secretary, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-2018); Secretary, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Secretary, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Select Funds (2006-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Legal Officer, Vice President and Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Legal Officer, Vice President and Secretary American Beacon Apollo Total Return Fund (2018-Present).
Brian E. Brett (59)    VP since 2004    Senior Vice President, Head of Distribution (2012-Present), Vice President, Director of Sales (2004-2012), American Beacon Advisors, Inc.; Senior Vice President, Resolute Investment Managers, Inc. (2017-Present); Senior Vice President, Resolute Investment Distributors, Inc. (2018-Present), Senior Vice President, Resolute Investment Services, Inc. (2018-Present); Senior Vice President, Lighthouse Holdings Parent, Inc. (2008-2015); Senior Vice President, Lighthouse Holdings, Inc. (2008-2015); Vice President, American Beacon Select Funds (2004-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).
Paul B. Cavazos (50)    VP since 2016    Chief Investment Officer and Senior Vice President, American Beacon Advisors, Inc. (2016-Present); Chief Investment Officer, DTE Energy (2007-2016); Vice President, American Private Equity Management, L.L.C. (2017-Present); Vice President, American Beacon Select Funds (2016-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present);Vice President American Beacon Apollo Total Return Fund (2018-Present).
Erica Duncan (49)    VP Since 2011    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers (2018-Present); Vice President, Resolute Investment Services, Inc. (2018-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President American Beacon Apollo Total Return Fund (2018-Present).

 

 

80


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Melinda G. Heika (58)    Principal Accounting Officer since 2017 and Treasurer since 2010    Treasurer and CFO (2010-Present), American Beacon Advisors, Inc.; Treasurer, Resolute Topco, Inc. (2015-Present); Treasurer, Resolute Investment Holdings, LLC. (2015-Present); Treasurer, Resolute Acquisition, Inc. (2015-Present); Treasurer and CFO, Resolute Investment Managers, Inc. (2017-Present); Treasurer, Resolute Investment Distributors, Inc. (2017-2017); Treasurer and CFO, Resolute Investment Services, Inc. (2015-Present); Treasurer, Lighthouse Holdings Parent Inc., (2010-2015); Treasurer, Lighthouse Holdings, Inc. (2010-2015); Treasurer, American Private Equity Management, LLC (2012-Present); Treasurer and CFO, Alpha Quant Advisors, LLC (2016-Present); Treasurer and CFO, Continuous Capital, LLC (2018-Present); Treasurer, Green Harvest Asset Management (2019-Present); Treasurer, American Beacon Cayman Transformational Innovation, Ltd. (2017-2018); Treasurer, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Treasurer, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Treasurer, American Beacon Select Funds (2010-Present); Treasurer, American Beacon Institutional Funds Trust (2017-Present); Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Terri L. McKinney (56)    VP since 2010    Vice President (2009-Present), Managing Director (2003-2009), American Beacon Advisors, Inc.; Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services, Inc (2018-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Vice President, American Beacon Select Funds (2010-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).

 

 

81


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Jeffrey K. Ringdahl (44)    VP since 2010    Director (2015-Present), President (2018-Present), Chief Operating Officer (2010-Present), Senior Vice President (2013-2018), Vice President (2010-2013), American Beacon Advisors, Inc.; Director (2015-Present), President (2018-Present), Senior Vice Present (2015-2018), Resolute Investment Holdings, LLC; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Topco, Inc.; Director (2015-Present), President (2018-Present), Senior Vice President (2015-2018), Resolute Acquisition, Inc.; Director (2015-Present), President & COO (2018-Present), Senior Vice President (2015-2018), Resolute Investment Managers, Inc.; Director and Executive Vice President (2017-Present), Resolute Investment Distributors, Inc.; Director (2017-Present), President & COO (2018-Present), Executive Vice President (2017-2018), Resolute Investment Services, Inc.; Senior Vice President (2017-Present), Vice President (2012-2017), Manager (2015-Present), American Private Equity Management, LLC; Senior Vice President, Lighthouse Holdings Parent, Inc. (2013-2015); Senior Vice President, Lighthouse Holdings, Inc. (2013-2015); Trustee, American Beacon NextShares Trust (2015-Present); Director, Executive Vice President & COO, Alpha Quant Advisors, LLC (2016-Present); Director, Shapiro Capital Management, LLC (2017-Present); Director, Executive Vice President & COO, Continuous Capital, LLC (2018-Present); Director, RSW Investments Holdings LLC, (2019-Present); Manager, SSI Investment Management, LLC (2019-Present); Director, National Investment Services of America, LLC (2019-Present); Director and Vice President, American Beacon Cayman Transformational Innovation Company, Ltd., (2017-Present); Vice President, American Beacon Delaware Transformational Innovation Corporation (2017-2018); Director and Vice President, American Beacon Cayman Managed Futures Strategy Fund, Ltd. (2014-Present); Vice President, American Beacon Cayman TargetRisk Company, Ltd (2018-Present); Vice President, American Beacon Select Funds (2010-2018); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Samuel J. Silver (56)    VP Since 2011    Vice President (2011-Present), Chief Fixed Income Officer (2016-Present), American Beacon Advisors, Inc. (2011-Present); Vice President, American Beacon Select Funds (2011-Present); Vice President, American Beacon Institutional Funds Trust (2017-Present); Vice President, American Beacon Sound Point Enhanced Income Fund (2018-Present); Vice President, American Beacon Apollo Total Return Fund (2018-Present).
Christina E. Sears (48)    Chief Compliance Officer since 2004 and Asst. Secretary since 1999    Vice President, American Beacon Advisors, Inc. (2019-Present); Chief Compliance Officer, American Beacon Advisors, Inc. (2004-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Distributors (2017-Present); Vice President, Resolute Investment Services, Inc. (2019-Present); Chief Compliance Officer, American Private Equity Management, LLC (2012-Present); Chief Compliance Officer (2016-2019) and Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Chief Compliance Officer (2004-Present) and Assistant Secretary (1999-Present), American Beacon Select Funds; Chief Compliance Officer and Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Chief Compliance Officer and Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).

 

 

82


Trustees and Officers of the American Beacon FundsSM (Unaudited)

 

 

Name, Age

  

Position, Term of

Office and Length

of Time Served

with the Trust

  

Principal Occupation(s) During Past 5 Years

and Current Directorships

OFFICERS (CONT.)   

Term

  
   One Year   
Sonia L. Bates (63)    Asst. Treasurer since 2011    Assistant Treasurer, American Beacon Advisors, Inc. (2011-2018); Assistant Treasurer, Lighthouse Holdings Parent Inc. (2011-2015); Assistant Treasurer, Lighthouse Holdings, Inc. (2011-2015); Assistant Treasurer, American Private Equity Management, LLC (2012-Present); Assistant Treasurer, American Beacon Cayman Transformational Innovation Company, Ltd. (2017-Present); Assistant Treasurer, American Beacon Cayman TargetRisk Company, Ltd. (2018-Present); Assistant Treasurer, American Beacon Select Funds (2011-Present); Assistant Treasurer, American Beacon Institutional Funds Trust (2017-Present); Assistant Treasurer, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Treasurer, American Beacon Apollo Total Return Fund (2018-Present).
Shelley D. Abrahams (45)    Assistant Secretary since 2008    Assistant Secretary, American Beacon Select Funds (2008-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present);
Rebecca L. Harris (53)    Assistant Secretary since 2010    Vice President, American Beacon Advisors, Inc. (2011-Present); Vice President, Resolute Investment Managers, Inc. (2017-Present); Vice President, Resolute Investment Services (2015-Present); Vice President, Alpha Quant Advisors, LLC (2016-Present); Vice President, Continuous Capital, LLC (2018-Present); Assistant Secretary, American Beacon Select Funds (2010-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present).
Teresa A. Oxford (61)    Assistant Secretary since 2015    Assistant Secretary, American Beacon Advisors, Inc. (2015-Present); Assistant Secretary, Resolute Investment Distributors (2018-Present); Assistant Secretary, Resolute Investment Services (2018-Present); Assistant Secretary, Alpha Quant Advisors, LLC (2016-Present); Assistant Secretary, American Beacon Select Funds (2015-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2017-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2018-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2018-Present); .
Peter A. Davidson (47)**    Assistant Secretary Since 2020    Assistant Secretary, American Beacon Select Funds (2020-Present); Assistant Secretary, American Beacon Institutional Funds Trust (2020-Present); Assistant Secretary, American Beacon Sound Point Enhanced Income Fund (2020-Present); Assistant Secretary, American Beacon Apollo Total Return Fund (2020-Present).

* As of 11/12/2014, the Board adopted a retirement plan that requires Trustees to retire no later than the last day of the calendar year in which they reach the age of 75.

** Mr. Davidson was elected at the March 3, 2020 meeting of the Board.

 

 

83


American Beacon FundsSM

Privacy Policy

January 31, 2020 (Unaudited)

 

 

The American Beacon Funds recognize and respect the privacy of our shareholders. We are providing this notice to you so you will understand how shareholder information may be collected and used.

We may collect nonpublic personal information about you from one or more of the following sources:

 

   

information we receive from you on applications or other forms;

 

   

information about your transactions with us or our service providers; and

 

   

information we receive from third parties.

We do not disclose any nonpublic personal information about our customers or former customers to anyone, except as permitted by law.

We restrict access to your nonpublic personal information to those employees or service providers who need to know that information to provide products or services to you. To ensure the confidentiality of your nonpublic personal information, we maintain safeguards that comply with federal standards.

 

 

84


LOGO

 

 

 

Delivery of Documents

eDelivery is NOW AVAILABLE - Stop traditional mail delivery and receive your shareholder reports and summary prospectus on-line. Sign up at

www.americanbeaconfunds.com

If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.

To obtain more information about the Fund:

 

LOGO   LOGO
 
By E-mail:   On the Internet:
american_beacon.funds@ambeacon.com   Visit our website at www.americanbeaconfunds.com
   
     
 

LOGO

By Telephone:

Call (800) 658-5811

 

LOGO

By Mail:

American Beacon Funds

P.O. Box 219643

Kansas City, MO 64121-9643

   
     
Availability of Quarterly Portfolio Schedules   Availability of Proxy Voting Policy and Records
 
In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-PORT as of the end of each fiscal quarters. The Fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov. The Forms N-PORT may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of each Fund’s portfolio holdings is also available at www.americanbeaconfunds.com approximately twenty days after the end of each month.   A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended June 30 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009.

Fund Service Providers:

 

CUSTODIAN

State Street Bank and Trust Company

Boston, Massachusetts

   

TRANSFER AGENT

DST Asset Manager Solutions, Inc.

Kansas City, Missouri

   

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP

Boston, Massachusetts

   

DISTRIBUTOR

Resolute Investment

Distributors, Inc.

Irving, Texas

This report is prepared for shareholders of the American Beacon Funds and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.

 

American Beacon Funds, American Beacon Frontier Markets Income Fund and American Beacon GLG Total Return Fund are service marks of American Beacon Advisors, Inc.

AR 1/20


ITEM 2.

CODE OF ETHICS.

The Trust adopted a code of ethics that applies to its principal executive and financial officers (the “Code”). The Trust amended its code August 19, 2019 to disclose the addition of the American Beacon Sound Point Enhanced Income Fund, American Beacon Apollo Total Return Fund and American Beacon Sound Point Alternative Lending Fund and to disclose a change to limit the value of gifts received by the principal officer or financial officer to $100. The Trust did not grant any waivers to the provisions of the Code during the period covered by the shareholder reports presented in Item 1. The Code is filed herewith as Exhibit 99.CODE ETH.

 

ITEM 3.

AUDIT COMMITTEE FINANCIAL EXPERT.

The Trust’s Board of Trustees has determined that Gilbert G. Alvarado and Claudia Holz, members of the Trust’s Audit and Compliance Committee, are “audit committee financial experts” as defined in Form N-CSR. Mr. Gilbert Alvarado and Ms. Claudia Holz are “independent” as defined in Form N-CSR.

 

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a)

 

Audit Fees

   Fiscal Year Ended  

$288,530

     1/31/2019  

$280,711

     1/31/2020  

(b)

 

Audit-Related Fees

   Fiscal Year Ended  

$0

     1/31/2019  

$0

     1/31/2020  

(c)

 

Tax Fees

   Fiscal Year Ended  

$71,090

     1/31/2019  

$84,526

     1/31/2020  

(d)

 

All Other Fees

   Fiscal Year Ended  

$0

     1/31/2019  

$0

     1/31/2020  


(e)(1) Pursuant to its charter, the Trust’s Audit and Compliance Committee shall have the following duties and powers pertaining to pre-approval of audit and non-audit services provided by the Trust’s principal accountant:

• to approve, prior to appointment, the engagement of auditors to annually audit and provide their opinion on the Trusts’ financial statements, and, in connection therewith, reviewing and evaluating matters potentially affecting the independence and capabilities of the auditors;

• to approve, prior to appointment, the engagement of the auditors to provide non-audit services to the Trusts, an investment adviser to any series of the Trusts or any entity controlling, controlled by, or under common control with an investment adviser (“adviser affiliate”) that provides ongoing services to the Trusts, if the engagement relates directly to the operations and financial reporting of the Trusts;

• to consider whether the non-audit services provided by a Trust’s auditor to an investment adviser or any adviser affiliate that provides ongoing services to a series of the Trusts, which services were not pre-approved by the Committee, are compatible with maintaining the auditor’s independence;

• to review the arrangements for and scope of the annual audit and any special audits; and

• to review and approving the fees proposed to be charged to the Trusts by the auditors for each audit and non-audit service.

The Audit and Compliance Committee may delegate any portion of its authority, including the authority to grant pre-approvals of audit and permitted non-audit services, to a subcommittee of one or more members. Any decisions of the subcommittee to grant pre-approvals shall be presented to the full audit committee at its next regularly scheduled meeting.

(e)(2) None of the fees disclosed in paragraphs (b) through (d) above were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) Aggregate Non-Audit Fees for Services Rendered to the:

 

Registrant

   Adviser     

Adviser’s Affiliates Providing

Ongoing Services to Registrant

   Fiscal Year Ended  
$71,090    $ 0      N/A      1/31/2019  
$84,526    $ 0      N/A      1/31/2020  

(h) Not applicable.

 

ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

 

ITEM 6.

SCHEDULE OF INVESTMENTS.

The schedules of investments for each series of the Trust are included in the shareholder reports presented in Item 1.

 

ITEM 7.

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

Not applicable.


ITEM 8.

PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 9.

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

Not applicable.

 

ITEM 10.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Trust has made no material changes to the procedures by which shareholders may recommend nominees to the Trust’s Board of Trustees since the Trust last disclosed such procedures in Schedule 14A.

 

ITEM 11.

CONTROLS AND PROCEDURES.

(a) Based upon an evaluation within 90 days of the filing date of this report, the principal executive and financial officers concluded that the disclosure controls and procedures of the Trust are effective.

(b) There were no changes in the Trust’s internal control over financial reporting during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting.

 

ITEM 12.

EXHIBITS.

(a)(1) Filed herewith as EX-99.CODE ETH.

(a)(2) A separate certification for each principal executive officer and principal financial officer of the Trust as required by Rule 30a-2(a) under the Investment Company Act of 1940 is attached hereto as EX-99.CERT.

(a)(3) Not applicable.

(b) The certifications required by Rule 30a-2(b) under the Investment Company Act of 1940 are attached hereto as EX-99.906CERT.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant): American Beacon Funds

 

By /s/ Gene L. Needles, Jr.

Gene L. Needles, Jr.
President
American Beacon Funds

Date: April 7, 2020

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/ Gene L. Needles, Jr.

Gene L. Needles, Jr.
President
American Beacon Funds

Date: April 7, 2020

 

By /s/ Melinda G. Heika

Melinda G. Heika
Treasurer
American Beacon Funds

Date: April 7, 2020