N-CSR 1 hft_hf-ncsra.htm HENNESSY FUNDS TRUST ANNUAL REPORTS 10-31-15
 
As filed with the Securities and Exchange Commission on January 8, 2016
 
 

 
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 (811-07168)



Hennessy Funds Trust
(Exact name of registrant as specified in charter)



7250 Redwood Blvd., Suite 200
Novato, CA 94945
(Address of principal executive offices) (Zip code)



Neil J. Hennessy
7250 Redwood Blvd., Suite 200
Novato, CA 94945
(Name and address of agent for service)



800-966-4354
Registrant’s telephone number, including area code



Date of fiscal year end: October 31, 2015



Date of reporting period:  October 31, 2015



Item 1. Reports to Stockholders.
 
 

 
ANNUAL REPORT

OCTOBER 31, 2015



 


HENNESSY CORNERSTONE
GROWTH FUND
 
Investor Class   HFCGX
Institutional Class   HICGX

 
 

hennessyfunds.com
1-800-966-4354
 
















(This Page Intentionally Left Blank.)
 

















Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
12
Statement of Operations
13
Statements of Changes in Net Assets
15
Financial Highlights
16
Notes to the Financial Statements
20
Report of Independent Registered Public Accounting Firm
28
Trustees and Officers of the Fund
29
Expense Example
32
Proxy Voting
34
Quarterly Filings on Form N-Q
34
Householding
34
Matters Submitted to a Shareholder Vote
34
Privacy Policy
35
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 


December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 
 
 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
 
Best regards,
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 


HENNESSY FUNDS
1-800-966-4354
 

3

 
Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Cornerstone Growth Fund –
     
  Investor Class (HFCGX)
7.07%
14.24%
3.94%
Hennessy Cornerstone Growth Fund –
     
  Institutional Class (HICGX)(1)
7.29%
14.57%
4.18%
Russell 2000® Index
0.34%
12.06%
7.47%
S&P 500 Index
5.20%
14.33%
7.85%
 
Expense ratios from most recent prospectus: 1.15% (Investor Class); 0.95% (Institutional Class).  As set forth in the Supplement to the Prospectus dated October 7, 2015, a 12b-1 fee of 0.15% was instituted on Investor Class shares effective as of November 1, 2015, and is not included in the Investor Class expense ratio.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
(1)
The inception date of Institutional Class shares is March 3, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil Hennessy and Brian Peery
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Cornerstone Growth Fund returned 7.07%, outperforming the Russell 2000® Index and the S&P 500 Index, which returned  0.34% and 5.20% for the same period, respectively.
 

 
 
HENNESSYFUNDS.COM
 
4

 
We are very pleased with the overall performance of the Fund during the twelve-month period ended October 31, 2015. The Fund’s relative outperformance was primarily due to strong returns from individual stocks in the Healthcare, Industrials, Financials and Materials sectors. Our investments in Airlines performed well, especially JetBlue Airways Corp. and Southwest Airlines Corp. Other issuers that contributed significantly to the Fund’s performance were Amedisys, Inc., a provider of alternate-site healthcare services, Universal Insurance Holdings, a homeowner insurer, American Woodmark Corp., a manufacturer of kitchen cabinets, and U.S. Concrete, Inc., a concrete supplier. The Fund’s overweight position in Consumer Discretionary stocks and underweight position in Energy also aided relative returns over the period.  The Fund continues to hold JetBlue, Amedisys, American Woodmark and U.S. Concrete.
 
Portfolio Strategy:
 
We believe that the Fund’s investment strategy, which seeks companies that are reporting growth in earnings, whose stock prices are showing positive relative strength but that still trade on low price to sales ratios, offers investors true “growth at a reasonable price.” Limiting the Fund’s portfolio to 50 stocks produces a relatively concentrated portfolio, where individual stock performance can influence the performance of the portfolio as a whole. This “growth at a reasonable price” stock selection approach has served us well, and we believe wholeheartedly in utilizing this methodology when investing.
 
Market Outlook:
 
Over the twelve-month period ended October 31, 2015, U.S. equities, as measured by the S&P 500 Index, advanced by just over 5%. Notwithstanding this modest rise, the year was marked by a great deal of volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve dominated investor thinking. Earnings growth, too, caused anxiety for investors. Lower energy prices impacted many companies in the Energy sector, and the higher U.S. Dollar and slower growth abroad affected exporters. Many companies saw their sales and earnings growth slow.
 
In the end, however, confidence in continued economic growth was strong enough to offset investor concerns, with the market staging a dramatic rally in October, the final month of the Fund’s fiscal year. We believe the basic fundamentals of the market are attractive, and we continue to be optimistic about the possibility of further market advances over the course of the next year. The economy is growing slowly but steadily. Inflation is low, so we expect that the Fed, once they do start to raise rates, will not raise them by very much. The labor market has continued to recover over the last 12 months, and consumer confidence appears buoyant. Most importantly, we do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 have forward PE ratios of approximately 16x and 17x, respectively, close to long-term averages. Corporate balance sheets appear to be in excellent shape, and while executives have shown some reluctance to increase capital spending beyond maintenance levels this cycle, we believe companies will eventually start investing for expansion. This spending could, in turn, help drive share prices higher through an acceleration in sales and earnings growth.
 
Investment Outlook:
 
We are confident that there are good investment opportunities in the small and mid-cap space. While we believe higher interest rates may lead to an even stronger U.S. Dollar and difficulties for exporters, many small and mid-cap companies have purely domestic businesses, which are benefiting from steady economic growth at home, low inflation and low energy prices. With consumer debt levels falling and wage growth finally starting to accelerate, we are expecting a fairly good holiday season for consumer-based companies
 


HENNESSY FUNDS
1-800-966-4354
 

5


and stronger demand for their products and services next year. However, we recognize that despite low gas prices, consumers and especially younger consumers, seem to prefer spending less and saving more, in contrast to previous generations. Going into the new fiscal year, we are pleased with the positioning of the portfolio, which includes a large number of companies that are domestically focused and that we believe are reasonably valued and may be poised for growth. Relative to the Fund’s benchmarks, the portfolio is overweight in both the Consumer Discretionary and Industrial sectors, and we think that these areas of the market offer great growth potential now and into 2016.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 2000® Index is an index commonly used to measure the performance of U.S. small-capitalization stocks. The S&P 500 Index and Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund invests in small and medium capitalized companies, which may have limited liquidity and greater price volatility than large capitalization companies. Investments in foreign securities may involve political, economic and currency risks, greater volatility and differences in accounting methods.  The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. Price to sales ratio is a tool for calculating a stock’s valuation relative to other companies. It is calculated by dividing a stock’s current price by its revenue per share. PE, or price to earnings, is calculated by dividing a company’s market price per share by its earnings per share.
 

 
 
HENNESSYFUNDS.COM
 
6

 
Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY CORNERSTONE GROWTH FUND
 
(% of Net Assets)
 

 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
U.S. Concrete, Inc.
3.55%
American Woodmark Corp.
3.11%
JetBlue Airways Corp.
2.81%
Skechers USA, Inc.
2.68%
Amedisys, Inc.
2.59%
AmTrust Financial Services, Inc.
2.50%
Tesoro Corp.
2.33%
CDW Corp.
2.33%
Ingles Markets, Inc.
2.31%
Core-Mark Holding Co., Inc.
2.30%
 
 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
7


COMMON STOCKS – 95.48%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 24.24%
           
1-800-Flowers.com, Inc. (a)
   
478,000
   
$
4,746,540
     
1.65
%
Asbury Automotive Group, Inc. (a)
   
73,100
     
5,789,520
     
2.01
%
CarMax, Inc. (a)
   
83,700
     
4,939,137
     
1.72
%
Core-Mark Holding Co., Inc.
   
81,444
     
6,620,583
     
2.30
%
Cracker Barrel Old Country Store, Inc.
   
38,100
     
5,237,226
     
1.82
%
G-III Apparel Group, Ltd. (a)
   
107,000
     
5,894,630
     
2.05
%
Lear Corp.
   
51,600
     
6,453,096
     
2.24
%
Lowes Companies, Inc.
   
76,600
     
5,655,378
     
1.97
%
Murphy USA, Inc. (a)
   
80,300
     
4,928,011
     
1.71
%
Skechers USA, Inc. (a)
   
247,500
     
7,722,000
     
2.68
%
Staples, Inc.
   
342,700
     
4,451,673
     
1.55
%
TravelCenters of America, LLC (a)
   
407,300
     
4,692,096
     
1.63
%
Zumiez, Inc. (a)
   
149,300
     
2,609,764
     
0.91
%
             
69,739,654
     
24.24
%
                         
Consumer Staples – 6.27%
                       
CVS Health Corp.
   
55,100
     
5,442,778
     
1.89
%
Ingles Markets, Inc.
   
132,800
     
6,632,032
     
2.31
%
Kroger Co.
   
157,600
     
5,957,280
     
2.07
%
             
18,032,090
     
6.27
%
                         
Energy – 2.33%
                       
Tesoro Corp.
   
62,700
     
6,704,511
     
2.33
%
                         
Financials – 6.42%
                       
AmTrust Financial Services, Inc.
   
105,400
     
7,190,388
     
2.50
%
Erie Indemnity Co.
   
62,240
     
5,443,510
     
1.89
%
Jones Lang Lasalle, Inc.
   
35,000
     
5,834,850
     
2.03
%
             
18,468,748
     
6.42
%
                         
Health Care – 8.84%
                       
Aetna, Inc.
   
57,300
     
6,576,894
     
2.28
%
Amedisys, Inc. (a)
   
188,100
     
7,444,998
     
2.59
%
HCA Holdings, Inc. (a)
   
80,300
     
5,523,837
     
1.92
%
UnitedHealth Group, Inc.
   
50,000
     
5,889,000
     
2.05
%
             
25,434,729
     
8.84
%

 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

 
COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Industrials – 26.97%
           
American Woodmark Corp. (a)
   
123,100
   
$
8,949,370
     
3.11
%
Atlas Air Worldwide Holdings, Inc. (a)
   
123,900
     
5,109,636
     
1.78
%
Covenant Transportation Group, Inc. (a)
   
179,200
     
3,458,560
     
1.20
%
HNI Corp.
   
111,700
     
4,796,398
     
1.67
%
Huntington Ingalls Industries, Inc.
   
40,100
     
4,809,594
     
1.67
%
JetBlue Airways Corp. (a)
   
325,300
     
8,080,452
     
2.81
%
Lydall, Inc. (a)
   
177,200
     
6,065,556
     
2.11
%
Multi-Color Corp.
   
82,600
     
6,429,584
     
2.23
%
Northrop Grumman Corp.
   
33,800
     
6,345,950
     
2.21
%
Patrick Industries, Inc. (a)
   
149,100
     
6,050,478
     
2.10
%
Republic Airways Holdings, Inc. (a)
   
445,200
     
2,564,352
     
0.89
%
Spirit AeroSystems Holdings, Inc., Class A (a)
   
114,800
     
6,054,552
     
2.10
%
United Continental Holdings, Inc. (a)
   
83,000
     
5,005,730
     
1.74
%
West Corp.
   
163,200
     
3,885,792
     
1.35
%
             
77,606,004
     
26.97
%
                         
Information Technology – 9.11%
                       
CDW Corp.
   
150,000
     
6,703,500
     
2.33
%
ePlus, Inc. (a)
   
69,900
     
5,900,958
     
2.05
%
Science Applications International Corp.
   
105,000
     
4,815,300
     
1.67
%
Super Micro Computer, Inc. (a)
   
142,000
     
4,005,820
     
1.39
%
Tower Semiconductor Ltd. (a)(b)
   
359,100
     
4,797,576
     
1.67
%
             
26,223,154
     
9.11
%
                         
Materials – 9.00%
                       
Ball Corp.
   
79,000
     
5,411,500
     
1.88
%
Mercer International, Inc.
   
404,400
     
4,367,520
     
1.52
%
Sealed Air Corp.
   
119,900
     
5,889,488
     
2.05
%
U.S. Concrete, Inc. (a)
   
184,100
     
10,210,186
     
3.55
%
             
25,878,694
     
9.00
%
                         
Utilities – 2.30%
                       
WGL Holdings, Inc.
   
106,300
     
6,615,049
     
2.30
%
                         
Total Common Stocks
                       
  (Cost $261,800,231)
           
274,702,633
     
95.48
%

 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

 
9


RIGHTS – 0.00%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Health Care – 0.00%
           
Forest Laboratories, Inc. (a)(c)
   
5,500
   
$
275
     
0.00
%
                         
Total Rights
                       
  (Cost $0)
           
275
     
0.00
%
                         
SHORT-TERM INVESTMENTS – 4.51%
                       
                         
Money Market Funds – 4.51%
                       
Fidelity Government Portfolio –
                       
  Institutional Class, 0.01% (d)
   
12,979,280
     
12,979,280
     
4.51
%
                         
Total Short-Term Investments
                       
  (Cost $12,979,280)
           
12,979,280
     
4.51
%
                         
Total Investments
                       
  (Cost $274,779,511) – 99.99%
           
287,682,188
     
99.99
%
Other Assets in
                       
  Excess of Liabilities – 0.01%
           
21,520
     
0.01
%
TOTAL NET ASSETS – 100.00%
         
$
287,703,708
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
Security is fair valued in good faith.
(d)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10

 
Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
69,739,654
   
$
   
$
   
$
69,739,654
 
Consumer Staples
   
18,032,090
     
     
     
18,032,090
 
Energy
   
6,704,511
     
     
     
6,704,511
 
Financials
   
18,468,748
     
     
     
18,468,748
 
Health Care
   
25,434,729
     
     
     
25,434,729
 
Industrials
   
77,606,004
     
     
     
77,606,004
 
Information Technology
   
26,223,154
     
     
     
26,223,154
 
Materials
   
25,878,694
     
     
     
25,878,694
 
Utilities
   
6,615,049
     
     
     
6,615,049
 
Total Common Stocks
 
$
274,702,633
   
$
   
$
   
$
274,702,633
 
Rights
                               
Health Care
 
$
   
$
   
$
275
   
$
275
 
Total Rights
 
$
   
$
   
$
275
*
 
$
275
 
Short-Term Investments
                               
Money Market Funds
 
$
12,979,280
   
$
   
$
   
$
12,979,280
 
Total Short-Term Investments
 
$
12,979,280
   
$
   
$
   
$
12,979,280
 
Total Investments
 
$
287,681,913
   
$
   
$
275
   
$
287,682,188
 

 
*  Acquired in merger.

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
 
Level 3 Reconciliation Disclosure
 
Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value.
 
   
Rights
 
Balance as of October 31, 2014
 
$
5,225
 
Accrued discounts/premiums
   
 
Realized gain (loss)
   
 
Change in unrealized appreciation (depreciation)
   
(4,950
)
Purchases
   
 
(Sales)
   
 
Transfer in and/or out of Level 3
   
 
Balance as of October 31, 2015
 
$
275
 
         
Change in unrealized appreciation/depreciation during the period for
       
  Level 3 investments held at October 31, 2015
 
$
(4,950
)

 
The Level 3 investments as of October 31, 2015 represented 0.00% of net assets and did not warrant a disclosure of significant unobservable valuation inputs.
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

11

 
Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $274,779,511)
 
$
287,682,188
 
Dividends and interest receivable
   
131,903
 
Receivable for fund shares sold
   
719,568
 
Prepaid expenses and other assets
   
24,231
 
Total Assets
   
288,557,890
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
497,256
 
Payable to advisor
   
177,968
 
Payable to administrator
   
46,463
 
Payable to auditor
   
26,600
 
Accrued service fees
   
20,815
 
Accrued interest payable
   
157
 
Accrued trustees fees
   
2,402
 
Accrued expenses and other payables
   
82,521
 
Total Liabilities
   
854,182
 
NET ASSETS
 
$
287,703,708
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
373,773,900
 
Accumulated net investment income
   
354,293
 
Accumulated net realized loss on investments
   
(99,327,162
)
Unrealized net appreciation on investments
   
12,902,677
 
Total Net Assets
 
$
287,703,708
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
248,743,705
 
Shares issued and outstanding
   
12,435,047
 
Net asset value, offering price and redemption price per share
 
$
20.00
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
38,960,003
 
Shares issued and outstanding
   
1,903,495
 
Net asset value, offering price and redemption price per share
 
$
20.47
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12

Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income(1)
 
$
4,120,593
 
Interest income
   
1,134
 
Total investment income
   
4,121,727
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
2,092,508
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
394,949
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
39,274
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
275,654
 
Service fees – Investor Class (See Note 5)
   
244,729
 
Federal and state registration fees
   
35,326
 
Reports to shareholders
   
27,731
 
Audit fees
   
27,525
 
Compliance expense
   
22,186
 
Trustees’ fees and expenses
   
12,260
 
Legal fees
   
3,944
 
Interest expense (See Note 6)
   
705
 
Other expenses
   
19,514
 
Total expenses before reimbursement by advisor
   
3,196,305
 
Expense reimbursement by advisor – Institutional Class (See Note 5)
   
(1,023
)
Net expenses
   
3,195,282
 
NET INVESTMENT INCOME
 
$
926,445
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
50,172,808
 
Net change in unrealized depreciation on investments
   
(32,171,870
)
Net gain on investments
   
18,000,938
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
18,927,383
 
 

 
(1)
Net of foreign taxes withheld of $10,040.

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

13
















(This Page Intentionally Left Blank.)
 

 



 






 
 
HENNESSYFUNDS.COM
 
14

Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income (loss)
 
$
926,445
   
$
(356,732
)
Net realized gain on investments
   
50,172,808
     
44,803,198
 
Net change in unrealized depreciation on investments
   
(32,171,870
)
   
(404,454
)
Net increase in net assets resulting from operations
   
18,927,383
     
44,042,012
 
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
52,930,420
     
13,584,680
 
Proceeds from shares subscribed – Institutional Class
   
31,992,911
     
2,181,382
 
Cost of shares redeemed – Investor Class
   
(48,171,421
)
   
(46,133,939
)(1)
Cost of shares redeemed – Institutional Class
   
(21,201,209
)
   
(7,504,821
)(1)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
15,550,701
     
(37,872,698
)
TOTAL INCREASE IN NET ASSETS
   
34,478,084
     
6,169,314
 
                 
NET ASSETS:
               
Beginning of year
   
253,225,624
     
247,056,310
 
End of year
 
$
287,703,708
   
$
253,225,624
 
Undistributed net investment
               
  income (loss), end of year
 
$
354,293
   
$
(994,593
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
2,691,286
     
780,130
 
Shares sold – Institutional Class
   
1,609,045
     
122,952
 
Shares redeemed – Investor Class
   
(2,447,997
)
   
(2,701,648
)
Shares redeemed – Institutional Class
   
(1,044,452
)
   
(429,220
)
Net increase (decrease) in shares outstanding
   
807,882
     
(2,227,786
)
 
 
 
(1)
Net of redemption fees of $34 and $46 for the Investor Class and Institutional Class shares, respectively, related to redemption fees imposed by the FBR Small Cap Fund (which was reorganized into the Fund) during a prior year but not received until the year ended October 31, 2014.

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

15

 
Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 

 
PER SHARE DATA:
Net asset value, beginning of year
 
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Net asset value, end of year
 
TOTAL RETURN

 
SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(1)
 

 
(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16


 

 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
18.68
   
$
15.65
   
$
12.38
   
$
9.97
   
$
10.28
 
                                     
                                     
 
0.06
     
(0.04
)
   
(0.11
)
   
(0.07
)
   
(0.08
)
 
1.26
     
3.07
     
3.38
     
2.48
     
(0.23
)
 
1.32
     
3.03
     
3.27
     
2.41
     
(0.31
)
                                     
$
20.00
   
$
18.68
   
$
15.65
   
$
12.38
   
$
9.97
 
                                     
 
7.07
%
   
19.36
%
   
26.41
%
   
24.17
%
   
(3.02
)%
                                     
                                     
$
248.74
   
$
227.68
   
$
220.83
   
$
265.60
   
$
184.40
 
 
1.15
%
   
1.23
%
   
1.29
%
   
1.34
%
   
1.33
%
 
0.30
%
   
(0.17
)%
   
(0.26
)%
   
(0.66
)%
   
(0.78
)%
 
102
%
   
84
%
   
105
%
   
90
%
   
106
%
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
17

 
Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
 
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Net asset value, end of year
 
TOTAL RETURN

 
SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income (loss) to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)
 

 
(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
18

 
 
 
 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
19.08
   
$
15.94
   
$
12.57
   
$
10.09
   
$
10.37
 
                                     
                                     
 
0.03
     
0.06
     
0.01
     
(0.04
)
   
(0.05
)
 
1.36
     
3.08
     
3.36
     
2.52
     
(0.23
)
 
1.39
     
3.14
     
3.37
     
2.48
     
(0.28
)
                                     
$
20.47
   
$
19.08
   
$
15.94
   
$
12.57
   
$
10.09
 
                                     
 
7.29
%
   
19.70
%
   
26.81
%
   
24.58
%
   
(2.70
)%
                                     
                                     
$
38.96
   
$
25.54
   
$
26.23
   
$
37.11
   
$
2.53
 
                                     
 
0.99
%
   
1.03
%
   
1.11
%
   
1.11
%
   
1.09
%
 
0.99
%
   
0.98
%
   
0.98
%
   
0.98
%
   
0.98
%
                                     
 
0.51
%
   
0.03
%
   
(0.01
)%
   
(0.51
)%
   
(0.55
)%
 
0.51
%
   
0.08
%
   
0.12
%
   
(0.38
)%
   
(0.44
)%
 
102
%
   
84
%
   
105
%
   
90
%
   
106
%
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

19


Financial Statements
Notes to the Financial Statements October 31, 2015
 
1).  ORGANIZATION
 
The Hennessy Cornerstone Growth Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy Mutual Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is long-term growth of capital.  The Fund is a diversified fund.
 
 The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective administration, shareholder servicing, and transfer agent expenses and sales charges, if any. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
 As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.


 
 
HENNESSYFUNDS.COM
 
20

 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$422,441
$(416,821)
$(5,620)
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.



HENNESSY FUNDS
1-800-966-4354
 

21


i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
  Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
   
 
  In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.


 
 
HENNESSYFUNDS.COM
 
22

 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
 Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
 Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 

 
HENNESSY FUNDS
1-800-966-4354
 

23


 Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
 Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
 Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
  The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
 The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
 The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s
 

 
 
HENNESSYFUNDS.COM
 
24

 
investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
 The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $292,206,813 and $277,789,536, respectively.
 
 There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $177,968.
 
 In the past, the Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceeded 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares could only be terminated by the Board and was terminated by the Board as of February 28, 2015.
 
 For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  The Advisor waived or reimbursed expenses of $1,023 for the Fund during the fiscal year ended October 31, 2015.  As of October 31, 2015, cumulative expenses subject to potential recovery under the aforementioned conditions were $1,023 for Institutional Class shares, which will expire on October 31, 2018.
 
 The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder service fees payable by the Fund as of October 31, 2015 were $20,815.
 
 The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial
 


HENNESSY FUNDS
1-800-966-4354
 

25


intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $434,223.
 
 U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $275,654.
 
 U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $21,381 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $2,702,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 Cost of investments for tax purposes
 
$
275,123,133
  
 Gross tax unrealized appreciation
 
$
33,988,871
 
 Gross tax unrealized depreciation
   
(21,429,816
)
 Net tax unrealized appreciation
 
$
12,559,055
 
 Undistributed ordinary income
 
$
354,293
 
 Undistributed long-term capital gains
   
 
 Total distributable earnings
 
$
354,293
 
 Other accumulated loss
 
$
(98,983,540
)
 Total accumulated loss
 
$
(86,070,192
)
 
 The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales and partnership adjustments.
 
 
 
 
HENNESSYFUNDS.COM
 
26

 
 At October 31, 2015, the Fund had capital loss carryforwards that expire as follows:
 
 
$
1,040,214
 
10/31/16
 
 
$
97,943,326
 
10/31/17
 
 
 During the fiscal year ended October 31, 2015, the capital loss carry forwards utilized for the Fund were $50,871,792.
 
 Capital losses sustained in the fiscal year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss.  Furthermore, any loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
 At October 31, 2015, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals.
 
 The Fund did not pay any distributions during fiscal year 2015 or fiscal year 2014.
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
   Effective November 1, 2015, the Fund adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares.  Even though the authorized rate is up to 0.25%, the Fund has only used 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since the plan was implemented on November 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, and the printing and mailing of sales literature.
 

 
HENNESSY FUNDS
1-800-966-4354
 


27

 
Report of Independent Registered Public Accounting Firm

The Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Growth Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Cornerstone Growth Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
 

 
Milwaukee, Wisconsin
December 23, 2015
 
 
 
 
HENNESSYFUNDS.COM
 
28

 
Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.

 

HENNESSY FUNDS
1-800-966-4354
 
 
29


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution Hennessy Funds  
 
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
  Hennessy Funds Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.

 
 
 
HENNESSYFUNDS.COM
 
30

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.

 
(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.


 
HENNESSY FUNDS
1-800-966-4354
 


31

Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 
HENNESSYFUNDS.COM
 
32

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$1,033.10
$5.94
Hypothetical (5% return before expenses)
$1,000.00
$1,019.36
$5.90
       
Institutional Class
     
Actual
$1,000.00
$1,033.80
$5.18
Hypothetical (5% return before expenses)
$1,000.00
$1,020.11
$5.14

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.16% for Investor Class shares or 1.01% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 
 
 
 
 

 
HENNESSY FUNDS
1-800-966-4354
 

33

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 
Matters Submitted to a Shareholder Vote
 
A special meeting of shareholders of the Investor Class shares of the Fund was held on October 2, 2015, and the following matters were approved by the Fund’s voting Investor Class shares:
 
       
Broker
 
For
Against
Abstain
Nonvotes
To approve a distribution
       
(Rule 12b-1) plan for the
       
Investor Class shares of the Fund
4,841,306.719
1,091,568.514
197,931.286
223,031.000


 
 
HENNESSYFUNDS.COM
 
34

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 

 
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1-800-966-4354
 

35






 





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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 


INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202



 

hennessyfunds.com
1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 


 

 
 
 
ANNUAL REPORT

OCTOBER 31, 2015





 
HENNESSY FOCUS FUND
 
Investor Class  HFCSX
Institutional Class  HFCIX

 
 
 

hennessyfunds.com
1-800-966-4354

















(This Page Intentionally Left Blank.)
 





 








 
Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Report of Independent Registered Public Accounting Firm
26
Trustees and Officers of the Fund
27
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Federal Tax Distribution Information
32
Householding
32
Privacy Policy
33


 
HENNESSY FUNDS
1-800-966-4354
 
 


December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
 
Best regards,

 
Neil J. Hennessy
President and Chief Investment Officer

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
3

 
Performance Overview (Unaudited)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 


This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Focus Fund –
     
  Investor Class (HFCSX)
11.83%
15.86%
11.53%
Hennessy Focus Fund –
     
  Institutional Class (HFCIX)(1)
12.23%
16.19%
11.81%
Russell 3000® Index
  4.49%
14.14%
  7.94%
Russell Mid Cap® Growth Index
  4.94%
14.10%
  9.08%
 
Expense ratios: 1.46% (Investor Class); 1.10% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  Performance for periods prior to October 26, 2012 is that of the FBR Focus Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
The inception date of Institutional Class shares is May 30, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Brian Macauley, CFA, David Rainey, CFA, and Ira Rothberg, CFA
 
Broad Run Investment Management, LLC (sub-advisor)
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Focus Fund returned 11.83%, outperforming the Russell 3000® Index and the Russell
 

 
 
HENNESSYFUNDS.COM
 
4

Midcap® Growth Index, which returned 4.49% and 4.94% for the same period, respectively.
 
Leading contributors to the Fund’s performance were O’Reilly Automotive, Inc., Markel Corporation and American Woodmark Corporation, all of which the Fund continues to hold.  Each of these companies produced attractive financial results over the period, which helped drive appreciation in their stock prices.  Leading detractors from the Fund’s performance were Twenty-First Century Fox, Inc., Encore Capital Group, Inc., and Roadrunner Transportation Systems, Inc. We believe that these businesses are likely to provide compelling forward returns, so the Fund continues to hold these investments.
 
We invest with a long-term time horizon and encourage shareholders to do the same. Despite the discussion of one-year results referenced above, we encourage fellow shareholders to also evaluate the Fund’s performance over five- and ten-year periods since shorter time periods can be influenced by many transitory issues unrelated to the growth in intrinsic value of the Fund’s holdings.
 
Investment Outlook:
 
We continue to have a positive long-term outlook for the Fund. The Fund’s holdings are predominately a collection of what we believe to be high quality, secular growth businesses trading at reasonable valuations. Our expectation is that on average the Fund will own these businesses for five years or longer.  Over this long-term time horizon, we believe that the Fund’s returns will likely be determined primarily by the growth in earnings power of these businesses.
 
During the first half of the year, we established a position in Hexcel Corporation, as we discussed in the April 30, 2015 Semi-Annual Report.  During the second half of the year, we substantially added to it and several other positions as market volatility produced more attractive valuation levels.  We did not eliminate any positions from the Fund during the year.  Recall that with our low turnover investment strategy, it is not unusual to have periods of limited portfolio turnover.  This low level of turnover is consistent with our long-held belief that the best way to build wealth in the stock market is to own a carefully selected portfolio of undervalued, high quality, secular growth businesses, and to hold these businesses long-term as they compound their earnings over time. We are pleased with the collection of businesses that you own through the Fund and believe that they are growing their earnings power and intrinsic value at attractive rates. We continue to search the market, looking for what we believe to be better alternatives to what you own today through the Fund, and will act when such opportunities arise.
 
While our long-term approach makes great sense to us, it is by no means conventional.  We believe that the majority of our investment peers operate with a one- or two-year investment horizon, as compared to our five- to ten-year horizon.  If your investment horizon is short-term, your research effort is likely to focus on predicting a company’s short-term fundamental performance relative to consensus expectations. You likely look to develop an “edge” that gives you better insight into short-term sales trends, margins, and/or stock catalysts.  Instead, with our long-term investment horizon, we conduct our research with an eye toward understanding the opportunity for a business over the next decade. We focus on evaluating those factors that we believe have the most impact on a company’s investment results over the long-term: the quality of the business, its growth potential, management quality, exposure to catastrophic “tail risks,” and valuation.
 
Of these factors, we believe that management quality, and especially management’s capital allocation skill, are under-analyzed and under-appreciated by most investors.  We postulate that this is a direct result of the short-term investment horizons of most market participants.  In the short-term, capital allocation decisions typically have little impact on a
 

 
HENNESSY FUNDS
1-800-966-4354
 

5

stock price or business fundamentals, but like compound interest, these decisions accumulate to be of significant importance over time.  Consider a new CEO hired to run a 100-year-old business.  If that business earns a 12% return on equity (ROE) today, and that ROE can be sustained, then in six years time the firm’s equity base will have doubled.  In just six years, the CEO will be responsible for investing 50% of all equity capital ever invested in a century old business.  Over time, there is significant power to create – or destroy – shareholder value based upon what is done with a firm’s profits and balance sheet.
 
Recognizing this, we look to invest in companies with management teams skilled at both operations and capital allocation, motivated with proper economic incentives, and possessing a long-term mindset.  Assessing management quality is part art and part science.  As a starting point, we review the historical financial record compiled by the management team, including trends in margins, returns on equity, and returns on capital, and how these metrics compare to other companies within their industry.  As we dig deeper, we analyze what we identify to be the important capital allocation decisions the team has made in the past.  For example, have they made large acquisitions or share repurchases, and how did those decisions turn out?  As we read about the business, we stay attuned to how management discusses acquisitions, share repurchases, capital expenditures, dividends, and use of the balance sheet. When we meet with management, we query them about their capital allocation framework and how they think about creating long-term value.  And of course, we evaluate their economic incentives, looking for a strong alignment of interest with the long-term equity holder.
 
In our experience, the most effective management teams have an unclouded view that their responsibility is to maximize long-term value per share.  They understand the full set of capital allocation options in front of them, and are willing to move quickly and in size when they see an unusual opportunity.  They recognize that there is a cost to acting today rather than waiting to see what opportunities are presented tomorrow, and have the internal political capital to forego short-term profits in favor of pursuing much larger, but longer-term opportunities.  Unsurprisingly, we often find these characteristics in companies still run by the founder or founding family and in businesses with high insider ownership.
 
While we cannot know with certainty how a management team will perform in the future, and even the best management teams can stumble, we believe emphasizing management quality in our process is one factor that helps tilt the odds in our favor.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 3000® Index is an unmanaged index commonly used to measure the performance of U.S. stocks. The Russell Midcap® Growth Index is an unmanaged index commonly used to measure the performance of U.S. medium-capitalization growth stocks. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. The Fund invests in small and medium capitalized companies, which involves additional risks such as limited liquidity and greater volatility. Investments in foreign securities involve greater volatility and political, economic and currency risk and differences in accounting methods.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Return on equity is the amount of net income returned as a percentage of a shareholder’s equity. Return on capital is a profitability ratio, which measures the return that an investment generates for stockholders.
 

 
 
HENNESSYFUNDS.COM
 
6

Financial Statements
Schedule of Investments as of October 31, 2015
 
 
HENNESSY FOCUS FUND
(% of Net Assets)
 
 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
O’Reilly Automotive, Inc.
10.90%
American Tower Corp., Class A
  9.69%
Markel Corp.
  8.77%
Brookfield Asset Management, Inc.
  6.82%
CarMax, Inc.
  6.42%
Aon PLC
  4.47%
The Charles Schwab Corp.
  4.30%
Encore Capital Group, Inc.
  4.24%
Twenty First Century Fox, Inc.
  3.82%
Alphabet, Inc.
  3.60%
 
 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.

 
HENNESSY FUNDS
1-800-966-4354
 
 
7

 
COMMON STOCKS – 71.70%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 23.56%
           
CarMax, Inc. (a)
   
2,321,682
   
$
137,002,455
     
6.42
%
Dick’s Sporting Goods, Inc.
   
678,460
     
30,225,393
     
1.42
%
O’Reilly Automotive, Inc. (a)
   
842,815
     
232,836,072
     
10.90
%
Penn National Gaming, Inc. (a)
   
1,197,772
     
21,392,208
     
1.00
%
Twenty First Century Fox, Inc.
   
2,657,204
     
81,549,590
     
3.82
%
             
503,005,718
     
23.56
%
                         
Energy – 2.76%
                       
World Fuel Services Corp.
   
1,325,143
     
58,915,858
     
2.76
%
                         
Financials – 30.85%
                       
Aon PLC (b)
   
1,023,717
     
95,523,033
     
4.47
%
Brookfield Asset Management, Inc. (b)
   
4,163,349
     
145,592,315
     
6.82
%
Diamond Hill Investment Group, Inc.
   
151,439
     
30,295,372
     
1.42
%
Encore Capital Group, Inc. (a)(d)
   
2,223,280
     
90,487,496
     
4.24
%
Markel Corp. (a)
   
215,672
     
187,203,296
     
8.77
%
Marlin Business Services Corp. (d)
   
1,010,273
     
17,841,421
     
0.83
%
The Charles Schwab Corp.
   
3,010,873
     
91,891,844
     
4.30
%
             
658,834,777
     
30.85
%
                         
Health Care – 1.55%
                       
Henry Schein, Inc. (a)
   
218,484
     
33,146,208
     
1.55
%
                         
Industrials – 7.00%
                       
American Woodmark Corp. (a)(d)
   
915,708
     
66,571,972
     
3.12
%
Hexcel Corp.
   
1,245,414
     
57,687,576
     
2.70
%
Mistras Group, Inc. (a)
   
846,695
     
16,019,469
     
0.75
%
Roadrunner Transportation Systems, Inc. (a)
   
869,200
     
9,248,288
     
0.43
%
             
149,527,305
     
7.00
%
                         
Information Technology – 5.98%
                       
Alphabet, Inc., Class A (a)
   
68,984
     
50,868,112
     
2.38
%
Alphabet, Inc. (a)
   
108,017
     
76,779,564
     
3.60
%
             
127,647,676
     
5.98
%
                         
Total Common Stocks
                       
  (Cost $843,384,030)
           
1,531,077,542
     
71.70
%
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

 
REITS – 13.13%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials – 13.13%
           
American Tower Corp., Class A
   
2,025,087
   
$
207,024,644
     
9.69
%
Gaming & Leisure Properties, Inc.
   
2,514,958
     
73,361,325
     
3.44
%
                         
Total REITS
                       
  (Cost $149,034,281)
           
280,385,969
     
13.13
%
                         
SHORT-TERM INVESTMENTS – 13.42%
                       
                         
Money Market Funds – 13.42%
                       
Federated Government Obligations Fund – Class I, 0.01% (c)
   
106,112,000
     
106,112,000
     
4.97
%
Federated Treasury Obligations Fund, 0.01% (c)
   
74,301,215
     
74,301,215
     
3.48
%
Fidelity Government Portfolio – Institutional Class, 0.01% (c)
   
106,112,000
     
106,112,000
     
4.97
%
                         
             
286,525,215
     
13.42
%
                         
Total Short-Term Investments
                       
  (Cost $286,525,215)
           
286,525,215
     
13.42
%
                         
Total Investments
                       
  (Cost $1,278,943,526) – 98.25%
           
2,097,988,726
     
98.25
%
                         
Other Assets in
                       
  Excess of Liabilities – 1.75%
           
37,428,038
     
1.75
%
                         
TOTAL NET ASSETS – 100.00%
         
$
2,135,416,764
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
(d)
Investment represents five percent or more of the outstanding voting securities of the issuer, and is or was an affiliate of the Hennessy Focus Fund, as defined in the Investment Company Act of 1940, as amended, at or during the year ended October 31, 2015. Details of transactions with these affiliated companies for the year ended October 31, 2015, are as follows:

     
American
   
Encore Capital
   
Marlin Business
 
 
Issuer
 
Woodmark Corp.
   
Group, Inc.
   
Services Corp.
 
 
Beginning Cost
 
$
26,381,501
   
$
49,017,320
   
$
8,114,638
 
 
Purchase Cost
 
$
6,044,459
   
$
23,775,625
   
$
7,750,651
 
 
Sales Cost
   
     
     
 
 
Ending Cost
 
$
32,425,960
   
$
72,792,945
   
$
15,865,289
 
 
Dividend Income
   
     
   
$
2,420,859
 
 
Shares
   
915,708
     
2,223,280
     
1,010,273
 
 
Market Value
 
$
66,571,972
   
$
90,487,496
   
$
17,841,421
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
9

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
503,005,718
   
$
   
$
   
$
503,005,718
 
Energy
   
58,915,858
     
     
     
58,915,858
 
Financials
   
658,834,777
     
     
     
658,834,777
 
Health Care
   
33,146,208
     
     
     
33,146,208
 
Industrials
   
149,527,305
     
     
     
149,527,305
 
Information Technology
   
127,647,676
     
     
     
127,647,676
 
Total Common Stocks
 
$
1,531,077,542
   
$
   
$
   
$
1,531,077,542
 
REITS
                               
Financials
 
$
280,385,969
   
$
   
$
   
$
280,385,969
 
Total REITS
 
$
280,385,969
   
$
   
$
   
$
280,385,969
 
Short-Term Investments
                               
Money Market Funds
 
$
286,525,215
   
$
   
$
   
$
286,525,215
 
Total Short-Term Investments
 
$
286,525,215
   
$
   
$
   
$
286,525,215
 
Total Investments
 
$
2,097,988,726
   
$
   
$
   
$
2,097,988,726
 

 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10

Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $1,157,859,332)
 
$
1,923,087,837
 
Investments in affiliated securities, at value (cost $121,084,194)
   
174,900,889
 
Total investments in securities (cost $1,278,943,526)
   
2,097,988,726
 
Dividends and interest receivable
   
406,070
 
Receivable for fund shares sold
   
15,285,630
 
Receivable for securities sold
   
24,963,093
 
Prepaid expenses and other assets
   
80,631
 
Total Assets
   
2,138,724,150
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
586,896
 
Payable to advisor
   
1,544,508
 
Payable to administrator
   
320,856
 
Payable to auditor
   
20,300
 
Accrued distribution fees
   
286,203
 
Accrued service fees
   
130,481
 
Accrued trustees fees
   
2,400
 
Accrued expenses and other payables
   
415,742
 
Total Liabilities
   
3,307,386
 
NET ASSETS
 
$
2,135,416,764
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
1,320,650,425
 
Accumulated net investment loss
   
(8,330,095
)
Accumulated net realized gain on investments
   
4,051,234
 
Unrealized net appreciation on investments
   
819,045,200
 
Total Net Assets
 
$
2,135,416,764
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
1,615,358,715
 
Shares issued and outstanding
   
22,453,594
 
Net asset value, offering price and redemption price per share
 
$
71.94
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
520,058,049
 
Shares issued and outstanding
   
7,101,128
 
Net asset value, offering price and redemption price per share
 
$
73.24
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

11

Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income from unaffiliated securities(1)
 
$
13,528,831
 
Dividend income from affiliated securities
   
2,420,859
 
Interest income
   
20,786
 
Total investment income
   
15,970,476
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
15,806,285
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
2,624,437
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
336,345
 
Distribution fees – Investor Class (See Note 5)
   
2,490,942
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
1,730,741
 
Service fees – Investor Class (See Note 5)
   
968,177
 
Reports to shareholders
   
94,723
 
Federal and state registration fees
   
65,440
 
Compliance expense
   
22,186
 
Legal fees
   
20,998
 
Audit fees
   
20,896
 
Trustees’ fees and expenses
   
16,899
 
Other expenses
   
94,758
 
Total expenses
   
24,292,827
 
NET INVESTMENT LOSS
 
$
(8,322,351
)
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
4,582,644
 
Net change in unrealized appreciation on investments
   
189,175,587
 
Net gain on investments
   
193,758,231
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
185,435,880
 
 
 
 
 
 
 
(1)
Net of foreign taxes withheld of $211,025.
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12

Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income (loss)
 
$
(8,322,351
)
 
$
6,395,821
 
Net realized gain on investments
   
4,582,644
     
114,548,203
 
Net change in unrealized appreciation on investments
   
189,175,587
     
28,663,773
 
Net increase in net assets resulting from operations
   
185,435,880
     
149,607,797
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
(320,240
)
   
 
Institutional Class
   
(218,677
)
   
 
Net realized gains
               
Investor Class
   
(91,635,474
)
   
(19,269,073
)
Institutional Class
   
(21,665,079
)
   
(3,177,442
)
Total distributions
   
(113,839,470
)
   
(22,446,515
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
523,376,866
     
274,855,822
 
Proceeds from shares subscribed – Institutional Class
   
279,633,599
     
157,637,486
 
Dividends reinvested – Investor Class
   
90,396,629
     
18,773,429
 
Dividends reinvested – Institutional Class
   
16,054,210
     
2,406,086
 
Cost of shares redeemed – Investor Class
   
(266,214,310
)
   
(324,511,295
)(1)
Cost of shares redeemed – Institutional Class
   
(75,766,873
)
   
(79,720,304
)
Net increase in net assets
               
  derived from capital share transactions
   
567,480,121
     
49,441,224
 
TOTAL INCREASE IN NET ASSETS
   
639,076,531
     
176,602,506
 
                 
NET ASSETS:
               
Beginning of year
   
1,496,340,233
     
1,319,737,727
 
End of year
 
$
2,135,416,764
   
$
1,496,340,233
 
Accumulated net investment loss, end of year
 
$
(8,330,095
)
 
$
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
7,439,297
     
4,221,654
 
Shares sold – Institutional Class
   
3,920,855
     
2,388,952
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
1,371,829
     
291,422
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
239,922
     
36,903
 
Shares redeemed – Investor Class
   
(3,820,415
)
   
(4,978,901
)
Shares redeemed – Institutional Class
   
(1,078,256
)
   
(1,204,269
)
Net increase in shares outstanding
   
8,073,232
     
755,761
 
 

 
(1)
Net of redemption fees of $949 related to redemption fees imposed by the FBR Focus Fund during a prior year but not received until the fiscal year 2014.
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
13

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 

 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments
Total from investment operations


Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Paid-in capital from redemption fees
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(3)

 
 
(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
14

 
 
 
 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
69.46
   
$
63.58
   
$
51.78
   
$
49.80
   
$
47.57
 
                                     
                                     
 
(0.33
)
   
0.27
     
(0.32
)
   
(0.39
)
   
(0.50
)(1)
 
8.07
     
6.68
     
16.44
     
7.61
     
4.44
 
 
7.74
     
6.95
     
16.12
     
7.22
     
3.94
 
                                     
                                     
 
(0.02
)
   
     
     
     
 
 
(5.24
)
   
(1.07
)
   
(4.32
)
   
(5.24
)
   
(1.72
)
 
(5.26
)
   
(1.07
)
   
(4.32
)
   
(5.24
)
   
(1.72
)
 
     
0.00
(2) 
   
0.00
(2) 
   
0.00
(2) 
   
0.01
 
$
71.94
   
$
69.46
   
$
63.58
   
$
51.78
   
$
49.80
 
                                     
 
11.83
%
   
11.05
%
   
33.54
%
   
16.17
%
   
8.35
%
                                     
                                     
$
1,615.36
   
$
1,213.03
   
$
1,139.85
   
$
707.61
   
$
611.34
 
 
1.46
%
   
1.41
%
   
1.43
%
   
1.41
%
   
1.44
%
 
(0.55
)%
   
0.41
%
   
(0.85
)%
   
(0.79
)%
   
(1.01
)%
 
4
%
   
18
%
   
4
%
   
13
%
   
13
%
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
15

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year*
 
 
 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments
Total from investment operations
 
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(2)

 
 
 
 
 
 

*
Per share amounts have been restated on a retroactive basis to reflect a 1:18 reverse stock split effective December 10, 2010.
(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16


 
 
 
 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
70.50
   
$
64.32
   
$
52.19
   
$
50.02
   
$
47.64
 
                                     
                                     
 
(0.08
)
   
0.35
     
(0.13
)
   
(0.22
)
   
(0.37
)(1)
 
8.19
     
6.90
     
16.58
     
7.63
     
4.47
 
 
8.11
     
7.25
     
16.45
     
7.41
     
4.10
 
                                     
                                     
 
(0.05
)
   
     
     
     
 
 
(5.32
)
   
(1.07
)
   
(4.32
)
   
(5.24
)
   
(1.72
)
 
(5.37
)
   
(1.07
)
   
(4.32
)
   
(5.24
)
   
(1.72
)
$
73.24
   
$
70.50
   
$
64.32
   
$
52.19
   
$
50.02
 
                                     
 
12.23
%
   
11.40
%
   
33.94
%
   
16.51
%
   
8.53
%
                                     
                                     
$
520.06
   
$
283.31
   
$
179.89
   
$
77.28
   
$
49.01
 
 
1.11
%
   
1.10
%
   
1.13
%
   
1.12
%
   
1.15
%
 
(0.19
)%
   
0.59
%
   
(0.52
)%
   
(0.52
)%
   
(0.76
)%
 
4
%
   
18
%
   
4
%
   
13
%
   
13
%
 
 
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
17

Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Focus Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Focus Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund). The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
 
     The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective administration, 12b-1 distribution and service, shareholder servicing, and transfer agent expenses and sales charges, if any. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
     As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.

 
 
 
HENNESSYFUNDS.COM
 
18

 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$531,173
$(531,173)
$—
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.

 

HENNESSY FUNDS
1-800-966-4354
 
 
19

 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions
 
 
 
 
HENNESSYFUNDS.COM

20

 
 
that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
   
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
 Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
 Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily
 

 
HENNESSY FUNDS
1-800-966-4354
 

21

available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
     Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
 Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
 Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
 The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
 
 
 
HENNESSYFUNDS.COM
 
22

 The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
 The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
 The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $347,866,481 and $64,150,419, respectively.
 
 There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $1,544,508.
 
 The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, Broad Run Investment Management, LLC.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
 The Advisor contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% and 1.70% of the Fund’s net assets for the Investor Class shares and Institutional Class shares of the Fund, respectively, through February 28, 2015.  The expense limitation agreement for the Fund is no longer in effect.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
23

 For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  During the three years ended October 31, 2015, no expenses were waived or reimbursed by the Advisor and therefore no expenses are subject to potential recovery.
 
 The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, effective as of February 28, 2015, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $130,481.
 
 The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares, although the Fund has only been using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since March 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
 The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $2,960,782.
 
     U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and per   sonnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $1,730,741.
 
 U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund
 
 
 
HENNESSYFUNDS.COM
 
24


and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 Cost of investments for tax purposes
 
$
1,278,943,526
 
 Gross tax unrealized appreciation
 
$
847,489,776
 
 Gross tax unrealized depreciation
   
(28,444,576
)
 Net tax unrealized appreciation
 
$
819,045,200
 
 Undistributed ordinary income
 
$
 
 Undistributed long-term capital gains
   
4,051,234
 
 Total distributable earnings
 
$
4,051,234
 
 Other accumulated loss
 
$
(8,330,095
)
 Total accumulated gain
 
$
814,766,339
 
 
 At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
 At October 31, 2015, the Fund deferred, on a tax basis, a late year ordinary loss of $8,330,095.
 
 The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
   Ordinary income
 
$
2,736,846
   
$
 
   Long-term capital gain
   
111,102,624
     
22,446,515
 
   
$
113,839,470
   
$
22,446,515
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
 On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
 
Long-term
 
   Investor Class
$0.13953
 
   Institutional Class
$0.14191
 



HENNESSY FUNDS
1-800-966-4354
 

25

 
Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
And the Shareholders of the Hennessy Focus Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Focus Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”), as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2015, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Focus Fund as of October 31, 2015, 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 then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania
December 21, 2015

 
 
 
HENNESSYFUNDS.COM
 
26

 
Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.




HENNESSY FUNDS
1-800-966-4354
 

27

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution Hennessy Funds  
 
 
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.
 

 
 
HENNESSYFUNDS.COM
 
28

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.


(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
 
 
 
 

 

HENNESSY FUNDS
1-800-966-4354
 

29

Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 
HENNESSYFUNDS.COM
 
30

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$1,026.00
$7.66
Hypothetical (5% return before expenses)
$1,000.00
$1,017.64
$7.63
Institutional Class
     
Actual
$1,000.00
$1,027.90
$5.72
Hypothetical (5% return before expenses)
$1,000.00
$1,019.56
$5.70

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.50% for Investor Class shares or 1.12% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 
 
 
 
 

 
HENNESSY FUNDS
1-800-966-4354
 

31

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 90.67%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM
 
32

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 

 
HENNESSY FUNDS
1-800-966-4354
 

 
33

 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 



INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 

hennessyfunds.com
1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.

 




 
ANNUAL REPORT

OCTOBER 31, 2015





 

HENNESSY CORNERSTONE
MID CAP 30 FUND
 
Investor Class  HFMDX
Institutional Class  HIMDX

 
 
 


hennessyfunds.com
1-800-966-4354

















(This Page Intentionally Left Blank.)
 

















 
Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Report of Independent Registered Public Accounting Firm
25
Trustees and Officers of the Fund
26
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Federal Tax Distribution Information
32
Householding
32
Matters Submitted to a Shareholder Vote
33
Privacy Policy
33







HENNESSY FUNDS
1-800-966-4354
 



December 2015
 
Dear Hennessy Funds Shareholder:
 

 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.

 
 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer
 
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 
 



HENNESSY FUNDS
1-800-966-4354
 

3

 
Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Cornerstone Mid Cap 30 Fund –
     
  Investor Class (HFMDX)
12.35%
15.83%
10.03%
Hennessy Cornerstone Mid Cap 30 Fund –
     
  Institutional Class (HIMDX)(1)
12.62%
16.20%
10.31%
Russell Midcap® Index
  2.77%
13.91%
  8.85%
S&P 500 Index
  5.20%
14.33%
  7.85%
 
Expense ratios from most recent prospectus: 1.17% (Investor Class); 0.99% (Institutional Class).  As set forth in the Supplement to the Prospectus dated October 7, 2015, a 12b-1 fee of 0.15% was instituted on Investor Class shares effective as of November 1, 2015, and is not included in the Investor Class expense ratio.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
(1)
The inception date of Institutional Class shares is March 3, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil Hennessy and Brian Peery
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Cornerstone Mid Cap 30 Fund returned 12.35%, significantly outperforming the Russell
 
 
HENNESSYFUNDS.COM
 
4

 
Midcap® Index and the S&P 500 Index, which returned 2.77% and 5.20% for the same period, respectively.
 
We are very pleased with the overall performance of the Fund during the twelve-month period ended October 31, 2015. The Fund’s relative outperformance was driven entirely by underlying stock selection, as sector allocation was slightly negative. Roughly half of the Fund’s outperformance versus the Russell Midcap® Index was due to stock selection within the Consumer Discretionary sector, including Skechers USA, Inc., Mohawk Industries, Inc. and Advance Auto Parts, Inc., which performed especially well over the period. The next largest contributor to Fund performance was stock selection within the Industrials sector, with JetBlue Airways Corp., Masco Corp. and HD Supply Holdings. Inc. leading the list of outperformers over the period. The largest detractor to the Fund’s performance was stock selection within the Telecommunications sector, where the decline in Windstream Holdings accounted for a substantial portion of the sector’s underperformance.  The Fund continues to hold all the stocks mentioned above.
 
Portfolio Strategy:
 
We believe that limiting the Fund to 30 stocks produces a relatively concentrated portfolio, where individual stock performance can influence the performance of the portfolio as a whole while at the same time providing ample diversification in our view. Additionally, the Fund employs a strict price-to-sales ratio limit of 1.5, resulting in the Fund investing in what we deem to be reasonably-valued stocks rather than those whose price may be predicated on expected future growth. This “growth at a reasonable price” stock selection approach has served us well, and we believe wholeheartedly in utilizing this methodology when investing.
 
Market Outlook:
 
Over the twelve-month period ended October 31, 2015, U.S. equities, as measured by the S&P 500 Index, advanced by just over 5%. Notwithstanding this modest rise, the year was marked by a great deal of volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve dominated investor thinking. Earnings growth, too, caused anxiety for investors. Lower energy prices impacted many companies in the Energy sector, and the higher U.S. Dollar and slower growth abroad affected exporters. Many companies saw their sales and earnings growth slow.
 
In the end, however, confidence in continued economic growth was strong enough to offset investor concerns, with the market staging a dramatic rally in October, the final month of the Fund’s fiscal year. We believe the basic fundamentals of the market are attractive, and we continue to be optimistic about the possibility of further market advances over the course of the next year. The economy is growing slowly but steadily. Inflation is low, so we expect that the Fed, once they do start to raise rates, will not raise them by very much. The labor market has continued to recover over the last 12 months, and consumer confidence appears buoyant. Most importantly, we do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 have forward PE ratios of approximately 16x and 17x, respectively, close to long-term averages. Corporate balance sheets appear to be in excellent shape, and while executives have shown some reluctance to increase capital spending beyond maintenance levels this cycle, we believe companies will eventually start investing for expansion. This spending could, in turn, help drive share prices higher through an acceleration in sales and earnings growth.

 

HENNESSY FUNDS
1-800-966-4354
 

5


Investment Outlook:
 
We are confident that there are good investment opportunities in the mid-cap space. While we believe higher interest rates may lead to an even stronger U.S. Dollar and difficulties for exporters, many mid-cap companies have purely domestic businesses, which are benefiting from steady economic growth at home, low inflation and low energy prices. With consumer debt levels falling and wage growth finally starting to accelerate, we are expecting a fairly good holiday season for consumer-based companies and stronger demand for their products and services next year. However, we recognize that despite low gas prices, consumers and especially younger consumers, seem to prefer spending less and saving more, in contrast to previous generations. Going into the new fiscal year, we are pleased with the positioning of the portfolio, which includes a large number of companies that are domestically focused and that we believe are reasonably valued and may be poised for growth. Relative to the Fund’s benchmarks, the portfolio is overweight in both the Consumer Discretionary and Industrial sectors and we think that these areas of the market offer great growth potential now and into 2016.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell Midcap® Index is an index commonly used to measure the performance of U.S. medium-capitalization stocks. The S&P 500 Index and Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund invests in small and medium capitalized companies, which may have limited liquidity and greater price volatility than large capitalization companies. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Diversification does not assure a profit or protect against loss in a declining market. Price to sales ratio is a tool for calculating a stock’s valuation relative to other companies. It is calculated by dividing a company’s market price per share by its revenue per share. PE, or price to earnings, is calculated by dividing a company’s market price per share by its earnings per share. Earnings growth is not a measure of the Fund’s future performance.
 

 
 
 
HENNESSYFUNDS.COM
 
6

 
Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY CORNERSTONE MID CAP 30 FUND
(% of Net Assets)
 


 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
JetBlue Airways Corp.
4.78%
Advance Auto Parts, Inc.
4.37%
Centene Corp.
4.37%
Mohawk Industries, Inc.
4.31%
Sealed Air Corp.
4.31%
Take-Two Interactive Software, Inc.
4.30%
NVR, Inc.
4.25%
Pinnacle Foods, Inc.
4.02%
Masco Corp.
3.65%
Foot Locker, Inc.
3.60%

 
 

 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 93.32%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 29.05%
           
Advance Auto Parts, Inc.
   
236,300
   
$
46,889,009
     
4.37
%
Brinker International, Inc.
   
601,200
     
27,360,612
     
2.55
%
Foot Locker, Inc.
   
569,700
     
38,597,175
     
3.60
%
JC Penney Co., Inc. (a)
   
3,364,400
     
30,851,548
     
2.88
%
Live Nation Entertainment, Inc. (a)
   
1,318,400
     
35,965,952
     
3.36
%
Mohawk Industries, Inc. (a)
   
236,400
     
46,216,200
     
4.31
%
NVR, Inc. (a)
   
27,814
     
45,552,657
     
4.25
%
Skechers USA, Inc. (a)
   
1,146,900
     
35,783,280
     
3.34
%
TopBuild Corp. (a)
   
150,011
     
4,219,809
     
0.39
%
             
311,436,242
     
29.05
%
                         
Consumer Staples – 5.79%
                       
Pilgrim’s Pride Corp.
   
997,200
     
18,936,828
     
1.77
%
Pinnacle Foods, Inc.
   
977,200
     
43,074,976
     
4.02
%
             
62,011,804
     
5.79
%
                         
Financials – 6.46%
                       
Reinsurance Group of America, Inc.
   
401,100
     
36,195,264
     
3.38
%
Voya Financial, Inc.
   
815,000
     
33,064,550
     
3.08
%
             
69,259,814
     
6.46
%
                         
Health Care – 8.93%
                       
Centene Corp. (a)
   
787,700
     
46,852,396
     
4.37
%
LifePoint Hospitals, Inc. (a)
   
459,320
     
31,637,962
     
2.95
%
Tenet Healthcare Corp. (a)
   
550,900
     
17,281,733
     
1.61
%
             
95,772,091
     
8.93
%
                         
Industrials – 16.76%
                       
AECOM Technology Corp. (a)
   
983,000
     
28,969,010
     
2.70
%
HD Supply Holdings, Inc. (a)
   
1,163,400
     
34,657,686
     
3.23
%
JetBlue Airways Corp. (a)
   
2,060,400
     
51,180,336
     
4.78
%
Masco Corp.
   
1,350,300
     
39,158,700
     
3.65
%
Ryder System, Inc.
   
357,700
     
25,675,706
     
2.40
%
             
179,641,438
     
16.76
%
                         
Information Technology – 4.30%
                       
Take-Two Interactive Software, Inc. (a)
   
1,386,900
     
46,045,080
     
4.30
%
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

 
COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Materials – 16.15%
           
Ball Corp.
   
503,300
   
$
34,476,050
     
3.22
%
RPM International, Inc.
   
704,500
     
32,202,695
     
3.00
%
Sealed Air Corp.
   
940,500
     
46,197,360
     
4.31
%
Steel Dynamics, Inc.
   
1,470,300
     
27,156,441
     
2.53
%
Valspar Corp.
   
408,700
     
33,084,265
     
3.09
%
             
173,116,811
     
16.15
%
                         
Telecommunication Services – 2.70%
                       
Frontier Communications Corp.
   
5,001,500
     
25,707,710
     
2.40
%
Windstream Holdings, Inc.
   
498,867
     
3,247,624
     
0.30
%
             
28,955,334
     
2.70
%
                         
Utilities – 3.18%
                       
UGI Corp.
   
929,500
     
34,084,765
     
3.18
%
                         
Total Common Stocks
                       
  (Cost $953,129,295)
           
1,000,323,379
     
93.32
%
                         
REITS – 1.12%
                       
Financials – 1.12%
                       
Communications Sales & Leasing, Inc.
   
598,640
     
12,026,677
     
1.12
%
                         
Total REITS
                       
  (Cost $17,630,782)
           
12,026,677
     
1.12
%
                         
SHORT-TERM INVESTMENTS – 4.41%
                       
Money Market Funds – 4.41%
                       
Fidelity Government Portfolio – Institutional Class, 0.01% (b)
   
47,245,876
     
47,245,876
     
4.41
%
                         
Total Short-Term Investments
                       
  (Cost $47,245,876)
           
47,245,876
     
4.41
%
                         
Total Investments
                       
  (Cost $1,018,005,953) – 98.85%
           
1,059,595,932
     
98.85
%
Other Assets in
                       
  Excess of Liabilities – 1.15%
           
12,345,345
     
1.15
%
TOTAL NET ASSETS – 100.00%
         
$
1,071,941,277
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

9


Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
311,436,242
   
$
   
$
   
$
311,436,242
 
Consumer Staples
   
62,011,804
     
     
     
62,011,804
 
Financials
   
69,259,814
     
     
     
69,259,814
 
Health Care
   
95,772,091
     
     
     
95,772,091
 
Industrials
   
179,641,438
     
     
     
179,641,438
 
Information Technology
   
46,045,080
     
     
     
46,045,080
 
Materials
   
173,116,811
     
     
     
173,116,811
 
Telecommunication Services
   
28,955,334
     
     
     
28,955,334
 
Utilities
   
34,084,765
     
     
     
34,084,765
 
Total Common Stocks
 
$
1,000,323,379
   
$
   
$
   
$
1,000,323,379
 
REITS
                               
Financials
 
$
12,026,677
   
$
   
$
   
$
12,026,677
 
Total REITS
 
$
12,026,677
   
$
   
$
   
$
12,026,677
 
Short-Term Investments
                               
Money Market Funds
 
$
47,245,876
   
$
   
$
   
$
47,245,876
 
Total Short-Term Investments
 
$
47,245,876
   
$
   
$
   
$
47,245,876
 
Total Investments
 
$
1,059,595,932
   
$
   
$
   
$
1,059,595,932
 
 

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 

 

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10

 
Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 

ASSETS:
   
Investments in securities, at value (cost $1,018,005,953)
 
$
1,059,595,932
 
Dividends and interest receivable
   
121,137
 
Receivable for fund shares sold
   
14,926,975
 
Prepaid expenses and other assets
   
44,798
 
Total Assets
   
1,074,688,842
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
1,721,920
 
Payable to advisor
   
643,549
 
Payable to administrator
   
171,656
 
Payable to auditor
   
21,831
 
Accrued service fees
   
61,932
 
Accrued trustees fees
   
2,501
 
Accrued expenses and other payables
   
124,176
 
Total Liabilities
   
2,747,565
 
NET ASSETS
 
$
1,071,941,277
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
1,022,398,505
 
Accumulated net investment income
   
797,037
 
Accumulated net realized gain on investments
   
7,155,756
 
Unrealized net appreciation on investments
   
41,589,979
 
Total Net Assets
 
$
1,071,941,277
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
765,903,830
 
Shares issued and outstanding
   
38,062,565
 
Net asset value, offering price and redemption price per share
 
$
20.12
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
306,037,447
 
Shares issued and outstanding
   
14,891,989
 
Net asset value, offering price and redemption price per share
 
$
20.55
 

 
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

11


Financial Statements
Statement of Operations for the year ended October 31, 2015
 

INVESTMENT INCOME:
   
Dividend income
 
$
8,474,773
 
Interest income
   
3,053
 
Total investment income
   
8,477,826
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
4,416,181
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
868,942
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
139,791
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
596,880
 
Service fees – Investor Class (See Note 5)
   
445,295
 
Federal and state registration fees
   
61,291
 
Reports to shareholders
   
33,440
 
Audit fees
   
22,610
 
Compliance expense
   
22,187
 
Trustees’ fees and expenses
   
12,467
 
Legal fees
   
4,736
 
Other expenses
   
23,485
 
Net expenses
   
6,647,305
 
NET INVESTMENT INCOME
 
$
1,830,521
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
8,189,909
 
Net change in unrealized appreciation on investments
   
19,847,205
 
Net gain on investments
   
28,037,114
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
29,867,635
 



 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12


 
Financial Statements
Statements of Changes in Net Assets
 

   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income (loss)
 
$
1,830,521
   
$
(1,043,883
)
Net realized gain on investments
   
8,189,909
     
21,172,663
 
Net change in unrealized appreciation on investments
   
19,847,205
     
14,300,425
 
Net increase in net assets resulting from operations
   
29,867,635
     
34,429,205
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
     
(454,042
)
Institutional Class
   
     
(270,203
)
Net realized gains
               
Investor Class
   
(16,025,638
)
   
(11,623,817
)
Institutional Class
   
(4,641,869
)
   
(3,628,891
)
Total distributions
   
(20,667,507
)
   
(15,976,953
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
626,037,117
     
123,845,765
 
Proceeds from shares subscribed – Institutional Class
   
265,472,593
     
42,799,834
 
Dividends reinvested – Investor Class
   
15,829,426
     
11,873,075
 
Dividends reinvested – Institutional Class
   
4,211,897
     
3,660,618
 
Cost of shares redeemed – Investor Class
   
(143,926,929
)
   
(50,946,355
)
Cost of shares redeemed – Institutional Class
   
(38,580,417
)
   
(26,622,774
)
Net increase in net assets derived
               
  from capital share transactions
   
729,043,687
     
104,610,163
 
TOTAL INCREASE IN NET ASSETS
   
738,243,815
     
123,062,415
 
                 
NET ASSETS:
               
Beginning of year
   
333,697,462
     
210,635,047
 
End of year
 
$
1,071,941,277
   
$
333,697,462
 
Undistributed net investment income (loss),
               
  end of year
 
$
797,037
   
$
(1,033,484
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
30,736,606
     
6,500,015
 
Shares sold – Institutional Class
   
12,673,580
     
2,212,501
 
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
   
847,400
     
706,175
 
Shares issued to holders as
               
  reinvestment of dividends – Institutional Class
   
221,213
     
213,582
 
Shares redeemed – Investor Class
   
(7,112,737
)
   
(2,821,483
)
Shares redeemed – Institutional Class
   
(1,904,158
)
   
(1,429,482
)
Net increase in shares outstanding
   
35,461,904
     
5,381,308
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 



PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments

Total from investment operations


Less distributions:
Dividends from net investment income
Dividends from net realized gains

Total distributions

Net asset value, end of year



TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(1)















(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
14

 

 
 


 

Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
19.00
   
$
17.32
   
$
14.06
   
$
12.15
   
$
11.18
 
                                     
                                     
 
0.10
     
(0.05
)
   
0.09
     
0.08
     
(0.09
)
 
2.16
     
3.04
     
3.35
     
1.83
     
1.06
 
 
2.26
     
2.99
     
3.44
     
1.91
     
0.97
 
                                     
                                     
 
     
(0.05
)
   
(0.18
)
   
     
 
 
(1.14
)
   
(1.26
)
   
     
     
 
 
(1.14
)
   
(1.31
)
   
(0.18
)
   
     
 
$
20.12
   
$
19.00
   
$
17.32
   
$
14.06
   
$
12.15
 
                                     
 
12.35
%
   
18.25
%
   
24.78
%
   
15.72
%
   
8.68
%
                                     
                                     
$
765.90
   
$
258.17
   
$
159.45
   
$
145.85
   
$
146.23
 
 
1.17
%
   
1.25
%
   
1.31
%
   
1.37
%
   
1.36
%
 
0.27
%
   
(0.47
)%
   
0.51
%
   
0.59
%
   
(0.79
)%
 
5
%
   
132
%
   
212
%
   
25
%
   
107
%






The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year







PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments

Total from investment operations


Less distributions:
Dividends from net investment income
Dividends from net realized gains

Total distributions

Net asset value, end of year



TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)









 
(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16


 

 
 



Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
19.36
   
$
17.62
   
$
14.31
   
$
12.32
   
$
11.29
 
                                     
                                     
 
(0.03
)
   
(0.08
)
   
0.14
     
0.09
     
(0.05
)
 
2.38
     
3.17
     
3.41
     
1.90
     
1.08
 
 
2.35
     
3.09
     
3.55
     
1.99
     
1.03
 
                                     
                                     
 
     
(0.09
)
   
(0.24
)
   
     
 
 
(1.16
)
   
(1.26
)
   
     
     
 
 
(1.16
)
   
(1.35
)
   
(0.24
)
   
     
 
$
20.55
   
$
19.36
   
$
17.62
   
$
14.31
   
$
12.32
 
                                     
 
12.62
%
   
18.57
%
   
25.15
%
   
16.15
%
   
9.12
%
                                     
                                     
$
306.04
   
$
75.53
   
$
51.19
   
$
41.62
   
$
24.06
 
                                     
 
0.96
%
   
1.07
%
   
1.11
%
   
1.16
%
   
1.14
%
 
0.96
%
   
0.98
%
   
0.98
%
   
0.98
%
   
0.98
%
                                     
 
0.41
%
   
(0.29
)%
   
0.71
%
   
0.90
%
   
(0.41
)%
 
0.41
%
   
(0.20
)%
   
0.84
%
   
1.08
%
   
(0.57
)%
 
5
%
   
132
%
   
212
%
   
25
%
   
107
%





The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

17


Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Cornerstone Mid Cap 30 Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy Mutual Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is long-term growth of capital.  The Fund is a diversified fund.
 
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements.  These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies.  Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences.  Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.

 
 
 
HENNESSYFUNDS.COM
 
18


c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund.  Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis.  The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.  Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds.  Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period.  Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent.  The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading.  The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
 
h).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy.  The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature.  Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty.  If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
i).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
 
j).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons,

HENNESSY FUNDS
1-800-966-4354
 

19


 
including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification.  Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position.  During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
 
k).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
 
 
 In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices

 
 
 
HENNESSYFUNDS.COM
 
20


 
   
vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in

 

HENNESSY FUNDS
1-800-966-4354
 


21


good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $688,467,737 and $26,903,640, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund.  The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund.  As compensation for its services, the Advisor is entitled to a monthly fee from the Fund.  The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $643,549.
 
In the past, the Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceeded 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares could only be terminated by the Board and was terminated by the Board as of February 28, 2015.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  During the three years ended October 31, 2015, no expenses were waived or reimbursed by the Advisor and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing

 
 
 
HENNESSYFUNDS.COM
 
22

 
Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $61,932.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions.  Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $1,008,733.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $596,880.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only).  During the fiscal year ended October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
Cost of investments for tax purposes
 
$
1,018,008,256
 
 
Gross tax unrealized appreciation
 
$
105,116,797
 
 
Gross tax unrealized depreciation
   
(63,529,121
)
 
Net tax unrealized appreciation
 
$
41,587,676
 
 
Undistributed ordinary income
 
$
8,448,767
 
 
Undistributed long-term capital gains
   
 
 
Total distributable earnings
 
$
8,448,767
 
 
Other accumulated loss
 
$
(493,671
)
 
Total accumulated gain
 
$
49,542,772
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.

 

HENNESSY FUNDS
1-800-966-4354
 

23


At October 31, 2015, the Fund had capital loss carryforwards of $493,671 that expire on October 31, 2016.
 
During the fiscal year ended October 31, 2015, the capital loss carry forwards utilized for the Fund were $493,673.
 
Capital losses sustained in the fiscal year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss.  Furthermore, any loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
     
Year Ended
   
Year Ended
 
     
October 31, 2015
   
October 31, 2014
 
 
Ordinary income
 
$
44,515
   
$
724,245
 
 
Long-term capital gain
   
20,622,992
     
15,252,708
 
     
$
20,667,507
   
$
15,976,953
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
   
Short-term
 
 
Investor Class
$0.14238
 
 
Institutional Class
$0.14547
 
 
Effective November 1, 2015, the Fund adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares.  Even though the authorized rate is up to 0.25%, the Fund has only used 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since the plan was implemented on November 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, and the printing and mailing of sales literature.

 
 
 
HENNESSYFUNDS.COM
 
24

 
Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Mid Cap 30 Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Cornerstone Mid Cap 30 Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

 
Milwaukee, Wisconsin
December 23, 2015
 



HENNESSY FUNDS
1-800-966-4354
 

25


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.


 

 
 
HENNESSYFUNDS.COM
 
26


 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
    Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.



HENNESSY FUNDS
1-800-966-4354
 

27


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.


(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 

 

 

 

 

 

 

 
 
HENNESSYFUNDS.COM
 
28


 










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HENNESSY FUNDS
1-800-966-4354
 

29


Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 


 

 
 
HENNESSYFUNDS.COM
 
30


 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$1,024.40
$5.97
Hypothetical (5% return before expenses)
$1,000.00
$1,019.31
$5.96
Institutional Class
     
Actual
$1,000.00
$1,025.40
$4.95
Hypothetical (5% return before expenses)
$1,000.00
$1,020.32
$4.94
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.17% for Investor Class shares or 0.97% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).













HENNESSY FUNDS
1-800-966-4354
 

31

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 99.78%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 99.78%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 100.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 


 

 
 
HENNESSYFUNDS.COM
 
32

 
Matters Submitted to a Shareholder Vote
 
A special meeting of shareholders of the Investor Class shares of the Fund was held on October 2, 2015, and the following matters were approved by the Fund’s voting Investor Class shares:
 
       
Broker
 
For
Against
Abstain
Nonvotes
To approve a distribution
       
(Rule 12b-1) plan for the
       
Investor Class shares of the Fund
7,535,374.144
1,625,052.208
319,146.384
1,090,038.000
 
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
 •
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 





HENNESSY FUNDS
1-800-966-4354
 

33





For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 


INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202


 

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 





 

ANNUAL REPORT

OCTOBER 31, 2015




 

HENNESSY CORNERSTONE
LARGE GROWTH FUND
 
Investor Class  HFLGX
Institutional Class  HILGX

 
 
 
 
 
 

hennessyfunds.com
1-800-966-4354
 














(This Page Intentionally Left Blank.)
 

















Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Report of Independent Registered Public Accounting Firm
25
Trustees and Officers of the Fund
26
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Federal Tax Distribution Information
32
Householding
32
Matters Submitted to a Shareholder Vote
33
Privacy Policy
33







HENNESSY FUNDS
1-800-966-4354
 



December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.

 
 
 
HENNESSYFUNDS.COM
 
2


 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer
 
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 










HENNESSY FUNDS
1-800-966-4354
 


3

 
Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund on its inception date and assumes the reinvestment of dividends.
 
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
     
Since
 
One
Five
Inception
 
Year
Years
(3/20/09)
Hennessy Cornerstone Large Growth Fund –
     
  Investor Class (HFLGX)
1.11%
12.22%
18.70%
Hennessy Cornerstone Large Growth Fund –
     
  Institutional Class (HILGX)
1.19%
12.46%
18.99%
Russell 1000® Index
4.86%
14.32%
18.98%
S&P 500 Index
5.20%
14.33%
18.71%
 
Expense ratios from most recent prospectus: 1.08% (Investor Class); 0.99% (Institutional Class).  As set forth in the Supplement to the Prospectus dated October 7, 2015, a 12b-1 fee of 0.15% was instituted on Investor Class shares effective as of November 1, 2015, and is not included in the Investor Class expense ratio.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil Hennessy and Brian Peery
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Cornerstone Large Growth Fund returned 1.11%, underperforming the Russell 1000® Index and the S&P 500 Index, which returned 4.86% and 5.20% for the same period, respectively.
 

 
 
HENNESSYFUNDS.COM
 
4

 
The Fund’s overweight position in retailers including The Gap, Inc., Bed, Bath & Beyond, Inc. and Macy’s, Inc. hurt its relative performance, as many retailers are struggling with slow growth in consumer demand and increased competition from internet shopping. The Fund also lost ground relative to its benchmark with its investments in the Technology sector. Holdings in Teradata Corp. and Micron Technology, Inc. performed poorly, and the Fund invested too little in the large technology companies dominating investor focus this year, especially Facebook, Inc. (Class A) and Alphabet, Inc. (Class C). The Fund’s investments in the Consumer Staples sector performed well, especially Coca-Cola Enterprises, Kroger Co. and Wal-Mart Stores, Inc. The Fund continues to hold Teradata, Micron Technology and Coca-Cola.
 
Portfolio Strategy:
 
The Fund’s investment strategy is based on identifying stocks that are large and established, yet trade at below average price-to-cash-flow ratios. The Fund also seeks to invest only in what it deems to be higher quality businesses and so focuses on companies with high returns on total capital.
 
Market Outlook:
 
Over the twelve-month period ended October 31, 2015, U.S. equities, as measured by the S&P 500 Index, advanced by just over 5%. Notwithstanding this modest rise, the year was marked by a great deal of volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve dominated investor thinking. Earnings growth, too, caused anxiety for investors. Lower energy prices impacted many companies in the Energy sector, and the higher U.S. Dollar and slower growth abroad affected exporters. Many companies saw their sales and earnings growth slow.
 
In the end, however, confidence in continued economic growth was strong enough to offset investor concerns, with the market staging a dramatic rally in October, the final month of the Fund’s fiscal year. We believe the fundamentals of the market are attractive, and we continue to be optimistic about the possibility of further market advances over the course of the next year. The economy is growing slowly but steadily. Inflation is low, so we expect that the Fed, once they do start to raise rates, will not raise them by very much. The labor market has continued to recover over the last 12 months, and consumer confidence appears buoyant. Most importantly, we do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 have forward PE ratios of approximately 16x and 17x, respectively, close to long-term averages. Corporate balance sheets appear to be in excellent shape, and while executives have shown some reluctance to increase capital spending beyond maintenance levels this cycle, we believe companies will eventually start investing for expansion. This spending could, in turn, help drive share prices higher through an acceleration in sales and earnings growth.
 
Investment Outlook:
 
We are confident that there are good investment opportunities in the large-cap space. While we believe higher interest rates may lead to an even stronger U.S. Dollar and difficulties for exporters, large-cap companies with purely domestic businesses are benefiting from steady economic growth at home, low inflation and low energy prices. With consumer debt levels falling and wage growth finally starting to accelerate, we are expecting a fairly good holiday season for consumer-based companies and stronger demand for their products and services next year. However, we recognize that despite low gas prices, consumers and especially younger consumers, seem to prefer spending less and saving more, in contrast to previous generations. Going into the new fiscal year, we are pleased with the positioning of the portfolio, which includes a large number of
 

HENNESSY FUNDS
1-800-966-4354
 

5


companies that are domestically focused and that we believe are reasonably valued and may be poised for growth. Relative to the Fund’s benchmarks, the portfolio is overweight in both the Consumer Discretionary and Industrial sectors, and we think that these areas of the market offer great growth potential now and into 2016.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 1000® Index is commonly used to measure the performance of large-capitalization U.S. stocks. The S&P 500 Index and Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund may invest in medium capitalized companies, which may have more limited liquidity and greater price volatility than large capitalization companies. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. PE, or price to earnings, is calculated by dividing a company’s market price per share by its earnings per share. Price to cash flow ratio is a stock valuation measure calculated by dividing a firm’s cash flow per share into the current stock price.
 
 

 

 

 

 

 
 
HENNESSYFUNDS.COM
 
6

 
Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY CORNERSTONE LARGE GROWTH FUND
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Valero Energy Corp.
3.00%
AutoZone, Inc.
2.86%
Foot Locker, Inc.
2.77%
Lear Corp.
2.75%
Marathon Petroleum Corp.
2.73%
The Progressive Corp.
2.66%
McDonald’s Corp.
2.62%
Coca-Cola Enterprises, Inc.
2.50%
Alaska Air Group, Inc.
2.50%
H&R Block, Inc.
2.42%

 

 

 

 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.

 

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 96.70%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 29.26%
           
AutoZone, Inc. (a)
   
4,100
   
$
3,216,081
     
2.86
%
Bed Bath & Beyond, Inc. (a)
   
32,500
     
1,937,975
     
1.72
%
Coach, Inc.
   
66,000
     
2,059,200
     
1.83
%
Foot Locker, Inc.
   
45,900
     
3,109,725
     
2.77
%
H&R Block, Inc.
   
73,000
     
2,719,980
     
2.42
%
Harley-Davidson, Inc.
   
37,600
     
1,859,320
     
1.65
%
Las Vegas Sands Corp.
   
44,700
     
2,213,097
     
1.97
%
Lear Corp.
   
24,700
     
3,088,982
     
2.75
%
Macy’s, Inc.
   
37,600
     
1,916,848
     
1.70
%
McDonald’s Corp.
   
26,200
     
2,940,950
     
2.62
%
Nordstrom, Inc.
   
31,400
     
2,047,594
     
1.82
%
Omnicom Group, Inc.
   
32,300
     
2,419,916
     
2.15
%
The Gap, Inc.
   
58,900
     
1,603,258
     
1.43
%
Viacom, Inc.
   
35,900
     
1,770,229
     
1.57
%
             
32,903,155
     
29.26
%
                         
Consumer Staples – 8.08%
                       
Campbell Soup Co.
   
50,700
     
2,575,053
     
2.29
%
Coca-Cola Enterprises, Inc.
   
54,800
     
2,813,432
     
2.50
%
Kellogg Co.
   
34,500
     
2,432,940
     
2.16
%
Pilgrim’s Pride Corp.
   
66,700
     
1,266,633
     
1.13
%
             
9,088,058
     
8.08
%
                         
Energy – 11.42%
                       
Exxon Mobil Corp.
   
26,100
     
2,159,514
     
1.92
%
FMC Technologies, Inc. (a)
   
61,200
     
2,070,396
     
1.84
%
Helmerich & Payne, Inc.
   
38,500
     
2,166,395
     
1.93
%
Marathon Petroleum Corp.
   
59,200
     
3,066,560
     
2.73
%
Valero Energy Corp.
   
51,200
     
3,375,104
     
3.00
%
             
12,837,969
     
11.42
%
                         
Financials – 4.33%
                       
Franklin Resources, Inc.
   
46,100
     
1,879,036
     
1.67
%
The Progressive Corp.
   
90,400
     
2,994,952
     
2.66
%
             
4,873,988
     
4.33
%
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

 
COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Health Care – 6.49%
           
C.R. Bard, Inc.
   
13,500
   
$
2,515,725
     
2.23
%
HCA Holdings, Inc. (a)
   
35,100
     
2,414,529
     
2.15
%
Johnson & Johnson
   
23,500
     
2,374,205
     
2.11
%
             
7,304,459
     
6.49
%
                         
Industrials – 18.29%
                       
Alaska Air Group, Inc.
   
36,800
     
2,806,000
     
2.50
%
Caterpillar, Inc.
   
28,300
     
2,065,617
     
1.84
%
Deere & Co.
   
27,300
     
2,129,400
     
1.89
%
Dover Corp.
   
33,900
     
2,184,177
     
1.94
%
Flowserve Corp.
   
42,400
     
1,965,664
     
1.75
%
Fluor Corp.
   
43,700
     
2,089,297
     
1.86
%
PACCAR, Inc.
   
36,900
     
1,942,785
     
1.73
%
Southwest Airlines Co.
   
58,400
     
2,703,336
     
2.40
%
The Boeing Co.
   
18,100
     
2,680,067
     
2.38
%
             
20,566,343
     
18.29
%
                         
Information Technology – 11.15%
                       
Apple, Inc.
   
21,850
     
2,611,075
     
2.32
%
Intel Corp.
   
66,000
     
2,234,760
     
1.99
%
International Business Machines Corp.
   
15,200
     
2,129,216
     
1.89
%
Micron Technology, Inc. (a)
   
80,200
     
1,328,112
     
1.18
%
Teradata Corp. (a)
   
54,900
     
1,543,239
     
1.37
%
Western Union Co.
   
139,900
     
2,693,075
     
2.40
%
             
12,539,477
     
11.15
%
                         
Materials – 5.62%
                       
Albemarle Corp.
   
41,200
     
2,205,024
     
1.96
%
FMC Corp.
   
41,100
     
1,673,181
     
1.49
%
Southern Copper Corp.
   
88,000
     
2,442,880
     
2.17
%
             
6,321,085
     
5.62
%
                         
Telecommunication Services – 2.06%
                       
Verizon Communications, Inc.
   
49,400
     
2,315,872
     
2.06
%
                         
Total Common Stocks
                       
  (Cost $107,250,783)
           
108,750,406
     
96.70
%

 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

9


SHORT-TERM INVESTMENTS – 3.69%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 3.69%
           
Fidelity Government Portfolio – Institutional Class, 0.01% (b)
   
4,150,079
   
$
4,150,079
     
3.69
%
                         
Total Short-Term Investments
                       
  (Cost $4,150,079)
           
4,150,079
     
3.69
%
                         
Total Investments
                       
  (Cost $111,400,862) – 100.39%
           
112,900,485
     
100.39
%
Liabilities in Excess
                       
  of Other Assets – (0.39)%
           
(440,640
)
   
(0.39
)%
TOTAL NET ASSETS – 100.00%
         
$
112,459,845
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of October 31, 2015.

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
32,903,155
   
$
   
$
   
$
32,903,155
 
Consumer Staples
   
9,088,058
     
     
     
9,088,058
 
Energy
   
12,837,969
     
     
     
12,837,969
 
Financials
   
4,873,988
     
     
     
4,873,988
 
Health Care
   
7,304,459
     
     
     
7,304,459
 
Industrials
   
20,566,343
     
     
     
20,566,343
 
Information Technology
   
12,539,477
     
     
     
12,539,477
 
Materials
   
6,321,085
     
     
     
6,321,085
 
Telecommunication Services
   
2,315,872
     
     
     
2,315,872
 
Total Common Stocks
 
$
108,750,406
   
$
   
$
   
$
108,750,406
 
Short-Term Investments
                               
Money Market Funds
 
$
4,150,079
   
$
   
$
   
$
4,150,079
 
Total Short-Term Investments
 
$
4,150,079
   
$
   
$
   
$
4,150,079
 
Total Investments
 
$
112,900,485
   
$
   
$
   
$
112,900,485
 

 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 



The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10

 
Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 

ASSETS:
   
Investments in securities, at value (cost $111,400,862)
 
$
112,900,485
 
Dividends and interest receivable
   
82,991
 
Receivable for fund shares sold
   
3,296
 
Receivable for securities sold
   
2,527,663
 
Prepaid expenses and other assets
   
15,833
 
Total Assets
   
115,530,268
 
         
LIABILITIES:
       
Payable for securities purchased
   
2,740,212
 
Payable for fund shares redeemed
   
184,692
 
Payable to advisor
   
69,017
 
Payable to administrator
   
17,975
 
Payable to auditor
   
20,599
 
Accrued service fees
   
8,183
 
Accrued interest payable
   
70
 
Accrued trustees fees
   
2,364
 
Accrued expenses and other payables
   
27,311
 
Total Liabilities
   
3,070,423
 
NET ASSETS
 
$
112,459,845
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
87,696,470
 
Accumulated net investment income
   
1,652,799
 
Accumulated net realized gain on investments
   
21,610,953
 
Unrealized net appreciation on investments
   
1,499,623
 
Total Net Assets
 
$
112,459,845
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
98,640,994
 
Shares issued and outstanding
   
7,592,655
 
Net asset value, offering price and redemption price per share
 
$
12.99
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
13,818,851
 
Shares issued and outstanding
   
1,054,546
 
Net asset value, offering price and redemption price per share
 
$
13.10
 

 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

11


Financial Statements
Statement of Operations for the year ended October 31, 2015
 

INVESTMENT INCOME:
   
Dividend income
 
$
2,935,446
 
Interest income
   
347
 
Total investment income
   
2,935,793
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
883,980
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
118,095
 
Service fees – Investor Class (See Note 5)
   
104,668
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
58,856
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
8,292
 
Federal and state registration fees
   
28,391
 
Compliance expense
   
22,187
 
Audit fees
   
21,327
 
Reports to shareholders
   
12,355
 
Trustees’ fees and expenses
   
11,632
 
Legal fees
   
1,615
 
Other expenses
   
11,804
 
Total expenses before reimbursement by advisor
   
1,283,202
 
Expense reimbursement by advisor – Institutional Class (See Note 5)
   
(238
)
Net expenses
   
1,282,964
 
NET INVESTMENT INCOME
 
$
1,652,829
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
23,691,496
 
Net change in unrealized depreciation on investments
   
(23,789,596
)
Net loss on investments
   
(98,100
)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
1,554,729
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12

 
Financial Statements
Statements of Changes in Net Assets
 

   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
1,652,829
   
$
1,313,663
 
Net realized gain on investments
   
23,691,496
     
18,680,208
 
Net change in unrealized depreciation on investments
   
(23,789,596
)
   
(586,375
)
Net increase in net assets resulting from operations
   
1,554,729
     
19,407,496
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
(1,131,289
)
   
(985,143
)
Institutional Class
   
(182,392
)
   
(209,291
)
Net realized gains
               
Investor Class
   
(15,515,006
)
   
(4,397,057
)
Institutional Class
   
(2,199,959
)
   
(781,019
)
Total distributions
   
(19,028,646
)
   
(6,372,510
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
10,488,951
     
11,881,168
 
Proceeds from shares subscribed – Institutional Class
   
1,162,873
     
4,305,238
 
Dividends reinvested – Investor Class
   
15,613,606
     
5,021,319
 
Dividends reinvested – Institutional Class
   
2,276,330
     
949,886
 
Cost of shares redeemed – Investor Class
   
(17,679,567
)
   
(11,322,920
)
Cost of shares redeemed – Institutional Class
   
(2,316,917
)
   
(8,441,558
)(1)
Net increase in net assets derived
               
  from capital share transactions
   
9,545,276
     
2,393,133
 
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(7,928,641
)
   
15,428,119
 
                 
NET ASSETS:
               
Beginning of year
   
120,388,486
     
104,960,367
 
End of year
 
$
112,459,845
   
$
120,388,486
 
Accumulated net investment income, end of year
 
$
1,652,799
   
$
1,313,651
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
772,173
     
822,355
 
Shares sold – Institutional Class
   
84,750
     
298,334
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
1,169,440
     
375,434
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
168,993
     
70,320
 
Shares redeemed – Investor Class
   
(1,307,953
)
   
(783,194
)
Shares redeemed – Institutional Class
   
(171,821
)
   
(579,248
)
Net increase in shares outstanding
   
715,582
     
204,001
 

(1)
Net of redemption fees of $3 related to redemption fees imposed by the FBR Large Cap Fund (which was reorganized into the Fund) during a prior year but not received until the year ended October 31, 2014.
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 




PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income
Net realized and unrealized gains on investments

Total from investment operations


Less distributions:
Dividends from net investment income
Dividends from net realized gains

Total distributions

Net asset value, end of year



TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)












(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.


The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
14


 
 

 
 

 

Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
15.16
   
$
13.56
   
$
10.77
   
$
12.37
   
$
11.70
 
                                     
                                     
 
0.17
     
0.15
     
0.14
     
0.13
     
0.09
 
 
0.04
     
2.28
     
2.77
     
0.80
     
0.69
 
 
0.21
     
2.43
     
2.91
     
0.93
     
0.78
 
                                     
                                     
 
(0.14
)
   
(0.15
)
   
(0.10
)
   
(0.07
)
   
(0.09
)
 
(2.24
)
   
(0.68
)
   
(0.02
)
   
(2.46
)
   
(0.02
)
 
(2.38
)
   
(0.83
)
   
(0.12
)
   
(2.53
)
   
(0.11
)
$
12.99
   
$
15.16
   
$
13.56
   
$
10.77
   
$
12.37
 
                                     
 
1.11
%
   
18.73
%
   
27.32
%
   
9.14
%
   
6.70
%
                                     
                                     
$
98.64
   
$
105.51
   
$
88.77
   
$
75.83
   
$
77.88
 
                                     
 
1.09
%
   
1.15
%
   
1.19
%
   
1.27
%
   
1.26
%
 
1.09
%
   
1.15
%
   
1.19
%
   
1.27
%
   
1.30
%
                                     
 
1.37
%
   
1.12
%
   
1.10
%
   
1.35
%
   
0.72
%
 
1.37
%
   
1.12
%
   
1.10
%
   
1.35
%
   
0.68
%
 
79
%
   
57
%
   
73
%
   
0
%
   
70
%

 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year
 




PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income
Net realized and unrealized gains on investments

Total from investment operations


Less distributions:
Dividends from net investment income
Dividends from net realized gains

Total distributions

Net asset value, end of year



TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)












(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.


The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16


 

 
 

 

Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
15.30
   
$
13.68
   
$
10.85
   
$
12.44
   
$
11.76
 
                                     
                                     
 
0.20
     
0.17
     
0.09
     
0.07
     
0.08
 
 
0.02
     
2.30
     
2.88
     
0.89
     
0.74
 
 
0.22
     
2.47
     
2.97
     
0.96
     
0.82
 
                                     
                                     
 
(0.16
)
   
(0.17
)
   
(0.12
)
   
(0.09
)
   
(0.12
)
 
(2.26
)
   
(0.68
)
   
(0.02
)
   
(2.46
)
   
(0.02
)
 
(2.42
)
   
(0.85
)
   
(0.14
)
   
(2.55
)
   
(0.14
)
$
13.10
   
$
15.30
   
$
13.68
   
$
10.85
   
$
12.44
 
                                     
 
1.19
%
   
18.96
%
   
27.63
%
   
9.43
%
   
6.99
%
                                     
                                     
$
13.82
   
$
14.88
   
$
16.19
   
$
33.94
   
$
0.14
 
                                     
 
0.99
%
   
1.06
%
   
1.10
%
   
1.41
%
   
1.14
%
 
0.99
%
   
0.98
%
   
0.98
%
   
0.98
%
   
0.98
%
                                     
 
1.47
%
   
1.21
%
   
1.38
%
   
6.44
%
   
0.81
%
 
1.47
%
   
1.30
%
   
1.50
%
   
6.87
%
   
0.97
%
 
79
%
   
57
%
   
73
%
   
0
%
   
70
%




The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

17


Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Cornerstone Large Growth Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The investment objective of the Fund is long-term growth of capital.  The Fund is a diversified fund.
 
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.  Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.

 
 
HENNESSYFUNDS.COM
 
18


e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
 
h).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
i).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
 
j).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
 The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.



HENNESSY FUNDS
1-800-966-4354
 

19


k).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
 
 
 In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate
 
 
HENNESSYFUNDS.COM
 
20


investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.

HENNESSY FUNDS
1-800-966-4354
 

21


The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $90,881,486 and $99,030,144, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $69,017.
 
In the past, the Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceeded 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares could only be terminated by the Board and was terminated by the Board as of February 28, 2015.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  The Advisor waived or reimbursed expenses of $238 for the Fund during the fiscal year ended October 31, 2015.  As of October 31, 2015, cumulative expenses subject to potential recovery under the aforementioned conditions were $238 for Institutional Class shares, which will expire on October 31, 2018.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $8,183.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the
 
 
 
HENNESSYFUNDS.COM
 
22

 
Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $67,148.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $118,095.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
Cost of investments for tax purposes
 
$
111,428,315
 
 
Gross tax unrealized appreciation
 
$
11,949,775
 
 
Gross tax unrealized depreciation
   
(10,477,605
)
 
Net tax unrealized appreciation
 
$
1,472,170
 
 
Undistributed ordinary income
 
$
1,652,799
 
 
Undistributed long-term capital gains
   
22,653,659
 
 
Total distributable earnings
 
$
24,306,458
 
 
Other accumulated loss
 
$
(1,015,253
)
 
Total accumulated gain
 
$
24,763,375
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
At October 31, 2015, the Fund had capital loss carryforwards of $1,015,253 that expire on October 31, 2016.
 
During the fiscal year ended October 31, 2015, the capital loss carry forwards utilized for the Fund were $1,015,253.
 
Capital losses sustained in the fiscal year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss.  Furthermore, any loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012. As a result of this ordering rule, pre-enactment

HENNESSY FUNDS
1-800-966-4354
 

23


capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
     
Year Ended
   
Year Ended
 
     
October 31, 2015
   
October 31, 2014
 
 
Ordinary income
 
$
1,313,681
   
$
1,205,688
 
 
Long-term capital gain
   
17,714,965
     
5,166,822
 
     
$
19,028,646
   
$
6,372,510
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
   
Long-term
 
 
Investor Class
$2.73419
 
 
Institutional Class
$2.76324
 
 
Effective November 1, 2015, the Fund adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares.  Even though the authorized rate is up to 0.25%, the Fund has only used 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since the plan was implemented on November 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, and the printing and mailing of sales literature.
 


 

 
 
HENNESSYFUNDS.COM
 
24

 
Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Large Growth Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Cornerstone Large Growth Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
 

 
Milwaukee, Wisconsin
December 23, 2015
 

 




HENNESSY FUNDS
1-800-966-4354
 

25


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.


 

 
 
HENNESSYFUNDS.COM
 
26


 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
    Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.




HENNESSY FUNDS
1-800-966-4354
 

27


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.


(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 

 

 

 

 

 

 

 

 
 
HENNESSYFUNDS.COM
 
28


 

 

 

 

 

 

 

 
 
(This Page Intentionally Left Blank.)
 

 

 











HENNESSY FUNDS
1-800-966-4354
 

29


Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 


 

 
 
HENNESSYFUNDS.COM
 
30


 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   950.30
$5.36
Hypothetical (5% return before expenses)
$1,000.00
$1,019.71
$5.55
Institutional Class
     
Actual
$1,000.00
$   950.70
$4.82
Hypothetical (5% return before expenses)
$1,000.00
$1,019.27
$4.99
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.09% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 

 









HENNESSY FUNDS
1-800-966-4354
 


31

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 

 
 
HENNESSYFUNDS.COM
 
32

 
Matters Submitted to a Shareholder Vote
 
A special meeting of shareholders of the Investor Class shares of the Fund was held on September 15, 2015, and the following matters were approved by the Fund’s voting Investor Class shares:
 
 
For
Against
Abstain
To approve a distribution
     
(Rule 12b-1) plan for the
     
Investor Class shares of the Fund
4,109,029.550
613,737.288
84,041.989
 
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 


 
 

 

HENNESSY FUNDS
1-800-966-4354
 

33



For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 



INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202

 
 

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.


 

 

 
 
ANNUAL REPORT

OCTOBER 31, 2015

 



 

HENNESSY CORNERSTONE
VALUE FUND
 
Investor Class  HFCVX
Institutional Class  HICVX
 
 
 
 
 
 
 
 
 
 

hennessyfunds.com
1-800-966-4354
 



 
 
 
 
 
 
 
 
 

 


(This Page Intentionally Left Blank.)

 
 
 
 
 
 
 
 
 
 

 




 
Contents

 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
12
Statement of Operations
13
Statements of Changes in Net Assets
15
Financial Highlights
16
Notes to the Financial Statements
20
Report of Independent Registered Public Accounting Firm
28
Trustees and Officers of the Fund
29
Expense Example
32
Proxy Voting
34
Quarterly Filings on Form N-Q
34
Federal Tax Distribution Information
34
Householding
34
Matters Submitted to a Shareholder Vote
35
Privacy Policy
35

 
 
HENNESSY FUNDS
1-800-966-4354
 



December 2015
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2


 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 
 
 
 
 

 
 
HENNESSY FUNDS
1-800-966-4354
 

3

 
Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Cornerstone Value Fund –
     
  Investor Class (HFCVX)
-1.77%
10.10%
6.26%
Hennessy Cornerstone Value Fund –
     
  Institutional Class (HICVX)(1)
-1.72%
10.35%
6.45%
Russell 1000® Value Index
 0.53%
13.26%
6.75%
S&P 500 Index
 5.20%
14.33%
7.85%
 
Expense ratios from most recent prospectus: 1.09% (Investor Class); 0.95% (Institutional Class).  As set forth in the Supplement to the Prospectus dated October 7, 2015, a 12b-1 fee of 0.15% was instituted on Investor Class shares effective as of November 1, 2015, and is not included in the Investor Class expense ratio.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
(1)
The inception date of Institutional Class shares is March 3, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil Hennessy and Brian Peery
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Cornerstone Value Fund returned -1.77%, underperforming the Russell 1000® Value
 
 
 
HENNESSYFUNDS.COM
 
4

Index and the S&P 500 Index, which returned 0.53% and 5.20% for the same period, respectively.
 
Sector allocation, chiefly overweight positions in Energy and Materials, accounted for all of the Fund’s relative underperformance over the year. Stocks in these sectors were driven lower in tandem with the year-long decline in the price of the commodities that many of them produce and sell. Performance was also hurt by the Fund’s underweight position in the Financials sector, which performed well due to expectations of the Federal Reserve increasing interest rates. Offsetting some of the drag from sector allocation, the Fund benefitted from strong stock selection overall, and especially in the Consumer sectors, where Altria Group, Inc., General Mills, Inc., Kellogg Co. and McDonald’s Corp. performed particularly well. The Fund continues to hold all these stocks.
 
Portfolio Strategy:
 
The Fund’s investment strategy is to identify large, widely-held stocks that exhibit strong sales and cash flow. The Fund then selects the companies we believe are best able to pay and sustain a high dividend yield. Limiting the Fund’s portfolio to 50 stocks produces a relatively concentrated portfolio, where individual stock performance can influence the performance of the portfolio as a whole.
 
Market Outlook:
 
Over the twelve-month period ended October 31, 2015, U.S. equities, as measured by the S&P 500 Index, advanced by just over 5%. Notwithstanding this modest rise, the year was marked by a great deal of volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve dominated investor thinking. Earnings growth, too, caused anxiety for investors. Lower energy prices impacted many companies in the Energy sector, and the higher U.S. Dollar and slower growth abroad affected exporters. Many companies saw their sales and earnings growth slow.
 
In the end, however, confidence in continued economic growth was strong enough to offset investor concerns, with the market staging a dramatic rally in October, the final month of the Fund’s fiscal year. We believe the basic fundamentals of the market are attractive, and we continue to be optimistic about the possibility of further market advances over the course of the next year. The economy is growing slowly but steadily. Inflation is low, so we expect that the Fed, once they do start to raise rates, will not raise them by very much. The labor market has continued to recover over the last 12 months, and consumer confidence appears buoyant. Most importantly, we do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 have forward PE ratios of approximately 16x and 17x, respectively, close to long-term averages. Corporate balance sheets appear to be in excellent shape, and while executives have shown some reluctance to increase capital spending beyond maintenance levels this cycle, we believe companies will eventually start investing for expansion. This spending could, in turn, help drive share prices higher through an acceleration in sales and earnings growth.
 
Investment Outlook:
 
Large, multinational companies have been facing difficulties recently. Just the prospect of higher interest rates has led to a rally in the U.S. Dollar, and we believe actual higher rates, when they take effect, will lead to an even stronger U.S. Dollar, hampering profits growth for some large American corporations. Meanwhile, energy stocks have fallen as investors have shunned them in the wake of slumping oil prices. As a result, some of what we believe are the highest quality companies in the U.S. with the strongest financials are trading at very reasonable valuations in our view. We believe these stocks are attractive
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
5

“value” investments, and this opinion is reflected in our sector weightings in the Fund today, with the three largest weightings in Consumer Staples, Energy and Financials.  Some large corporations are also restructuring their operations to improve growth and profitability. We are hopeful that McDonald’s, Microsoft and General Electric will benefit the portfolio as a result of their reforms over the coming year.


Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 1000® Value Index is an unmanaged index commonly used to measure the performance of U.S. large-capitalization value stocks. The S&P 500 Index and Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund may invest in medium capitalized companies, which may have more limited liquidity and greater price volatility than large capitalization companies. Investments in foreign securities may involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of their stock. PE, or price to earnings, is calculated by dividing a company’s market price per share by its earnings per share.
 

 

 
 
HENNESSYFUNDS.COM


6


Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY CORNERSTONE VALUE FUND
(% of Net Assets)
 


 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Microsoft Corp.
2.69%
McDonald’s Corp.
2.63%
Valero Energy Corp.
2.62%
General Electric Co.
2.55%
Altria Group, Inc.
2.47%
Kimberly Clark Corp.
2.40%
General Mills, Inc.
2.38%
Philip Morris International, Inc.
2.37%
Kellogg Co.
2.33%
AbbVie, Inc.
2.33%

 

 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 96.91%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 12.56%
           
Ford Motor Co.
   
179,400
   
$
2,656,914
     
2.02
%
General Motors Co.
   
79,300
     
2,768,363
     
2.10
%
Las Vegas Sands Corp.
   
51,200
     
2,534,912
     
1.92
%
McDonald’s Corp.
   
30,800
     
3,457,300
     
2.63
%
Staples, Inc.
   
166,800
     
2,166,732
     
1.65
%
Thomson Reuters Corp. (a)
   
71,800
     
2,945,236
     
2.24
%
             
16,529,457
     
12.56
%
                         
Consumer Staples – 18.36%
                       
Altria Group, Inc.
   
53,700
     
3,247,239
     
2.47
%
General Mills, Inc.
   
53,900
     
3,132,129
     
2.38
%
Kellogg Co.
   
43,400
     
3,060,568
     
2.33
%
Kimberly Clark Corp.
   
26,400
     
3,160,344
     
2.40
%
Philip Morris International, Inc.
   
35,300
     
3,120,520
     
2.37
%
Procter & Gamble Co.
   
33,600
     
2,566,368
     
1.95
%
Sysco Corp.
   
71,200
     
2,937,000
     
2.23
%
The Coca-Cola Co.
   
69,300
     
2,934,855
     
2.23
%
             
24,159,023
     
18.36
%
                         
Energy – 16.65%
                       
Cenovus Energy, Inc. (a)
   
139,600
     
2,081,436
     
1.58
%
Chevron Corp.
   
25,900
     
2,353,792
     
1.79
%
ConocoPhillips
   
42,100
     
2,246,035
     
1.70
%
Exxon Mobil Corp.
   
31,200
     
2,581,488
     
1.96
%
Marathon Oil Corp.
   
100,900
     
1,854,542
     
1.41
%
National Oilwell Varco, Inc.
   
54,100
     
2,036,324
     
1.55
%
Occidental Petroleum Corp.
   
35,100
     
2,616,354
     
1.99
%
Suncor Energy, Inc. (a)
   
90,600
     
2,693,538
     
2.05
%
Valero Energy Corp.
   
52,400
     
3,454,208
     
2.62
%
             
21,917,717
     
16.65
%
                         
Financials – 12.56%
                       
Bank of Nova Scotia (a)
   
54,300
     
2,551,014
     
1.94
%
Manulife Financial Corp. (a)
   
163,500
     
2,712,465
     
2.06
%
MetLife, Inc.
   
57,600
     
2,901,888
     
2.20
%
Prudential Financial, Inc.
   
37,000
     
3,052,500
     
2.32
%
Royal Bank of Canada (a)
   
46,500
     
2,642,595
     
2.01
%


The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

8


COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials (Continued)
           
Toronto-Dominion Bank (a)
   
65,200
   
$
2,674,504
     
2.03
%
             
16,534,966
     
12.56
%
                         
Health Care – 8.82%
                       
AbbVie, Inc.
   
51,500
     
3,066,825
     
2.33
%
Baxalta, Inc.
   
41,000
     
1,412,860
     
1.07
%
Baxter International, Inc.
   
41,000
     
1,532,990
     
1.16
%
Merck & Co., Inc.
   
49,000
     
2,678,340
     
2.04
%
Pfizer, Inc.
   
86,300
     
2,918,666
     
2.22
%
             
11,609,681
     
8.82
%
                         
Industrials – 8.43%
                       
Caterpillar, Inc.
   
33,700
     
2,459,763
     
1.87
%
Emerson Electric Co.
   
49,800
     
2,352,054
     
1.79
%
General Electric Co.
   
115,900
     
3,351,828
     
2.55
%
Waste Management, Inc.
   
54,400
     
2,924,544
     
2.22
%
             
11,088,189
     
8.43
%
                         
Information Technology – 4.06%
                       
Microsoft Corp.
   
67,400
     
3,547,936
     
2.69
%
Seagate Technology PLC (a)
   
47,300
     
1,800,238
     
1.37
%
             
5,348,174
     
4.06
%
                         
Materials – 7.62%
                       
Freeport-McMoRan Copper & Gold, Inc.
   
146,300
     
1,721,951
     
1.31
%
International Paper Co.
   
52,700
     
2,249,763
     
1.71
%
LyondellBasell Industries NV (a)
   
32,300
     
3,000,993
     
2.28
%
The Dow Chemical Co.
   
59,200
     
3,058,864
     
2.32
%
             
10,031,571
     
7.62
%
                         
Telecommunication Services – 7.85%
                       
AT&T, Inc.
   
82,400
     
2,761,224
     
2.10
%
BCE, Inc. (a)
   
64,900
     
2,804,329
     
2.13
%
CenturyLink, Inc.
   
72,000
     
2,031,120
     
1.55
%
Verizon Communications, Inc.
   
58,200
     
2,728,416
     
2.07
%
             
10,325,089
     
7.85
%
                         
Total Common Stocks
                       
   (Cost $115,377,987)
           
127,543,867
     
96.91
%
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

9


REITS – 1.82%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials – 1.82%
           
Weyerhaeuser Co.
   
81,900
   
$
2,402,127
     
1.82
%
                         
Total REITS
                       
  (Cost $2,875,808)
           
2,402,127
     
1.82
%
                         
SHORT-TERM INVESTMENTS – 1.16%
                       
Money Market Funds – 1.16%
                       
Fidelity Government Portfolio – Institutional Class, 0.01% (b)
   
1,522,213
     
1,522,213
     
1.16
%
                         
Total Short-Term Investments
                       
  (Cost $1,522,213)
           
1,522,213
     
1.16
%
                         
Total Investments
                       
  (Cost $119,776,008) – 99.89%
           
131,468,207
     
99.89
%
Other Assets in
                       
  Excess of Liabilities – 0.11%
           
144,474
     
0.11
%
TOTAL NET ASSETS – 100.00%
         
$
131,612,681
     
100.00
%

Percentages are stated as a percent of net assets.
 
REIT – Real Estate Investment Trust
(a)
U.S. traded security of a foreign corporation.
(b)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

10

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
16,529,457
   
$
   
$
   
$
16,529,457
 
Consumer Staples
   
24,159,023
     
     
     
24,159,023
 
Energy
   
21,917,717
     
     
     
21,917,717
 
Financials
   
16,534,966
     
     
     
16,534,966
 
Health Care
   
11,609,681
     
     
     
11,609,681
 
Industrials
   
11,088,189
     
     
     
11,088,189
 
Information Technology
   
5,348,174
     
     
     
5,348,174
 
Materials
   
10,031,571
     
     
     
10,031,571
 
Telecommunication Services
   
10,325,089
     
     
     
10,325,089
 
Total Common Stocks
 
$
127,543,867
   
$
   
$
   
$
127,543,867
 
REITS
                               
Financials
 
$
2,402,127
   
$
   
$
   
$
2,402,127
 
Total REITS
 
$
2,402,127
   
$
   
$
   
$
2,402,127
 
Short-Term Investments
                               
Money Market Funds
 
$
1,522,213
   
$
   
$
   
$
1,522,213
 
Total Short-Term Investments
 
$
1,522,213
   
$
   
$
   
$
1,522,213
 
Total Investments
 
$
131,468,207
   
$
   
$
   
$
131,468,207
 

 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

11

 
Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 

ASSETS:
   
Investments in securities, at value (cost $119,776,008)
 
$
131,468,207
 
Cash
   
21,513
 
Dividends and interest receivable
   
310,891
 
Receivable for fund shares sold
   
418
 
Prepaid expenses and other assets
   
16,850
 
Total Assets
   
131,817,879
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
36,909
 
Payable to advisor
   
80,963
 
Payable to administrator
   
21,313
 
Payable to auditor
   
23,600
 
Accrued service fees
   
10,793
 
Accrued interest payable
   
127
 
Accrued trustees fees
   
2,487
 
Accrued expenses and other payables
   
29,006
 
Total Liabilities
   
205,198
 
NET ASSETS
 
$
131,612,681
 
NET ASSETS CONSIST OF:
       
Capital stock
 
$
121,772,620
 
Accumulated net investment income
   
2,587,361
 
Accumulated net realized loss on investments
   
(4,439,328
)
Unrealized net appreciation on investments
   
11,692,028
 
Total Net Assets
 
$
131,612,681
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
129,859,809
 
Shares issued and outstanding
   
7,342,616
 
Net asset value, offering price and redemption price per share
 
$
17.69
 
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
1,752,872
 
Shares issued and outstanding
   
99,223
 
Net asset value, offering price and redemption price per share
 
$
17.67
 
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

12

Financial Statements
Statement of Operations for the year ended October 31, 2015
 

INVESTMENT INCOME:
   
Dividend income(1)
 
$
4,887,563
 
Interest income
   
332
 
Total investment income
   
4,887,895
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
1,058,065
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
141,305
 
Service fees – Investor Class (See Note 5)
   
137,389
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
99,927
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
4,704
 
Federal and state registration fees
   
29,800
 
Audit fees
   
24,426
 
Compliance expense
   
22,187
 
Reports to shareholders
   
14,238
 
Trustees’ fees and expenses
   
11,947
 
Legal fees
   
2,000
 
Interest expense (See Note 6)
   
200
 
Other expenses
   
13,854
 
Total expenses
   
1,560,042
 
NET INVESTMENT INCOME
 
$
3,327,853
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
19,281,025
 
Net change in unrealized depreciation on investments
   
(25,214,358
)
Net loss on investments
   
(5,933,333
)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
(2,605,480
)
         





(1)
Net of foreign taxes withheld and issuance fees of $117,021.

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13






 
 
 
 
 

 


(This Page Intentionally Left Blank.)
 

 

 

 

 

 

 

 

 

 
 
HENNESSYFUNDS.COM
 

14


Financial Statements
Statements of Changes in Net Assets
 

   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
3,327,853
   
$
3,315,800
 
Net realized gain on securities
   
19,281,025
     
8,660,346
 
Net change in unrealized appreciation (depreciation)
               
  on securities
   
(25,214,358
)
   
4,550,966
 
Net increase (decrease) in net assets
               
  resulting from operations
   
(2,605,480
)
   
16,527,112
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
(3,147,811
)
   
(3,513,687
)
Institutional Class
   
(257,598
)
   
(87,011
)
Total distributions
   
(3,405,409
)
   
(3,600,698
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
2,074,393
     
3,491,144
 
Proceeds from shares subscribed – Institutional Class
   
1,559,641
     
14,793,692
 
Dividends reinvested – Investor Class
   
2,823,170
     
3,144,019
 
Dividends reinvested – Institutional Class
   
243,110
     
73,379
 
Cost of shares redeemed – Investor Class
   
(14,508,452
)
   
(12,672,806
)(1)
Cost of shares redeemed – Institutional Class
   
(10,255,757
)
   
(9,101,431
)
Net decrease in net assets derived
               
  from capital share transactions
   
(18,063,895
)
   
(272,003
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(24,074,784
)
   
12,654,411
 
                 
NET ASSETS:
               
Beginning of year
   
155,687,465
     
143,033,054
 
End of year
 
$
131,612,681
   
$
155,687,465
 
Undistributed net investment income, end of year
 
$
2,587,361
   
$
2,764,012
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
115,014
     
198,545
 
Shares sold – Institutional Class
   
88,261
     
838,952
 
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
   
155,034
     
183,861
 
Shares issued to holders as
               
  reinvestment of dividends – Institutional Class
   
13,365
     
4,296
 
Shares redeemed – Investor Class
   
(807,635
)
   
(721,925
)
Shares redeemed – Institutional Class
   
(580,726
)
   
(506,582
)
Net decrease in shares outstanding
   
(1,016,687
)
   
(2,853
)

(1)
Net of redemption fees of $2,165 related to redemption fees imposed by the Fund during a prior year but not received until the year ended October 31, 2014.
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 




PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments

Total from investment operations


Less distributions:
Dividends from net investment income

Total distributions

Net asset value, end of year



TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate(1)









(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 

16




 
 

 

Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
18.41
   
$
16.90
   
$
14.02
   
$
12.84
   
$
12.53
 
                                     
                                     
 
0.44
     
0.39
     
0.42
     
0.37
     
0.45
 
 
(0.75
)
   
1.55
     
2.84
     
1.23
     
0.23
 
 
(0.31
)
   
1.94
     
3.26
     
1.60
     
0.68
 
                                     
                                     
 
(0.41
)
   
(0.43
)
   
(0.38
)
   
(0.42
)
   
(0.37
)
 
(0.41
)
   
(0.43
)
   
(0.38
)
   
(0.42
)
   
(0.37
)
$
17.69
   
$
18.41
   
$
16.90
   
$
14.02
   
$
12.84
 
                                     
 
(1.77
)%
   
11.69
%
   
23.84
%
   
12.79
%
   
5.58
%
                                     
                                     
$
129.86
   
$
145.04
   
$
138.94
   
$
124.99
   
$
116.41
 
 
1.10
%
   
1.17
%
   
1.22
%
   
1.26
%
   
1.31
%
 
2.32
%
   
2.18
%
   
2.60
%
   
2.67
%
   
2.94
%
 
46
%
   
34
%
   
41
%
   
47
%
   
40
%
 
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 


17

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year
 




PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments

Total from investment operations


Less distributions:
Dividends from net investment income

Total distributions

Net asset value, end of year



TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio Turnover(1)







(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM


18


 

 
 

 

Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
18.41
   
$
16.92
   
$
14.04
   
$
12.86
   
$
12.54
 
                                     
                                     
 
0.53
     
0.59
     
0.50
     
0.45
     
0.36
 
 
(0.83
)
   
1.37
     
2.80
     
1.19
     
0.37
 
 
(0.30
)
   
1.96
     
3.30
     
1.64
     
0.73
 
                                     
                                     
 
(0.44
)
   
(0.47
)
   
(0.42
)
   
(0.46
)
   
(0.41
)
 
(0.44
)
   
(0.47
)
   
(0.42
)
   
(0.46
)
   
(0.41
)
$
17.67
   
$
18.41
   
$
16.92
   
$
14.04
   
$
12.86
 
                                     
 
(1.72
)%
   
11.82
%
   
24.13
%
   
13.13
%
   
6.00
%
                                     
                                     
$
1.75
   
$
10.65
   
$
4.09
   
$
2.53
   
$
1.17
 
                                     
 
1.00
%
   
1.03
%
   
1.10
%
   
1.20
%
   
1.14
%
 
1.00
%
   
0.98
%
   
0.98
%
   
0.98
%
   
0.98
%
                                     
 
2.43
%
   
2.30
%
   
2.64
%
   
2.72
%
   
3.04
%
 
2.43
%
   
2.35
%
   
2.76
%
   
2.94
%
   
3.20
%
 
46
%
   
34
%
   
41
%
   
47
%
   
40
%


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

19


Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Cornerstone Value Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy Mutual Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is total return, consisting of capital appreciation and current income.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences

 
 
HENNESSYFUNDS.COM
 
20

 
 
between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$(99,095)
$99,095
$     —
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a

 
HENNESSY FUNDS
1-800-966-4354
 
 
21

 
 
commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
 
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.

 
HENNESSYFUNDS.COM

22

 
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets

 
 
HENNESSY FUNDS
1-800-966-4354
 

23


gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by
 
 
 
HENNESSYFUNDS.COM
 
24

 
the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $64,297,730 and $81,673,950, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $80,963.
 
In the past, the Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceeded 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares could only be terminated by the Board and was terminated by the Board as of February 28, 2015.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  During the three years ended October 31, 2015, no expenses were waived or reimbursed by the Advisor and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of
 
HENNESSY FUNDS
1-800-966-4354
 
 
25

 
the average daily net assets of the Fund attributable to Investor Class shares. Shareholder service fees payable by the Fund as of October 31, 2015 were $10,793.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $104,631.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $141,305.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $6,575 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $577,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
120,220,585
 
Gross tax unrealized appreciation
 
$
21,946,324
 
Gross tax unrealized depreciation
   
(10,698,702
)
Net tax unrealized appreciation
 
$
11,247,622
 
Undistributed ordinary income
 
$
2,587,361
 
Undistributed long-term capital gains
   
 
Total distributable earnings
 
$
2,587,361
 
Other accumulated loss
 
$
(3,994,922
)
Total accumulated gain
 
$
9,840,061
 

 
 
HENNESSYFUNDS.COM
 
26

 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
At October 31, 2015, the Fund had capital loss carryforwards of $3,994,751 that expire on October 31, 2017.
 
During the fiscal year ended October 31, 2015, the capital loss carry forwards utilized for the Fund were $19,412,346.
 
Capital losses sustained in the fiscal year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss.  Furthermore, any loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.  Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
Ordinary income
 
$
3,405,409
   
$
3,600,698
 
Long-term capital gain
   
     
 
   
$
3,405,409
   
$
3,600,698
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
Effective November 1, 2015, the Fund adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares.  Even though the authorized rate is up to 0.25%, the Fund has only used 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since the plan was implemented on November 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, and the printing and mailing of sales literature.
 
 
 

 
 
HENNESSY FUNDS
1-800-966-4354
 

27

Report of Independent Registered Public Accounting Firm

The Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Value Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Cornerstone Value Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
 

 
Milwaukee, Wisconsin
December 23, 2015
 



 
HENNESSYFUNDS.COM


28

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
29

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
    Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager
 
    Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.

 
 
HENNESSYFUNDS.COM


30


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.


(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.


 
 
 
 
 
 
 

 

HENNESSY FUNDS
1-800-966-4354
 


31

Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 
HENNESSYFUNDS.COM
 
32


 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   947.50
$5.40
Hypothetical (5% return before expenses)
$1,000.00
$1,019.66
$5.60
       
Institutional Class
     
Actual
$1,000.00
$   947.50
$5.50
Hypothetical (5% return before expenses)
$1,000.00
$1,019.56
$5.70

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.10% for Investor Class shares or 1.12% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 
 
 
 
 
 
 
 
 

 
 
HENNESSY FUNDS
1-800-966-4354
 

 
33

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM
 
34

Matters Submitted to a Shareholder Vote
 
A special meeting of shareholders of the Investor Class shares of the Fund was held on September 15, 2015, and the following matters were approved by the Fund’s voting Investor Class shares:
 
 
For
Against
Abstain
To approve a distribution
     
(Rule 12b-1) plan for the
     
Investor Class shares of the Fund
3,263,842.798
639,151.651
94,767.208
 
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 
 
 
 

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
35


 

 

 

 
 
 
 

 
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(This Page Intentionally Left Blank.)
 

 

 
 
 
 

 
 

 

 


 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 

 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202

 
 

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.

 
 



ANNUAL REPORT

OCTOBER 31, 2015








 



HENNESSY LARGE VALUE FUND
 
Investor Class  HLVFX
Institutional Class  HLVIX

 
 
 
 

 

hennessyfunds.com | 1-800-966-4354

 













 
 
 
(This Page Intentionally Left Blank.)
 









 





 
Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
13
Statement of Operations
14
Statements of Changes in Net Assets
15
Financial Highlights
16
Notes to the Financial Statements
20
Report of Independent Registered Public Accounting Firm
28
Trustees and Officers of the Fund
29
Expense Example
32
Proxy Voting
34
Quarterly Filings on Form N-Q
34
Federal Tax Distribution Information
34
Householding
34
Matters Submitted to a Shareholder Vote
35
Privacy Policy
35


 
HENNESSY FUNDS
1-800-966-4354
 



December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 

 
Best regards,
 
Neil J. Hennessy
President and Chief Investment Officer

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 


HENNESSY FUNDS
1-800-966-4354
 

3

Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT



 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Large Value Fund –
     
  Investor Class (HLVFX)
1.77%
12.30%
5.51%
Hennessy Large Value Fund –
     
  Institutional Class (HLVIX)(1)
1.89%
12.65%
5.75%
Russell 1000®  Value Index
0.53%
13.26%
6.75%
S&P 500 Index
5.20%
14.33%
7.85%
 
Expense ratios from most recent prospectus: 1.21% (Investor Class); 1.11% (Institutional Class).  As set forth in the Supplement to the Prospectus dated October 7, 2015, a 12b-1 fee of 0.15% was instituted on Investor Class shares effective as of November 1, 2015, and is not included in the Investor Class expense ratio.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance for periods prior to March 20, 2009 reflects the performance of the Tamarack Value Fund, the predecessor to the Hennessy Large Value Fund.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
(1)
The inception date of Institutional Class shares is March 20, 2009.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Stuart Lippe, Barbara Browning, CFA, and Adam Scheiner, CFA RBC Global Asset Management (U.S.) Inc. (sub-advisor)
 

 
 
HENNESSYFUNDS.COM
 
4


Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Large Value Fund returned 1.77%, outperforming the Russell 1000® Value Index, which returned 0.53%, but underperforming the S&P 500 Index, which returned 5.20%, for the same period.
 
The Fund’s relative outperformance was due primarily to favorable stock selection in the Consumer Staples, Consumer Discretionary and Health Care sectors, which outweighed the adverse stock selection in the Energy, Information Technology and Financials sectors. Performance due to sector allocation decisions was essentially flat, as the Fund’s sector neutral mandate, by design, limits the impact of sector weighting decisions, with the Fund’s managers instead making bets at the industry level. The positive effect of the modest underweight position in the Energy sector was partially offset by the adverse effect of a slight underweight position in the Health Care sector.
 
Within the Consumer Staples sector, Kraft Heinz Co. (+46%), a food and beverage product manufacturer, and Kroger Co. (+33%), a retail food and drug store operator, were both strong performers. Kraft was bought out by 3G Capital Inc. in the first quarter of 2015 and later merged with Heinz. The market is hopeful that the combination of the two companies, which is valued at over $50 billion, should be able to create significant synergies, benefiting shareholders through lower costs and higher efficiency. The Fund no longer holds Kraft Heinz, as we consider the post-acquisition valuation too rich. Kroger had been executing well despite being in a competitive space, and investors favored the company this year especially due to its domestic focus and limited overseas exposure. Kroger also benefitted from lower fuel costs. The Fund no longer holds Kroger as we believe that due to the fiercely competitive nature of grocery retailing, it will be difficult for Kroger to continue to drive comparable store sales growth faster than 5% per year without sacrificing margin. In addition, Kroger has reaccelerated its capital spending to the point that it is not expected to be free cash flow positive for the next 12 months. The Fund also benefitted from not holding some poor-performing stocks in the sector, including Wal-Mart Stores, Inc. (-23%) and Avon Products, Inc. (-60%).
 
The Consumer Discretionary sector was also a significant contributor to relative performance. Advance Auto Parts, Inc. (+30%), a retailer of automotive aftermarket parts, was the largest contributor to performance within the sector. The company acquired General Parts and the Carquest line of auto supply shops earlier this year.  This is expected to provide synergies and margin expansion. Advance Auto Parts also attracted the attention of Starboard Value, an activist investor, who has identified several catalysts and opportunities for significant margin expansion. The Fund continues to hold Advance Auto Parts.
 
Our stock selection within the Health Care sector positively contributed to performance as well. Aetna, Inc. (+32%), a health care benefits provider, was the top performer in the portfolio within this sector, as the company announced a bid for Humana at $230 per share in cash and stock. Currently, any combination of the top five managed care companies seems to be considered by investors to be a good deal for both the acquiring and the acquired company.  Humana is very strong in Medicare Advantage, which is growing rapidly as baby boomers retire, and is an area where Aetna does not have a strong presence. At the same time, investors think there will be huge cost synergies from the acquisition, especially looking out four or five years. The Fund continues to hold Aetna.
 
On the negative side of the ledger, stock selection in the Energy sector detracted from relative performance.  Oil and gas exploration and production companies, Whiting Petroleum Corp. (-56%) and Marathon Oil Corp. (-46%) declined, primarily due to the
 


HENNESSY FUNDS
1-800-966-4354
 

5


sharp drop in oil prices at the end of 2014.  In the fourth calendar quarter of 2014, the Energy sector was the worst performing sector in the market by far. Marathon Oil and Whiting Petroleum were no exception, as the stocks plunged despite both companies having beaten earnings estimates. Other factors that hurt Whiting included its decision not to hedge its oil production for 2015, the substantial debt it picked up with the acquisition of Kodiak, and the perception that the Bakken itself is in trouble. The Fund no longer holds Whiting but does still hold Marathon Oil.
 
Within the Information Technology sector, the largest detractor from performance was data storage solutions provider Western Digital, Inc. (-31%). The stock was down due to currency headwinds and a deterioration of the PC business. Offsetting Western Digital’s negative performance in the sector was our overweight position in Microsoft Corp. (+15%). The company benefitted from favorable trends in its software as a service (SAAS) and cloud businesses.  Both its Windows 365 platform and cloud hosting are growing nicely. The Fund continues to hold Western Digital and Microsoft.
 
Investment Outlook:
 
We remain confident in our stock selection-driven process and our ability to find special situation stocks that are expected to outperform regardless of the market environment. While investment decisions are the result of bottom-up stock selection and our sector-neutral mandate requires investment in all 10 major sectors of the market, there are a number of industry-based themes that we believe could drive performance of the Fund over the coming year. Within the Consumer Discretionary sector, we are overweight department stores and multiline retail.  The department stores and multiline retailers are insulated from online competition somewhat by their breadth of offerings, are less reliant on mall foot traffic, and are farther ahead in building online and “omnichannel” capabilities than specialty retail stores.
 
In regard to Technology, trends in the industry continue to favor companies exposed to the secular growth areas of mobile content, cloud and software. We continue to look for attractively valued opportunities in these areas. We are overweight semiconductors as we look for exposure to the Internet of Things (IoT).  Essentially, the IoT is the idea of everyday things becoming “connected” or “smart.” This transition is occurring in autos through infotainment offerings, safety features, and fuel efficiency mechanisms that all require integrated circuits and sensors to communicate, measure and process data. This theme is also penetrating other industries, such as industrial automation, appliances, and fitness wearables. Finally, in Health Care, we are seeing continued growth in demand for health services prompted by health care reform (especially with regard to managed care) that we believe supports our overweight position in health care products and services.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 1000® Value Index is an unmanaged index commonly used to measure the performance of U.S. large-capitalization value stocks. The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund may invest in medium-capitalization companies, which may have more limited liquidity and greater price volatility than large-capitalization companies.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Free cash flow is a measure of how much cash a business generates after accounting for capital expenditures.
 
 
 
 
HENNESSYFUNDS.COM
 
6


Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY LARGE VALUE FUND
 
(% of Net Assets)
 


 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Wells Fargo & Co.
3.83%
Exxon Mobil Corp.
3.20%
Microsoft Corp.
2.98%
Occidental Petroleum Corp.
2.93%
Altria Group, Inc.
2.79%
JPMorgan Chase & Co.
2.74%
Johnson & Johnson
2.69%
General Electric Co.
2.66%
DTE Energy Co.
2.49%
Citigroup, Inc.
2.20%
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 

 
HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 95.54%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 6.68%
           
Advance Auto Parts, Inc.
   
8,950
   
$
1,775,948
     
1.24
%
Carnival Corp. (b)
   
26,560
     
1,436,365
     
1.00
%
Ford Motor Co.
   
113,305
     
1,678,047
     
1.17
%
Macy’s, Inc.
   
16,000
     
815,680
     
0.57
%
Target Corp.
   
27,155
     
2,095,823
     
1.47
%
Time Warner, Inc.
   
23,420
     
1,764,463
     
1.23
%
             
9,566,326
     
6.68
%
                         
Consumer Staples – 6.14%
                       
Altria Group, Inc.
   
66,010
     
3,991,625
     
2.79
%
General Mills, Inc.
   
32,320
     
1,878,115
     
1.31
%
PepsiCo, Inc.
   
14,100
     
1,440,879
     
1.01
%
Procter & Gamble Co.
   
19,385
     
1,480,626
     
1.03
%
             
8,791,245
     
6.14
%
                         
Energy – 12.49%
                       
Anadarko Petroleum Corp.
   
39,660
     
2,652,461
     
1.85
%
Chevron Corp.
   
13,625
     
1,238,240
     
0.86
%
ConocoPhillips
   
31,260
     
1,667,721
     
1.16
%
Exxon Mobil Corp.
   
55,310
     
4,576,349
     
3.20
%
FMC Technologies, Inc. (a)
   
40,890
     
1,383,309
     
0.97
%
Marathon Oil Corp.
   
66,385
     
1,220,156
     
0.85
%
Occidental Petroleum Corp.
   
56,290
     
4,195,857
     
2.93
%
Valero Energy Corp.
   
14,575
     
960,784
     
0.67
%
             
17,894,877
     
12.49
%
                         
Financials – 23.95%
                       
Affiliated Managers Group, Inc. (a)
   
8,340
     
1,503,369
     
1.05
%
Allstate Corp.
   
22,995
     
1,422,931
     
0.99
%
American International Group, Inc.
   
24,585
     
1,550,330
     
1.08
%
Bank of America Corp.
   
118,645
     
1,990,863
     
1.39
%
BlackRock, Inc.
   
7,520
     
2,646,814
     
1.85
%
Citigroup, Inc.
   
59,335
     
3,154,842
     
2.20
%
CME Group, Inc.
   
12,240
     
1,156,313
     
0.81
%
Hartford Financial Services Group, Inc.
   
56,035
     
2,592,179
     
1.81
%
JPMorgan Chase & Co.
   
61,045
     
3,922,141
     
2.74
%
KeyCorp
   
53,134
     
659,924
     
0.46
%

The accompanying notes are an integral part of these financial statements.

 
 
 
HENNESSYFUNDS.COM
 
8


COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials (Continued)
           
Marsh & McLennan Companies, Inc.
   
39,045
   
$
2,176,368
     
1.52
%
MetLife, Inc.
   
36,285
     
1,828,038
     
1.28
%
Morgan Stanley
   
49,395
     
1,628,553
     
1.14
%
SunTrust Banks, Inc.
   
47,074
     
1,954,513
     
1.36
%
Synchrony Financial (a)
   
20,414
     
627,935
     
0.44
%
Wells Fargo & Co.
   
101,380
     
5,488,713
     
3.83
%
             
34,303,826
     
23.95
%
                         
Health Care – 12.86%
                       
Aetna, Inc.
   
13,952
     
1,601,410
     
1.12
%
Allergan PLC (a)(b)
   
2,340
     
721,820
     
0.50
%
CIGNA Corp.
   
19,566
     
2,622,627
     
1.83
%
Johnson & Johnson
   
38,160
     
3,855,305
     
2.69
%
Medtronic PLC (b)
   
23,235
     
1,717,531
     
1.20
%
Merck & Co., Inc.
   
49,980
     
2,731,907
     
1.91
%
Pfizer, Inc.
   
90,665
     
3,066,290
     
2.14
%
Thermo Fisher Scientific, Inc.
   
16,160
     
2,113,405
     
1.47
%
             
18,430,295
     
12.86
%
                         
Industrials – 11.83%
                       
CSX Corp.
   
41,978
     
1,132,986
     
0.79
%
Danaher Corp.
   
22,080
     
2,060,285
     
1.44
%
Dover Corp.
   
11,310
     
728,703
     
0.51
%
FedEx Corp.
   
8,342
     
1,301,769
     
0.91
%
General Dynamics Corp.
   
9,380
     
1,393,680
     
0.97
%
General Electric Co.
   
131,650
     
3,807,318
     
2.66
%
Honeywell International, Inc.
   
16,920
     
1,747,498
     
1.22
%
Ingersoll-Rand PLC (b)
   
24,765
     
1,467,574
     
1.02
%
Northrop Grumman Corp.
   
7,050
     
1,323,638
     
0.92
%
Ryder System, Inc.
   
13,539
     
971,829
     
0.68
%
Southwest Airlines Co.
   
21,851
     
1,011,483
     
0.71
%
             
16,946,763
     
11.83
%
                         
Information Technology – 12.71%
                       
Adobe Systems, Inc. (a)
   
12,390
     
1,098,497
     
0.77
%
Avago Technologies, Ltd.
   
6,100
     
751,093
     
0.52
%
Ciena Corp. (a)
   
39,165
     
945,443
     
0.66
%
Cisco Systems, Inc.
   
102,830
     
2,966,646
     
2.07
%
 
The accompanying notes are an integral part of these financial statements.
 
 

HENNESSY FUNDS
1-800-966-4354
 

9


COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Information Technology (Continued)
           
Citrix Systems, Inc. (a)
   
18,790
   
$
1,542,659
     
1.08
%
F5 Networks, Inc. (a)
   
7,861
     
866,282
     
0.60
%
LAM Research Corp.
   
22,635
     
1,733,615
     
1.21
%
Microsoft Corp.
   
81,125
     
4,270,420
     
2.98
%
NXP Semiconductors NV (a)(b)
   
13,869
     
1,086,636
     
0.76
%
Skyworks Solutions, Inc.
   
25,885
     
1,999,357
     
1.40
%
Western Digital Corp.
   
14,195
     
948,510
     
0.66
%
             
18,209,158
     
12.71
%
                         
Materials – 2.78%
                       
CF Industries Holdings, Inc.
   
16,360
     
830,597
     
0.58
%
PPG Industries, Inc.
   
14,810
     
1,544,091
     
1.08
%
WestRock Co.
   
29,965
     
1,610,918
     
1.12
%
             
3,985,606
     
2.78
%
                         
Telecommunication Services – 0.67%
                       
Level 3 Communications, Inc. (a)
   
18,945
     
965,248
     
0.67
%
                         
Utilities – 5.43%
                       
Ameren Corp.
   
19,630
     
857,438
     
0.60
%
American Electric Power, Inc.
   
33,000
     
1,869,450
     
1.31
%
DTE Energy Co.
   
43,745
     
3,569,155
     
2.49
%
Exelon Corp.
   
52,976
     
1,479,090
     
1.03
%
             
7,775,133
     
5.43
%
                         
Total Common Stocks
                       
  (Cost $115,164,354)
           
136,868,477
     
95.54
%
                         
REITS – 3.83%
                       
                         
Financials – 3.83%
                       
AvalonBay Communities, Inc.
   
14,890
     
2,603,219
     
1.82
%
Host Hotels & Resorts, Inc.
   
82,932
     
1,437,211
     
1.00
%
Kilroy Realty Corp.
   
21,894
     
1,441,501
     
1.01
%
                         
Total REITS
                       
  (Cost $5,491,235)
           
5,481,931
     
3.83
%
 
The accompanying notes are an integral part of these financial statements.

 
 
 
HENNESSYFUNDS.COM
 
10


SHORT-TERM INVESTMENTS – 1.22%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 1.22%
           
Fidelity Government Portfolio –
           
  Institutional Class, 0.01% (c)
   
1,749,592
   
$
1,749,592
     
1.22
%
                         
Total Short-Term Investments
                       
  (Cost $1,749,592)
           
1,749,592
     
1.22
%
                         
Total Investments
                       
  (Cost $122,405,181) – 100.59%
           
144,100,000
     
100.59
%
Liabilities in
                       
  Excess of Other Assets – (0.59)%
           
(842,604
)
   
(0.59
)%
TOTAL NET ASSETS – 100.00%
         
$
143,257,396
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of October 31, 2015.

 

HENNESSY FUNDS
1-800-966-4354
 

11

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
9,566,326
   
$
   
$
   
$
9,566,326
 
Consumer Staples
   
8,791,245
     
     
     
8,791,245
 
Energy
   
17,894,877
     
     
     
17,894,877
 
Financials
   
34,303,826
     
     
     
34,303,826
 
Health Care
   
18,430,295
     
     
     
18,430,295
 
Industrials
   
16,946,763
     
     
     
16,946,763
 
Information Technology
   
18,209,158
     
     
     
18,209,158
 
Materials
   
3,985,606
     
     
     
3,985,606
 
Telecommunication Services
   
965,248
     
     
     
965,248
 
Utilities
   
7,775,133
     
     
     
7,775,133
 
Total Common Stocks
 
$
136,868,477
   
$
   
$
   
$
136,868,477
 
REITS
                               
Financials
 
$
5,481,931
   
$
   
$
   
$
5,481,931
 
Total REITS
 
$
5,481,931
   
$
   
$
   
$
5,481,931
 
Short-Term Investments
                               
Money Market Funds
 
$
1,749,592
   
$
   
$
   
$
1,749,592
 
Total Short-Term Investments
 
$
1,749,592
   
$
   
$
   
$
1,749,592
 
Total Investments
 
$
144,100,000
   
$
   
$
   
$
144,100,000
 

 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
The accompanying notes are an integral part of these financial statements.

 
 
 
HENNESSYFUNDS.COM
 
12

 
Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $122,405,181)
 
$
144,100,000
 
Dividends and interest receivable
   
130,099
 
Receivable for fund shares sold
   
68,036
 
Receivable for securities sold
   
2,054,692
 
Prepaid expenses and other assets
   
14,532
 
Total Assets
   
146,367,359
 
         
LIABILITIES:
       
Payable for securities purchased
   
2,914,196
 
Payable for fund shares redeemed
   
300
 
Payable to advisor
   
101,711
 
Payable to administrator
   
22,806
 
Payable to auditor
   
22,600
 
Accrued service fees
   
11,871
 
Accrued trustees fees
   
2,407
 
Accrued expenses and other payables
   
34,072
 
Total Liabilities
   
3,109,963
 
NET ASSETS
 
$
143,257,396
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
109,993,673
 
Accumulated net investment income
   
1,020,438
 
Accumulated net realized gain on investments
   
10,548,466
 
Unrealized net appreciation on investments
   
21,694,819
 
Total Net Assets
 
$
143,257,396
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
141,956,807
 
Shares issued and outstanding
   
4,209,437
 
Net asset value, offering price and redemption price per share
 
$
33.72
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
1,300,589
 
Shares issued and outstanding
   
38,456
 
Net asset value, offering price and redemption price per share
 
$
33.82
 
 
The accompanying notes are an integral part of these financial statements.
 

 
HENNESSY FUNDS
1-800-966-4354
 

13

 
Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income
 
$
3,145,614
 
Interest income
   
141
 
Total investment income
   
3,145,755
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
1,273,573
 
Service fees – Investor Class (See Note 5)
   
149,326
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
147,112
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
116,001
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
769
 
Federal and state registration fees
   
29,483
 
Audit fees
   
23,392
 
Compliance expense
   
22,187
 
Reports to shareholders
   
16,079
 
Trustees’ fees and expenses
   
11,522
 
Legal fees
   
2,250
 
Other expenses
   
13,397
 
Total expenses before reimbursement by advisor
   
1,805,091
 
Expense reimbursement by advisor – Institutional Class (See Note 5)
   
(144
)
Net expenses
   
1,804,947
 
NET INVESTMENT INCOME
 
$
1,340,808
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
10,907,367
 
Net change in unrealized depreciation on investments
   
(9,429,582
)
Net gain on investments
   
1,477,785
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
2,818,593
 
 
The accompanying notes are an integral part of these financial statements.

 
 
 
HENNESSYFUNDS.COM
 
14

 
Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
1,340,808
   
$
1,189,360
 
Net realized gain on investments
   
10,907,367
     
18,120,591
 
Net change in unrealized appreciation
               
  (depreciation) on investments
   
(9,429,582
)
   
384,704
 
Net increase in net assets resulting from operations
   
2,818,593
     
19,694,655
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
(1,223,834
)
   
(1,140,763
)
Institutional Class
   
(4,422
)
   
(3,752
)
Net realized gains
               
Investor Class
   
(6,143,232
)
   
 
Institutional Class
   
(16,453
)
   
 
Total distributions
   
(7,387,941
)
   
(1,144,515
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
1,694,661
     
1,675,893
 
Proceeds from shares subscribed – Institutional Class
   
963,669
     
60,482
 
Dividends reinvested – Investor Class
   
7,104,575
     
1,092,130
 
Dividends reinvested – Institutional Class
   
20,495
     
3,353
 
Cost of shares redeemed – Investor Class
   
(13,521,759
)
   
(13,509,532
)
Cost of shares redeemed – Institutional Class
   
(82,147
)
   
(46,510
)
Net decrease in net assets derived from
               
  capital share transactions
   
(3,820,506
)
   
(10,724,184
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(8,389,854
)
   
7,825,956
 
                 
NET ASSETS:
               
Beginning of year
   
151,647,250
     
143,821,294
 
End of year
 
$
143,257,396
   
$
151,647,250
 
Undistributed net investment income, end of year
 
$
1,020,438
   
$
914,964
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
49,427
     
51,293
 
Shares sold – Institutional Class
   
28,858
     
1,784
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
208,039
     
34,322
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
598
     
105
 
Shares redeemed – Investor Class
   
(395,518
)
   
(412,605
)
Shares redeemed – Institutional Class
   
(2,406
)
   
(1,408
)
Net decrease in shares outstanding
   
(111,002
)
   
(326,509
)
 
The accompanying notes are an integral part of these financial statements.
 
 

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 

 
PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income
Net realized and unrealized gains on investments
Total from investment operations


Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate(1)

 


 
(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

 
 
 
HENNESSYFUNDS.COM
 
16


 
 
 
 
 
 
 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
34.79
   
$
30.70
   
$
24.71
   
$
21.47
   
$
20.57
 
                                     
                                     
 
0.30
     
0.28
     
0.28
     
0.28
     
0.22
 
 
0.32
     
4.06
     
6.00
     
3.14
     
0.89
 
 
0.62
     
4.34
     
6.28
     
3.42
     
1.11
 
                                     
                                     
 
(0.27
)
   
(0.25
)
   
(0.29
)
   
(0.18
)
   
(0.21
)
 
(1.42
)
   
     
     
     
 
 
(1.69
)
   
(0.25
)
   
(0.29
)
   
(0.18
)
   
(0.21
)
$
33.72
   
$
34.79
   
$
30.70
   
$
24.71
   
$
21.47
 
                                     
 
1.77
%
   
14.20
%
   
25.64
%
   
16.07
%
   
5.36
%
                                     
                                     
$
141.96
   
$
151.25
   
$
143.48
   
$
125.00
   
$
123.97
 
 
1.20
%
   
1.28
%
   
1.33
%
   
1.40
%
   
1.38
%
 
0.90
%
   
0.80
%
   
0.98
%
   
1.16
%
   
0.97
%
 
85
%
   
85
%
   
91
%
   
111
%
   
149
%
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

17


Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment income
Net realized and unrealized gains on investments
Total from investment operations


Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)

 
 

 
(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
18

 
 
 




Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
34.94
   
$
30.83
   
$
24.83
   
$
21.56
   
$
20.65
 
                                     
                                     
 
0.23
     
0.34
     
0.49
     
0.39
     
0.27
 
 
0.44
     
4.11
     
5.90
     
3.15
     
0.92
 
 
0.67
     
4.45
     
6.39
     
3.54
     
1.19
 
                                     
                                     
 
(0.36
)
   
(0.34
)
   
(0.39
)
   
(0.27
)
   
(0.28
)
 
(1.43
)
   
     
     
     
 
 
(1.79
)
   
(0.34
)
   
(0.39
)
   
(0.27
)
   
(0.28
)
$
33.82
   
$
34.94
   
$
30.83
   
$
24.83
   
$
21.56
 
                                     
 
1.89
%
   
14.55
%
   
26.08
%
   
16.58
%
   
5.76
%
                                     
                                     
$
1.30
   
$
0.40
   
$
0.34
   
$
0.06
   
$
0.04
 
                                     
 
1.18
%
   
1.18
%
   
1.14
%
   
1.22
%
   
1.21
%
 
1.15
%
   
0.98
%
   
0.98
%
   
0.98
%
   
0.98
%
                                     
 
0.83
%
   
0.91
%
   
1.07
%
   
1.29
%
   
1.13
%
 
0.86
%
   
1.11
%
   
1.23
%
   
1.53
%
   
1.36
%
 
85
%
   
85
%
   
91
%
   
111
%
   
149
%

 

 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

19


Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Large Value Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The investment objective of the Fund is long-term growth of capital and current income.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective administration, shareholder servicing, and transfer agent expenses and sales charges, if any. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
   
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$(7,078)
$7,078
$—
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the

 
 
 
HENNESSYFUNDS.COM
 
20


 
amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
   
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.



HENNESSY FUNDS
1-800-966-4354
 

21


 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
   
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.


 
 
HENNESSYFUNDS.COM
 
22

3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable
 


HENNESSY FUNDS
1-800-966-4354
 

23

registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 

 
 
HENNESSYFUNDS.COM
 
24


The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $125,014,670 and $134,049,392, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.85%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $101,711.
 
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, RBC Global Asset Management (U.S.) Inc.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
In the past, the Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceeded 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares could only be terminated by the Board and was terminated by the Board as of February 28, 2015.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  The Advisor waived or reimbursed expenses of $144 for the Fund during the fiscal year ended October 31, 2015.  As of October 31, 2015, cumulative expenses subject to potential recovery under the aforementioned conditions were $153 for Institutional Class shares, of which $9 will expire on October 31, 2017, and $144 will expire on October 31, 2018.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder service fees payable by the Fund as of October 31, 2015 were $11,871.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial
 


HENNESSY FUNDS
1-800-966-4354
 

25

intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $116,770.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $147,112.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
Cost of investments for tax purposes
 
$
123,086,450
 
 
Gross tax unrealized appreciation
 
$
26,647,958
 
 
Gross tax unrealized depreciation
   
(5,634,408
)
 
Net tax unrealized appreciation
 
$
21,013,550
 
 
Undistributed ordinary income
 
$
1,846,994
 
 
Undistributed long-term capital gains
   
10,403,179
 
 
Total distributable earnings
 
$
12,250,173
 
 
Other accumulated loss
 
$
 
 
Total accumulated gain
 
$
33,263,723
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals.
 

 
 
HENNESSYFUNDS.COM
 
26

 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
Ordinary income
 
$
1,228,256
   
$
1,144,515
 
Long-term capital gain
 
   
6,159,685
     
 
   
$
7,387,941
   
$
1,144,515
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
   
Long-term
Short-term
 
Investor Class
$2.45891
$0.19537
 
Institutional Class
$2.46247
$0.19565
 
Effective November 1, 2015, the Fund adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares.  Even though the authorized rate is up to 0.25%, the Fund has only used 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since the plan was implemented on November 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, and the printing and mailing of sales literature.

 

HENNESSY FUNDS
1-800-966-4354
 

27


Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Large Value Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Large Value Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
 

Milwaukee, Wisconsin
December 23, 2015
 

 
 
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28


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.
 


HENNESSY FUNDS
1-800-966-4354
 

29


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution Hennessy Funds  
 
 
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.
 
 
 
 
HENNESSYFUNDS.COM
 
30


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.

 
(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 


HENNESSY FUNDS
1-800-966-4354
 


31


Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.

 
 
 
HENNESSYFUNDS.COM
 
32

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   976.50
$6.03
Hypothetical (5% return before expenses)
$1,000.00
$1,019.11
$6.16
       
Institutional Class
     
Actual
$1,000.00
$   976.90
$6.23
Hypothetical (5% return before expenses)
$1,000.00
$1,018.90
$6.36

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.21% for Investor Class shares or 1.25% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 

HENNESSY FUNDS
1-800-966-4354
 


33

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.

 
 
 
HENNESSYFUNDS.COM
 
34

Matters Submitted to a Shareholder Vote
 
A special meeting of shareholders of the Investor Class shares of the Fund was held on September 15, 2015, and the following matters were approved by the Fund’s voting Investor Class shares:
 
 
For
Against
Abstain
To approve a distribution
     
(Rule 12b-1) plan for the
     
Investor Class shares of the Fund
1,787,502.562
353,770.518
97,505.575
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.

 

HENNESSY FUNDS
1-800-966-4354
 

35













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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 



INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202


 
 
 

hennessyfunds.com
1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 



 
 
 
ANNUAL REPORT

OCTOBER 31, 2015





 
HENNESSY TOTAL RETURN FUND
 
Investor Class HDOGX





hennessyfunds.com
1-800-966-4354


 









(This Page Intentionally Left Blank.)
 

 

 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Statement of Cash Flows
14
Financial Highlights
16
Notes to the Financial Statements
18
Report of Independent Registered Public Accounting Firm
25
Trustees and Officers of the Fund
26
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Federal Tax Distribution Information
32
Householding
32
Privacy Policy
33
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 

December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
 
Best regards,
 
Neil J. Hennessy
President and Chief Investment Officer

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 

 
HENNESSY FUNDS
1-800-966-4354
 

3

Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Total
     
  Return Fund (HDOGX)
1.22%
9.08%
5.66%
75/25 Blended DJIA/Treasury Index*
3.20%
9.40%
6.62%
Dow Jones Industrial Average
4.06%
12.51%
8.18%
 
Expense ratio: 1.26%
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratio presented is from the most recent prospectus.
 
*
The 75/25 Blended DJIA/Treasury Index consists of 75% common stocks represented by the Dow Jones Industrial Average and 25% short-duration Treasury securities represented by the BofA Merrill Lynch 90-day U.S. Treasury Bill Index.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil Hennessy and Brian Peery
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Hennessy Total Return Fund returned 1.22%, underperforming the 75/25 Blended DJIA/Treasury Index* and the Dow Jones Industrial Average, which returned 3.20% and 4.06% for the same period, respectively.
 
The Fund maintains a roughly 25% weighting in U.S. Treasuries, which caused it to underperform its equity benchmark, the Dow Jones Industrial Average, for the twelve-
 
 
 
 
HENNESSYFUNDS.COM
 
4

month period ended October 31, 2015. The Fund also underperformed its 75/25 Blended DJIA/Treasury Index* benchmark as a result of sector allocation, in particular the Fund’s underweight position in the Consumer Discretionary sector and, to a lesser extent, the Fund’s slight overweight position in Energy. The Fund did not own The Walt Disney Company, Home Depot, Inc. or Nike, Inc. in the Consumer Discretionary sector, each of which posted returns of more than 25% for the period.  Strong performance from several other portfolio holdings, including General Electric Co, Cisco Systems, Inc. and Pfizer, Inc. (U.S.), were unfortunately insufficient to offset the relative losses from other sectors. The Fund continues to hold General Electric, Cisco and Pfizer.
 
Portfolio Strategy:
 
The Fund invests approximately 75% of its assets in the “Dogs of the Dow,” the 10-highest yielding Dow stocks, and 25% of its assets in U.S. Treasuries. As a result of this “blended” strategy, the Fund may be expected to underperform equities in periods when markets rise and outperform in periods when markets fall. The Fund is designed to allow investors to gain exposure to the equity market while maintaining a percentage of their investment in fixed income securities. We believe the Fund is well positioned for the more conservative investor, as the equity portion of the portfolio is invested in what we would deem to be high quality companies, each with a relatively high dividend yield historically. The relatively short duration of the 25% weighting of U.S. Treasuries in the portfolio (all less than one year) may allow us the ability to roll into higher yielding treasuries in the event yields continue to rise.
 
Market Outlook:
 
Over the twelve-month period ended October 31, 2015, U.S. equities, as measured by the S&P 500 Index, advanced by just over 5%. Notwithstanding this modest rise, the year was marked by a great deal of volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve dominated investor thinking. Earnings growth, too, caused anxiety for investors. Lower energy prices impacted many companies in the Energy sector, and the higher U.S. Dollar and slower growth abroad affected exporters. Many companies saw their sales and earnings growth slow.
 
In the end, however, confidence in continued economic growth was strong enough to offset investor concerns, with the market staging a dramatic rally in October, the final month of the Fund’s fiscal year. We believe the basic fundamentals of the market are attractive, and we continue to be optimistic about the possibility of further market advances over the course of the next year. The economy is growing slowly but steadily. Inflation is low, so we expect that the Fed, once they do start to raise rates, will not raise them by very much. The labor market has continued to recover over the last 12 months, and consumer confidence appears buoyant. Most importantly, we do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 have forward PE ratios of approximately 16x and 17x, respectively, close to long-term averages. Corporate balance sheets appear to be in excellent shape, and while executives have shown some reluctance to increase capital spending beyond maintenance levels this cycle, we believe companies will eventually start investing for expansion. This spending could, in turn, help drive share prices higher through an acceleration in sales and earnings growth.
 

*
The 75/25 Blended DJIA/Treasury Index consists of 75% common stocks represented by the Dow Jones Industrial Average and 25% short-duration Treasury securities represented by the BofA Merrill Lynch 90-day U.S. Treasury Bill Index.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
5

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The S&P 500 Index and Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. The BofA Merrill Lynch 90-day U.S. Treasury Bill Index is an unmanaged index of Treasury securities maturing in 90 days. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. Dividend yield is calculated as the annual dividends paid by a company divided by its market price per share.  PE, or price to earnings, is calculated by dividing a company’s market price per share by its earnings per share.
 

 
 
HENNESSYFUNDS.COM

6


Financial Statements
Schedule of Investments as of October 31, 2015
 
HENNESSY TOTAL RETURN FUND
 
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS
% NET ASSETS
U.S. Treasury Bill, 0.015%, 01/21/2016
28.80%
U.S. Treasury Bill, 0.055%, 12/17/2015
21.61%
U.S. Treasury Bill, 0.120%, 11/19/2015
14.41%
General Electric Co.
  7.19%
Pfizer, Inc.
  6.93%
Verizon Communications, Inc.
  6.92%
Chevron Corp.
  6.82%
Merck & Co., Inc.
  6.55%
Procter & Gamble Co.
  6.50%
Exxon Mobil Corp.
  5.60%

 

 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
7


COMMON STOCKS – 69.89%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 5.19%
           
McDonald’s Corp.
   
32,100
   
$
3,603,225
     
5.19
%
                         
Consumer Staples – 11.81%
                       
Procter & Gamble Co.
   
59,100
     
4,514,058
     
6.50
%
The Coca-Cola Co.
   
52,000
     
2,202,200
     
3.17
%
Wal-Mart Stores, Inc.
   
25,900
     
1,482,516
     
2.14
%
             
8,198,774
     
11.81
%
                         
Energy – 12.42%
                       
Chevron Corp.
   
52,100
     
4,734,848
     
6.82
%
Exxon Mobil Corp.
   
47,000
     
3,888,780
     
5.60
%
             
8,623,628
     
12.42
%
                         
Health Care – 13.48%
                       
Merck & Co., Inc.
   
83,200
     
4,547,712
     
6.55
%
Pfizer, Inc.
   
142,100
     
4,805,822
     
6.93
%
             
9,353,534
     
13.48
%
                         
Industrials – 12.49%
                       
Caterpillar, Inc.
   
50,400
     
3,678,696
     
5.30
%
General Electric Co.
   
172,700
     
4,994,484
     
7.19
%
             
8,673,180
     
12.49
%
                         
Information Technology – 5.32%
                       
Cisco Systems, Inc.
   
22,000
     
634,700
     
0.91
%
Intel Corp.
   
7,100
     
240,406
     
0.35
%
International Business Machines Corp.
   
20,100
     
2,815,608
     
4.06
%
             
3,690,714
     
5.32
%
                         
Materials – 0.31%
                       
E.I. du Pont de Nemours & Co.
   
3,400
     
215,560
     
0.31
%
                         
Telecommunication Services – 8.87%
                       
AT&T, Inc.
   
40,500
     
1,357,155
     
1.95
%
Verizon Communications, Inc.
   
102,400
     
4,800,512
     
6.92
%
             
6,157,667
     
8.87
%
                         
Total Common Stocks
                       
  (Cost $43,780,873)
           
48,516,282
     
69.89
%

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

8


SHORT-TERM INVESTMENTS – 70.38%
 
Number of Shares/
       
% of
 
   
Par Amount
   
Value
   
Net Assets
 
Money Market Funds – 5.56%
           
Federated Government Obligations Fund –
           
   Class I, 0.01% (a)
   
524,742
   
$
524,742
     
0.76
%
Fidelity Government Portfolio –
                       
  Institutional Class, 0.01% (a)
   
3,335,000
     
3,335,000
     
4.80
%
             
3,859,742
     
5.56
%
U.S. Treasury Bills (c) – 64.82%
                       
0.120%, 11/19/2015 (b)
   
10,000,000
     
9,999,950
     
14.41
%
0.055%, 12/17/2015 (b)
   
15,000,000
     
14,999,233
     
21.61
%
0.015%, 01/21/2016 (b)
   
20,000,000
     
19,997,280
     
28.80
%
             
44,996,463
     
64.82
%
                         
Total Short-Term Investments
                       
  (Cost $48,859,263)
           
48,856,205
     
70.38
%
                         
Total Investments
                       
  (Cost $92,640,136) – 140.27%
           
97,372,487
     
140.27
%
Liabilities in Excess
                       
  of Other Assets – (40.27)%
           
(27,956,410
)
   
(40.27
)%
TOTAL NET ASSETS – 100.00%
         
$
69,416,077
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
(b)
The rate listed is discount rate at issue.
(c)
Collateral or partial collateral for securities sold subject to repurchase.

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

9

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
3,603,225
   
$
   
$
   
$
3,603,225
 
Consumer Staples
   
8,198,774
     
     
     
8,198,774
 
Energy
   
8,623,628
     
     
     
8,623,628
 
Health Care
   
9,353,534
     
     
     
9,353,534
 
Industrials
   
8,673,180
     
     
     
8,673,180
 
Information Technology
   
3,690,714
     
     
     
3,690,714
 
Materials
   
215,560
     
     
     
215,560
 
Telecommunication Services
   
6,157,667
     
     
     
6,157,667
 
Total Common Stocks
 
$
48,516,282
   
$
   
$
   
$
48,516,282
 
Short-Term Investments
                               
Money Market Funds
 
$
3,859,742
   
$
   
$
   
$
3,859,742
 
U.S. Treasury Bills
   
     
44,996,463
     
     
44,996,463
 
Total Short-Term Investments
 
$
3,859,742
   
$
44,996,463
   
$
   
$
48,856,205
 
Total Investments
 
$
52,376,024
   
$
44,996,463
   
$
   
$
97,372,487
 

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
Schedule of Reverse Repurchase Agreements
 
       
Principal
Maturity
 
Maturity
 
Face Value
 
Counterparty
 
Rate
 
Trade Date
Date
 
Amount
 
$
5,397,000
 
Jefferies LLC
   
0.35%
8/28/15
11/19/15
 
$
5,401,355
 
 
8,995,000
 
Jefferies LLC
   
0.50%
9/18/15
12/17/15
   
9,006,244
 
 
13,492,500
 
Jefferies LLC
   
0.40%
10/23/15
1/21/16
   
13,505,993
 
$
27,884,500
                    
$
27,913,592
 
 
As of October 31, 2015, the fair value of securities held as collateral for reverse repurchase agreements was $44,996,463 as noted on the Schedule of Investments.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10


Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $92,640,136)
 
$
97,372,487
 
Dividends and interest receivable
   
160,033
 
Receivable for fund shares sold
   
729
 
Prepaid expenses and other assets
   
9,439
 
Total Assets
   
97,542,688
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
47,698
 
Payable to advisor
   
34,882
 
Payable to administrator
   
11,423
 
Payable to auditor
   
21,600
 
Accrued distribution fees
   
64,306
 
Accrued service fees
   
5,814
 
Reverse repurchase agreements
   
27,884,500
 
Accrued interest payable
   
11,429
 
Accrued trustees fees
   
1,660
 
Accrued expenses and other payables
   
43,299
 
Total Liabilities
   
28,126,611
 
NET ASSETS
 
$
69,416,077
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
58,753,909
 
Accumulated net investment income
   
100,735
 
Accumulated net realized gain on investments
   
5,829,082
 
Unrealized net appreciation on investments
   
4,732,351
 
Total Net Assets
 
$
69,416,077
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
69,416,077
 
Shares issued and outstanding
   
4,891,750
 
Net asset value, offering price and redemption price per share
 
$
14.19
 


 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

11


Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income
 
$
2,047,241
 
Interest income
   
4,827
 
Total investment income
   
2,052,068
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
459,718
 
Distribution fees – Investor Class (See Note 5)
   
114,929
 
Interest expense (See Notes 6 and 8)
   
91,702
 
Service fees – Investor Class (See Note 5)
   
76,620
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
76,054
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
63,614
 
Audit fees
   
22,360
 
Compliance expense
   
22,186
 
Federal and state registration fees
   
20,353
 
Reports to shareholders
   
12,512
 
Trustees’ fees and expenses
   
8,368
 
Legal fees
   
1,500
 
Other expenses
   
7,988
 
Total expenses
   
977,904
 
NET INVESTMENT INCOME
 
$
1,074,164
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
5,969,412
 
Net change in unrealized depreciation on investments
   
(6,270,901
)
Net loss on investments
   
(301,489
)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
772,675
 
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

12


Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
1,074,164
   
$
1,124,705
 
Net realized gain on investments
   
5,969,412
     
7,876,199
 
Net change in unrealized depreciation on investments
   
(6,270,901
)
   
(2,312,252
)
Net increase in net assets resulting from operations
   
772,675
     
6,688,652
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(1,084,818
)
   
(1,079,733
)
Net realized gains – Investor Class
   
(5,767,007
)
   
 
Total distributions
   
(6,851,825
)
   
(1,079,733
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
2,980,355
     
6,812,637
 
Dividends reinvested – Investor Class
   
6,420,583
     
1,006,867
 
Cost of shares redeemed – Investor Class
   
(17,800,502
)
   
(19,774,754
)
Net decrease in net assets derived
               
  from capital share transactions
   
(8,399,564
)
   
(11,955,250
)
TOTAL DECREASE IN NET ASSETS
   
(14,478,714
)
   
(6,346,331
)
                 
NET ASSETS:
               
Beginning of year
   
83,894,791
     
90,241,122
 
End of year
 
$
69,416,077
   
$
83,894,791
 
Undistributed net investment income, end of year
 
$
100,735
   
$
111,389
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
203,884
     
461,575
 
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
   
448,889
     
67,319
 
Shares redeemed – Investor Class
   
(1,254,599
)
   
(1,344,123
)
Net decrease in shares outstanding
   
(601,826
)
   
(815,229
)
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
Statement of Cash Flows for the year ended October 31, 2015
 
Cash flows from operating activities:
   
Net increase in net assets from operations
 
$
772,675
 
Adjustments to reconcile net increase in net assets from
       
 operations to net cash provided by operating activities:
       
Payments to purchase securities
   
(14,853,390
)
Proceeds from sale of securities
   
27,534,958
 
(Purchase) sale of short term investments, net
   
6,922,120
 
Realized gain on investments in securities
   
(5,969,412
)
Net accretion of discount on securities
   
(4,555
)
Change in unrealized depreciation on investments in securities
   
6,270,901
 
(Increases) decreases in operating assets:
       
Decrease in dividends and interest receivable
   
21,212
 
Decrease in prepaid expenses and other assets
   
391
 
Increases (decreases) in operating liabilities:
       
Decrease in payable to advisor
   
(7,017
)
Decrease in payable to administrator
   
(7,502
)
Increase in accrued distribution fees
   
2,129
 
Decrease in accrued service fees
   
(1,169
)
Increase in accrued interest payable
   
3,471
 
Increase in accrued audit fees
   
3,010
 
Decrease in accrued trustee fees
   
(72
)
Increase in other accrued expenses and payables
   
3,970
 
Net cash provided by operating activities
   
20,691,720
 
         
Cash flows from financing activities:
       
Decrease in reverse repurchase agreements
   
(5,397,000
)
Proceeds from shares sold
   
3,012,775
 
Payment on shares redeemed
   
(17,876,823
)
Distributions paid in cash, net of reinvestments
   
(431,242
)
Net cash used in financing activities
   
(20,692,290
)
Net increase in cash
   
(570
)
         
Cash:
       
Beginning balance
   
570
 
Ending balance
 
$
 
         
Supplemental information:
       
Non-cash financing activities not included herein consists
       
  of dividend reinvestment of dividends and distributions
 
$
6,420,583
 
Proceeds from securities litigation
   
88,859
 
         
Cash paid for interest
 
$
88,231
 
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

14












(This Page Intentionally Left Blank.)
 

 

 

 

 

 

 
HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 

 
PER SHARE DATA:
Net asset value, beginning of year
 
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16


 
 

 


Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
15.27
   
$
14.30
   
$
12.64
   
$
11.47
   
$
10.57
 
                                     
                                     
 
0.20
     
0.20
     
0.16
     
0.18
     
0.18
 
 
(0.02
)
   
0.96
     
1.66
     
1.17
     
0.89
 
 
0.18
     
1.16
     
1.82
     
1.35
     
1.07
 
                                     
                                     
 
(0.20
)
   
(0.19
)
   
(0.16
)
   
(0.18
)
   
(0.17
)
 
(1.06
)
   
     
     
     
 
 
(1.26
)
   
(0.19
)
   
(0.16
)
   
(0.18
)
   
(0.17
)
$
14.19
   
$
15.27
   
$
14.30
   
$
12.64
   
$
11.47
 
                                     
 
1.22
%
   
8.15
%
   
14.49
%
   
11.78
%
   
10.22
%
                                     
                                     
$
69.42
   
$
83.89
   
$
90.24
   
$
77.67
   
$
64.13
 
 
1.28
%
   
1.34
%
   
1.37
%
   
1.37
%
   
1.34
%
 
1.40
%
   
1.31
%
   
1.16
%
   
1.44
%
   
1.56
%
 
27
%
   
23
%
   
31
%
   
22
%
   
21
%
 

 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
17


Financial Statements
Notes to the Financial Statements October 31, 2015
 
 
1).  ORGANIZATION
 
The Hennessy Total Return Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of The Hennessy Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is total return, consisting of capital appreciation and current income.  The Fund is a non-diversified fund and offers Investor Class shares.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
   
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 

 
 
HENNESSYFUNDS.COM
 
18


e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
i).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
j).
Offsetting Assets and Liabilities – The Fund follows the financial reporting rules regarding offsetting assets and liabilities and related netting arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position.  Reverse repurchase transactions are entered into by the Fund under Master Repurchase Agreements (“MRA”) that permit the Fund, under certain circumstances, including an event of default (such as bankruptcy or insolvency), to offset payables under the MRA with collateral held with the counterparty and create one single net payment from the Fund. Upon a bankruptcy or insolvency of the MRA counterparty, the Fund is considered an unsecured creditor with respect to excess collateral and, as such, the return of excess collateral may be delayed.  In the event the buyer of securities under an MRA files for bankruptcy or becomes insolvent, the Fund’s use of the proceeds of the agreement may be restricted while the other party, or its trustee or receiver, determines whether or not to enforce the Fund’s obligation to repurchase the securities.  For additional information regarding the offsetting of assets and liabilities at October 31, 2015, please reference the table in Note 8.
 

 
HENNESSY FUNDS
1-800-966-4354
 

19


k).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
 
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate
 

 
 
HENNESSYFUNDS.COM
 
20

investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
21

 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $14,853,390 and $27,446,097, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.60%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $34,882.
 
The Board has approved a Shareholder Servicing Agreement for the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund. Shareholder service fees payable by the Fund as of October 31, 2015 were $5,814.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets, although the Fund is currently only using up to 0.15% of its average daily net assets for such purpose.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $63,614.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and
 
 

 
HENNESSYFUNDS.COM
 
22

 
returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $76,054.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
92,743,932
 
Gross tax unrealized appreciation
 
$
6,417,649
 
Gross tax unrealized depreciation
   
(1,789,094
)
Net tax unrealized appreciation
 
$
4,628,555
 
Undistributed ordinary income
 
$
189,594
 
Undistributed long-term capital gains
   
5,844,019
 
Total distributable earnings
 
$
6,033,613
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
10,662,168
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
Ordinary income
 
$
1,084,818
   
$
1,079,733
 
Long-term capital gain
   
5,767,007
     
 
   
$
6,851,825
   
$
1,079,733
 

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
23

 
8).  REVERSE REPURCHASE AGREEMENTS
 
The Fund may enter into reverse repurchase agreements with the same parties with whom it may enter into repurchase agreements.  Under a reverse repurchase agreement, the Fund sells securities and agrees to repurchase them at a mutually agreed upon date and price.  Reverse repurchase agreements are regarded as a form of secured borrowing by the Fund.  Securities sold under reverse repurchase agreements are reflected as a liability on the Statement of Assets and Liabilities.  Interest payments made are recorded as a component of interest expense on the Statement of Operations.
 
For the fiscal year ended October 31, 2015, the average daily balance and average interest rate in effect for reverse repurchase agreements were $31,135,024 and 0.276%, respectively. At October 31, 2015, the interest rate in effect for the outstanding reverse repurchase agreements scheduled to mature on November 19, 2015 ($5,397,000), December 17, 2015 ($8,995,000), and January 21, 2016 ($13,492,000) was 0.35%, 0.50%, and 0.40%, respectively. Outstanding reverse repurchase agreements at October 31, 2015 were equal to 40.17% of the Fund’s net assets.
 
Below is the gross and net information about instruments and transactions eligible for offset in the Statement of Assets and Liabilities as well as instruments and transactions subject to an agreement similar to a master netting arrangement:
 
                                     
          Gross     Net                    
          Amounts     Amounts                    
          Offset     Presented      Gross Amounts Not           
       
in the
   
in the
   
Offset in the Statement
     
   
Gross
   
Statement
   
Statement
   
of Assets and Liabilities
     
   
Amounts of
   
of
   
of
       
Collateral
     
   
Recognized
   
Assets and
   
Assets and
   
Financial
   
Pledged
   
Net
 
Description
 
Liabilities
   
Liabilities
   
Liabilities
   
Instruments
   
(Received)
   
Amount
 
Reverse
                       
Repurchase
                       
Agreements
 
$
27,884,500
   
$
   
$
27,884,500
   
$
27,884,500
   
$
   
$
 
   
$
27,884,500
   
$
   
$
27,884,500
   
$
27,884,500
   
$
   
$
 
 
For additional information, please reference the “Offsetting Assets and Liabilities” section in Note 2.
 
9).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
   
Long-term
   
Short-term
 
Investor Class
 
$
1.20995
   
$
0.01840
 

 
 
 
HENNESSYFUNDS.COM
 
24

 
Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Total Return Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Total Return Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, the statement of cash flows for the year then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations and cash flows for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

 
Milwaukee, Wisconsin
December 23, 2015
 

 
HENNESSY FUNDS
1-800-966-4354
 

 
25

 
Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.
 

 
 
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26

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.
 
 
 
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1-800-966-4354
 
 
27

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.


(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 

 
 
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28








 
 
 
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29


Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 
HENNESSYFUNDS.COM
 
30

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   990.20
$6.57
Hypothetical (5% return before expenses)
$1,000.00
$1,018.60
$6.67

 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.31%, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM
 
32

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 
 

HENNESSY FUNDS
1-800-966-4354
 

33


For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 


INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 

 

hennessyfunds.com
1-800-966-4354
 
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 
 
 
 

 
 
 
ANNUAL REPORT

OCTOBER 31, 2015
 




 
HENNESSY EQUITY AND
INCOME FUND
 
Investor Class  HEIFX
Institutional Class  HEIIX
 
 
 

hennessyfunds.com  |  1-800-966-4354










 
 
 
(This Page Intentionally Left Blank.)
 

 
 

 

 

 

Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
18
Statement of Operations
19
Statements of Changes in Net Assets
21
Financial Highlights
22
Notes to the Financial Statements
26
Report of Independent Registered Public Accounting Firm
34
Trustees and Officers of the Fund
35
Expense Example
38
Proxy Voting
40
Quarterly Filings on Form N-Q
40
Federal Tax Distribution Information
40
Householding
40
Privacy Policy
41
 

 
HENNESSY FUNDS
1-800-966-4354
 
 


December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
3

Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Equity and Income Fund –
     
  Investor Class (HEIFX)
1.43%
9.26%
7.30%
Hennessy Equity and Income Fund –
     
  Institutional Class (HEIIX)
1.75%
9.55%
7.58%
Blended Balanced Index*
4.09%
9.57%
6.68%
S&P 500 Index
5.20%
14.33%
7.85%
 
Expense ratios: 1.40% (Investor Class); 1.07% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  Performance for the period from March 12, 2010 to October 26, 2012 is that of the FBR Balanced Fund and for the periods prior to March 12, 2010 is that of the AFBA 5 Star Balanced Fund.
 
The expense ratios presented are from the most recent prospectus.
 
*
The Blended Balanced Index consists of 60% common stocks represented by the S&P 500 Index and 40% bonds represented by the Barclays Capital Intermediate U.S. Government/Credit Index.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers for Equity Portion: Stephen M. Goddard, CFA (Lead Portfolio Manager), Jonathan T. Moody, CFA, J. Brian Campbell, CFA, and Mark DeVaul, CFA, CPA The London Company of Virginia, LLC (sub-advisor)
 
Portfolio Managers for Fixed Income Portion: Gary B. Cloud, CFA, and Peter G. Greig, CFA Financial Counselors, Inc. (sub-advisor)

 
 
HENNESSYFUNDS.COM
 
4

Performance:
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Equity and Income Fund returned 1.43%, underperforming the Blended Balanced Index* and the S&P 500 Index, which returned 4.09% and 5.20% for the same period, respectively.
 
Equities: Stock selection accounted for most of the relative underperformance of the equity portion of the Fund over the year, as well as the Fund’s overweight position in Materials and underweight position in Health Care. Offsetting some of the drag from individual stocks, sector allocation helped performance, especially our overweight position in the Consumer Discretionary sector and underweight position in Energy.
 
On an individual stock level, the top contributors to Fund performance for the period were Carnival Corp, Lowe’s Companies, Altria Group, Inc., Visa Inc., and Eli Lilly and Company, while the top detractors were Apache Corp (U.S.), Scripps Networks, Interactive, Inc., Mosaic Company, ConocoPhillips (U.S.), and Dollar Tree, Inc.  The Fund no longer holds Apache or Scripps Networks Interactive, but continues to hold the other named stocks.
 
Fixed Income: The Fund’s overweight position in investment grade corporate credit accounted for most of the underperformance of the fixed income portion of the Fund over the year. The Fund’s exposure to high yield credit securities, or junk bonds, also detracted from performance. Higher-yielding investment grade securities in the Fund contributed most positively to overall relative performance. Duration and yield curve-related factors were neutral drivers on relative Fund performance for the period.
 
Portfolio Strategy:
 
The Fund seeks a balanced portfolio of 60% equities and 40% fixed income with the goal of maintaining broad market exposure but with lower volatility. Our bottom-up equity selection strategy seeks companies with strong returns on capital and the flexibility to enhance shareholder value by using their balance sheets.  The fixed income portion of the portfolio focuses on high-quality domestic corporate, agency and government bonds.
 
Investment Outlook:
 
Equities: The low interest rates and relatively high equity risk premiums prevalent today can make adjusting the capital structure of balance sheets especially beneficial for shareholders.  Separately, with elevated cash levels on corporate balance sheets and dividend payout ratios near historic lows, we expect investors to reward companies that wisely deploy capital. Higher dividends, share repurchases and mergers and acquisition transactions have been, and we expect will continue to be, well-received by shareholders.
 
Many of the factors that limited gains in equities over the prior twelve months will likely remain as headwinds over the next twelve months.  Nevertheless, the U.S. consumer is benefiting from an improving balance sheet, a stronger labor market, higher wage growth and lower gas prices, while central banks around the world remain accommodative. We believe the fundamentals of the market are attractive and we continue to be optimistic about the possibility of further market advances over the course of the next year.  We believe our more conservative portfolio is well positioned for a slow growth environment that generally rewards strong capital allocation. We are still finding high conviction investment ideas.  We are always focused on limiting downside risk and we see reasons to be optimistic in that regard.
 
Fixed Income: The Federal Reserve is contemplating the first rise in short term rates in nearly a decade. While we believe the Fed will raise rates only gradually, a steep hike in U.S. rates, while our major trading partners keep their interest rates unchanged or maybe
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
5

even cut them a little, would likely lead to another sharp drop in commodity prices, a further rally in the U.S. Dollar, and create deflationary pressures strong enough to cause negative economic growth and falling prices. We do not believe this chain of events will come about. We believe the Fed is inherently cautious and is constantly modifying its forecast as the data changes. If global economic activity data remain steady, but subpar, we expect the pace and slope of future Fed rate adjustments to decline and thereby allow international growth rates to become better aligned. This should be positive for our overweight in corporate credit because it will reduce the likelihood of long-term interest rates breaking out of their multi-year range.
 

*
The Blended Balanced Index consists of 60% common stocks represented by the S&P 500 Index and 40% bonds represented by the Barclays Capital Intermediate U.S. Government/Credit Index.
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. The Barclays Capital Intermediate U.S. Government/Credit Index is an unmanaged index commonly used to measure the performance of U.S. bonds. One cannot invest directly in an index.
 
Investments in debt securities typically decrease in value when interest rates rise. The risk is greater for longer-term debt securities. Investments by the Fund in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities. Investments in Asset-Backed and Mortgage-Backed securities include additional risks that investors should be aware of including credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments. Investments in foreign securities may involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund may experience higher fees due to investments in pooled investment vehicles (including ETFs).
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 

 
 
HENNESSYFUNDS.COM
 
6

Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY EQUITY AND INCOME FUND
 
(% of Net Assets)
 

 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Altria Group, Inc.
3.63%
General Dynamics Corp.
3.08%
Carnival Corp.
3.03%
Visa, Inc., Class A
2.93%
Carmax, Inc.
2.86%
Berkshire Hathaway, Inc., Class B
2.85%
Bristol-Myers Squibb Co.
2.75%
Wells Fargo & Co.
2.66%
Eli Lilly & Co.
2.57%
Lowe’s Companies, Inc.
2.54%

 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
7


COMMON STOCKS – 60.57%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 12.64%
           
CarMax, Inc. (a)
   
223,449
   
$
13,185,726
     
2.86
%
Carnival Corp. (b)
   
258,560
     
13,982,925
     
3.03
%
Dollar Tree, Inc. (a)
   
153,700
     
10,065,813
     
2.18
%
Lowe’s Companies, Inc.
   
158,816
     
11,725,385
     
2.54
%
O’Reilly Automotive, Inc. (a)
   
34,000
     
9,392,840
     
2.03
%
             
58,352,689
     
12.64
%
                         
Consumer Staples – 6.37%
                       
Altria Group, Inc.
   
276,939
     
16,746,501
     
3.63
%
Edgewell Personal Care Co.
   
74,122
     
6,278,875
     
1.36
%
The Coca-Cola Co.
   
150,481
     
6,372,870
     
1.38
%
             
29,398,246
     
6.37
%
                         
Energy – 2.56%
                       
Chevron Corp.
   
70,591
     
6,415,310
     
1.39
%
ConocoPhillips
   
101,328
     
5,405,849
     
1.17
%
             
11,821,159
     
2.56
%
                         
Financials – 11.63%
                       
Alleghany Corp. (a)
   
19,270
     
9,563,123
     
2.07
%
Bank of America Corp.
   
471,370
     
7,909,588
     
1.71
%
Berkshire Hathaway, Inc., Class B (a)
   
96,639
     
13,144,837
     
2.85
%
BlackRock, Inc.
   
30,698
     
10,804,775
     
2.34
%
Wells Fargo & Co.
   
227,293
     
12,305,643
     
2.66
%
             
53,727,966
     
11.63
%
                         
Health Care – 6.66%
                       
Bristol-Myers Squibb Co.
   
192,293
     
12,681,723
     
2.75
%
Eli Lilly & Co.
   
145,740
     
11,888,012
     
2.57
%
Pfizer, Inc.
   
183,115
     
6,192,949
     
1.34
%
             
30,762,684
     
6.66
%
                         
Industrials – 7.94%
                       
Deere & Co.
   
101,700
     
7,932,600
     
1.72
%
FedEx Corp.
   
41,718
     
6,510,094
     
1.41
%
General Dynamics Corp.
   
95,570
     
14,199,791
     
3.08
%
Norfolk Southern Corp.
   
100,100
     
8,011,003
     
1.73
%
             
36,653,488
     
7.94
%
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

8


COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Information Technology – 8.30%
           
Cisco Systems, Inc.
   
257,366
   
$
7,425,009
     
1.61
%
EMC Corp.
   
296,613
     
7,777,193
     
1.68
%
International Business Machines Corp.
   
27,405
     
3,838,892
     
0.83
%
Microsoft Corp.
   
109,493
     
5,763,712
     
1.25
%
Visa, Inc., Class A
   
174,146
     
13,510,247
     
2.93
%
             
38,315,053
     
8.30
%
                         
Materials – 3.14%
                       
NewMarket Corp.
   
23,040
     
9,071,770
     
1.96
%
The Mosaic Co.
   
160,550
     
5,424,984
     
1.18
%
             
14,496,754
     
3.14
%
                         
Telecommunication Services – 1.33%
                       
Verizon Communications, Inc.
   
130,918
     
6,137,436
     
1.33
%
                         
Total Common Stocks
                       
  (Cost $231,034,801)
           
279,665,475
     
60.57
%
                         
PREFERRED STOCKS – 1.37%
                       
                         
Construction – 0.06%
                       
SCE Trust I
   
11,130
     
285,596
     
0.06
%
                         
Consumer Staples – 0.05%
                       
CHS, Inc.
   
8,885
     
246,736
     
0.05
%
                         
Energy – 0.01%
                       
GasLog Ltd. (b)
   
1,650
     
40,211
     
0.01
%
                         
Financials – 1.25%
                       
Aegon N V (b)
   
3,620
     
92,672
     
0.02
%
Allstate Corp.
   
10,260
     
278,969
     
0.06
%
Bank of America Corp.
   
6,655
     
176,624
     
0.04
%
Bank of New York Mellon Corp.
   
11,070
     
284,388
     
0.06
%
BB&T Corp.
   
11,420
     
283,559
     
0.06
%
Capital One Financial Corp.
   
10,990
     
281,674
     
0.06
%
Citigroup, Inc.
   
6,865
     
172,243
     
0.04
%
Discover Financial Services
   
10,490
     
279,978
     
0.06
%
Fannie Mae Preferred (a)
   
10,600
     
50,096
     
0.01
%
First Republic Bank of San Francisco
   
8,110
     
202,020
     
0.05
%
HSBC Finance Corp.
   
3,640
     
92,310
     
0.02
%

 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 


9


PREFERRED STOCKS
 
Number of Shares/
       
% of
 
   
Par Amount
   
Value
   
Net Assets
 
Financials (Continued)
           
JPMorgan Chase & Co. (a)
   
10,985
   
$
276,932
     
0.06
%
KKR Financial Holdings LLC
   
6,460
     
170,996
     
0.04
%
MetLife, Inc.
   
11,350
     
277,167
     
0.06
%
Morgan Stanley
   
6,535
     
174,877
     
0.04
%
Northern Trust Corp.
   
10,765
     
282,797
     
0.06
%
PNC Financial Services Group, Inc.
   
11,065
     
280,719
     
0.06
%
RBS Capital Funding Trust V
   
9,685
     
238,735
     
0.05
%
Regions Financial Corp.
   
10,865
     
282,490
     
0.06
%
State Street Corp.
   
10,670
     
284,035
     
0.06
%
SunTrust Banks, Inc.
   
11,010
     
279,984
     
0.06
%
The Charles Schwab Corp. (a)
   
10,870
     
281,642
     
0.06
%
The Goldman Sachs Group, Inc.
   
6,830
     
174,711
     
0.04
%
U.S. Bancorp (d)
   
11,015
     
279,010
     
0.06
%
Wells Fargo & Co. (a)
   
10,955
     
283,296
     
0.06
%
             
5,761,924
     
1.25
%
                         
Total Preferred Stocks
                       
  (Cost $6,432,151)
           
6,334,467
     
1.37
%
                         
REITS – 0.22%
                       
                         
Financials – 0.22%
                       
Apollo Commercial Real Estate Finance, Inc.
   
28,000
     
465,080
     
0.10
%
Chimera Investment Corp.
   
39,000
     
549,120
     
0.12
%
                         
Total REITS
                       
  (Cost $1,056,365)
           
1,014,200
     
0.22
%
                         
CORPORATE BONDS – 20.97%
                       
                         
Consumer Discretionary – 0.76%
                       
Amazon.com, Inc.
                       
  3.300%, 12/05/2021
   
1,000,000
     
1,040,118
     
0.23
%
  3.800%, 12/05/2024
   
800,000
     
836,363
     
0.18
%
Burlington North Santa Fe LLC, 3.400%, 09/01/2024
   
1,000,000
     
1,005,835
     
0.22
%
Comcast Corp., 4.950%, 06/15/2016
   
600,000
     
615,882
     
0.13
%
             
3,498,198
     
0.76
%
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
10

 
CORPORATE BONDS
 
Par
       
% of
 
   
Amount
   
Value
   
Net Assets
 
Consumer Staples – 1.09%
           
Anheuser-Busch InBev Worldwide, Inc., 7.750%, 01/15/2019
   
150,000
   
$
175,264
     
0.04
%
CVS Health Corp.
                       
  1.900%, 07/20/2018
   
1,300,000
     
1,310,759
     
0.28
%
  2.250%, 12/05/2018
   
1,500,000
     
1,521,539
     
0.33
%
  4.125%, 05/15/2021
   
1,000,000
     
1,071,807
     
0.23
%
  5.750%, 06/01/2017
   
600,000
     
641,674
     
0.14
%
Wal-Mart Stores, Inc., 5.000%, 10/25/2040
   
300,000
     
336,229
     
0.07
%
             
5,057,272
     
1.09
%
                         
Energy – 0.71%
                       
Canadian Natural Resources Ltd., 3.900%, 02/01/2025 (b)
   
1,000,000
     
950,890
     
0.21
%
Encana Corp., 3.900%, 11/15/2021 (b)
   
1,600,000
     
1,489,925
     
0.32
%
Kinder Morgan, Inc., 3.050%, 12/01/2019
   
883,000
     
856,740
     
0.18
%
             
3,297,555
     
0.71
%
                         
Financials – 10.89%
                       
American Express Co., 6.150%, 08/28/2017
   
1,550,000
     
1,676,158
     
0.36
%
American International Group, Inc.
                       
  4.875%, 06/01/2022
   
1,600,000
     
1,781,869
     
0.39
%
  5.850%, 01/16/2018
   
1,075,000
     
1,172,424
     
0.25
%
Associated Banc-Corp, 5.125%, 03/28/2016
   
700,000
     
708,749
     
0.15
%
Associates Corporation of North America, 6.950%, 11/01/2018
   
300,000
     
341,560
     
0.07
%
Bank of Montreal, 2.500%, 01/11/2017 (b)
   
400,000
     
407,110
     
0.09
%
Bank of New York Mellon Corp., 1.969%, 06/20/2017
   
500,000
     
506,125
     
0.11
%
Bank of Nova Scotia, 2.550%, 01/12/2017 (b)
   
1,000,000
     
1,017,887
     
0.22
%
BB&T Corp., 2.300%, 10/15/2018
   
1,000,000
     
1,012,976
     
0.22
%
BlackRock, Inc., 3.500%, 03/18/2024
   
1,000,000
     
1,027,090
     
0.22
%
Boston Properties, Inc., 5.875%, 10/15/2019
   
700,000
     
785,303
     
0.17
%
Capital One Financial Corp., 4.750%, 07/15/2021
   
1,500,000
     
1,647,287
     
0.36
%
Citigroup, Inc., 6.125%, 11/21/2017
   
1,455,000
     
1,583,057
     
0.34
%
Discover Financial Services, 5.200%, 04/27/2022
   
900,000
     
965,048
     
0.21
%
Fifth Third Bancorp
                       
  1.350%, 06/01/2017
   
1,000,000
     
1,000,639
     
0.22
%
  3.625%, 01/25/2016
   
700,000
     
704,710
     
0.15
%
First Niagara Financial Group, Inc., 6.750%, 03/19/2020
   
590,000
     
665,874
     
0.14
%
Ford Motor Credit Co. LLC, 3.000%, 06/12/2017
   
1,750,000
     
1,777,780
     
0.39
%
Franklin Resources, Inc., 1.375%, 09/15/2017
   
1,080,000
     
1,082,948
     
0.23
%
 

 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
11


CORPORATE BONDS
 
Par
       
% of
 
   
Amount
   
Value
   
Net Assets
 
Financials (Continued)
           
General Electric Capital Corp.
           
  1.625%, 04/02/2018
   
500,000
   
$
502,541
     
0.11
%
  5.625%, 05/01/2018
   
1,050,000
     
1,154,174
     
0.25
%
  6.000%, 08/07/2019
   
1,610,000
     
1,847,269
     
0.40
%
JPMorgan Chase & Co., 6.000%, 01/15/2018
   
1,000,000
     
1,091,644
     
0.24
%
KeyCorp
                       
  2.300%, 12/13/2018
   
2,600,000
     
2,618,020
     
0.57
%
  5.100%, 03/24/2021
   
950,000
     
1,058,844
     
0.23
%
Lazard Group, 6.850%, 06/15/2017
   
56,000
     
60,046
     
0.01
%
Lincoln National Corp., 6.250%, 02/15/2020
   
780,000
     
888,690
     
0.19
%
Merrill Lynch & Company, Inc., 6.875%, 04/25/2018
   
955,000
     
1,066,545
     
0.23
%
MetLife, Inc., Series A, 6.817%, 08/15/2018
   
100,000
     
113,509
     
0.02
%
Morgan Stanley
                       
  5.500%, 07/28/2021
   
2,333,000
     
2,642,727
     
0.57
%
  6.625%, 04/01/2018
   
750,000
     
833,430
     
0.18
%
PNC Financial Services Group, Inc., 1.600%, 06/01/2018
   
1,000,000
     
998,552
     
0.22
%
Qwest Capital Funding, Inc., 6.500%, 11/15/2018
   
700,000
     
738,500
     
0.16
%
Raymond James Financial, Inc., 5.625%, 04/01/2024
   
700,000
     
787,099
     
0.17
%
Royal Bank of Canada, 2.200%, 07/27/2018 (b)
   
1,000,000
     
1,015,393
     
0.22
%
Schlumberger Investment SA, 3.650%, 12/01/2023 (b)
   
1,265,000
     
1,316,035
     
0.29
%
St. Paul Travelers, Inc., 5.500%, 12/01/2015
   
275,000
     
276,081
     
0.06
%
SunTrust Banks, Inc.
                       
  3.600%, 04/15/2016
   
250,000
     
252,597
     
0.05
%
  6.000%, 09/11/2017
   
250,000
     
269,399
     
0.06
%
Synchrony Financial, 3.750%, 08/15/2021
   
1,200,000
     
1,211,738
     
0.26
%
The Bear Stearns Companies, Inc., 6.400%, 10/02/2017
   
1,350,000
     
1,470,556
     
0.32
%
The Charles Schwab Corp., 0.850%, 12/04/2015
   
1,000,000
     
1,000,440
     
0.22
%
The Goldman Sachs Group, Inc.
                       
  5.375%, 03/15/2020
   
1,100,000
     
1,229,360
     
0.27
%
  6.000%, 06/15/2020
   
1,500,000
     
1,719,375
     
0.37
%
The Hartford Financial Services Group, Inc., 5.375%, 03/15/2017
   
300,000
     
315,773
     
0.07
%
The Royal Bank of Scotland PLC, 4.375%, 03/16/2016 (b)
   
400,000
     
405,097
     
0.09
%
Toronto Dominion Bank, 2.375%, 10/19/2016 (b)
   
1,000,000
     
1,015,731
     
0.22
%
Wachovia Corp., 5.750%, 06/15/2017
   
850,000
     
909,743
     
0.20
%
Wells Fargo & Co., 5.625%, 12/11/2017
   
1,000,000
     
1,085,786
     
0.24
%
Westpac Banking Corp., 4.875%, 11/19/2019 (b)
   
450,000
     
496,791
     
0.11
%
             
50,256,079
     
10.89
%

 
 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
12


CORPORATE BONDS
 
Par
       
% of
 
   
Amount
   
Value
   
Net Assets
 
Health Care – 2.18%
           
Agilent Technologies, Inc., 5.000%, 07/15/2020
   
650,000
   
$
699,257
     
0.15
%
Amgen, Inc.
                       
  3.450%, 10/01/2020
   
1,000,000
     
1,045,243
     
0.23
%
  3.625%, 05/22/2024
   
1,500,000
     
1,526,964
     
0.33
%
Anthem, Inc., 2.375%, 02/15/2017
   
960,000
     
972,002
     
0.21
%
Celgene Corp.
                       
  2.300%, 08/15/2018
   
1,000,000
     
1,013,264
     
0.22
%
  3.625%, 05/15/2024
   
1,600,000
     
1,600,161
     
0.35
%
Express Scripts Holding Co.
                       
  1.250%, 06/02/2017
   
500,000
     
498,102
     
0.11
%
  2.250%, 06/15/2019
   
1,250,000
     
1,250,974
     
0.27
%
  3.500%, 06/15/2024
   
700,000
     
692,599
     
0.15
%
GlaxoSmithKline Capital, Inc., 1.500%, 05/08/2017 (b)
   
500,000
     
503,820
     
0.11
%
UnitedHealth Group, Inc., 5.375%, 03/15/2016
   
250,000
     
254,366
     
0.05
%
             
10,056,752
     
2.18
%
                         
Industrials – 0.22%
                       
John Deere Capital Corp., 1.850%, 09/15/2016
   
1,000,000
     
1,011,241
     
0.22
%
                         
Information Technology – 1.27%
                       
Altera Corp., 1.750%, 05/15/2017
   
1,000,000
     
1,005,222
     
0.22
%
Applied Materials, Inc., 4.300%, 06/15/2021
   
300,000
     
322,581
     
0.07
%
Corning, Inc., 6.850%, 03/01/2029
   
275,000
     
347,271
     
0.07
%
eBay, Inc., 3.250%, 10/15/2020
   
1,000,000
     
1,013,699
     
0.22
%
EMC Corp., 1.875%, 06/01/2018
   
1,000,000
     
956,334
     
0.21
%
Juniper Networks, Inc., 4.600%, 03/15/2021
   
1,000,000
     
1,042,520
     
0.22
%
QUALCOMM, Inc.
                       
  2.250%, 05/20/2020
   
600,000
     
597,224
     
0.13
%
  3.000%, 05/20/2022
   
600,000
     
593,010
     
0.13
%
             
5,877,861
     
1.27
%
                         
Manufacturing – 0.28%
                       
Teva Pharmaceutical Financial Co. BV, 2.950%, 12/18/2022 (b)
   
1,380,000
     
1,299,161
     
0.28
%
                         
Materials – 1.56%
                       
Alcoa, Inc., 6.150%, 08/15/2020
   
625,000
     
661,719
     
0.14
%
AngloGold Ashanti Holdings PLC, 5.125%, 08/01/2022 (b)
   
1,000,000
     
915,625
     
0.20
%
Goldcorp, Inc. (b)
                       
  2.125%, 03/15/2018
   
1,250,000
     
1,230,909
     
0.27
%
  3.625%, 06/09/2021
   
750,000
     
736,401
     
0.16
%
Newmont Mining Corp., 3.500%, 03/15/2022
   
1,000,000
     
924,398
     
0.20
%

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
13


CORPORATE BONDS
 
Par
       
% of
 
   
Amount
   
Value
   
Net Assets
 
Materials (Continued)
           
Rio Tinto Finance USA PLC (b)
           
  1.375%, 06/17/2016
   
1,000,000
   
$
1,001,806
     
0.22
%
  2.000%, 03/22/2017
   
640,000
     
642,876
     
0.14
%
The Dow Chemical Co., 4.250%, 11/15/2020
   
1,000,000
     
1,077,004
     
0.23
%
             
7,190,738
     
1.56
%
                         
Telecommunication Services – 2.01%
                       
AT&T, Inc.
                       
  3.000%, 02/15/2022
   
1,000,000
     
988,450
     
0.21
%
  5.350%, 09/01/2040
   
200,000
     
200,021
     
0.04
%
  5.500%, 02/01/2018
   
1,600,000
     
1,732,029
     
0.38
%
  5.800%, 02/15/2019
   
800,000
     
890,421
     
0.19
%
CenturyLink, Inc., 5.150%, 06/15/2017
   
400,000
     
415,500
     
0.09
%
Deutsche Telekom AG, 6.000%, 07/08/2019 (b)
   
1,160,000
     
1,312,493
     
0.28
%
Verizon Communications, Inc.
                       
  2.450%, 11/01/2022
   
1,200,000
     
1,157,608
     
0.25
%
  6.350%, 04/01/2019
   
1,400,000
     
1,592,396
     
0.35
%
Vodafone Group PLC, 1.500%, 02/19/2018 (b)
   
1,000,000
     
995,336
     
0.22
%
             
9,284,254
     
2.01
%
                         
Total Corporate Bonds
                       
  (Cost $96,375,621)
           
96,829,111
     
20.97
%
                         
MORTGAGE BACKED SECURITIES – 4.82%
                       
Federal Home Loan Mortgage Corp.
                       
  3.000%, 05/01/2042
   
1,289,939
     
1,305,180
     
0.28
%
  3.000%, 09/01/2042
   
2,432,667
     
2,461,023
     
0.53
%
  5.000%, 05/01/2020
   
76,772
     
80,504
     
0.02
%
  5.500%, 04/01/2037
   
146,311
     
165,710
     
0.04
%
Federal National Mortgage Association
                       
  0.000%, 10/29/2018
   
1,550,000
     
1,548,749
     
0.34
%
  1.000%, 03/18/2025
   
2,000,000
     
2,003,814
     
0.43
%
  1.000%, 01/30/2030
   
2,000,000
     
1,996,110
     
0.43
%
  1.250%, 06/25/2043
   
361,998
     
346,475
     
0.07
%
  1.750%, 02/16/2043
   
539,945
     
536,162
     
0.12
%
  2.000%, 12/30/2024
   
1,200,000
     
1,195,433
     
0.26
%
  2.000%, 05/23/2033
   
1,500,000
     
1,500,622
     
0.33
%
  2.000%, 11/25/2041
   
196,775
     
196,899
     
0.04
%
  2.250%, 03/25/2039
   
223,110
     
226,445
     
0.05
%
  2.400%, 11/07/2024
   
1,000,000
     
981,836
     
0.21
%
  2.750%, 01/15/2041
   
170,309
     
173,025
     
0.04
%
  3.000%, 09/15/2039
   
590,788
     
610,238
     
0.13
%
  3.000%, 10/01/2043
   
3,586,498
     
3,635,384
     
0.79
%
  3.500%, 01/01/2042
   
769,692
     
803,104
     
0.17
%
  4.000%, 10/01/2041
   
1,121,130
     
1,197,113
     
0.26
%
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
14


MORTGAGE BACKED SECURITIES
 
Par
       
% of
 
   
Amount
   
Value
   
Net Assets
 
Federal National Mortgage Association (Continued)
           
  4.000%, 12/01/2041
   
940,840
   
$
1,004,794
     
0.22
%
  4.500%, 08/01/2020
   
83,366
     
86,989
     
0.02
%
  6.000%, 10/01/2037
   
161,654
     
183,619
     
0.04
%
Total Mortgage Backed Securities
                       
  (Cost $22,142,884)
           
22,239,228
     
4.82
%
                         
U.S. TREASURY OBLIGATIONS – 8.89%
                       
                         
U.S. Treasury Bonds – 0.69%
                       
U.S. Treasury Bonds, 3.625%, 02/15/2044
   
2,750,000
     
3,140,013
     
0.68
%
U.S. Treasury Inflation Index Bond, 0.125%, 07/15/2022
   
25,908
     
25,335
     
0.01
%
             
3,165,348
     
0.69
%
                         
U.S. Treasury Notes – 8.20%
                       
U.S. Treasury Notes
                       
  1.625%, 04/30/2019
   
260,000
     
263,600
     
0.06
%
  1.625%, 06/30/2019
   
4,000,000
     
4,050,312
     
0.88
%
  1.750%, 04/30/2022
   
2,700,000
     
2,683,741
     
0.58
%
  2.125%, 05/15/2025
   
3,750,000
     
3,742,748
     
0.81
%
  2.250%, 07/31/2021
   
1,100,000
     
1,133,279
     
0.24
%
  2.375%, 03/31/2016
   
4,955,000
     
4,999,422
     
1.08
%
  2.500%, 08/15/2023
   
2,335,000
     
2,423,597
     
0.53
%
  2.750%, 02/15/2024
   
8,550,000
     
9,016,411
     
1.95
%
  3.250%, 03/31/2017
   
9,200,000
     
9,545,092
     
2.07
%
             
37,858,202
     
8.20
%
                         
Total U.S. Treasury Obligations
                       
  (Cost $40,915,051)
           
41,023,550
     
8.89
%
                         
U.S. GOVERNMENT AGENCY ISSUES – 0.14%
                       
                         
Finance and Insurance – 0.14%
                       
Federal Home Loan Banks, 5.750%, 06/15/2037
   
600,000
     
644,311
     
0.14
%
                         
Total U.S. Government Agency Issues
                       
  (Cost $644,311)
           
644,311
     
0.14
%
                         
INVESTMENT COMPANIES (EXCLUDING
                       
  MONEY MARKET FUNDS) – 1.89%
                       
                         
Alerian MLP ETF
   
36,700
     
498,753
     
0.11
%
Apollo Investment Corp.
   
90,000
     
480,600
     
0.10
%
Ares Capital Corp.
   
40,000
     
609,200
     
0.13
%
Calamos Convertible Opportunity and Income Fund
   
16,000
     
166,560
     
0.04
%
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
15

 
INVESTMENT COMPANIES (EXCLUDING
 
Par Amount/
       
% of
 
  MONEY MARKET FUNDS)
 
Number of Shares
   
Value
   
Net Assets
 
                         
Fifth Street Finance Corp.
   
89,500
   
$
512,835
     
0.11
%
FS Investment Corp.
   
50,000
     
488,000
     
0.10
%
Guggenheim Credit Allocation Fund
   
29,000
     
588,990
     
0.13
%
iShares iBoxx $High Yield Corporation Bond Fund
   
15,900
     
1,360,563
     
0.30
%
Oha Investment Corp.
   
8,000
     
34,320
     
0.01
%
PennantPark Investment Corp.
   
62,000
     
428,420
     
0.09
%
SPDR Barclays Capital High Yield Bond
   
52,600
     
1,918,322
     
0.42
%
SPDR Barclays Short Term High Yield
   
59,700
     
1,629,810
     
0.35
%
                         
Total Investment Companies (Excluding
                       
  Money Market Funds) 
                       
  (Cost $9,651,004)
           
8,716,373
     
1.89
%
                         
SHORT-TERM INVESTMENTS – 1.26%
                       
                         
Money Market Funds – 1.26%
                       
Fidelity Government Portfolio – Institutional Class, 0.01% (c)
   
5,823,275
     
5,823,275
     
1.26
%
                         
Total Short-Term Investments
                       
  (Cost $5,823,275)
           
5,823,275
     
1.26
%
                         
Total Investments
                       
  (Cost $414,075,463) – 100.13%
           
462,289,990
     
100.13
%
Other Assets in
                       
  Excess of Liabilities – (0.13)%
           
(607,604
)
   
(0.13
)%
TOTAL NET ASSETS – 100.00%
         
$
461,682,386
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
(d)
Investment in affiliated security. Quasar Distributors, LLC, which serves as the Fund’s distributor, is a subsidiary of U.S. Bancorp. Details of transactions  with this affiliated company for the period ended October 31, 2015, are as follows:

 
Issuer
 
U.S. Bancorp
 
 
Beginning Cost
 
$
 
 
Purchase Cost
 
$
269,800
 
 
Sales Cost
 
$
 
 
Ending Cost
 
$
269,800
 
 
Dividend Income
 
$
9,088
 
 
Shares
   
11,015
 
 
Market Value
 
$
279,010
 

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
16

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
58,352,689
   
$
   
$
   
$
58,352,689
 
Consumer Staples
   
29,398,246
     
     
     
29,398,246
 
Energy
   
11,821,159
     
     
     
11,821,159
 
Financials
   
53,727,966
     
     
     
53,727,966
 
Health Care
   
30,762,684
     
     
     
30,762,684
 
Industrials
   
36,653,488
     
     
     
36,653,488
 
Information Technology
   
38,315,053
     
     
     
38,315,053
 
Materials
   
14,496,754
     
     
     
14,496,754
 
Telecommunication Services
   
6,137,436
     
     
     
6,137,436
 
Total Common Stocks
 
$
279,665,475
   
$
   
$
   
$
279,665,475
 
Preferred Stocks
                               
Construction
 
$
285,596
   
$
   
$
   
$
285,596
 
Consumer Staples
   
246,736
     
     
     
246,736
 
Energy
   
40,211
     
     
     
40,211
 
Financials
   
5,761,924
     
     
     
5,761,924
 
Total Preferred Stocks
 
$
6,334,467
   
$
   
$
   
$
6,334,467
 
REITS
                               
Financials
 
$
1,014,200
   
$
   
$
   
$
1,014,200
 
Total REITS
 
$
1,014,200
   
$
   
$
   
$
1,014,200
 
Corporate Bonds
                               
Consumer Discretionary
 
$
   
$
3,498,198
   
$
   
$
3,498,198
 
Consumer Staples
   
     
5,057,272
     
     
5,057,272
 
Energy
   
     
3,297,555
     
     
3,297,555
 
Financials
   
     
50,256,079
     
     
50,256,079
 
Health Care
   
     
10,056,752
     
     
10,056,752
 
Industrials
   
     
1,011,241
     
     
1,011,241
 
Information Technology
   
     
5,877,861
     
     
5,877,861
 
Manufacturing
   
     
1,299,161
     
     
1,299,161
 
Materials
   
     
7,190,738
     
     
7,190,738
 
Telecommunication Services
   
     
9,284,254
     
     
9,284,254
 
Total Corporate Bonds
 
$
   
$
96,829,111
   
$
   
$
96,829,111
 
Mortgage Backed Securities
 
$
   
$
22,239,228
   
$
   
$
22,239,228
 
U.S. Treasury Obligations
                               
U.S. Treasury Bonds
 
$
   
$
3,165,348
   
$
   
$
3,165,348
 
U.S. Treasury Notes
   
     
37,858,202
     
     
37,858,202
 
Total U.S. Treasury Obligations
 
$
   
$
41,023,550
   
$
   
$
41,023,550
 
U.S. Government Agency Issues
 
$
   
$
644,311
   
$
   
$
644,311
 
Investment Companies (Excluding
                               
  Money Market Funds)
 
$
8,716,373
   
$
   
$
   
$
8,716,373
 
Short-Term Investments
                               
Money Market Funds
 
$
5,823,275
   
$
   
$
   
$
5,823,275
 
Total Short-Term Investments
 
$
5,823,275
   
$
   
$
   
$
5,823,275
 
Total Investments
 
$
301,553,790
   
$
160,736,200
   
$
   
$
462,289,990
 

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
17

Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $413,805,663)
 
$
462,010,980
 
Investments in affiliated securities, at value (cost $269,800)
   
279,010
 
Total investments in securities (cost $414,075,463)
   
462,289,990
 
Dividends and interest receivable
   
1,712,508
 
Receivable for fund shares sold
   
566,058
 
Prepaid expenses and other assets
   
37,950
 
Total Assets
   
464,606,506
 
         
LIABILITIES:
       
Payable for securities purchased
   
1,549,135
 
Payable for fund shares redeemed
   
797,990
 
Payable to advisor
   
313,683
 
Payable to administrator
   
78,367
 
Payable to auditor
   
20,299
 
Accrued distribution fees
   
39,341
 
Accrued service fees
   
24,751
 
Accrued trustees fees
   
2,406
 
Accrued expenses and other payables
   
98,148
 
Total Liabilities
   
2,924,120
 
NET ASSETS
 
$
461,682,386
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
402,404,737
 
Accumulated net investment income
   
243,451
 
Accumulated net realized gain on investments
   
10,819,671
 
Unrealized net appreciation on investments
   
48,214,527
 
Total Net Assets
 
$
461,682,386
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
292,844,556
 
Shares issued and outstanding
   
18,137,040
 
Net asset value, offering price and redemption price per share
 
$
16.15
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
168,837,830
 
Shares issued and outstanding
   
11,050,670
 
Net asset value, offering price and redemption price per share
 
$
15.28
 
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
18

Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income from unaffiliated securities
 
$
6,831,825
 
Dividend income from affiliated securities
   
9,088
 
Interest income
   
3,727,690
 
Total investment income
   
10,568,603
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
3,815,410
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
634,638
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
149,954
 
Distribution fees – Investor Class (See Note 5)
   
600,733
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
475,078
 
Service fees – Investor Class (See Note 5)
   
224,909
 
Reports to shareholders
   
38,874
 
Federal and state registration fees
   
38,060
 
Compliance expense
   
22,186
 
Audit fees
   
20,893
 
Trustees’ fees and expenses
   
12,878
 
Legal fees
   
5,501
 
Interest expense (See Note 6)
   
34
 
Other expenses
   
26,625
 
Total expenses before recoupment from advisor
   
6,065,773
 
Expense recoupment by advisor – Investor Class
   
23,335
 
Net expenses
   
6,089,108
 
NET INVESTMENT INCOME
 
$
4,479,495
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
10,940,484
 
Net change in unrealized depreciation on investments
   
(11,492,039
)
Net loss on investments
   
(551,555
)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
3,927,940
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 


19








 
 

 



(This Page Intentionally Left Blank.)
 

 

 

 

 

 

 

 

 
 
HENNESSYFUNDS.COM

20

Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
4,479,495
   
$
3,676,837
 
Net realized gain on investments
   
10,940,484
     
15,504,616
 
Net change in unrealized appreciation (depreciation)
               
  on investments
   
(11,492,039
)
   
14,585,293
 
Net increase in net assets resulting from operations
   
3,927,940
     
33,766,746
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(2,652,418
)
   
(2,501,276
)
Net investment income – Institutional Class
   
(1,838,359
)
   
(1,216,647
)
Net realized gains – Investor Class
   
(11,372,184
)
   
(7,388,837
)
Net realized gains – Institutional Class
   
(4,128,029
)
   
(2,912,412
)
Total distributions
   
(19,990,990
)
   
(14,019,172
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
135,379,984
     
89,438,072
 
Proceeds from shares subscribed – Institutional Class
   
108,112,772
     
33,413,966
 
Dividends reinvested – Investor Class
   
13,787,702
     
9,653,413
 
Dividends reinvested – Institutional Class
   
4,360,249
     
2,948,861
 
Cost of shares redeemed – Investor Class
   
(129,944,959
)
   
(62,677,527
)(1)
Cost of shares redeemed – Institutional Class
   
(40,503,901
)
   
(24,337,024
)
Net increase in net assets derived
               
  from capital share transactions
   
91,191,847
     
48,439,761
 
TOTAL INCREASE IN NET ASSETS
   
75,128,797
     
68,187,335
 
                 
NET ASSETS:
               
Beginning of year
   
386,553,589
     
318,366,254
 
End of year
 
$
461,682,386
   
$
386,553,589
 
Undistributed net investment income, end of year
 
$
243,451
   
$
225,718
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
8,189,500
     
5,597,992
 
Shares sold – Institutional Class
   
6,931,570
     
2,204,175
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
839,879
     
620,329
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
281,456
     
199,624
 
Shares redeemed – Investor Class
   
(7,942,623
)
   
(3,961,896
)
Shares redeemed – Institutional Class
   
(2,624,280
)
   
(1,628,945
)
Net increase in shares outstanding
   
5,675,502
     
3,031,279
 

(1)
Net of redemption fees of $105 related to redemption fees imposed by the FBR Balanced Fund during a prior year but not received until the fiscal year ended October 31, 2014.

 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
21

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement/recoupment
After expense reimbursement/recoupment
Ratio of net investment income to average net assets:
Before expense reimbursement/recoupment
After expense reimbursement/recoupment
Portfolio turnover rate(2)
 


(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
22


 
 

 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
16.68
   
$
15.77
   
$
13.96
   
$
12.99
   
$
11.93
 
                                     
 
0.13
     
0.16
     
0.23
     
0.18
     
0.29
(1) 
 
0.11
     
1.41
     
1.81
     
0.99
     
1.04
 
 
0.24
     
1.57
     
2.04
     
1.17
     
1.33
 
                                     
 
(0.13
)
   
(0.16
)
   
(0.23
)
   
(0.20
)
   
(0.27
)
 
(0.64
)
   
(0.50
)
   
     
     
 
 
(0.77
)
   
(0.66
)
   
(0.23
)
   
(0.20
)
   
(0.27
)
$
16.15
   
$
16.68
   
$
15.77
   
$
13.96
   
$
12.99
 
                                     
 
1.43
%
   
10.28
%
   
14.72
%
   
9.01
%
   
11.30
%
                                     
$
292.84
   
$
284.45
   
$
233.25
   
$
196.92
   
$
56.75
 
 
1.38
%
   
1.33
%
   
1.36
%
   
1.33
%
   
1.54
%
 
1.38
%
   
1.33
%
   
1.33
%
   
1.24
%
   
1.24
%
                                     
 
0.83
%
   
1.01
%
   
1.51
%
   
1.37
%
   
2.03
%
 
0.83
%
   
1.01
%
   
1.54
%
   
1.46
%
   
2.33
%
 
39
%
   
28
%
   
52
%
   
34
%
   
35
%
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
23

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year
 


PER SHARE DATA:
Net asset value, beginning of year
Income from investment operations:
Net investment income
Net realized and unrealized gains on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(2)

 

(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
24


 
 
 


 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
15.80
   
$
14.97
   
$
13.29
   
$
12.38
   
$
11.38
 
                                     
                                     
 
0.19
     
0.20
     
0.25
     
0.22
     
0.32
(1) 
 
0.09
     
1.33
     
1.72
     
0.92
     
0.99
 
 
0.28
     
1.53
     
1.97
     
1.14
     
1.31
 
                                     
                                     
 
(0.19
)
   
(0.20
)
   
(0.29
)
   
(0.23
)
   
(0.31
)
 
(0.61
)
   
(0.50
)
   
     
     
 
 
(0.80
)
   
(0.70
)
   
(0.29
)
   
(0.23
)
   
(0.31
)
$
15.28
   
$
15.80
   
$
14.97
   
$
13.29
   
$
12.38
 
                                     
 
1.75
%
   
10.60
%
   
14.99
%
   
9.23
%
   
11.62
%
                                     
                                     
$
168.84
   
$
102.10
   
$
85.12
   
$
108.49
   
$
55.28
 
                                     
 
1.04
%
   
1.05
%
   
1.06
%
   
1.06
%
   
1.12
%
 
1.04
%
   
1.05
%
   
1.06
%
   
0.99
%
   
0.99
%
                                     
 
1.18
%
   
1.29
%
   
1.95
%
   
1.68
%
   
2.56
%
 
1.18
%
   
1.29
%
   
1.95
%
   
1.75
%
   
2.69
%
 
39
%
   
28
%
   
52
%
   
34
%
   
35
%
 
 

 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
25

Financial Statements
Notes to the Financial Statements October 31, 2015
 
 
1).  ORGANIZATION
 
The Hennessy Equity and Income Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Balanced Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is long-term capital growth and current income.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
 
HENNESSYFUNDS.COM
 
26

 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$29,015
$(29,015)
$—

 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
   
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
27

 
securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
 
 
 
 
HENNESSYFUNDS.COM
 
28

 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
29

gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by
 

 
 
HENNESSYFUNDS.COM
 
30

the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $218,790,563 and $140,524,543, respectively.
 
Purchases and sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015 were $50,397,400 and $41,761,787, respectively.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.80%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $313,683.
 
The Advisor has delegated the day-to-day management of the equity sleeve of the Fund to The London Company of Virginia, LLC and has delegated the day-to-day management of the fixed income sleeve of the Fund to Financial Counselors, Inc.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Advisor contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, 12b-1 fees, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses) to 1.08% of the Fund’s net assets for both the Investor Class shares and Institutional Class shares of the Fund through February 28, 2015.  The expense limitation agreement for the Fund is no longer in effect.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  The Advisor recouped $23,335
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
31

from the Fund during the fiscal year ended October 31, 2015.  As of October 31, 2015, cumulative expenses subject to potential recovery under the aforementioned conditions were $39,031 for Investor Class shares, which will expire on October 31, 2016.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, effective as of February 28, 2015, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $24,751.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares, although the Fund has only been using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since March 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $784,592.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $475,078.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings
 

 
 
HENNESSYFUNDS.COM
 
32

under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only).  During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $2,359 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $483,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
Cost of investments for tax purposes
 
$
414,197,023
 
 
Gross tax unrealized appreciation
 
$
60,332,993
 
 
Gross tax unrealized depreciation
   
(12,240,026
)
 
Net tax unrealized appreciation
 
$
48,092,967
 
 
Undistributed ordinary income
 
$
243,451
 
 
Undistributed long-term capital gains
   
10,941,231
 
 
Total distributable earnings
 
$
11,184,682
 
 
Other accumulated gain
 
$
 
 
Total accumulated gain
 
$
59,277,649
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any late year ordinary losses.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
     
Year Ended
   
Year Ended
 
     
October 31, 2015
   
October 31, 2014
 
 
Ordinary income
 
$
4,605,202
   
$
3,717,923
 
 
Long-term capital gain
   
15,385,788
     
10,301,249
 
     
$
19,990,990
   
$
14,019,172
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
   
Long-term
 
Investor Class
 
$
0.38708
 
Institutional Class
 
$
0.36612
 

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
33

Report of Independent Registered Public Accounting Firm
 

To the Board of Trustees of Hennessy Funds Trust
And the Shareholders of the Hennessy Equity and Income Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Equity and Income Fund (the “Fund”), a series of Hennessy Funds Trust, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2015, by correspondence with the custodian and brokers.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Equity and Income Fund as of October 31, 2015, 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 then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 21, 2015
 

 
 
HENNESSYFUNDS.COM
 
34

Trustees and Officers of the Fund (Unaudited)
 

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
35

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution Hennessy Funds  
 
 
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.

 
 
 
HENNESSYFUNDS.COM
 
36

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.
 

(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 

 
HENNESSY FUNDS
1-800-966-4354
 


37

Expense Example (Unaudited)
 
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 
HENNESSYFUNDS.COM
38

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   982.10
$7.14
Hypothetical (5% return before expenses)
$1,000.00
$1,018.00
$7.27
       
Institutional Class
     
Actual
$1,000.00
$   983.90
$5.25
Hypothetical (5% return before expenses)
$1,000.00
$1,019.91
$5.35

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.43% for Investor Class shares or 1.05% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
39

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 2.48%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM

40

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 

 
HENNESSY FUNDS
1-800-966-4354
 
41


 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 


INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 

 

hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 
 






ANNUAL REPORT

OCTOBER 31, 2015





 


HENNESSY BALANCED
FUND
 
Investor Class  HBFBX
 
 
 
 
 

 
 
 

hennessyfunds.com | 1-800-966-4354
 
 














(This Page Intentionally Left Blank.)
 















 
Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
16
Report of Independent Registered Public Accounting Firm
23
Trustees and Officers of the Fund
24
Expense Example
28
Proxy Voting
30
Quarterly Filings on Form N-Q
30
Federal Tax Distribution Information
30
Householding
30
Privacy Policy
31
 
 

HENNESSY FUNDS
1-800-966-4354
 


 
December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
 
Best regards,
 

Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 


HENNESSY FUNDS
1-800-966-4354
 
 
3

Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Balanced Fund (HBFBX)
0.11%
  5.44%
4.10%
50/50 Blended DJIA/Treasury Index*
2.35%
  6.42%
5.25%
Dow Jones Industrial Average
4.06%
12.51%
8.18%
 
Expense ratio: 1.68%
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratio presented is from the most recent prospectus.
 
*
The 50/50 Blended DJIA/Treasury Index consists of 50% common stocks represented by the Dow Jones Industrial Average and 50% short-duration Treasury securities represented by the BofA Merrill Lynch 1-year U.S. Treasury Note Index.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil Hennessy and Brian Peery
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Hennessy Balanced Fund returned 0.11%, underperforming the 50/50 Blended DJIA/Treasury Index* and the Dow Jones Industrial Average, which returned 2.35% and 4.06% for the same period, respectively.
 
The Fund maintains a roughly 50% weighting in U.S. Treasuries, which caused it to underperform its equity benchmark, the Dow Jones Industrial Average, for the year ended October 31, 2015. The Fund also underperformed its 50/50 Blended DJIA/Treasury
 
 
 
 
HENNESSYFUNDS.COM
 
4

Index* benchmark as a result of sector allocation, in particular the Fund’s underweight position in the Consumer Discretionary sector, which performed well over the period. The Fund did not own The Walt Disney Company, Home Depot, Inc. or Nike, Inc., each of which posted returns of more than 25% for the period.  Strong performance from several other portfolio holdings, including General Electric Co. and Pfizer, Inc., were unfortunately insufficient to offset the relative losses against the index from the Consumer Discretionary sector. The Fund continues to hold General Electric and Pfizer.
 
Portfolio Strategy:
 
The Fund invests approximately 50% of its assets in the “Dogs of the Dow,” the 10-highest yielding Dow stocks, and 50% of its assets in U.S. Treasuries.  As a result of this “balanced” strategy, the Fund may be expected to underperform equities in periods when markets rise and outperform in periods when markets fall.  The Fund is designed to allow investors to gain some exposure to the equity market while maintaining a significant share of their investment in fixed income securities. We believe the Fund is well positioned for the more conservative investor, as the equity portion of the portfolio is invested in what we would deem to be high quality companies, each with a relatively high dividend yield historically. The relatively short duration of the 50% weighting of U.S. Treasuries in the portfolio (all less than one year) may allow us the ability to roll into higher yielding treasuries in the event yields continue to rise.
 
Market Outlook:
 
Over the twelve-month period ended October 31, 2015, U.S. equities, as measured by the S&P 500 Index, advanced by just over 5%. Notwithstanding this modest rise, the year was marked by a great deal of volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve dominated investor thinking. Earnings growth, too, caused anxiety for investors. Lower energy prices impacted many companies in the Energy sector, and the higher U.S. Dollar and slower growth abroad affected exporters. Many companies saw their sales and earnings growth slow.
 
In the end, however, confidence in continued economic growth was strong enough to offset investor concerns, with the market staging a dramatic rally in October, the final month of the Fund’s fiscal year. We believe the basic fundamentals of the market are attractive, and we continue to be optimistic about the possibility of further market advances over the course of the next year. The economy is growing slowly but steadily. Inflation is low, so we expect that the Fed, once they do start to raise rates, will not raise them by very much. The labor market has continued to recover over the last 12 months, and consumer confidence appears buoyant. Most importantly, we do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 have forward PE ratios of approximately 16x and 17x, respectively, close to long-term averages. Corporate balance sheets appear to be in excellent shape, and while executives have shown some reluctance to increase capital spending beyond maintenance levels this cycle, we believe companies will eventually start investing for expansion. This spending could, in turn, help drive share prices higher through an acceleration in sales and earnings growth.
 

*
The 50/50 Blended DJIA/Treasury Index consists of 50% common stocks represented by the Dow Jones Industrial Average and 50% short duration Treasury securities represented by the BofA Merrill Lynch 1-Year U.S. Treasury Note Index.
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.

 
 
HENNESSY FUNDS
1-800-966-4354
 

5


The S&P 500 Index and Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. The BofA Merrill Lynch 1-Year U.S. Treasury Note Index is an unmanaged index comprised of Treasury securities maturing in approximately one year. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. Dividend yield is calculated as the annual dividends paid by a company divided by its market price per share.  PE, or price to earnings, is calculated by dividing a company’s market price per share by its earnings per share.
 

 
 
HENNESSYFUNDS.COM
 
6

 
Financial Statements
Schedule of Investments as of October 31, 2015
 
HENNESSY BALANCED FUND
 
(% of Net Assets)
 

 
TOP TEN HOLDINGS
% NET ASSETS
U.S. Treasury Bill, 0.110%, 02/04/2016
10.32%
U.S. Treasury Bill, 0.290%, 06/23/2016
8.58%
U.S. Treasury Bill, 0.410%, 08/18/2016
8.58%
U.S. Treasury Bill, 0.440%, 09/15/2016
8.58%
Chevron Corp.
5.47%
General Electric Co.
5.39%
McDonald’s Corp.
5.36%
Procter & Gamble Co.
5.22%
U.S. Treasury Bill, 0.255%, 05/26/2016
5.15%
Exxon Mobil Corp.
5.12%

 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 

 
HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 50.53%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 5.36%
           
McDonald’s Corp.
   
5,550
   
$
622,988
     
5.36
%
                         
Consumer Staples – 6.51%
                       
Procter & Gamble Co.
   
7,950
     
607,221
     
5.22
%
The Coca-Cola Co.
   
2,800
     
118,580
     
1.02
%
Wal-Mart Stores, Inc.
   
550
     
31,482
     
0.27
%
                         
             
757,283
     
6.51
%
                         
Energy – 10.59%
                       
Chevron Corp.
   
7,000
     
636,160
     
5.47
%
Exxon Mobil Corp.
   
7,200
     
595,728
     
5.12
%
             
1,231,888
     
10.59
%
                         
Health Care – 8.79%
                       
Merck & Co., Inc.
   
9,150
     
500,139
     
4.30
%
Pfizer, Inc.
   
15,450
     
522,519
     
4.49
%
             
1,022,658
     
8.79
%
                         
Industrials – 10.16%
                       
Caterpillar, Inc.
   
7,600
     
554,724
     
4.77
%
General Electric Co.
   
21,650
     
626,118
     
5.39
%
             
1,180,842
     
10.16
%
                         
Information Technology – 3.43%
                       
International Business Machines Corp.
   
2,850
     
399,228
     
3.43
%
                         
Materials – 0.85%
                       
E.I. du Pont de Nemours & Co.
   
1,550
     
98,270
     
0.85
%
                         
Telecommunication Services – 4.84%
                       
Verizon Communications, Inc.
   
12,000
     
562,560
     
4.84
%
                         
Total Common Stocks
                       
  (Cost $5,278,027)
           
5,875,717
     
50.53
%


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8


SHORT-TERM INVESTMENTS – 49.43%
 
Number of Shares/
       
% of
 
   
Par Amount
   
Value
   
Net Assets
 
Money Market Funds – 3.92%
           
Fidelity Government Portfolio –
           
  Institutional Class, 0.01% (a)
   
455,966
   
$
455,966
     
3.92
%
                         
U.S. Treasury Bills – 45.51%
                       
0.110%, 02/04/2016 (b)
   
1,200,000
     
1,199,709
     
10.32
%
0.105%, 03/31/2016 (b)
   
500,000
     
499,646
     
4.30
%
0.255%, 05/26/2016 (b)
   
600,000
     
599,240
     
5.15
%
0.290%, 06/23/2016 (b)
   
1,000,000
     
998,204
     
8.58
%
0.410%, 08/18/2016 (b)
   
1,000,000
     
997,573
     
8.58
%
0.440%, 09/15/2016 (b)
   
1,000,000
     
997,173
     
8.58
%
                         
             
5,291,545
     
45.51
%
                         
Total Short-Term Investments
                       
  (Cost $5,745,592)
           
5,747,511
     
49.43
%
                         
Total Investments
                       
  (Cost $11,023,619) – 99.96%
           
11,623,228
     
99.96
%
Other Assets in
                       
  Excess of Liabilities – 0.04%
           
4,378
     
0.04
%
TOTAL NET ASSETS – 100.00%
         
$
11,627,606
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
(b)
The rate listed is discount rate at issue.



The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

9

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
622,988
   
$
   
$
   
$
622,988
 
Consumer Staples
   
757,283
     
     
     
757,283
 
Energy
   
1,231,888
     
     
     
1,231,888
 
Health Care
   
1,022,658
     
     
     
1,022,658
 
Industrials
   
1,180,842
     
     
     
1,180,842
 
Information Technology
   
399,228
     
     
     
399,228
 
Materials
   
98,270
     
     
     
98,270
 
Telecommunication Services
   
562,560
     
     
     
562,560
 
Total Common Stocks
 
$
5,875,717
   
$
   
$
   
$
5,875,717
 
Short-Term Investments
                               
Money Market Funds
 
$
455,966
   
$
   
$
   
$
455,966
 
U.S. Treasury Bills
   
     
5,291,545
     
     
5,291,545
 
Total Short-Term Investments
 
$
455,966
   
$
5,291,545
   
$
   
$
5,747,511
 
Total Investments
 
$
6,331,683
   
$
5,291,545
   
$
   
$
11,623,228
 

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10


Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $11,023,619)
 
$
11,623,228
 
Dividends and interest receivable
   
18,029
 
Receivable for securities sold
   
162,107
 
Prepaid expenses and other assets
   
5,702
 
Total Assets
   
11,809,066
 
         
LIABILITIES:
       
Payable for securities purchased
   
98,392
 
Payable for fund shares redeemed
   
12,000
 
Payable to advisor
   
5,812
 
Payable to administrator
   
2,036
 
Payable to auditor
   
19,599
 
Accrued distribution fees
   
28,649
 
Accrued service fees
   
969
 
Accrued trustees fees
   
1,653
 
Accrued expenses and other payables
   
12,350
 
Total Liabilities
   
181,460
 
NET ASSETS
 
$
11,627,606
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
10,784,271
 
Accumulated net investment income
   
1,890
 
Accumulated net realized gain on investments
   
241,836
 
Unrealized net appreciation on investments
   
599,609
 
Total Net Assets
 
$
11,627,606
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
11,627,606
 
Shares issued and outstanding
   
940,303
 
Net asset value, offering price and redemption price per share
 
$
12.37
 



The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

11

 
Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income
 
$
214,464
 
Interest income
   
8,534
 
Total investment income
   
222,998
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
71,219
 
Compliance expense
   
22,186
 
Audit fees
   
19,851
 
Distribution fees – Investor Class (See Note 5)
   
17,804
 
Federal and state registration fees
   
17,455
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
11,933
 
Service fees – Investor Class (See Note 5)
   
11,870
 
Trustees’ fees and expenses
   
8,315
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
8,019
 
Reports to shareholders
   
5,260
 
Legal fees
   
224
 
Other expenses
   
4,788
 
Total expenses
   
198,924
 
NET INVESTMENT INCOME
 
$
24,074
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
250,576
 
Net change in unrealized depreciation on investments
   
(265,259
)
Net loss on investments
   
(14,683
)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
9,391
 


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12


Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
24,074
   
$
20,133
 
Net realized gain on investments
   
250,576
     
572,766
 
Net change in unrealized depreciation on investments
   
(265,259
)
   
(93,669
)
Net increase in net assets resulting from operations
   
9,391
     
499,230
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(30,298
)
   
(12,019
)
Net realized gains – Investor Class
   
(571,934
)
   
(413,659
)
Total distributions
   
(602,232
)
   
(425,678
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
450,977
     
1,215,042
 
Dividends reinvested – Investor Class
   
589,193
     
413,511
 
Cost of shares redeemed – Investor Class
   
(1,362,738
)
   
(1,369,664
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
(322,568
)
   
258,889
 
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(915,409
)
   
332,441
 
                 
NET ASSETS:
               
Beginning of year
   
12,543,015
     
12,210,574
 
End of year
 
$
11,627,606
   
$
12,543,015
 
Undistributed net investment income, end of year
 
$
1,890
   
$
8,114
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
36,214
     
94,444
 
Shares issued to holders as reinvestment of dividends –
               
  Investor Class
   
47,227
     
32,872
 
Shares redeemed – Investor Class
   
(109,315
)
   
(107,426
)
Net increase (decrease) in shares outstanding
   
(25,874
)
   
19,890
 


 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 

 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
14


 
 

 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
12.98
   
$
12.90
   
$
11.88
   
$
11.13
   
$
10.43
 
                                     
                                     
 
0.03
     
0.02
     
0.02
     
0.04
     
0.05
 
 
(0.01
)
   
0.51
     
1.02
     
0.75
     
0.70
 
 
0.02
     
0.53
     
1.04
     
0.79
     
0.75
 
                                     
                                     
 
(0.03
)
   
(0.01
)
   
(0.02
)
   
(0.04
)
   
(0.05
)
 
(0.60
)
   
(0.44
)
   
     
     
 
 
(0.63
)
   
(0.45
)
   
(0.02
)
   
(0.04
)
   
(0.05
)
$
12.37
   
$
12.98
   
$
12.90
   
$
11.88
   
$
11.13
 
                                     
 
0.11
%
   
4.26
%
   
8.77
%
   
7.13
%
   
7.16
%
                                     
                                     
$
11.63
   
$
12.54
   
$
12.21
   
$
25.17
   
$
18.02
 
 
1.68
%
   
1.75
%
   
1.75
%
   
1.54
%
   
1.61
%
 
0.20
%
   
0.17
%
   
0.14
%
   
0.34
%
   
0.42
%
 
34
%
   
23
%
   
22
%
   
17
%
   
39
%
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
Notes to the Financial Statements October 31, 2015
 
 
1).  ORGANIZATION
 
The Hennessy Balanced Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of The Hennessy Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is a combination of capital appreciation and current income.  The Fund is a non-diversified fund and offers Investor Class shares.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
   
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 

 
 
HENNESSYFUNDS.COM
 
16

 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
i).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
j).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.

 

HENNESSY FUNDS
1-800-966-4354
 
 
17


k).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
   
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate
 

 
 
HENNESSYFUNDS.COM
 
18

investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 


HENNESSY FUNDS
1-800-966-4354
 
 
19


The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $2,061,469 and $2,319,342, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.60%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $5,812.
 
The Board has approved a Shareholder Servicing Agreement for the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund.  Shareholder service fees payable by the Fund as of October 31, 2015 were $969.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets, although the Fund is currently only using up to 0.15% of its average daily net assets for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $8,019.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and

 
 
 
HENNESSYFUNDS.COM
 
20

returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $11,933.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
Cost of investments for tax purposes
 
$
11,035,916
 
 
Gross tax unrealized appreciation
 
$
769,738
 
 
Gross tax unrealized depreciation
   
(182,426
)
 
Net tax unrealized appreciation
 
$
587,312
 
 
Undistributed ordinary income
 
$
17,561
 
 
Undistributed long-term capital gains
   
238,462
 
 
Total distributable earnings
 
$
256,023
 
 
Other accumulated gain
 
$
 
 
Total accumulated gain
 
$
843,335
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
     
Year Ended
   
Year Ended
 
     
October 31, 2015
   
October 31, 2014
 
 
Ordinary income
 
$
39,518
   
$
12,019
 
 
Long-term capital gain
   
562,714
     
413,659
 
     
$
602,232
   
$
425,678
 



HENNESSY FUNDS
1-800-966-4354
 

21

 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
   
Long-term
   
Short-term
 
Investor Class
 
$
0.25408
   
$
0.01670
 
 

 
 
HENNESSYFUNDS.COM
 
22


Report of Independent Registered Public Accounting Firm

The Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Balanced Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Balanced Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
 

Milwaukee, Wisconsin
December 23, 2015
 


HENNESSY FUNDS
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23

 
Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.
 

 
 
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24


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution    
 
Hennessy Funds
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.



HENNESSY FUNDS
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Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.


(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
 
 
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27


Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 
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28


     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   990.20
$8.58
Hypothetical (5% return before expenses)
$1,000.00
$1,016.59
$8.69

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.71% multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 


HENNESSY FUNDS
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29

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 23.33%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM
 
30

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 


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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 


INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202


 
 

 

hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 
 
 


 
 
ANNUAL REPORT

OCTOBER 31, 2015
 
 




HENNESSY CORE BOND FUND
 
Investor Class  HCBFX
Institutional Class  HCBIX



 
 
 
 

hennessyfunds.com  |  1-800-966-4354
 
 














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Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
12
Statement of Operations
13
Statements of Changes in Net Assets
14
Financial Highlights
16
Notes to the Financial Statements
20
Report of Independent Registered Public Accounting Firm
28
Trustees and Officers of the Fund
29
Expense Example
32
Proxy Voting
34
Quarterly Filings on Form N-Q
34
Federal Tax Distribution Information
34
Householding
34
Privacy Policy
35
 
 

HENNESSY FUNDS
1-800-966-4354
 



December 2015
 
Dear Hennessy Funds Shareholder:
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.

 
 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 


HENNESSY FUNDS
1-800-966-4354
 
 
3

Performance Overview (Unaudited)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Core Bond Fund –
     
  Investor Class (HCBFX)
-0.50%
2.17%
4.47%
Hennessy Core Bond Fund –
     
  Institutional Class (HCBIX)
-0.06%
2.45%
4.74%
Barclays Capital Intermediate
     
  U.S. Government/Credit Index
 1.86%
2.30%
4.22%
 
Expense ratios: 2.94% (Investor Class); 2.60% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  Performance for the period from March 12, 2010 to October 26, 2012 is that of the FBR Core Bond Fund and for the periods prior to March 12, 2010 is that of the AFBA 5 Star Total Return Bond Fund.
 
The expense ratios presented are from the most recent prospectus.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Gary B. Cloud, CFA, and Peter G. Greig, CFA
 
Financial Counselors, Inc. (sub-advisor)
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Core Bond Fund returned -0.50%, underperforming the Barclays Intermediate U.S. Government/Credit Index, which returned 1.86% for the same period.
 
 
 
 
HENNESSYFUNDS.COM
 
4


The Fund’s overweight position in investment grade corporate credit accounted for most of the underperformance of the Fund over the year. The Fund’s exposure to high yield credit securities, or junk bonds, also detracted from performance. Higher-yielding investment grade securities in the Fund contributed most positively to overall relative performance. Duration and yield curve-related factors were neutral drivers on relative Fund performance for the period.
 
Investment Outlook:
 
The Federal Reserve is contemplating the first rise in short term rates in nearly a decade. While we believe the Fed will raise rates only gradually, a steep hike in U.S. rates, while our major trading partners keep their interest rates unchanged or maybe even cut them a little, would likely lead to another sharp drop in commodity prices, a further rally in the U.S. Dollar, and create deflationary pressures strong enough to cause negative economic growth and falling prices. We do not believe this chain of events will come about. We believe the Fed is inherently cautious and is constantly modifying its forecast as the data changes. If global economic activity data remain steady, but subpar, we expect the pace and slope of future Fed rate adjustments to decline and thereby allow international growth rates to become better aligned. This should be positive for our overweight in corporate credit because it will reduce the likelihood of long-term interest rates breaking out of their multi-year range.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Barclays Capital Intermediate U.S. Government/Credit Index is an unmanaged index commonly used to measure the performance of U.S. bonds. One cannot invest directly in an index.
 
Investments in debt securities typically decrease in value when interest rates rise. The risk is greater for longer-term debt securities. Investments by the Fund in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities. Investments in Asset-Backed and Mortgage-Backed securities include additional risks that investors should be aware of including credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments. Investments in foreign securities may involve political, economic and currency risks, greater volatility and differences in accounting methods.  The Fund may experience higher fees due to investments in pooled investment vehicles (including ETFs).
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
 

HENNESSY FUNDS
1-800-966-4354
 
 
5


Financial Statements
Schedule of Investments as of October 31, 2015
 
HENNESSY CORE BOND FUND
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
U.S. Treasury Note, 2.750%, 02/15/2024
8.91%
Federal National Mortgage Association, 3.000%, 08/01/2042
7.04%
The Hartford Financial Services Group, Inc., 5.375%, 03/15/2017
4.94%
Ford Motor Credit Co. LLC, 3.000%, 06/12/2017
4.89%
Associated Banc-Corp, 5.125%, 03/28/2016
4.75%
Associates Corporation of North America, 6.950%, 11/01/2018
4.68%
U.S. Treasury Note, 2.500%, 08/15/2023
4.51%
Agilent Technologies, Inc., 5.000%, 07/15/2020
4.41%
Discover Financial Services, 5.200%, 04/27/2022
4.40%
YUM! Brands, Inc., 5.300%, 09/15/2019
4.29%

 

Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.

 
 
 
HENNESSYFUNDS.COM
6

PREFERRED STOCKS – 8.01%
 
Number of Shares/
       
% of
 
   
Par Amount
   
Value
   
Net Assets
 
Consumer Staples – 0.28%
           
CHS, Inc.
   
430
   
$
11,941
     
0.28
%
                         
Construction – 0.33%
                       
SCE Trust I
   
540
     
13,857
     
0.33
%
                         
Financials – 7.40%
                       
Aegon N V (b)
   
175
     
4,480
     
0.11
%
Allstate Corp.
   
500
     
13,595
     
0.32
%
Bank of America Corp.
   
325
     
8,626
     
0.20
%
Bank of New York Mellon Corp.
   
540
     
13,873
     
0.33
%
BB&T Corp.
   
555
     
13,781
     
0.32
%
Capital One Financial Corp.
   
535
     
13,712
     
0.32
%
Citigroup, Inc.
   
335
     
8,405
     
0.20
%
Discover Financial Services
   
510
     
13,612
     
0.32
%
Fannie Mae Preferred (a)
   
7,900
     
37,335
     
0.88
%
First Republic Bank of San Francisco
   
395
     
9,840
     
0.23
%
HSBC Finance Corp.
   
175
     
4,438
     
0.10
%
JPMorgan Chase & Co. (a)
   
535
     
13,487
     
0.32
%
KKR Financial Holdings LLC
   
315
     
8,338
     
0.20
%
MetLife, Inc.
   
550
     
13,431
     
0.31
%
Morgan Stanley
   
320
     
8,563
     
0.20
%
Northern Trust Corp.
   
525
     
13,792
     
0.32
%
PNC Financial Services Group, Inc.
   
540
     
13,700
     
0.32
%
RBS Capital Funding Trust V
   
465
     
11,462
     
0.27
%
Regions Financial Corp.
   
530
     
13,780
     
0.32
%
State Street Corp.
   
520
     
13,842
     
0.32
%
SunTrust Banks, Inc.
   
535
     
13,605
     
0.32
%
The Charles Schwab Corp. (a)
   
530
     
13,732
     
0.32
%
The Goldman Sachs Group, Inc.
   
330
     
8,441
     
0.20
%
U.S. Bancorp (d)
   
535
     
13,552
     
0.32
%
Wells Fargo & Co. (a)
   
535
     
13,835
     
0.33
%
             
315,257
     
7.40
%
Total Preferred Stocks
                       
  (Cost $495,251)
           
341,055
     
8.01
%


 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
7


REITS – 2.34%
 
Number of Shares/
       
% of
 
   
Par Amount
   
Value
   
Net Assets
 
Financials – 2.34%
           
Apollo Commercial Real Estate Finance, Inc.
   
6,000
   
$
99,660
     
2.34
%
                         
Total REITS
                       
  (Cost $99,299)
           
99,660
     
2.34
%
                         
CORPORATE BONDS – 50.01%
                       
                         
Consumer Discretionary – 7.79%
                       
Amazon.com, Inc., 2.500%, 11/29/2022
   
75,000
     
73,331
     
1.72
%
Time Warner, Inc., 3.400%, 06/15/2022
   
75,000
     
76,172
     
1.78
%
YUM! Brands, Inc., 5.300%, 09/15/2019
   
175,000
     
182,842
     
4.29
%
             
332,345
     
7.79
%
                         
Financials – 30.04%
                       
Associated Banc-Corp, 5.125%, 03/28/2016
   
200,000
     
202,500
     
4.75
%
Associates Corporation of North America, 6.950%, 11/01/2018
   
175,000
     
199,243
     
4.68
%
Citigroup, Inc., 6.125%, 11/21/2017
   
70,000
     
76,161
     
1.79
%
Discover Financial Services, 5.200%, 04/27/2022
   
175,000
     
187,648
     
4.40
%
Ford Motor Credit Co. LLC, 3.000%, 06/12/2017
   
205,000
     
208,254
     
4.89
%
Lazard Group, 6.850%, 06/15/2017
   
37,000
     
39,674
     
0.93
%
Merrill Lynch Co., Inc., 6.400%, 08/28/2017
   
70,000
     
75,862
     
1.78
%
The Goldman Sachs Group, Inc., 6.000%, 06/15/2020
   
70,000
     
80,237
     
1.88
%
The Hartford Financial Services Group, Inc., 5.375%, 03/15/2017
   
200,000
     
210,515
     
4.94
%
             
1,280,094
     
30.04
%
                         
Health Care – 6.76%
                       
Agilent Technologies, Inc., 5.000%, 07/15/2020
   
175,000
     
188,262
     
4.41
%
Celgene Corp., 3.625%, 05/15/2024
   
100,000
     
100,010
     
2.35
%
             
288,272
     
6.76
%
                         
Telecommunication Services – 3.48%
                       
AT&T, Inc., 5.500%, 02/01/2018
   
70,000
     
75,776
     
1.78
%
Verizon Communications, Inc., 2.450%, 11/01/2022
   
75,000
     
72,351
     
1.70
%
             
148,127
     
3.48
%
                         
Utilities – 1.94%
                       
Sempra Energy, 6.500%, 06/01/2016
   
80,000
     
82,514
     
1.94
%
                         
Total Corporate Bonds
                       
  (Cost $2,097,526)
           
2,131,352
     
50.01
%



The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

MORTGAGE BACKED SECURITIES – 10.56%
 
Par
       
% of
 
   
Amount
   
Value
   
Net Assets
 
Federal National Mortgage Association
           
  0.000%, 10/29/2018
   
150,000
   
$
149,879
     
3.52
%
  3.000%, 08/01/2042
   
295,724
     
299,904
     
7.04
%
                         
Total Mortgage Backed Securities
                       
  (Cost $453,643)
           
449,783
     
10.56
%
                         
U.S. TREASURY OBLIGATIONS – 24.10%
                       
                         
U.S. Treasury Notes – 24.10%
                       
U.S. Treasury Notes
                       
  1.625%, 04/30/2019
   
160,000
     
162,216
     
3.81
%
  2.125%, 05/15/2025
   
165,000
     
164,681
     
3.87
%
  2.500%, 08/15/2023
   
185,000
     
192,019
     
4.51
%
  2.750%, 02/15/2024
   
360,000
     
379,639
     
8.91
%
  3.250%, 03/31/2017
   
65,000
     
67,438
     
1.58
%
  3.625%, 02/15/2021
   
55,000
     
60,570
     
1.42
%
             
1,026,563
     
24.10
%
Total U.S. Treasury Obligations
                       
  (Cost $1,019,763)
           
1,026,563
     
24.10
%
                         
INVESTMENT COMPANIES (EXCLUDING
                       
  MONEY MARKET FUNDS) – 3.85%
                       
iShares iBoxx $High Yield Corporation Bond Fund
   
960
     
82,147
     
1.93
%
SPDR Barclays Short Term High Yield
   
3,000
     
81,900
     
1.92
%
                         
Total Investment Companies (Excluding
                       
  Money Market Funds) 
                       
  (Cost $181,891)
           
164,047
     
3.85
%


 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
9


SHORT-TERM INVESTMENTS – 4.61%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 4.61%
           
Fidelity Government Portfolio –
           
  Institutional Class, 0.01% (c)
   
196,346
   
$
196,346
     
4.61
%
                         
Total Short-Term Investments
                       
  (Cost $196,346)
           
196,346
     
4.61
%
                         
Total Investments
                       
  (Cost $4,543,719) – 103.48%
           
4,408,806
     
103.48
%
Other Assets in
                       
  Excess of Liabilities – (3.48)%
           
(148,266
)
   
(3.48
)%
TOTAL NET ASSETS – 100.00%
         
$
4,260,540
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
(d)
Investment in affiliated security. Quasar Distributors, LLC, which serves as the Fund’s distributor, is a subsidiary of U.S. Bancorp. Details of transactions with this affiliated company for the year ended October 31, 2015, are as follows:

 
Issuer
 
U.S. Bancorp
 
 
Beginning Cost
 
$
 
 
Purchase Cost
 
$
13,348
 
 
Sales Cost
 
$
 
 
Ending Cost
 
$
13,348
 
 
Dividend Income
 
$
172
 
 
Shares
   
535
 
 
Market Value
 
$
13,552
 

 

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Preferred Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Construction
 
$
13,857
   
$
   
$
   
$
13,857
 
Consumer Staples
   
11,941
     
     
     
11,941
 
Financials
   
315,257
     
     
     
315,257
 
Total Preferred Stocks
 
$
341,055
   
$
   
$
   
$
341,055
 
REITS
                               
Financials
 
$
99,660
   
$
   
$
   
$
99,660
 
Total REITS
 
$
99,660
   
$
   
$
   
$
99,660
 
Corporate Bonds
                               
Consumer Discretionary
 
$
   
$
332,345
   
$
   
$
332,345
 
Financials
   
     
1,280,094
     
     
1,280,094
 
Health Care
   
     
288,272
     
     
288,272
 
Telecommunication Services
   
     
148,127
     
     
148,127
 
Utilities
   
     
82,514
     
     
82,514
 
Total Corporate Bonds
 
$
   
$
2,131,352
   
$
   
$
2,131,352
 
Mortgage Backed Securities
 
$
   
$
449,783
   
$
   
$
449,783
 
U.S. Treasury Obligations
                               
U.S. Treasury Notes
 
$
   
$
1,026,563
   
$
   
$
1,026,563
 
Total U.S. Treasury Obligations
 
$
   
$
1,026,563
   
$
   
$
1,026,563
 
Investment Companies (Excluding
                               
  Money Market Funds)
 
$
164,047
   
$
   
$
   
$
164,047
 
Short-Term Investments
                               
Money Market Funds
 
$
196,346
   
$
   
$
   
$
196,346
 
Total Short-Term Investments
 
$
196,346
   
$
   
$
   
$
196,346
 
Total Investments
 
$
801,108
   
$
3,607,698
   
$
   
$
4,408,806
 

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 


The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
11

 
Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $4,530,371)
 
$
4,395,254
 
Investments in affiliated securities, at value (cost $13,348)
   
13,552
 
Total investments in securities (cost $4,543,719)
   
4,408,806
 
Dividends and interest receivable
   
35,100
 
Receivable for fund shares sold
   
62
 
Prepaid expenses and other assets
   
13,912
 
Total Assets
   
4,457,880
 
         
LIABILITIES:
       
Payable for securities purchased
   
149,916
 
Payable for fund shares redeemed
   
3,729
 
Payable to advisor
   
2,916
 
Payable to administrator
   
825
 
Payable to auditor
   
20,258
 
Accrued distribution fees
   
4,555
 
Accrued service fees
   
161
 
Accrued trustees fees
   
2,403
 
Accrued expenses and other payables
   
12,577
 
Total Liabilities
   
197,340
 
NET ASSETS
 
$
4,260,540
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
4,346,171
 
Accumulated net realized gain on investments
   
49,282
 
Unrealized net depreciation on investments
   
(134,913
)
Total Net Assets
 
$
4,260,540
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
1,867,466
 
Shares issued and outstanding
   
252,257
 
Net asset value, offering price and redemption price per share
 
$
7.40
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
2,393,074
 
Shares issued and outstanding
   
367,419
 
Net asset value, offering price and redemption price per share
 
$
6.51
 


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12

 
Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income from unaffiliated securities
 
$
35,295
 
Dividend income from affiliated securities
   
172
 
Interest income
   
134,536
 
Total investment income
   
170,003
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
39,214
 
Federal and state registration fees
   
27,682
 
Compliance expense
   
22,186
 
Audit fees
   
20,855
 
Trustees’ fees and expenses
   
11,256
 
Reports to shareholders
   
5,829
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
4,929
 
Distribution fees – Investor Class (See Note 5)
   
4,647
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
3,523
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
66
 
Service fees – Investor Class (See Note 5)
   
1,608
 
Legal fees
   
78
 
Interest expense (See Note 6)
   
4
 
Other expenses
   
4,331
 
Total expenses before reimbursement by advisor
   
146,208
 
Expense reimbursement by advisor – Investor Class
   
(16,047
)
Expense reimbursement by advisor – Institutional Class
   
(13,084
)
Net expenses
   
117,077
 
NET INVESTMENT INCOME
 
$
52,926
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
51,572
 
Net change in unrealized depreciation on investments
   
(121,931
)
Net loss on investments
   
(70,359
)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
(17,433
)

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
52,926
   
$
141,693
 
Net realized gain on investments
   
51,572
     
70,699
 
Net change in unrealized depreciation on investments
   
(121,931
)
   
(120,967
)
Net increase (decrease) in net assets
               
  resulting from operations
   
(17,433
)
   
91,425
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
(24,771
)
   
(67,126
)
Institutional Class
   
(30,102
)
   
(76,008
)
Net realized gains
               
Investor Class
   
(37,403
)
   
(629,457
)
Institutional Class
   
(30,800
)
   
(734,790
)
Total distributions
   
(123,076
)
   
(1,507,381
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
435,393
     
1,440,996
 
Proceeds from shares subscribed – Institutional Class
   
1,039,343
     
179,145
 
Dividends reinvested – Investor Class
   
56,956
     
616,160
 
Dividends reinvested – Institutional Class
   
60,107
     
796,120
 
Cost of shares redeemed – Investor Class
   
(1,369,633
)
   
(1,605,535
)
Cost of shares redeemed – Institutional Class
   
(924,976
)
   
(1,311,742
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
(702,810
)
   
115,144
 
TOTAL DECREASE IN NET ASSETS
   
(843,319
)
   
(1,300,812
)
                 
NET ASSETS:
               
Beginning of year
   
5,103,859
     
6,404,671
 
End of year
 
$
4,260,540
   
$
5,103,859
 
Undistributed net investment income, end of year
 
$
   
$
 


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
14


Statements of Changes in Net Assets – Continued
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
CHANGES IN SHARES OUTSTANDING:
       
Shares sold – Investor Class
   
58,095
     
181,144
 
Shares sold – Institutional Class
   
157,489
     
25,191
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
7,586
     
80,291
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
9,104
     
117,695
 
Shares redeemed – Investor Class
   
(183,613
)
   
(207,447
)
Shares redeemed – Institutional Class
   
(140,907
)
   
(192,135
)
Net increase (decrease) in shares outstanding
   
(92,246
)
   
4,739
 
 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
15

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 


PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(2)
 


(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16

 
 
 


 
 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
7.61
   
$
9.56
   
$
9.97
   
$
9.56
   
$
9.82
 
                                     
                                     
 
0.06
     
0.17
     
0.27
     
0.28
     
0.35
(1) 
 
(0.10
)
   
(0.06
)
   
(0.23
)
   
0.41
     
(0.14
)
 
(0.04
)
   
0.11
     
0.04
     
0.69
     
0.21
 
                                     
                                     
 
(0.07
)
   
(0.18
)
   
(0.27
)
   
(0.20
)
   
(0.32
)
 
(0.10
)
   
(1.88
)
   
(0.18
)
   
(0.08
)
   
(0.15
)
 
(0.17
)
   
(2.06
)
   
(0.45
)
   
(0.28
)
   
(0.47
)
$
7.40
   
$
7.61
   
$
9.56
   
$
9.97
   
$
9.56
 
                                     
 
(0.50
)%
   
1.41
%
   
0.41
%
   
7.38
%
   
2.35
%
                                     
                                     
$
1.87
   
$
2.82
   
$
3.02
   
$
3.57
   
$
4.05
 
                                     
 
3.16
%
   
2.85
%
   
2.26
%
   
2.12
%
   
2.38
%
 
2.52
%
   
1.30
%
   
1.30
%
   
1.30
%
   
1.30
%
                                     
 
0.32
%
   
0.74
%
   
1.70
%
   
2.01
%
   
2.58
%
 
0.96
%
   
2.29
%
   
2.66
%
   
2.83
%
   
3.66
%
 
50
%
   
54
%
   
74
%
   
75
%
   
57
%

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

17

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(2)
 


(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
18

 
 
 


Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
6.69
   
$
8.65
   
$
9.06
   
$
8.77
   
$
9.05
 
                                     
                                     
 
0.09
     
0.16
     
0.19
     
0.27
     
0.34
(1) 
 
(0.09
)
   
(0.06
)
   
(0.13
)
   
0.38
     
(0.12
)
 
     
0.10
     
0.06
     
0.65
     
0.22
 
                                     
                                     
 
(0.09
)
   
(0.18
)
   
(0.29
)
   
(0.28
)
   
(0.35
)
 
(0.09
)
   
(1.88
)
   
(0.18
)
   
(0.08
)
   
(0.15
)
 
(0.18
)
   
(2.06
)
   
(0.47
)
   
(0.36
)
   
(0.50
)
$
6.51
   
$
6.69
   
$
8.65
   
$
9.06
   
$
8.77
 
                                     
 
(0.06
)%
   
1.53
%
   
0.69
%
   
7.63
%
   
2.62
%
                                     
                                     
$
2.39
   
$
2.29
   
$
3.38
   
$
33.34
   
$
23.25
 
                                     
 
2.79
%
   
2.53
%
   
1.67
%
   
1.31
%
   
1.43
%
 
2.25
%
   
1.05
%
   
1.05
%
   
1.05
%
   
1.05
%
                                     
 
0.66
%
   
1.06
%
   
2.28
%
   
2.74
%
   
3.54
%
 
1.20
%
   
2.54
%
   
2.90
%
   
3.00
%
   
3.92
%
 
50
%
   
54
%
   
74
%
   
75
%
   
57
%
 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
19


Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Core Bond Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Core Bond Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is current income with capital growth as a secondary objective.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 

 
 
HENNESSYFUNDS.COM
20


 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$1,947
$(1,946)
$(1)
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid monthly.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
   
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
21


 
securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
 Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
 The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
 
 
 
 
HENNESSYFUNDS.COM
 
22


 
 In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets
 

 
HENNESSY FUNDS
1-800-966-4354
 
23

gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by
 
 

 
HENNESSYFUNDS.COM
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the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $1,212,380 and $1,900,439, respectively.
 
Purchases and sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015 were $1,163,797 and $1,127,440, respectively.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.80%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $2,916.
 
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, Financial Counselors, Inc.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Advisor contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, 12b-1 fees, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses) to 1.05% of the Fund’s net assets for both the Investor Class shares and Institutional Class shares of the Fund through February 28, 2015.  The expense limitation agreement for the Fund is no longer in effect.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  The Advisor waived or reimbursed expenses of $29,131 for the Fund during the fiscal year ended October 31, 2015.  As of October 31, 2015, cumulative expenses subject to potential recovery under the aforementioned conditions and year of expiration were as follows:
 


HENNESSY FUNDS
1-800-966-4354
 
 
25


 
October 31,
October 31,
October 31,
 
 
2016
2017
2018
Total
Investor Class
$36,603
$46,263
$16,047
$98,913
Institutional Class
$74,877
$42,715
$13,084
$130,676
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, effective as of February 28, 2015, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $161.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares, although the Fund has only been using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since March 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $3,589.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $4,929.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The
 
 

 
HENNESSYFUNDS.COM
 
26

credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $115 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $42,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
4,543,719
 
Gross tax unrealized appreciation
 
$
62,956
 
Gross tax unrealized depreciation
   
(197,869
)
Net tax unrealized depreciation
 
$
(134,913
)
Undistributed ordinary income
 
$
2,398
 
Undistributed long-term capital gains
   
46,884
 
Total distributable earnings
 
$
49,282
 
Other accumulated gain
 
$
 
Total accumulated loss
 
$
(85,631
)
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any late year ordinary losses.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
 
Year Ended
 
Year Ended
 
 
October 31, 2015
 
October 31, 2014
 
Ordinary income
 
$
54,190
   
$
156,269
 
Long-term capital gain
   
68,886
     
1,351,112
 
   
$
123,076
   
$
1,507,381
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
 
Long-term
Short-term
Investor Class
$0.07244
$0.00371
Institutional Class
$0.06375
$0.00327



HENNESSY FUNDS
1-800-966-4354
 

27

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
And the Shareholders of the Hennessy Core Bond Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Core Bond Fund (the “Fund”), a series of Hennessy Funds Trust, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2015, by correspondence with the custodian and brokers.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Core Bond Fund as of October 31, 2015, 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 then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 21, 2015
 


 
HENNESSYFUNDS.COM

28

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.
 


HENNESSY FUNDS
1-800-966-4354
 
 
29


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution Hennessy Funds  
 
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.
 

 
 
HENNESSYFUNDS.COM

30


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.
 

(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 


HENNESSY FUNDS
1-800-966-4354
 

31

Expense Example (Unaudited)
October 31, 2015

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 


 
HENNESSYFUNDS.COM

32


     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   984.60
$16.41
Hypothetical (5% return before expenses)
$1,000.00
$1,008.67
$16.61
       
Institutional Class
     
Actual
$1,000.00
$   985.90
$14.22
Hypothetical (5% return before expenses)
$1,000.00
$1,010.89
$14.39
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 3.28% for Investor Class shares or 2.84% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 

HENNESSY FUNDS
1-800-966-4354
 
33

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 2.39%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 2.39%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 2.84%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM
34

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 


HENNESSY FUNDS
1-800-966-4354
 

35







 
 
 
 
 

 


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(This Page Intentionally Left Blank.)
 
 
 
 
 
 
 
 
 
 
 
 
 

 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 


INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202



 

hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 

 

 

 

ANNUAL REPORT

OCTOBER 31, 2015




 


HENNESSY GAS UTILITY FUND
 
Investor Class GASFX
 
 
 
 
 
 
 

hennessyfunds.com | 1-800-966-4354
 
 

 
 
 
 
 
 
 
 
 
 
 
(This Page Intentionally Left Blank.)
 
 
 
 
 
 
 
 
 
 
 

Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
16
Report of Independent Registered Public Accounting Firm
24
Trustees and Officers of the Fund
25
Expense Example
28
Proxy Voting
30
Quarterly Filings on Form N-Q
30
Federal Tax Distribution Information
30
Householding
30
Privacy Policy
31

 
 
HENNESSY FUNDS
1-800-966-4354
 
 

December 2015
 
Dear Hennessy Funds Shareholder:
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
 
Best regards,
 
Neil J. Hennessy
President and Chief Investment Officer

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
3

Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 
 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Gas Utility Fund –
     
  Investor Class (GASFX)
-6.59%
14.10%
10.27%
AGA Stock Index*
-5.84%
14.58%
11.00%
S&P 500 Index
 5.20%
14.33%
  7.85%
 
Expense ratio: 0.94%
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  Performance for periods prior to October 26, 2012 is that of the FBR Gas Utility Index Fund.
 
The expense ratio presented is from the most recent prospectus.
 
*
The AGA Stock Index is a market capitalization-weighted index, adjusted monthly, consisting of member companies of the American Gas Association.  Performance for the AGA Stock Index is provided monthly by the American Gas Association.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Winsor H. (Skip) Aylesworth, Ryan Kelley and Brian Perry
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Hennessy Gas Utility Fund returned -6.59%, underperforming the AGA Stock Index* and the S&P 500 Index, which returned -5.84% and 5.20%, for the same period, respectively.
 
The Fund performed as we expected against the AGA Stock Index for the year ended October 31, 2015, underperforming slightly due to expenses. The Fund underperformed
 

 
 
HENNESSYFUNDS.COM
 
4

the broader market, as measured by the S&P 500 Index, as energy-related stocks fell, driven lower by the year-long decline in the prices of both oil and natural gas. The Fund invests in natural gas distribution companies, whose businesses are largely insulated from movements in oil and natural gas prices. However, this year the market chose to penalize all companies in the Energy sector regardless of their exposure to lower commodity prices.
 
Portfolio Strategy:
 
The Fund’s investment objective is to provide investors with the return of the AGA Stock Index less expenses. The AGA Stock Index is comprised of publicly-traded members of the American Gas Association (AGA), a national trade association of natural gas distribution companies. The investment thesis of the Fund centers on the presence of abundant natural gas supplies here in the U.S. keeping natural gas prices low and stable. Low prices, in turn, lead to steady growth in demand for and consumption of natural gas, which should drive growth in revenues for the natural gas distribution companies owned by the Fund. Natural gas is deemed the most environmentally friendly of all the fossil fuels, which is also helping drive growth in demand, especially within the power generation industry.
 
For the twelve-month period ended October 31, 2015, there were five changes to the composition of the AGA Stock Index. Three occurred in the first six months of the period and were covered in the semi-annual report.  Two happened later in the period. One change involved the acquisition of Integrys Energy Group, Inc. by Wisconsin Energy Corporation, both Fund holdings.  The resultant company, WEC Energy Group, Inc., continues to be owned in the Fund and has approximately a 2.7% weighting in the portfolio. The other change during the period involved NiSource, Inc., which spun off its interstate pipeline assets to form the Columbia Pipeline Group, Inc. Both firms remain in the AGA Stock Index, and therefore the Fund, with weights in the portfolio of 1.7% and 3.6%, respectively. After many years of minor changes, the AGA Stock Index composition and hence the Fund’s holdings changed more significantly this year. Based on transactions announced but not yet closed, we expect another active year of change in the AGA Stock Index and in Fund composition in 2016.
 
Investment Outlook:
 
Despite the sharp declines in the oil and natural gas prices over the last twelve months and related volatility in stock prices, we believe the thesis of the Fund remains firmly intact. Low prices and the attractive environmental characteristics of natural gas should likely continue to drive demand growth, which, we believe may drive long term revenue and profit growth for the distribution companies in the Fund.
 

*
The AGA Stock Index is a market capitalization-weighted index, consisting of member companies of the American Gas Association.  Performance for the AGA Stock Index is provided monthly by the American Gas Association.
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments in foreign securities may involve political, economic and currency risks, greater volatility and differences in accounting methods. Investments are focused in the natural gas distribution and transmission industry; sector funds may be subject to a higher degree of market risk.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
5

Financial Statements
Schedule of Investments as of October 31, 2015
 
HENNESSY GAS UTILITY FUND
 
(% of Net Assets)
 

 

TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Spectra Energy Corp.
4.96%
Sempra Energy
4.96%
Cheniere Energy, Inc.
4.93%
The Williams Companies, Inc.
4.92%
National Grid PLC
4.90%
TransCanada Corp.
4.88%
Kinder Morgan, Inc.
4.83%
Dominion Resources, Inc.
4.82%
Enbridge, Inc.
4.66%
Columbia Pipeline Group, Inc.
3.64%
 
 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.

 
 
 
HENNESSYFUNDS.COM
 
6

COMMON STOCKS – 98.09%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Energy – 34.15%
           
Cheniere Energy, Inc. (a)
   
1,642,617
   
$
81,342,394
     
4.93
%
Columbia Pipeline Group, Inc.
   
2,892,582
     
60,078,928
     
3.64
%
Enbridge, Inc. (b)
   
1,800,821
     
76,877,048
     
4.66
%
EQT Corp.
   
331,732
     
21,917,533
     
1.33
%
Kinder Morgan, Inc.
   
2,912,725
     
79,663,029
     
4.83
%
Spectra Energy Corp.
   
2,864,415
     
81,836,337
     
4.96
%
The Williams Companies, Inc.
   
2,055,057
     
81,051,448
     
4.92
%
TransCanada Corp. (b)
   
2,393,427
     
80,395,213
     
4.88
%
             
563,161,930
     
34.15
%
                         
Financials – 0.44%
                       
Berkshire Hathaway, Inc., Class A (a)
   
36
     
7,365,456
     
0.44
%
                         
Utilities – 63.50%
                       
AGL Resources, Inc.
   
931,730
     
58,233,125
     
3.53
%
ALLETE, Inc.
   
3,150
     
158,161
     
0.01
%
Alliant Energy Corp.
   
81,904
     
4,833,974
     
0.29
%
Ameren Corp.
   
200,490
     
8,757,403
     
0.53
%
Atmos Energy Corp.
   
913,288
     
57,537,144
     
3.49
%
Avista Corp.
   
106,472
     
3,604,077
     
0.22
%
Black Hills Corp.
   
87,959
     
4,026,763
     
0.24
%
Centerpoint Energy, Inc.
   
946,226
     
17,552,492
     
1.06
%
Chesapeake Utilities Corp.
   
115,108
     
6,009,789
     
0.36
%
CMS Energy Corp.
   
765,148
     
27,598,888
     
1.67
%
Consolidated Edison, Inc.
   
442,786
     
29,113,180
     
1.77
%
Corning Natural Gas Holding Corp.
   
24,767
     
414,847
     
0.03
%
Delta Natural Gas Company, Inc.
   
68,788
     
1,405,339
     
0.09
%
Dominion Resources, Inc.
   
1,112,446
     
79,462,018
     
4.82
%
DTE Energy Co.
   
301,454
     
24,595,632
     
1.49
%
Duke Energy Corp.
   
138,837
     
9,922,680
     
0.60
%
Entergy Corp.
   
12,900
     
879,264
     
0.05
%
Eversource Energy
   
289,975
     
14,771,327
     
0.90
%
Exelon Corp.
   
422,131
     
11,785,898
     
0.72
%
Gas Natural, Inc.
   
61,498
     
542,412
     
0.03
%
Iberdrola SA – ADR (b)
   
423,629
     
12,081,899
     
0.73
%
MDU Resources Group, Inc.
   
703,407
     
13,266,256
     
0.80
%
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
7

COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Utilities (Continued)
           
MGE Energy, Inc.
   
58,554
   
$
2,416,524
     
0.15
%
National Fuel Gas Co.
   
369,424
     
19,405,843
     
1.18
%
National Grid PLC – ADR (b)
   
1,128,318
     
80,787,569
     
4.90
%
New Jersey Resources Corp.
   
538,884
     
17,071,845
     
1.04
%
NiSource, Inc.
   
1,455,131
     
27,880,310
     
1.69
%
Northwest Natural Gas Co.
   
255,951
     
12,226,779
     
0.74
%
Northwestern Corp.
   
135,698
     
7,353,475
     
0.45
%
One Gas, Inc.
   
473,125
     
23,107,425
     
1.40
%
Pepco Holdings, Inc.
   
79,404
     
2,114,529
     
0.13
%
PG&E Corp.
   
1,094,299
     
58,435,567
     
3.54
%
Piedmont Natural Gas Company, Inc.
   
668,361
     
38,303,769
     
2.32
%
PPL Corp.
   
534,719
     
18,394,334
     
1.12
%
Public Service Enterprise Group, Inc.
   
784,790
     
32,403,979
     
1.97
%
Questar Corp.
   
1,192,926
     
24,633,922
     
1.49
%
RGC Resources, Inc.
   
46,680
     
970,944
     
0.06
%
SCANA Corp.
   
195,966
     
11,605,107
     
0.70
%
Sempra Energy
   
798,340
     
81,757,999
     
4.96
%
South Jersey Industries, Inc.
   
419,671
     
11,125,478
     
0.67
%
Southwest Gas Corp.
   
387,645
     
23,824,662
     
1.44
%
TECO Energy, Inc.
   
560,551
     
15,134,877
     
0.92
%
The Empire District Electric Co.
   
21,075
     
475,241
     
0.03
%
The Laclede Group, Inc.
   
354,408
     
20,757,677
     
1.26
%
UGI Corp.
   
340,402
     
12,482,541
     
0.76
%
UIL Holdings Corp.
   
216,368
     
11,032,604
     
0.67
%
Unitil Corp.
   
78,771
     
2,794,007
     
0.17
%
Vectren Corp.
   
382,228
     
17,379,907
     
1.05
%
WEC Energy Group, Inc.
   
864,090
     
44,552,480
     
2.70
%
WGL Holdings, Inc.
   
376,992
     
23,460,212
     
1.42
%
Xcel Energy, Inc.
   
526,899
     
18,773,411
     
1.14
%
             
1,047,215,585
     
63.50
%
                         
Total Common Stocks
                       
  (Cost $1,252,358,503)
           
1,617,742,971
     
98.09
%

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

8


PARTNERSHIPS – 0.98%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Energy – 0.98%
           
Plains GP Holdings LP
   
1,037,777
   
$
16,137,432
     
0.98
%
                         
Total Partnerships
                       
  (Cost $27,331,576)
           
16,137,432
     
0.98
%
                         
SHORT-TERM INVESTMENTS – 0.86%
                       
                         
Money Market Funds – 0.86%
                       
Fidelity Government Portfolio –
                       
  Institutional Class, 0.01% (c)
   
14,138,940
     
14,138,940
     
0.86
%
                         
Total Short-Term Investments
                       
  (Cost $14,138,940)
           
14,138,940
     
0.86
%
                         
Total Investments
                       
  (Cost $1,293,829,019) – 99.93%
           
1,648,019,343
     
99.93
%
Other Assets in
                       
  Excess of Liabilities – 0.07%
           
1,186,702
     
0.07
%
TOTAL NET ASSETS – 100.00%
         
$
1,649,206,045
     
100.00
%

Percentages are stated as a percent of net assets.

ADR – American Depositary Receipt
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 


9

Summary of Fair Value Exposure at October 31, 2015
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Energy
 
$
563,161,930
   
$
   
$
   
$
563,161,930
 
Financials
   
7,365,456
     
     
     
7,365,456
 
Utilities
   
1,047,215,585
     
     
     
1,047,215,585
 
Total Common Stocks
 
$
1,617,742,971
   
$
   
$
   
$
1,617,742,971
 
Partnerships
                               
Energy
 
$
16,137,432
   
$
   
$
   
$
16,137,432
 
Total Partnerships
 
$
16,137,432
   
$
   
$
   
$
16,137,432
 
Short-Term Investments
                               
Money Market Funds
 
$
14,138,940
   
$
   
$
   
$
14,138,940
 
Total Short-Term Investments
 
$
14,138,940
   
$
   
$
   
$
14,138,940
 
Total Investments
 
$
1,648,019,343
   
$
   
$
   
$
1,648,019,343
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
 

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
10

Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $1,293,829,019)
 
$
1,648,019,343
 
Dividends and interest receivable
   
2,625,328
 
Receivable for fund shares sold
   
619,912
 
Receivable for securities sold
   
6,267,872
 
Prepaid expenses and other assets
   
77,331
 
Total Assets
   
1,657,609,786
 
         
LIABILITIES:
       
Payable for securities purchased
   
4,759,488
 
Payable for fund shares redeemed
   
1,573,733
 
Payable to advisor
   
565,789
 
Payable to administrator
   
272,223
 
Payable to auditor
   
20,299
 
Accrued distribution fees
   
552,105
 
Accrued service fees
   
141,447
 
Accrued trustees fees
   
2,398
 
Accrued expenses and other payables
   
516,259
 
Total Liabilities
   
8,403,741
 
NET ASSETS
 
$
1,649,206,045
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
1,302,520,891
 
Accumulated net investment income
   
3,171,307
 
Accumulated net realized loss on investments
   
(10,676,477
)
Unrealized net appreciation on investments
   
354,190,324
 
Total Net Assets
 
$
1,649,206,045
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
1,649,206,045
 
Shares issued and outstanding
   
59,566,272
 
Net asset value, offering price and redemption price per share
 
$
27.69
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

11

Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income(1)
 
$
66,800,950
 
Interest income
   
1,522
 
Total investment income
   
66,802,472
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
8,195,957
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
4,289,552
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
2,029,869
 
Distribution fees – Investor Class (See Note 5)
   
1,951,249
 
Service fees – Investor Class (See Note 5)
   
1,300,833
 
Reports to shareholders
   
172,698
 
Federal and state registration fees
   
47,163
 
Legal fees
   
34,998
 
Interest expense (See Note 6)
   
24,730
 
Compliance expense
   
22,186
 
Audit fees
   
20,898
 
Trustees’ fees and expenses
   
19,926
 
Other expenses
   
951,478
 
Total expenses
   
19,061,537
 
NET INVESTMENT INCOME
 
$
47,740,935
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
34,577,557
 
Net realized loss on foreign currency
   
(115,422
)
Net change in unrealized depreciation on investments
   
(223,791,585
)
Net loss on investments
   
(189,329,450
)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
(141,588,515
)
 


(1)
Net of foreign taxes withheld and issuance fees of $1,171,412.

 
 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
12

Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income
 
$
47,740,935
   
$
38,250,537
 
Net realized gain on securities
   
34,462,135
     
47,518,015
 
Net change in unrealized appreciation (depreciation)
               
  on securities
   
(223,791,585
)
   
248,176,790
 
Net increase (decrease) in net assets
               
  resulting from operations
   
(141,588,515
)
   
333,945,342
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(48,567,636
)
   
(36,086,377
)
Net realized gains – Investor Class
   
(66,085,456
)
   
(27,515,134
)
Total distributions
   
(114,653,092
)
   
(63,601,511
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
442,529,547
     
1,127,467,551
 
Dividends reinvested – Investor Class
   
108,194,311
     
60,140,074
 
Cost of shares redeemed – Investor Class
   
(900,257,726
)
   
(385,760,784
)(1)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
(349,533,868
)
   
801,846,841
 
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(605,775,475
)
   
1,072,190,672
 
                 
NET ASSETS:
               
Beginning of year
   
2,254,981,520
     
1,182,790,848
 
End of year
 
$
1,649,206,045
   
$
2,254,981,520
 
Undistributed net investment income, end of year
 
$
3,171,307
   
$
953,691
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
14,803,286
     
38,906,149
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
3,682,284
     
2,174,333
 
Shares redeemed – Investor Class
   
(30,966,426
)
   
(13,350,971
)
Net increase (decrease) in shares outstanding
   
(12,480,856
)
   
27,729,511
 
 


(1)
Net of redemption fees of $6,816 related to redemption fees imposed by the FBR Gas Utility Index Fund during a prior year but not received until fiscal year 2014.

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Paid-in capital from redemption fees
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate



(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM


14


 
 


Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
31.30
   
$
26.69
   
$
23.05
   
$
21.21
   
$
17.83
 
                                     
                                     
 
0.69
     
0.62
     
0.62
     
0.58
     
0.51
(1) 
 
(2.69
)
   
5.18
     
4.18
     
1.99
     
3.59
 
 
(2.00
)
   
5.80
     
4.80
     
2.57
     
4.10
 
                                     
                                     
 
(0.70
)
   
(0.59
)
   
(0.61
)
   
(0.58
)
   
(0.51
)
 
(0.91
)
   
(0.60
)
   
(0.55
)
   
(0.16
)
   
(0.21
)
 
(1.61
)
   
(1.19
)
   
(1.16
)
   
(0.74
)
   
(0.72
)
 
     
0.00
(2) 
   
0.00
(2) 
   
0.01
     
0.00
(2) 
$
27.69
   
$
31.30
   
$
26.69
   
$
23.05
   
$
21.21
 
                                     
 
(6.59
)%
   
22.49
%
   
21.70
%
   
12.41
%
   
23.54
%
                                     
                                     
$
1,649.21
   
$
2,254.98
   
$
1,182.79
   
$
746.82
   
$
433.78
 
 
0.93
%
   
0.77
%
   
0.80
%
   
0.69
%
   
0.71
%
 
2.33
%
   
2.26
%
   
2.56
%
   
2.72
%
   
2.68
%
 
37
%
   
20
%
   
18
%
   
16
%
   
17
%
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
15

Financial Statements
Notes to the Financial Statements October 31, 2015
 
1).  ORGANIZATION
 
The Hennessy Gas Utility Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  Prior to February 27, 2015, the Fund was known as the Hennessy Gas Utility Index Fund.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Gas Utility Index Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is income and capital appreciation.  The Fund is a non-diversified fund and offers Investor Class shares.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
   
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$3,044,317
$(10,933,220)
$7,888,903
 
 
 
 
HENNESSYFUNDS.COM
 
16


c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
   
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 

 
HENNESSY FUNDS
1-800-966-4354
 

17


 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
   
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in
 
 
 
 
HENNESSYFUNDS.COM
 
18

   
markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

 
19

Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $748,499,041 and $1,150,199,582, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 

 
 
HENNESSYFUNDS.COM
 
20

5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.40%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $565,789.
 
The Advisor contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 0.85% of the Fund’s net assets through February 28, 2015.  The expense limitation agreement for the Fund is no longer in effect.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  During the three years ended October 31, 2015, no expenses were waived or reimbursed by the Advisor and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Fund, effective as of February 28, 2015, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund.  Shareholder service fees payable by the Fund as of October 31, 2015 were $141,447.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets. The plan was not implemented, however, until March 1, 2015, and the Fund is currently only using up to 0.15% of its average daily net assets for such purpose.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $4,289,552.
 
Membership fees are paid to the American Gas Association (“AGA”), which provides administrative services to the Fund pursuant to an Administrative Services Agreement between the Fund and AGA. These administrative services include overseeing the calculation of the AGA Stock Index. Prior to January 1, 2015, AUS Consultants Utility Services performed the actual computations required to produce the AGA Stock Index and
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
21

received a fee for such calculations pursuant to a contractual arrangement with AGA. As of January 1, 2015, AUS Consultants Utility Services was replaced by Sussex Economic Advisors, LLC.  AGA does not furnish other securities advice to the Fund or the Advisor or make recommendations regarding the purchase or sale of securities by the Fund. Under the terms of an agreement approved by the Board, AGA provides the Advisor with current information regarding the common stock composition of the AGA Stock Index no less than quarterly, but may supply such information more frequently. In addition, AGA provides the Fund with information on the natural gas industry. The Fund pays AGA in its capacity as administrator a fee at an annual rate of 0.04% of the average daily net assets of the Fund.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $2,029,869.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $689,323 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $16,036,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
1,340,351,568
 
Gross tax unrealized appreciation
 
$
431,871,765
 
Gross tax unrealized depreciation
   
(124,203,990
)
Net tax unrealized appreciation
 
$
307,667,775
 
Undistributed ordinary income
 
$
3,171,307
 
Undistributed long-term capital gains
   
35,846,072
 
Total distributable earnings
 
$
39,017,379
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
346,685,154
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales and partnership adjustments.
 
 
 
 
HENNESSYFUNDS.COM
 
22

At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any late year ordinary losses.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
Ordinary income
 
$
90,813,646
   
$
46,037,795
 
Long-term capital gain
   
23,839,446
     
17,563,716
 
   
$
114,653,092
   
$
63,601,511
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
 
Long-term
Investor Class
$0.62624

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
23

Report of Independent Registered Public Accounting Firm
 
 
To the Board of Trustees of Hennessy Funds Trust
And the Shareholders of the Hennessy Gas Utility Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Gas Utility Fund (the “Fund”) (formerly Hennessy Gas Utility Index Fund), a series of Hennessy Funds Trust (the “Trust”), as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2015, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Gas Utility Fund as of October 31, 2015, 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 then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 21, 2015
 

 
 
HENNESSYFUNDS.COM
 
24

Trustees and Officers of the Fund (Unaudited)
 
The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
25

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution Hennessy Funds  
 
 
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.

 
 
 
HENNESSYFUNDS.COM
 
26

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.
 
 

(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 

 
HENNESSY FUNDS
1-800-966-4354
 


27

Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 
HENNESSYFUNDS.COM
 
28

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   932.00
$5.06
Hypothetical (5% return before expenses)
$1,000.00
$1,019.96
$5.30

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.04%, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
29

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 83.89%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 78.02%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 46.09%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM
 
30

Privacy Policy
 
We collect the following non-public personal information about you:
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
31


 

 

 

 

 
 
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(This Page Intentionally Left Blank.)
 

 
 
 

 

 

 

 

For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 


hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.






ANNUAL REPORT

OCTOBER 31, 2015





 




HENNESSY SMALL CAP
FINANCIAL FUND
 
Investor Class  HSFNX
Institutional Class  HISFX


 

 

hennessyfunds.com | 1-800-966-4354

 













(This Page Intentionally Left Blank.)
 
 












Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
9
Statement of Operations
10
Statements of Changes in Net Assets
12
Financial Highlights
14
Notes to the Financial Statements
18
Report of Independent Registered Public Accounting Firm
26
Trustees and Officers of the Fund
27
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Householding
32
Privacy Policy
33

 

HENNESSY FUNDS
1-800-966-4354
 


December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 


HENNESSY FUNDS
1-800-966-4354
 
 
3

 
Performance Overview (Unaudited)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Small Cap Financial Fund –
     
  Investor Class (HSFNX)
14.51%
10.98%
5.70%
Hennessy Small Cap Financial Fund –
     
  Institutional Class (HISFX)(1)
14.91%
11.27%
5.92%
Russell 2000® Financial
     
  Services Index
  4.31%
13.45%
4.76%
Russell 2000® Index
  0.34%
12.06%
7.47%
 
Expense ratios: 1.49% (Investor Class); 1.12% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  Performance for periods prior to October 26, 2012 is that of the FBR Small Cap Financial Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
The inception date of Institutional Class shares is May 30, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers David H. Ellison and Ryan Kelley
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Small Cap Financial Fund returned 14.51%, significantly outperforming the Russell 2000® Financial Services Index and the Russell 2000® Index, which returned 4.31% and 0.34% for the same period, respectively.
 
 
 
 
HENNESSYFUNDS.COM
4

The Fund’s outperformance versus its benchmark index over the year ended October 31, 2015 was principally due to the Fund’s overweight position in small and mid-cap banks and thrifts, which outperformed the broader Financial sector during the time period due to rising expectations of a move from the Federal Reserve to increase interest rates. Specific positions that contributed most strongly to the Fund’s positive performance included Hingham Institution for Savings, BankUnited, Inc. and Astoria Financial Corporation. The Fund continues to own these three companies. Companies with the weakest performance contributions to the Fund during the twelve-month period were life insurance, mortgage finance and debt management companies. Specific positions that underperformed included Genworth Financial, Inc., Stonegate Mortgage Corporation and Encore Capital Group, Inc. The Fund no longer holds these three companies.
 
Portfolio Strategy:
 
Traditionally, the Fund does not seek to diversify its investments across all the different sub-industries of the financial services sector. Rather, the Fund tilts its investments more heavily toward regional banks, thrifts and mortgage finance companies. Within these preferred sub-industries, we seek companies with what we believe are high-quality management teams, uncomplicated business models and sustainable earnings growth opportunities. Moreover, the Fund seeks companies expected to do well now, in the current environment, rather than those that appear to promise to increase profitability when interest rates rise or loan demand surges.
 
Investment Outlook:
 
Small and mid-cap banks and thrifts have performed well over the last twelve months. After half a decade of credit troubles, costly regulatory mandates, low rates pressuring lending margins and a sluggish economic recovery, headwinds appear to be abating. Liquidity, capital, credit, reserves, book value and earnings all improved this year and we believe industry fundamentals will continue to improve in the coming year. A major catalyst for the outperformance of smaller banks this fiscal year was the prospect of higher interest rates, and we believe the industry will indeed see improved lending margins if short term rates rise as expected in the coming year.
 
We believe the structure and condition of the financial system in the U.S. today is one of the best we have seen in quite some time and that the outlook for stocks in the Financial sector is bright.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 2000® Financial Services Index is an unmanaged index commonly used to measure the performance of U.S. small-capitalization financial sector stocks. The Russell 2000® Index is an unmanaged index commonly used to measure the performance of U.S. small-capitalization stocks. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments are focused in the financial services industry; sector funds may be subject to a higher degree of market risk. The Fund invests in smaller companies, which may have more limited liquidity and greater volatility compared to larger companies.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. Book value is the net asset value of a company, calculated by total assets minus liabilities.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
5

Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY SMALL CAP FINANCIAL FUND
 
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Hingham Institution for Savings
4.33%
WSFS Financial Corp.
4.29%
Washington Federal, Inc.
4.18%
Flushing Financial Corp.
4.13%
Independent Bank Corp.
4.11%
Provident Financial Services, Inc.
4.03%
BankUnited, Inc.
4.03%
Banner Corp.
3.96%
Clifton Bancorp, Inc.
3.88%
Investors Bancorp, Inc.
3.84%
 

 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 
 
HENNESSYFUNDS.COM
 
6

COMMON STOCKS – 93.98%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials – 93.98%
           
1st Source Corp.
   
100,000
   
$
3,176,000
     
1.30
%
Associated Banc-Corp.
   
175,000
     
3,384,500
     
1.38
%
Astoria Financial Corp.
   
545,000
     
8,698,200
     
3.56
%
BankUnited, Inc.
   
265,000
     
9,852,700
     
4.03
%
Banner Corp.
   
197,500
     
9,691,325
     
3.96
%
Beneficial Bancorp, Inc. (a)
   
190,000
     
2,635,300
     
1.08
%
Berkshire Hills Bancorp, Inc.
   
140,000
     
4,004,000
     
1.64
%
Brookline Bancorp, Inc.
   
330,000
     
3,745,500
     
1.53
%
Capital Bank Financial Corp. (a)
   
170,000
     
5,491,000
     
2.25
%
Clifton Bancorp, Inc.
   
650,000
     
9,477,000
     
3.88
%
Cullen/Frost Bankers, Inc.
   
55,000
     
3,764,200
     
1.54
%
Customers Bancorp, Inc. (a)
   
190,000
     
5,225,000
     
2.14
%
First Connecticut Bancorp, Inc.
   
175,000
     
3,041,500
     
1.24
%
First Niagara Financial Group, Inc.
   
375,000
     
3,881,250
     
1.59
%
Flushing Financial Corp.
   
480,000
     
10,099,200
     
4.13
%
Fulton Financial Corp.
   
265,000
     
3,556,300
     
1.45
%
Hingham Institution for Savings
   
83,000
     
10,575,030
     
4.33
%
IBERIABANK Corp.
   
45,000
     
2,728,350
     
1.12
%
Independent Bank Corp.
   
215,000
     
10,049,100
     
4.11
%
Investors Bancorp, Inc.
   
750,000
     
9,382,500
     
3.84
%
Kearny Financial Corp. of Maryland
   
770,000
     
9,201,500
     
3.76
%
Meridian Bancorp, Inc.
   
325,000
     
4,563,000
     
1.87
%
OceanFirst Financial Corp.
   
287,500
     
5,307,250
     
2.17
%
PacWest Bancorp
   
140,000
     
6,305,600
     
2.58
%
Provident Financial Services, Inc.
   
485,000
     
9,855,200
     
4.03
%
Servisfirst Bancshares, Inc.
   
167,091
     
7,081,316
     
2.90
%
Synovus Financial Corp.
   
295,000
     
9,330,850
     
3.82
%
Umpqua Holdings Corp.
   
245,000
     
4,091,500
     
1.67
%
Union Bankshares Corp.
   
95,000
     
2,379,750
     
0.97
%
United Financial Bancorp, Inc.
   
390,000
     
5,062,200
     
2.07
%
Washington Federal, Inc.
   
410,000
     
10,225,400
     
4.18
%
Webster Financial Corp.
   
185,000
     
6,863,500
     
2.81
%
Western Alliance Bancorp (a)
   
80,000
     
2,860,000
     
1.17
%
Wilshire Bancorp, Inc.
   
240,000
     
2,565,600
     
1.05
%



The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

7

 
COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials (Continued)
           
Wintrust Financial Corp.
   
168,500
   
$
8,507,565
     
3.48
%
WSFS Financial Corp.
   
330,000
     
10,484,100
     
4.29
%
Yadkin Financial Corp.
   
110,000
     
2,590,500
     
1.06
%
                         
Total Common Stocks
                       
  (Cost $185,819,243)
           
229,732,786
     
93.98
%
                         
SHORT-TERM INVESTMENTS – 7.20%
                       
                         
Money Market Funds – 7.20%
                       
Federated Government Obligations Fund – Class I, 0.01% (b)
   
5,201,717
     
5,201,717
     
2.13
%
Fidelity Government Portfolio – Institutional Class, 0.01% (b)
   
12,395,000
     
12,395,000
     
5.07
%
             
17,596,717
     
7.20
%
                         
Total Short-Term Investments
                       
  (Cost $17,596,717)
           
17,596,717
     
7.20
%
                         
Total Investments
                       
  (Cost $203,415,960) – 101.18%
           
247,329,503
     
101.18
%
Liabilities in Excess
                       
  of Other Assets – (1.18)%
           
(2,883,146
)
   
(1.18
)%
TOTAL NET ASSETS – 100.00%
         
$
244,446,357
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
 
Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Financials
 
$
229,732,786
   
$
   
$
   
$
229,732,786
 
Total Common Stocks
 
$
229,732,786
   
$
   
$
   
$
229,732,786
 
Short-Term Investments
                               
Money Market Funds
 
$
17,596,717
   
$
   
$
   
$
17,596,717
 
Total Short-Term Investments
 
$
17,596,717
   
$
   
$
   
$
17,596,717
 
Total Investments
 
$
247,329,503
   
$
   
$
   
$
247,329,503
 

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $203,415,960)
 
$
247,329,503
 
Dividends and interest receivable
   
119,344
 
Receivable for fund shares sold
   
1,414,745
 
Prepaid expenses and other assets
   
17,426
 
Total Assets
   
248,881,018
 
         
LIABILITIES:
       
Payable for securities purchased
   
4,071,246
 
Payable for fund shares redeemed
   
9,412
 
Payable to advisor
   
175,604
 
Payable to administrator
   
34,665
 
Payable to auditor
   
20,300
 
Accrued distribution fees
   
44,554
 
Accrued service fees
   
17,399
 
Accrued trustees fees
   
2,391
 
Accrued expenses and other payables
   
59,090
 
Total Liabilities
   
4,434,661
 
NET ASSETS
 
$
244,446,357
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
183,220,203
 
Accumulated net realized gain on investments
   
17,312,611
 
Unrealized net appreciation on investments
   
43,913,543
 
Total Net Assets
 
$
244,446,357
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
218,504,146
 
Shares issued and outstanding
   
9,175,819
 
Net asset value, offering price and redemption price per share
 
$
23.81
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
25,942,211
 
Shares issued and outstanding
   
1,802,199
 
Net asset value, offering price and redemption price per share
 
$
14.39
 



The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

9


Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income
 
$
3,381,492
 
Interest income
   
648
 
Total investment income
   
3,382,140
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
1,829,124
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
340,793
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
23,713
 
Distribution fees – Investor Class (See Note 5)
   
331,503
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
198,503
 
Service fees – Investor Class (See Note 5)
   
122,244
 
Federal and state registration fees
   
32,478
 
Compliance expense
   
22,186
 
Audit fees
   
20,898
 
Reports to shareholders
   
14,723
 
Trustees’ fees and expenses
   
11,833
 
Interest expense (See Note 6)
   
4,198
 
Legal fees
   
2,500
 
Other expenses
   
18,504
 
Total expenses
   
2,973,200
 
NET INVESTMENT INCOME
 
$
408,940
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
18,278,191
 
Net change in unrealized appreciation on investments
   
8,241,257
 
Net gain on investments
   
26,519,448
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
26,928,388
 


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10


 

 

 








(This Page Intentionally Left Blank.)
 





 








HENNESSY FUNDS
1-800-966-4354
 

11

Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income (loss)
 
$
408,940
   
$
(825,377
)
Net realized gain on investments
   
18,278,191
     
34,099,662
 
Net change in unrealized appreciation (depreciation)
               
  on investments
   
8,241,257
     
(28,573,406
)
Net increase in net assets resulting from operations
   
26,928,388
     
4,700,879
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
     
(583,882
)
Institutional Class
   
     
(611,323
)
Net realized gains
               
Investor Class
   
(25,724,771
)
   
(15,192,379
)
Institutional Class
   
(5,914,515
)
   
(6,931,392
)
Total distributions
   
(31,639,286
)
   
(23,318,976
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
54,313,216
     
28,573,914
 
Proceeds from shares subscribed – Institutional Class
   
13,953,486
     
6,485,452
 
Dividends reinvested – Investor Class
   
25,337,010
     
15,450,637
 
Dividends reinvested – Institutional Class
   
3,720,941
     
3,238,127
 
Cost of shares redeemed – Investor Class
   
(53,885,643
)
   
(81,963,023
)(1)
Cost of shares redeemed – Institutional Class
   
(29,606,425
)
   
(30,064,869
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
13,832,585
     
(58,279,762
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
9,121,687
     
(76,897,859
)
                 
NET ASSETS:
               
Beginning of year
   
235,324,670
     
312,222,529
 
End of year
 
$
244,446,357
   
$
235,324,670
 
Accumulated net investment loss, end of year
 
$
   
$
(483,665
)

 

(1)
Net of redemption fees of $12,269 related to redemption fees imposed by the FBR Small Cap Financial Fund during a prior year but not received until the fiscal year ended October 31, 2014.
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

12


Statements of Changes in Net Assets – Continued
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
CHANGES IN SHARES OUTSTANDING:
       
Shares sold – Investor Class
   
2,361,827
     
1,158,040
 
Shares sold – Institutional Class
   
1,012,204
     
438,519
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
1,216,371
     
624,580
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
296,489
     
216,313
 
Shares redeemed – Investor Class
   
(2,404,812
)
   
(3,361,999
)
Shares redeemed – Institutional Class
   
(2,412,721
)
   
(2,059,169
)
Net increase (decrease) in shares outstanding
   
69,358
     
(2,983,716
)
 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Paid-in capital from redemption fees
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(3)


 
(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
14

 
 
 


Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
24.13
   
$
25.40
   
$
19.54
   
$
16.48
   
$
18.11
 
                                     
                                     
 
0.03
(1) 
   
(0.10
)
   
0.10
     
0.11
     
0.21
(1) 
 
2.99
     
0.49
     
5.88
     
3.24
     
(1.66
)
 
3.02
     
0.39
     
5.98
     
3.35
     
(1.45
)
                                     
                                     
 
     
(0.06
)
   
(0.12
)
   
(0.29
)
   
(0.06
)
 
(3.34
)
   
(1.60
)
   
     
     
(0.13
)
 
(3.34
)
   
(1.66
)
   
(0.12
)
   
(0.29
)
   
(0.19
)
 
     
0.00
(2) 
   
0.00
(2) 
   
0.00
(2) 
   
0.01
 
$
23.81
   
$
24.13
   
$
25.40
   
$
19.54
   
$
16.48
 
                                     
 
14.51
%
   
1.40
%
   
30.80
%
   
20.65
%
   
(8.12
)%
                                     
                                     
$
218.50
   
$
193.09
   
$
243.42
   
$
167.20
   
$
154.21
 
 
1.50
%
   
1.44
%
   
1.46
%
   
1.45
%
   
1.52
%
 
0.17
%
   
(0.36
)%
   
0.48
%
   
0.56
%
   
0.81
%
 
49
%
   
47
%
   
57
%
   
43
%
   
70
%

 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 


15

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(2)
 


(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16

 
 
 


Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
14.53
   
$
15.96
   
$
12.34
   
$
10.55
   
$
11.70
 
                                     
                                     
 
0.06
(1) 
   
(0.09
)
   
0.14
     
0.16
     
0.19
(1) 
 
1.81
     
0.40
     
3.66
     
1.98
     
(1.09
)
 
1.87
     
0.31
     
3.80
     
2.14
     
(0.90
)
                                     
                                     
 
     
(0.14
)
   
(0.18
)
   
(0.35
)
   
(0.12
)
 
(2.01
)
   
(1.60
)
   
     
     
(0.13
)
 
(2.01
)
   
(1.74
)
   
(0.18
)
   
0.35
     
(0.25
)
$
14.39
   
$
14.53
   
$
15.96
   
$
12.34
   
$
10.55
 
                                     
 
14.91
%
   
1.70
%
   
31.18
%
   
20.95
%
   
(8.00
)%
                                     
                                     
$
25.94
   
$
42.23
   
$
68.80
   
$
43.79
   
$
19.89
 
 
1.17
%
   
1.12
%
   
1.15
%
   
1.25
%
   
1.34
%
 
0.48
%
   
(0.04
)%
   
0.74
%
   
0.72
%
   
1.00
%
 
49
%
   
47
%
   
57
%
   
43
%
   
70
%
 
 

HENNESSY FUNDS
1-800-966-4354
 


17

Financial Statements
Notes to the Financial Statements October 31, 2015
 
1).  ORGANIZATION
 
The Hennessy Small Cap Financial Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Small Cap Financial Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund). The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.


 
 
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Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$74,725
$11,450
$(86,175)
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.

 

HENNESSY FUNDS
1-800-966-4354
 
 
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i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
 Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
 The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions


 
 
HENNESSYFUNDS.COM
 
20


 
that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
   
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
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available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.

 
 
 
HENNESSYFUNDS.COM
 
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The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $96,570,966 and $117,067,033, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $175,604.
 
The Advisor contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% and 1.70% of the Fund’s net assets for the Investor Class shares and Institutional Class shares of the Fund, respectively, through February 28, 2015.  The expense limitation agreement for the Fund is no longer in effect.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  During the three years ended
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
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October 31, 2015, no expenses were waived or reimbursed by the Advisor and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, effective as of February 28, 2015, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $17,399.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares, although the Fund has only been using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since March 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $364,506.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $198,503.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the
 
 
 
 
HENNESSYFUNDS.COM
 
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Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $147,044 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $5,795,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
203,653,547
 
Gross tax unrealized appreciation
 
$
44,784,928
 
Gross tax unrealized depreciation
   
(1,108,972
)
Net tax unrealized appreciation
 
$
43,675,956
 
Undistributed ordinary income
 
$
1,736,875
 
Undistributed long-term capital gains
   
15,813,323
 
Total distributable earnings
 
$
17,550,198
 
Other accumulated loss
 
$
 
Total accumulated gain
 
$
61,226,154
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any late year ordinary losses.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
Ordinary income
 
$
   
$
2,893,627
 
Long-term capital gain
   
31,639,286
     
20,425,349
 
   
$
31,639,286
   
$
23,318,976
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
 
Long-term
Short-term
Investor Class
$1.44849
$0.15543
Institutional Class
$0.86773
$0.09311


 
HENNESSY FUNDS
1-800-966-4354
 

25


Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
And the Shareholders of the Hennessy Small Cap Financial Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Small Cap Financial Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”), as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Funds’ management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2015, by correspondence with the custodian and brokers.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Small Cap Financial Fund as of October 31, 2015, 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 then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 21, 2015
 
 
 
 
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Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.


 
HENNESSY FUNDS
1-800-966-4354
 

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Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution Hennessy Funds  
 
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
  for the  
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager    
 
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.

 
 
 
HENNESSYFUNDS.COM
28

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.

 
(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 


HENNESSY FUNDS
1-800-966-4354
 

29

Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 
 
 
 
HENNESSYFUNDS.COM

30

     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$1,098.20
$8.09
Hypothetical (5% return before expenses)
$1,000.00
$1,017.49
$7.78
       
Institutional Class
     
Actual
$1,000.00
$1,100.90
$6.30
Hypothetical (5% return before expenses)
$1,000.00
$1,019.21
$6.06
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.53% for Investor Class shares or 1.19% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 

HENNESSY FUNDS
1-800-966-4354
 

31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM

32

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 
 

HENNESSY FUNDS
1-800-966-4354
 
 
33

 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 



INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202



 

hennessyfunds.com | 1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 





ANNUAL REPORT
 
OCTOBER 31, 2015





 

HENNESSY LARGE CAP
FINANCIAL FUND
 
Investor Class  HLFNX
Institutional Class  HILFX






hennessyfunds.com | 1-800-966-4354














(This Page Intentionally Left Blank.)
 
















 
Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
17
Report of Independent Registered Public Accounting Firm
25
Trustees and Officers of the Fund
26
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Federal Tax Distribution Information
32
Householding
32
Privacy Policy
33

 

HENNESSY FUNDS
1-800-966-4354
 




December 2015
 
Dear Hennessy Funds Shareholder:
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 

 
 
HENNESSYFUNDS.COM
 
2

 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.

 

HENNESSY FUNDS
1-800-966-4354
 
 
3

 
Performance Overview (Unaudited)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Large Cap Financial Fund –
     
  Investor Class (HLFNX)
-2.57%
10.23%
4.69%
Hennessy Large Cap Financial Fund –
     
  Institutional Class (HILFX)(1)
-2.41%
10.26%
4.71%
Russell 1000® Financial
     
  Services Index
5.41%
13.49%
1.77%
Russell 1000® Index
4.86%
14.32%
7.98%
 
Expense ratios: 1.55% (Investor Class); 1.17% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  Performance for periods prior to October 26, 2012 is that of the FBR Large Cap Financial Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
The inception date of Institutional Class shares is June 15, 2015.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers David H. Ellison and Ryan Kelley
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Large Cap Financial Fund returned -2.57%, underperforming the Russell 1000® Financial
 
 
HENNESSYFUNDS.COM

4

Services Index and the Russell 1000® Index, which returned 5.41% and 4.86% for the same period, respectively.
 
The Fund’s underperformance versus its benchmark index over the year ended October 31, 2015 was principally due to the Fund’s overweight position in regional banks and diversified global banks, which performed poorly relative to other financial companies over the period. Stock selection also detracted from performance in some other areas, including specialty finance and REITs, where some of our portfolio holdings, including American Express Company, Discover Financial Services and Vornado Realty Trust underperformed. The Fund continues to own Discover Financial Services.
 
Companies with the strongest performance contributions to the Fund during the twelve-month period were asset managers and credit service companies. Specific contributors to performance included Visa, Inc., The Blackstone Group L.P. and MasterCard, Inc. The Fund continues to hold all of these positions.
 
Portfolio Strategy:
 
Traditionally, the Fund does not seek to diversify its investments across all the different sub-industries of the financial services sector. Rather, the Fund tilts its investments more heavily toward regional banks, thrifts and mortgage finance companies. Within these preferred sub-industries, we seek companies with what we believe are high-quality management teams, uncomplicated business models and sustainable earnings growth opportunities. Moreover, the Fund seeks companies expected to do well now, in the current environment, rather than those that appear to promise to increase profitability when interest rates rise or loan demand surges.
 
Investment Outlook:
 
While the large financial companies in the U.S. are generally profitable and continue to make improvements to their operations, headwinds persist. Investors in financial stocks are concerned about global growth, additional regulatory burdens, the possibility of damage to credit quality as a result of the drop in energy prices and the impact of continued low interest rates on bank profits. Nevertheless, we believe that the financial industry as a whole, and large banking companies in particular, continue to recover well from the financial crisis. Liquidity, capital, credit, reserves, book value and cost controls all improved throughout the year. As a result, profits, as measured by returns on assets and equity, have not only increased but have become more sustainable in our opinion. Additionally, we expect any upward movement in interest rates to improve lending and investing spreads and add to returns on shareholder equity.
 
We believe the structure and condition of the financial system in the U.S. today is one of the best we have seen in quite some time and that the outlook for stocks in the Financial sector is bright.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 1000® Financial Services Index is an unmanaged index commonly used to measure the performance of large-capitalization financial sector stocks. The Russell 1000® Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments are focused in the financial services industry; sector funds may be subject to a
 


HENNESSY FUNDS
1-800-966-4354
 

5

higher degree of market risk. The Fund invests in medium sized companies, which may have limited liquidity and greater volatility compared to larger companies.
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. Book value is the net asset value of a company, calculated by total assets minus liabilities. REIT refers to a real estate investment trust.
 
 
 
 
HENNESSYFUNDS.COM

6

Financial Statements
Schedule of Investments as of October 31, 2015
 
HENNESSY LARGE CAP FINANCIAL FUND
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
SunTrust Banks, Inc.
4.68%
Bank of America Corp.
4.67%
Citigroup, Inc.
4.58%
Citizens Financial Group, Inc.
4.57%
Wells Fargo & Co.
4.55%
Fifth Third Bancorp
4.47%
U.S. Bancorp
4.47%
JPMorgan Chase & Co.
4.45%
Regions Financial Corp.
4.40%
Capital One Financial Corp.
4.37%

 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 


HENNESSY FUNDS
1-800-966-4354
 

7

COMMON STOCKS – 91.59%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials – 84.47%
           
Ally Financial, Inc. (a)
   
100,000
   
$
1,992,000
     
1.97
%
Bank of America Corp.
   
281,000
     
4,715,180
     
4.67
%
BB&T Corp.
   
106,000
     
3,937,900
     
3.90
%
Berkshire Hathaway, Inc., Class B (a)
   
32,000
     
4,352,640
     
4.31
%
Capital One Financial Corp.
   
56,000
     
4,418,400
     
4.37
%
Citigroup, Inc.
   
87,000
     
4,625,790
     
4.58
%
Citizens Financial Group, Inc.
   
190,000
     
4,617,000
     
4.57
%
Discover Financial Services
   
76,000
     
4,272,720
     
4.23
%
Fifth Third Bancorp
   
237,000
     
4,514,850
     
4.47
%
Huntington Bancshares, Inc.
   
20,000
     
219,400
     
0.22
%
JPMorgan Chase & Co.
   
70,000
     
4,497,500
     
4.45
%
KeyCorp
   
335,000
     
4,160,700
     
4.12
%
M&T Bank Corp.
   
35,000
     
4,194,750
     
4.15
%
Morgan Stanley
   
130,000
     
4,286,100
     
4.24
%
Regions Financial Corp.
   
475,000
     
4,441,250
     
4.40
%
SunTrust Banks, Inc.
   
114,000
     
4,733,280
     
4.68
%
Synchrony Financial (a)
   
117,000
     
3,598,920
     
3.56
%
The Goldman Sachs Group, Inc.
   
23,000
     
4,312,500
     
4.27
%
The PNC Financial Services Group, Inc.
   
48,000
     
4,332,480
     
4.29
%
U.S. Bancorp (c)
   
107,000
     
4,513,260
     
4.47
%
Wells Fargo & Co.
   
85,000
     
4,601,900
     
4.55
%
             
85,338,520
     
84.47
%
                         
Information Technology – 7.12%
                       
MasterCard, Inc., Class A
   
23,000
     
2,276,770
     
2.26
%
PayPal Holdings, Inc. (a)
   
20,000
     
720,200
     
0.71
%
Visa, Inc., Class A
   
54,000
     
4,189,320
     
4.15
%
             
7,186,290
     
7.12
%
                         
Total Common Stocks
                       
  (Cost $87,284,600)
           
92,524,810
     
91.59
%
 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

PARTNERSHIPS – 1.31%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Financials – 1.31%
           
Blackstone Group L.P.
   
40,000
   
$
1,322,400
     
1.31
%
                         
Total Partnerships
                       
  (Cost $1,200,641)
           
1,322,400
     
1.31
%
                         
SHORT-TERM INVESTMENTS – 7.93%
                       
                         
Money Market Funds – 7.93%
                       
Federated Government Obligations Fund – Class I, 0.01% (b)
   
3,147,449
     
3,147,449
     
3.12
%
Fidelity Government Portfolio – Institutional Class, 0.01% (b)
   
4,864,000
     
4,864,000
     
4.81
%
                         
Total Short-Term Investments
                       
  (Cost $8,011,449)
           
8,011,449
     
7.93
%
                         
Total Investments
                       
  (Cost $96,496,690) – 100.83%
           
101,858,659
     
100.83
%
Liabilities in Excess
                       
  of Other Assets – (0.83)%
           
(833,846
)
   
(0.83
)%
TOTAL NET ASSETS – 100.00%
         
$
101,024,813
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
(c)
Investment in affiliated security. Quasar Distributors, LLC, which serves as the Fund’s distributor, is a subsidiary of U.S. Bancorp. Details of transactions with this affiliated company for the year ended October 31, 2015, are as follows:

 
Issuer
 
U.S. Bancorp
 
 
Beginning Cost
 
$
4,226,794
 
 
Purchase Cost
 
$
1,810,455
 
 
Sales Cost
 
$
1,570,377
 
 
Ending Cost
 
$
4,466,872
 
 
Dividend Income
 
$
88,745
 
 
Realized Gain
 
$
306,714
 
 
Shares
   
107,000
 
 
Market Value
 
$
4,513,260
 


 
HENNESSY FUNDS
1-800-966-4354
 

9

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Financials
 
$
85,338,520
   
$
   
$
   
$
85,338,520
 
Information Technology
   
7,186,290
     
     
     
7,186,290
 
Total Common Stocks
 
$
92,524,810
   
$
   
$
   
$
92,524,810
 
Partnerships
                               
Financials
 
$
1,322,400
   
$
   
$
   
$
1,322,400
 
Total Partnerships
 
$
1,322,400
   
$
   
$
   
$
1,322,400
 
Short-Term Investments
                               
Money Market Funds
 
$
8,011,449
   
$
   
$
   
$
8,011,449
 
Total Short-Term Investments
 
$
8,011,449
   
$
   
$
   
$
8,011,449
 
Total Investments
 
$
101,858,659
   
$
   
$
   
$
101,858,659
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 


The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10

Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $92,029,818)
 
$
97,345,399
 
Investments in affiliated securities, at value (cost $4,466,872)
   
4,513,260
 
Total Investments in securities, at value (cost $96,496,690)
   
101,858,659
 
Dividends and interest receivable
   
107,874
 
Receivable for fund shares sold
   
73,513
 
Return of capital receivable
   
19,600
 
Prepaid expenses and other assets
   
18,351
 
Total Assets
   
102,077,997
 
         
LIABILITIES:
       
Payable for securities purchased
   
650,392
 
Payable for fund shares redeemed
   
237,650
 
Payable to advisor
   
72,120
 
Payable to administrator
   
15,301
 
Payable to auditor
   
20,300
 
Accrued distribution fees
   
16,668
 
Accrued service fees
   
7,989
 
Accrued trustees fees
   
2,400
 
Accrued expenses and other payables
   
30,364
 
Total Liabilities
   
1,053,184
 
NET ASSETS
 
$
101,024,813
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
85,981,094
 
Accumulated net investment income
   
135,883
 
Accumulated net realized gain on investments
   
9,545,867
 
Unrealized net appreciation on investments
   
5,361,969
 
Total Net Assets
 
$
101,024,813
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
100,733,972
 
Shares issued and outstanding
   
5,486,536
 
Net asset value, offering price and redemption price per share
 
$
18.36
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
290,841
 
Shares issued and outstanding
   
15,813
 
Net asset value, offering price and redemption price per share
 
$
18.39
 



The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

11

Financial Statements
Statement of Operations for the year ended October 31, 2015
 
INVESTMENT INCOME:
   
Dividend income from unaffiliated securities
 
$
1,431,866
 
Dividend income from affiliated securities
   
88,745
 
Interest income
   
365
 
Total investment income
   
1,520,976
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
856,669
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
193,108
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
37
 
Distribution fees – Investor Class (See Note 5)
   
175,128
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
93,699
 
Service fees – Investor Class (See Note 5)
   
62,649
 
Federal and state registration fees
   
25,337
 
Compliance expense
   
22,187
 
Audit fees
   
20,899
 
Trustees’ fees and expenses
   
11,121
 
Legal fees
   
11,000
 
Reports to shareholders
   
8,823
 
Interest expense (See Note 6)
   
2,853
 
Other expenses
   
9,619
 
Total expenses
   
1,493,129
 
NET INVESTMENT INCOME
 
$
27,847
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on:
       
Unaffiliated investments
 
$
10,261,059
 
Affiliated investments
   
306,714
 
Net change in unrealized depreciation on investments
   
(13,399,391
)
Net loss on investments
   
(2,831,618
)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
(2,803,771
)


 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12

Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment income (loss)
 
$
27,847
   
$
(8,428
)
Net realized gain on investments
   
10,567,773
     
11,397,059
 
Net change in unrealized appreciation (depreciation)
               
  on investments
   
(13,399,391
)
   
423,324
 
Net increase (decrease) in net assets
               
  resulting from operations
   
(2,803,771
)
   
11,811,955
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net realized gains – Investor Class
   
(9,953,546
)
   
(2,696,057
)
Total distributions
   
(9,953,546
)
   
(2,696,057
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
45,802,881
     
42,008,535
 
Proceeds from shares subscribed – Institutional Class
   
352,187
     
 
Dividends reinvested – Investor Class
   
9,642,825
     
2,639,350
 
Cost of shares redeemed – Investor Class
   
(40,051,718
)
   
(43,989,911
)(1)
Cost of shares redeemed – Institutional Class
   
(38,886
)
   
 
Net increase in net assets derived
               
  from capital share transactions
   
15,707,289
     
657,974
 
TOTAL INCREASE IN NET ASSETS
   
2,949,972
     
9,773,872
 
                 
NET ASSETS:
               
Beginning of year
   
98,074,841
     
88,300,969
 
End of year
 
$
101,024,813
   
$
98,074,841
 
Undistributed net investment income, end of year
 
$
135,883
   
$
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
2,388,963
     
2,098,171
 
Shares sold – Institutional Class
   
17,958
     
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
489,235
     
135,909
 
Shares redeemed – Investor Class
   
(2,090,781
)
   
(2,180,579
)
Shares redeemed – Institutional Class
   
(2,145
)
   
 
Net increase in shares outstanding
   
803,230
     
53,501
 
 
(1)
Net of redemption fees of $287 related to redemption fees imposed by the FBR Large Cap Financial Fund during a prior year but not received until fiscal year 2014.

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year

TOTAL RETURN
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(3)



(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
14

Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
20.87
   
$
19.01
   
$
14.16
   
$
11.91
   
$
12.88
 
                                     
                                     
 
0.01
     
(0.00
)(2)
   
(0.03
)
   
0.01
     
(0.04
)(1)
 
(0.40
)
   
2.44
     
4.89
     
2.24
     
(0.93
)
 
(0.39
)
   
2.44
     
4.86
     
2.25
     
(0.97
)
                                     
                                     
 
     
     
(0.01
)
   
     
 
 
(2.12
)
   
(0.58
)
   
     
     
 
 
(2.12
)
   
(0.58
)
   
(0.01
)
   
     
 
$
18.36
   
$
20.87
   
$
19.01
   
$
14.16
   
$
11.91
 
                                     
 
(2.57
)%
   
13.04
%
   
34.37
%
   
18.89
%
   
(7.53
)%
$
100.73
   
$
98.07
   
$
88.30
   
$
64.66
   
$
55.68
 
 
1.57
%
   
1.49
%
   
1.57
%
   
1.57
%
   
1.61
%
 
0.03
%
   
(0.01
)%
   
(0.22
)%
   
0.09
%
   
(0.34
)%
 
74
%
   
58
%
   
75
%
   
93
%
   
97
%

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout the period

   
Period Ended
 
   
October 31, 2015(1)
 
PER SHARE DATA:
   
Net asset value, beginning of period
 
$
19.72
 
         
Income from investment operations:
       
Net investment loss
   
0.01
 
Net realized and unrealized gains on investments
   
(1.34
)
Total from investment operations
   
(1.33
)
         
Net asset value, end of period
 
$
18.39
 
         
TOTAL RETURN
   
(6.74
)%(2)
Net assets, end of year (millions)
 
$
0.29
 
Ratio of expenses to average net assets
   
1.19
%(3)
Ratio of net investment income (loss) to average net assets
   
0.25
%(3)
Portfolio turnover rate(4)
   
74
%(2)


 
(1)
The Institutional Class shares commenced operations on June 15, 2015.
(2)
Not annualized.
(3)
Annualized.
(4)
Portfolio turnover is calculated on the basis of the Fund as a whole.

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
16


Financial Statements
Notes to the Financial Statements October 31, 2015
 
1).  ORGANIZATION
 
The Hennessy Large Cap Financial Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Large Cap Financial Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The Fund did not have Institutional Class shares until June 15, 2015.  The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements.  These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies.  Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences.  Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
   
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
17

 
and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$108,036
$(108,036)
$—
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund.  Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis.  The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.  Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds.  Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period.  Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent.  The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading.  The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
   
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a

 
 
 
HENNESSYFUNDS.COM
 
18

 
commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy.  The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
   Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature.  Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty.  If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
 The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification.  Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position.  During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.



HENNESSY FUNDS
1-800-966-4354
 
 
19


 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most
 
 
 
 
HENNESSYFUNDS.COM
 
20

foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
21

as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $69,391,712 and $68,086,316, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund.  The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund.  As compensation for its services, the Advisor is entitled to a monthly fee from the Fund.  The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $72,120.
 
The Advisor contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% of the Fund’s net assets for the Investor Class shares through February 28, 2015.  The expense limitation agreement for the Fund is no longer in effect.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  During the three years ended October 31, 2015, no expenses were waived or reimbursed by the Advisor and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, effective as of February 28, 2015, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The
 

 
 
HENNESSYFUNDS.COM
 
22

Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $7,989.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares, although the Fund has only been using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since March 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions.  Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $193,145.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $93,699.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only).  During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $86,578 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $3,893,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 

 
HENNESSY FUNDS
1-800-966-4354
 


23

7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
96,665,852
 
Gross tax unrealized appreciation
 
$
7,731,086
 
Gross tax unrealized depreciation
   
(2,538,279
)
Net tax unrealized appreciation
 
$
5,192,807
 
Undistributed ordinary income
 
$
135,883
 
Undistributed long-term capital gains
   
9,715,029
 
Total distributable earnings
 
$
9,850,912
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
15,043,719
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales and partnership adjustments.
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund did not defer, on a tax basis, any late year ordinary losses.
 
The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
Ordinary income
 
$
485,376
   
$
 
Long-term capital gain
   
9,468,170
     
2,696,057
 
   
$
9,953,546
   
$
2,696,057
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
 
Long-term
 
Investor Class
$1.69087
 
Institutional Class
$1.69707
 


 
 
HENNESSYFUNDS.COM

24

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
And the Shareholders of the Hennessy Large Cap Financial Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Large Cap Financial Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”), as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2015, by correspondence with the custodian and brokers.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Large Cap Financial Fund as of October 31, 2015, 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 then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 21, 2015
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

25

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.

 
 
 
HENNESSYFUNDS.COM
 
26

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
 
   
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
 
for the
 
  Hennessy Funds Mr. Peery has been employed by Hennessy Advisors, Inc., the
 
 
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager
   
   
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.


 
HENNESSY FUNDS
1-800-966-4354
 

27


Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.
 
(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.


 
 
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28


 

 

 

 






(This Page Intentionally Left Blank.)-
 


 









HENNESSY FUNDS
1-800-966-4354
 

29

Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 
 
 
 
HENNESSYFUNDS.COM
 
30

     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$   967.80
$8.08
Hypothetical (5% return before expenses)
$1,000.00
$1,016.99
$8.29
Institutional Class
     
Actual
$1,000.00
$   932.60
$5.85
Hypothetical (5% return before expenses)
$1,000.00
$1,019.16
$6.11
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.63% for Investor Class shares or 1.20% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).


 
HENNESSY FUNDS
1-800-966-4354
 

31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 100.00%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 
 
 
 
HENNESSYFUNDS.COM
 
32

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 


HENNESSY FUNDS
1-800-966-4354
 

33



For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 
 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
 

hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.

 

 



ANNUAL REPORT

OCTOBER 31, 2015





 

HENNESSY TECHNOLOGY FUND
 
Investor Class  HTECX
Institutional Class  HTCIX
 
 
 
 
 
 

hennessyfunds.com | 1-800-966-4354











(This Page Intentionally Left Blank.)
 

 

 

 

 

Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Report of Independent Registered Public Accounting Firm
26
Trustees and Officers of the Fund
27
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Householding
32
Privacy Policy
33

 
 
HENNESSY FUNDS
1-800-966-4354
 
 

December 2015
 
Dear Hennessy Funds Shareholder:
 
 
As I look back over the year, I am reminded that the U.S. economy has come a long way since the depths of the recession in 2009. The economy has been expanding steadily for almost six years, the unemployment rate has halved, the housing market has been recovering and capital expenditures have been growing.  The financial markets have performed well too, driven largely by strong corporate earnings growth, especially in the early years.  The U.S. market, as measured by the S&P 500 Index, has roughly tripled since the bull market began in 2009, and the Index’s earnings per share have increased 260% over this same time period. For the year ended October 31, 2015, the U.S. equity market performed reasonably well, with the S&P 500 posting another advance of 5.2%. However, behind this headline number, the market experienced a great deal of volatility as investors reacted to falling energy prices, a rise in the U.S. Dollar, pressure on export earnings growth, slower growth in China and, most significantly, the likelihood of a rise in the Fed Funds rate for the first time in nearly a decade – the featured topic of conversation around every office water cooler in the financial world this year.
 
Investors, reporters and friends often ask me “What’s next?” The market has been in a volatile, sideways correction for over a year now, and throughout this period of volatility, I have consistently advised investors to continue to focus on the long-term fundamentals of the market.
 
In my view, the fundamentals of the market are in good shape. Despite a stronger U.S. Dollar and its impact on export growth, the economy is still growing steadily. Inflation remains low, so we expect the Federal Reserve, once it does begin to raise short-term interest rates, will not likely raise them by very much. New jobs are being created at what I believe is a healthy rate, and average hourly wages are rising in response to a tighter labor market.  Higher wages and lower gasoline prices are helping to keep consumer confidence positive.
 
Notwithstanding what I view as a relatively solid economic environment, however, I think investor sentiment remains restrained. The same factors that contributed to the market volatility this past year are still troubling investors today: the slowdown in the Chinese economy, slower earnings growth here in the U.S., and, of course, the prospect of rising interest rates. As a result of these investor worries, I do not see any solid enthusiasm for the market – no euphoria. Universal optimism about the market often coincides with a peak in stock prices and this absence of euphoria is yet another reason I feel bullish.  And finally, I do not believe stocks are expensive. The Dow Jones Industrial Average and the S&P 500 Index have forward PE (price-to-earnings) ratios of approximately 16x and 17x, respectively, close to long-term averages. In my view, these fundamentals taken together signal a continuation of the bull market that began six years ago.
 
A final positive note: I still do not believe that investors have fully returned to investing in U.S. equities. Assets in domestic equity funds have now reached parity with fixed income/money market funds, with $6.2 trillion in each.  I believe that fixed income investments will continue to trickle into equities, which should have a positive effect on the market.
 
 
 
 
HENNESSYFUNDS.COM
 
2

Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings (“PE”) is the market price per share divided by earnings per share. Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
3


Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Technology Fund –
     
  Investor Class (HTECX)
  3.36%
  6.91%
  5.49%
Hennessy Technology Fund –
     
  Institutional Class (HTCIX)(1)
  3.73%
  7.21%
  5.64%
NASDAQ Composite Index
10.39%
16.49%
10.29%
S&P 500 Index
  5.20%
14.33%
  7.85%
 
Expense ratios: 3.03% (Investor Class); 2.66% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  Performance for periods prior to October 26, 2012 is that of the FBR Technology Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
The inception date of Institutional Class shares is March 12, 2010.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Winsor H. (Skip) Aylesworth and David H. Ellison
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Technology Fund returned 3.36%, underperforming the NASDAQ Composite Index and the S&P 500 Index, which returned 10.39% and 5.20% for the same period, respectively.
 

 
 
HENNESSYFUNDS.COM
4

Sector allocation accounted for most of the Fund’s underperformance over the year versus its primary benchmark. Computer systems and software applications were the sectors that detracted the most from the Fund’s relative performance. Internet companies devoted to online retail and search contributed most to relative performance.
 
One of the Fund’s top performers was Amazon.com, Inc., which was up over 100% for the twelve-month period. Now the world’s largest online retailer, Amazon experienced an acceleration in sales and profit growth and a swing to profitability after several quarters of losses. Although about 20% of the Fund’s assets are in Healthcare related companies, only Regeneron Pharmaceuticals, with approximately 36% appreciation for the period, had a significant positive impact on Fund performance. The Fund continues to hold both companies.
 
The Fund’s exposure to social media had a mixed effect on the Fund’s performance over the period. Facebook, Inc. performed well, with its shares rising about 56% over the year, while Twitter, Inc. (U.S.) performed poorly, posting a significant negative return (-51%). The Fund’s investments in semiconductor companies Qualcomm, Inc. and Micron Technology, Inc. were significant detractors to performance. The Fund continues to hold Facebook and Twitter, but no longer holds positions in Qualcomm or Micron.
 
Portfolio Strategy:
 
The Fund’s investment strategy is based on identifying Technology related stocks with a history of growing revenue, profit and tangible book value. We focus on companies that we believe have strong business models and sustainable competitive advantages, difficult characteristics to find sometimes in an industry where innovation moves so quickly. We believe the Fund’s holdings are representative of the Technology sector as a whole, but also meet our goal of offering a conservative way to invest in a highly volatile area of the market.
 
Investment Outlook:
 
Notwithstanding the modest rise in the market for the twelve-month period, the year was marked by a great deal of volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve dominated investor thinking. In the end, however, confidence in continued economic growth was strong enough to offset investor concerns, with the market staging a dramatic rally in October, the final month of the Fund’s fiscal year. We believe the fundamentals of the market are attractive, and we continue to be optimistic about the possibility of further market advances over the course of the next year.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The NASDAQ Composite Index is a broad-based capitalization-weighted index of all the NASDAQ National Market and Small Cap stocks. The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments are focused in the technology industry; sector funds may be subject to a higher degree of market risk. Investments in foreign securities may involve political, economic and currency risks, greater volatility and differences in accounting methods.  The Fund invests in small and medium sized companies, which may have more limited liquidity and greater volatility compared to larger companies.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
5

References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Tangible book value is a method of valuing a company by measuring its equity after removing any intangible assets.
 
 

 
HENNESSYFUNDS.COM
 
6

Financial Statements
Schedule of Investments as of October 31, 2015
 
HENNESSY TECHNOLOGY FUND
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Alibaba Group Holding Ltd.
3.94%
Microsoft Corp.
3.80%
Alphabet, Inc.
3.79%
Facebook, Inc.
3.71%
Visa, Inc., Class A
3.71%
Apple, Inc.
3.62%
Amazon.com, Inc.
3.59%
Intel Corp.
3.48%
Tencent Holdings Ltd.
3.46%
Gilead Sciences, Inc.
3.46%

 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 
HENNESSY FUNDS
1-800-966-4354
 
7

COMMON STOCKS – 92.26%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 7.13%
           
Amazon.com, Inc. (a)
   
286
   
$
179,007
     
3.59
%
Johnson Controls, Inc.
   
970
     
43,825
     
0.88
%
Netflix, Inc. (a)
   
460
     
49,855
     
1.00
%
priceline.com, Inc. (a)
   
57
     
82,892
     
1.66
%
             
355,579
     
7.13
%
                         
Health Care – 18.14%
                       
Alexion Pharmaceuticals, Inc. (a)
   
292
     
51,392
     
1.03
%
Amgen, Inc.
   
864
     
136,668
     
2.74
%
Biogen, Inc. (a)
   
265
     
76,985
     
1.54
%
Celgene Corp. (a)
   
904
     
110,930
     
2.23
%
DexCom, Inc. (a)
   
545
     
45,409
     
0.91
%
Gilead Sciences, Inc.
   
1,593
     
172,251
     
3.46
%
Illumina, Inc. (a)
   
299
     
42,841
     
0.86
%
Incyte Corp. (a)
   
400
     
47,012
     
0.94
%
McKesson Corp.
   
243
     
43,448
     
0.87
%
Medtronic PLC (b)
   
1,500
     
110,880
     
2.22
%
Regeneron Pharmaceuticals (a)
   
120
     
66,887
     
1.34
%
             
904,703
     
18.14
%
                         
Industrials – 4.78%
                       
3M Co.
   
720
     
113,191
     
2.27
%
Danaher Corp.
   
851
     
79,407
     
1.59
%
Nidec Corp. – ADR (b)
   
2,430
     
45,878
     
0.92
%
             
238,476
     
4.78
%
                         
Information Technology – 61.37%
                       
Adobe Systems, Inc. (a)
   
530
     
46,990
     
0.94
%
Alibaba Group Holding Ltd. – ADR (a) (b)
   
2,345
     
196,581
     
3.94
%
Alphabet, Inc., Class C (a)
   
266
     
189,075
     
3.79
%
Ambarella, Inc. (a) (b)
   
852
     
42,123
     
0.85
%
Apple, Inc.
   
1,511
     
180,564
     
3.62
%
Avago Technologies Ltd.
   
365
     
44,942
     
0.90
%
Baidu, Inc. – ADR (a) (b)
   
325
     
60,928
     
1.22
%
Broadcom Corp.
   
920
     
47,288
     
0.95
%
Cirrus Logic, Inc. (a)
   
1,570
     
48,403
     
0.97
%
Cisco Systems, Inc.
   
5,365
     
154,780
     
3.11
%
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSYFUNDS.COM
 
8

COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Information Technology (Continued)
           
Cognizant Technology Solutions Corp., Class A (a)
   
650
   
$
44,272
     
0.89
%
eBay, Inc. (a)
   
1,747
     
48,741
     
0.98
%
Ellie Mae, Inc. (a)
   
625
     
45,613
     
0.92
%
Facebook, Inc. (a)
   
1,815
     
185,076
     
3.71
%
FireEye, Inc. (a)
   
1,641
     
42,912
     
0.86
%
First Solar, Inc. (a)
   
845
     
48,224
     
0.97
%
Fitbit, Inc. (a)
   
1,175
     
47,635
     
0.96
%
Infosys Ltd. – ADR (b)
   
2,440
     
44,310
     
0.89
%
Intel Corp.
   
5,125
     
173,533
     
3.48
%
LinkedIn Corp., Class A (a)
   
220
     
52,991
     
1.06
%
MasterCard, Inc., Class A
   
1,195
     
118,293
     
2.37
%
Mellanox Technologies Ltd. (a) (b)
   
975
     
45,932
     
0.92
%
Microsoft Corp.
   
3,600
     
189,504
     
3.80
%
NetEase, Inc. – ADR (b)
   
325
     
46,972
     
0.94
%
Palo Alto Networks, Inc. (a)
   
255
     
41,055
     
0.82
%
PayPal Holdings, Inc. (a)
   
1,372
     
49,406
     
0.99
%
Qorvo, Inc. (a)
   
975
     
42,832
     
0.86
%
salesforce.com, Inc. (a)
   
737
     
57,272
     
1.15
%
SAP SE – ADR (b)
   
1,395
     
109,800
     
2.20
%
Tencent Holdings Ltd. – ADR (b)
   
9,140
     
172,472
     
3.46
%
Twitter, Inc. (a)
   
1,490
     
42,405
     
0.85
%
Visa, Inc., Class A
   
2,385
     
185,028
     
3.71
%
VMware, Inc., Class A (a)
   
810
     
48,722
     
0.98
%
Wipro Ltd. – ADR (b)
   
3,420
     
42,340
     
0.85
%
Workday, Inc., Class A (a)
   
550
     
43,434
     
0.87
%
Zebra Technologies Corp. (a)
   
545
     
41,911
     
0.84
%
Zillow Group, Inc. (a)
   
1,355
     
37,520
     
0.75
%
             
3,059,879
     
61.37
%
                         
Telecommunication Services – 0.84%
                       
T- Mobile US, Inc. (a)
   
1,105
     
41,868
     
0.84
%
                         
Total Common Stocks
                       
  (Cost $4,323,863)
           
4,600,505
     
92.26
%

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
9

 
SHORT-TERM INVESTMENTS – 8.21%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 8.21%
           
Federated Government Obligations Fund –
           
  Class I, 0.01% (c)
   
159,528
   
$
159,528
     
3.20
%
Fidelity Government Portfolio –
                       
  Institutional Class, 0.01% (c)
   
250,000
     
250,000
     
5.01
%
                         
             
409,528
     
8.21
%
                         
Total Short-Term Investments
                       
  (Cost $409,528)
           
409,528
     
8.21
%
                         
Total Investments
                       
  (Cost $4,733,391) – 100.47%
           
5,010,033
     
100.47
%
Liabilities in Excess
                       
  of Other Assets – (0.47)%
           
(23,522
)
   
(0.47
)%
TOTAL NET ASSETS – 100.00%
         
$
4,986,511
     
100.00
%

Percentages are stated as a percent of net assets.

ADR – American Depositary Receipt
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
 
 
Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements)
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
355,579
   
$
   
$
   
$
355,579
 
Health Care
   
904,703
     
     
     
904,703
 
Industrials
   
238,476
     
     
     
238,476
 
Information Technology
   
3,059,879
     
     
     
3,059,879
 
Telecommunication Services
   
41,868
     
     
     
41,868
 
Total Common Stocks
 
$
4,600,505
   
$
   
$
   
$
4,600,505
 
Short-Term Investments
                               
Money Market Funds
 
$
409,528
   
$
   
$
   
$
409,528
 
Total Short-Term Investments
 
$
409,528
   
$
   
$
   
$
409,528
 
Total Investments
 
$
5,010,033
   
$
   
$
   
$
5,010,033
 

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
10

Financial Statements
Statement of Assets and Liabilities as of October 31, 2015 
 
ASSETS:
   
Investments in securities, at value (cost $4,733,391)
 
$
5,010,033
 
Dividends and interest receivable
   
613
 
Receivable for securities sold
   
23,782
 
Prepaid expenses and other assets
   
12,283
 
Total Assets
   
5,046,711
 
         
LIABILITIES:
       
Payable for securities purchased
   
13,460
 
Payable to advisor
   
3,652
 
Payable to administrator
   
1,135
 
Payable to auditor
   
20,301
 
Accrued distribution fees
   
7,659
 
Accrued service fees
   
329
 
Accrued trustees fees
   
2,401
 
Accrued expenses and other payables
   
11,263
 
Total Liabilities
   
60,200
 
NET ASSETS
 
$
4,986,511
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
5,095,251
 
Accumulated net investment loss
   
(85,399
)
Accumulated net realized loss on investments
   
(299,983
)
Unrealized net appreciation on investments
   
276,642
 
Total Net Assets
 
$
4,986,511
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
4,036,453
 
Shares issued and outstanding
   
262,832
 
Net asset value, offering price and redemption price per share
 
$
15.36
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
950,058
 
Shares issued and outstanding
   
60,989
 
Net asset value, offering price and redemption price per share
 
$
15.58
 
 
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
11

 
Financial Statements
Statement of Operations for the year ended October 31, 2015 
 
INVESTMENT INCOME:
   
Dividend income(1)
 
$
44,016
 
Interest income
   
23
 
Total investment income
   
44,039
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
47,660
 
Federal and state registration fees
   
28,974
 
Compliance expense
   
22,186
 
Audit fees
   
20,898
 
Trustees’ fees and expenses
   
10,873
 
Distribution fees – Investor Class (See Note 5)
   
8,096
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
6,637
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
186
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
5,326
 
Reports to shareholders
   
4,888
 
Service fees – Investor Class (See Note 5)
   
2,791
 
Legal fees
   
150
 
Interest expense (See Note 6)
   
30
 
Other expenses
   
3,799
 
Total expenses before reimbursement by advisor
   
162,494
 
Expense reimbursement by advisor – Investor Class
   
(16,551
)
Expense reimbursement by advisor – Institutional Class
   
(3,036
)
Net expenses
   
142,907
 
NET INVESTMENT LOSS
 
$
(98,868
)
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
422,069
 
Net change in unrealized depreciation on investments
   
(136,502
)
Net gain on investments
   
285,567
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
186,699
 
 
 
 
(1)
Net foreign taxes withheld and issuance fees of $1,556.

 
 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
12

Financial Statements
Statements of Changes in Net Assets  
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment loss
 
$
(98,868
)
 
$
(92,327
)
Net realized gain on investments
   
422,069
     
1,045,681
 
Net change in unrealized depreciation on investments
   
(136,502
)
   
(478,710
)
Net increase in net assets resulting from operations
   
186,699
     
474,644
 
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
406,595
     
1,203,915
 
Proceeds from shares subscribed – Institutional Class
   
59,079
     
118,363
 
Cost of shares redeemed – Investor Class
   
(1,513,565
)
   
(1,088,682
)(1)
Cost of shares redeemed – Institutional Class
   
(78,903
)
   
(462,083
)
Net decrease in net assets derived
               
  from capital share transactions
   
(1,126,794
)
   
(228,487
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(940,095
)
   
246,157
 
                 
NET ASSETS:
               
Beginning of year
   
5,926,606
     
5,680,449
 
End of year
 
$
4,986,511
   
$
5,926,606
 
Accumulated net investment loss, end of year
 
$
(85,399
)
 
$
(79,279
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
26,994
     
80,861
 
Shares sold – Institutional Class
   
3,902
     
8,180
 
Shares redeemed – Investor Class
   
(100,179
)
   
(75,777
)
Shares redeemed – Institutional Class
   
(5,099
)
   
(33,013
)
Net decrease in shares outstanding
   
(74,382
)
   
(19,749
)

 
 
(1)
Net of redemption fees of $15 related to redemption fees imposed by the Fund during a prior year but not received until fiscal year 2014.
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
13

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year


Income from investment operations:
Net investment loss
Net realized and unrealized gains (losses) on investments
Total from investment operations
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(2)


 
(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

14

 
 
 


Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
14.86
   
$
13.57
   
$
10.67
   
$
10.86
   
$
11.00
 
                                     
                                     
 
(0.38
)
   
(0.23
)
   
(0.20
)
   
(0.15
)
   
(0.17
)(1)
 
0.88
     
1.52
     
3.10
     
(0.04
)
   
0.03
 
 
0.50
     
1.29
     
2.90
     
(0.19
)
   
(0.14
)
$
15.36
   
$
14.86
   
$
13.57
   
$
10.67
   
$
10.86
 
                                     
 
3.36
%
   
9.51
%
   
27.18
%
   
(1.75
)%
   
(1.27
)%
                                     
                                     
$
4.04
   
$
4.99
   
$
4.49
   
$
4.44
   
$
5.70
 
                                     
 
3.13
%
   
2.92
%
   
3.04
%
   
3.20
%
   
2.79
%
 
2.75
%
   
1.95
%
   
1.95
%
   
1.95
%
   
1.95
%
                                     
 
(2.30
)%
   
(2.53
)%
   
(2.36
)%
   
(2.39
)%
   
(2.38
)%
 
(1.92
)%
   
(1.55
)%
   
(1.27
)%
   
(1.14
)%
   
(1.54
)%
 
163
%
   
204
%
   
164
%
   
138
%
   
141
%
 


The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
15

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment loss
Net realized and unrealized gains (losses) on investments
Total from investment operations
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(2)

 
 
(1)
Calculated based on average shares outstanding method.
(2)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 

 
The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM
 
16

 
 


 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
15.02
   
$
13.68
   
$
10.73
   
$
10.89
   
$
11.00
 
                                     
                                     
 
(0.25
)
   
(0.26
)
   
(0.12
)
   
(0.11
)
   
(0.14
)(1)
 
0.81
     
1.60
     
3.07
     
(0.05
)
   
0.03
 
 
0.56
     
1.34
     
2.95
     
(0.16
)
   
(0.11
)
$
15.58
   
$
15.02
   
$
13.68
   
$
10.73
   
$
10.89
 
                                     
 
3.73
%
   
9.80
%
   
27.49
%
   
(1.47
)%
   
(1.00
)%
                                     
                                     
$
0.95
   
$
0.93
   
$
1.19
   
$
0.93
   
$
1.16
 
                                     
 
2.76
%
   
2.60
%
   
2.76
%
   
4.11
%
   
3.45
%
 
2.44
%
   
1.70
%
   
1.70
%
   
1.70
%
   
1.70
%
                                     
 
(1.92
)%
   
(2.23
)%
   
(2.10
)%
   
(3.31
)%
   
(2.99
)%
 
(1.60
)%
   
(1.33
)%
   
(1.04
)%
   
(0.90
)%
   
(1.24
)%
 
163
%
   
204
%
   
164
%
   
138
%
   
141
%
 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 


17

Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Technology Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Technology Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
   
 
   The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
   
 
   As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
   
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.

 
 
 
HENNESSYFUNDS.COM
 
18

 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$92,748
$(92,748)
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.  Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
19

i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
   Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
   The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions

 
 
 
HENNESSYFUNDS.COM
20

 
 
that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
 
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
21

available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and
 

 
 
HENNESSYFUNDS.COM
 
22

indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $8,348,153 and $9,726,549, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%. The net investment advisory fees payable by the Fund as of October 31, 2015 were $3,652.
 
The Advisor contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% and 1.70% of the Fund’s net assets for the Investor Class shares and Institutional Class shares of the Fund, respectively, through February 28, 2015.  The expense limitation agreement for the Fund is no longer in effect.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  The Advisor waived or reimbursed expenses of $19,587 for the Fund during the fiscal year ended October 31, 2015.  As of
 

 
HENNESSY FUNDS
1-800-966-4354
 
23

October 31, 2015, cumulative expenses subject to potential recovery under the aforementioned conditions and year of expiration were as follows:
 
 
October 31,
October 31,
October 31,
 
 
2016
2017
2018
Total
Investor Class
$48,568
$48,732
$16,551
$113,851
Institutional Class
$10,931
$  9,989
$  3,036
$  23,956
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, effective as of February 28, 2015, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder service fees payable by the Fund as of October 31, 2015 were $329.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares, although the Fund has only been using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose since March 1, 2015.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $6,823.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $5,326.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund
 
 
 
 
HENNESSYFUNDS.COM
 
24

and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $910 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $106,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
4,756,621
 
Gross tax unrealized appreciation
 
$
493,274
 
Gross tax unrealized depreciation
   
(239,862
)
Net tax unrealized appreciation
 
$
253,412
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
 
Total distributable earnings
 
$
 
Other accumulated loss
 
$
(362,152
)
Total accumulated loss
 
$
(108,740
)
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2015, the Fund had capital loss carryforwards of $276,753 that expire on October 31, 2017.
 
During the fiscal year ended October 31, 2015, the capital loss carry forwards utilized for the Fund were $351,125.
 
Capital losses sustained in the fiscal year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2015, the Fund deferred, on a tax basis, a late year ordinary loss of $85,399.
 
The Fund did not pay any distributions during fiscal year 2015 or fiscal year 2014.
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
25

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
And the Shareholders of the Hennessy Technology Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Technology Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”), as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2015, by correspondence with the custodian and brokers.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Technology Fund as of October 31, 2015, 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 then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 21, 2015
 
 
 
 
HENNESSYFUNDS.COM


26

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.
 
HENNESSY FUNDS
1-800-966-4354
 
 
27

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
 
   
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
 
for the
 
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
   
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager
   
   
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.
 
 
 
 
HENNESSYFUNDS.COM
 
28


     
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.

(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
29

Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 
 
 
 
HENNESSYFUNDS.COM
 
30

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$1,005.20
$16.38
Hypothetical (5% return before expenses)
$1,000.00
$1,008.87
$16.41
       
Institutional Class
     
Actual
$1,000.00
$1,007.10
$14.27
Hypothetical (5% return before expenses)
$1,000.00
$1,010.99
$14.29

 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 3.24% for Investor Class shares or 2.82% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM

32

Privacy Policy
 
We collect the following non-public personal information about you:
     
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
33

 
 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202

 

 
 

hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 
 


 



 
ANNUAL REPORT

OCTOBER 31, 2015

 

 


HENNESSY JAPAN FUND
 
Investor Class  HJPNX
Institutional Class  HJPIX
 
 
 

hennessyfunds.com | 1-800-966-4354
 
 
 












(This Page Intentionally Left Blank.)
 

 

 

 

 

Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Report of Independent Registered Public Accounting Firm
26
Trustees and Officers of the Fund
27
Expense Example
30
Proxy Voting
32
Quarterly Filings on Form N-Q
32
Householding
32
Matters Submitted to a Shareholder Vote
32
Privacy Policy
33


 
HENNESSY FUNDS
1-800-966-4354
 


 
December, 2015
Dear Hennessy Funds Shareholder:
 
 
The U.S. market has been in a volatile, sideways correction for over a year now as investors brace themselves for the first rise in short-term interest rates in almost a decade. The Japanese market also experienced some volatility, especially towards the end of the year when fear of slower growth in China, Japan’s largest trading partner, dominated investor thinking. Nevertheless, we continue to believe that as long as the Fed does not raise interest rates too significantly, and low inflation suggests that it won’t, global economies should continue their steady expansion, thereby providing a stable environment for Japan and its program of macroeconomic stimulus and structural reform.
 
Both the Nikkei 225 Index and the TOPIX Index finished the 12-month period ended October 31, 2015 higher, returning 10.00% and 10.22%, respectively in U.S. Dollar terms. During the year, the Nikkei 225 Index surpassed its old high established in 2007, the first time the index has overtaken a previous high since 1994. The end of this fiscal year marks the third consecutive year that the index has closed in positive territory.
 
The initial results of Japan’s economic strategy, known as “Abenomics,” were clearly visible this year. The Bank of Japan’s quantitative easing measures, which have caused the yen to weaken, have resulted in an almost three-fold increase in foreign visitors to Japan over the last three years and have caused the balance of trade to move steadily towards a surplus. We believe that tourism will continue to help drive economic strength in Japan, especially in 2020 when Japan will host the Olympics. And while the inflation rate slipped in the second half of the year, real wage growth achieved marked acceleration this year, recording positive growth in five of the last six months. Corporate profits reached a new high, posting growth of 24% in the quarter ended in June, and even capital spending, after years of contraction, is growing again.
 
Perhaps this year’s most important new reform under Abenomics was the introduction of the Corporate Governance Code in June. This initiative aims to unlock the shareholder value buried within many of Japan’s corporations. The Code provides for the elimination of cross-shareholdings between large Japanese companies, which was often a way to entrench and protect management and majority owners at the expense of general shareholders and the value of their investments. The Code also proposes a reduction in the use of poison pills, opening up inefficiently run companies to the possibility of being taken over. For the first time, listed Japanese companies will need to have two experienced, independent directors sitting on their boards. The Code is not legally binding, but we expect its “comply or explain” implementation approach to be very effective in Japan. Moreover, it appears that the voice of minority shareholders and investors is increasingly being heard in boardrooms. As a consequence of these structural changes, “friendly,” Japanese-style, activist investment strategies, uncommon in Japan in the past, are starting to emerge.
 
In addition, Japan’s equity market received a boost this year when the Government Pension Investment Fund (GPIF) announced a dramatic asset allocation shift away from Japanese government bond investments towards Japanese and foreign equities. Retail investors’ participation in the market is also growing as the number of participants in the recently introduced Nippon Individual Savings Account program continues to increase.
 

 
 
HENNESSYFUNDS.COM

2


We remain optimistic about the long-term prospects for Japan and its stock market. In our view Abenomics’ various structural reforms and growth strategies are clearly beginning to deliver tangible results in the form of a strengthening labor market, increased investment, an improving balance of trade and robust growth of corporate profits.
 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
 
Sincerely,
 
Neil J. Hennessy
President and Chief Investment Officer
Hennessy Funds
 
 
   
   
Tadahiro Fujimura
Masakazu Takeda
Portfolio Manager,
Portfolio Manager,
Hennessy Japan Small Cap Fund;
Hennessy Japan Fund;
Head of Investment & Research
Fund Manager
and Sr. Portfolio Manager
SPARX Asset Management Co., Ltd.
SPARX Asset Management Co., Ltd.
 
 
SPARX Asset Management Co., Ltd., located in Tokyo, Japan, is the sub-advisor to the Hennessy Japan Fund and the Hennessy Japan Small Cap Fund.
 
 
 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy, Tadahiro Fujimura and Masakazu Takeda and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Nikkei 225 and Tokyo Stock Price Index (TOPIX) are unmanaged indices commonly used to measure the performance of Japanese stocks. One cannot invest directly in an index.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
3

Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Japan Fund –
     
  Investor Class (HJPNX)
10.56%
13.82%
3.75%
Hennessy Japan Fund –
     
   Institutional Class (HJPIX)
10.84%
14.15%
3.94%
Russell/Nomura Total
     
  MarketTM Index
  9.79%
  7.32%
2.33%
Tokyo Price Index (TOPIX)
10.22%
  7.16%
2.22%
 
Expense ratios: 1.64% (Investor Class); 1.44% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratios presented are from the most recent prospectus.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Masakazu Takeda, CFA and CMA*, and Yu Shimizu, CMA* SPARX Asset Management Co., Ltd. (sub-advisor)
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Japan Fund returned 10.56%, outperforming the Russell/Nomura Total Market™ Index and the Tokyo Stock Price Index (TOPIX), which returned 9.79% and 10.22% for the same period, respectively (in U.S. Dollar terms).
 
 
 
 
HENNESSYFUNDS.COM
 
4

 
The largest positive contributors to the Fund’s performance among the 33 TOPIX sub-industries were investments in miscellaneous product companies (including baby care product manufacturers and athletic shoe makers), transportation equipment companies and electric appliances makers. Conversely, our investments in the information & communication sector performed negatively during the twelve-month period.
 
Among the strongest performing stocks in the Fund during the period were Ryohin Keikaku Co. Ltd., a “MUJI” retail store operator, Misumi Group, Inc., a manufacturer and distributor of metal mold components and precision machinery parts, Kao Corporation, a producer of cosmetics, detergents, hygiene products and cooking oils, and Shimano, Inc., a global market share leading bicycle parts manufacturer. Shares of Misumi Group performed well on the back of good earnings. Shares of Kao Corp. gained amid solid earnings growth backed by stable growth in their domestic business and growing Asian sales. Solid earnings and strong franchises have led to steady share appreciation of both Shimano and Ryohin Keikaku. The Fund continues to hold all of these positions.
 
One of the most significant detractors from the Fund’s performance was SoftBank Group Corp, one of Japan’s three mobile carriers. SoftBank, a new investment for the portfolio added in the third quarter, suffered from negative industry news, the eruption of price wars and the possibility of a Government-ordered plan to reduce wireless fees. The company is headed by its charismatic founder/president, Mr. Masayoshi Son, a 58-year old entrepreneur, who boasts an insatiable ambition to continue growing his firm globally for many years to come. We view the decline in the stock price of Softbank as a good opportunity to make a long-term investment in a company run by someone who we believe to be one of Japan’s best business leaders at an attractive price, and we feel that the potential risk-return profile of this investment is in our favor. The Fund continues to hold this position.
 
Investment Outlook:
 
We believe that Japan’s corporate profits will remain robust for the next few years thanks to a favorable exchange rate environment, as exporters today are generating far greater cash flows than they were four to five years ago when the Japanese yen (JPY) exchange rate was below 80 USD/JPY. These exporters had been streamlining their cost structure to stay profitable at rates around 75 USD/JPY, so in the current environment they are awash with cash. It is important to note that a lot of this cash flow is now being invested back into the companies in activities such as overseas capacity expansion, domestic production facility upgrades, and R&D projects. We expect this positive trend to continue to improve the competitive strength of the Japanese corporate sector even with no further depreciation of the JPY. As for domestic-oriented companies, two factors make us optimistic. First, we believe the negative effect of the sales tax increase that took effect in April 2014 is wearing off. Secondly, foreign inbound tourists continue to push up domestic consumption, a strong trend we see continuing in Japan with the yen at current levels.
 
Overall, we feel confident about the outlook for the Japanese economy, the Japanese stock market and the companies we hold as investments in the Fund. We will continue to seek and hold what we believe are high-quality, globally-oriented Japanese companies with smart management and time-tested business models.
 

*
Chartered Member of the Security Analysts Association of Japan
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
5

The Russell/Nomura Total Market™ Index contains the top 98% of all stocks listed on Japan’s stock exchange and registered on Japan’s OTC market in terms of market capitalization. The Tokyo Price Index (TOPIX) is a market capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange. One cannot invest directly in an index.
 
The Fund may invest in small and medium capitalized companies, which may have more limited liquidity and greater price volatility than large capitalization companies. The Fund invests in the stocks of companies operating in Japan; single-country funds may be subject to a higher degree of risk. The Fund may experience higher fees due to investments in pooled investment vehicles (including ETFs).
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance. Cash flow can be used as an indication of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges.
 

 
 
HENNESSYFUNDS.COM

6

Financial Statements
Schedule of Investments as of October 31, 2015
 
HENNESSY JAPAN FUND
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Shimano, Inc.
6.70%
Terumo Corp.
6.69%
Keyence Corp.
6.39%
Ryohin Keikaku Co., Ltd.
5.88%
Unicharm Corp.
5.67%
Softbank Group Co.
5.60%
Nidec Corp.
5.47%
Misumi Group, Inc.
5.40%
Kao Corp.
5.37%
Asics Corp.
5.27%
 
 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
 
HENNESSY FUNDS
1-800-966-4354
 

7

COMMON STOCKS – 94.07%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 23.60%
           
Asics Corp.
   
220,600
   
$
6,093,126
     
5.27
%
Isuzu Motors, Ltd.
   
441,700
     
5,158,845
     
4.46
%
Ryohin Keikaku Co., Ltd.
   
33,900
     
6,807,020
     
5.88
%
Shimano, Inc.
   
49,200
     
7,752,374
     
6.70
%
Toyota Motor Corp.
   
24,400
     
1,494,852
     
1.29
%
             
27,306,217
     
23.60
%
                         
Consumer Staples – 12.99%
                       
Kao Corp.
   
121,100
     
6,217,196
     
5.37
%
Pigeon Corp.
   
80,500
     
2,255,520
     
1.95
%
Unicharm Corp.
   
307,000
     
6,556,374
     
5.67
%
             
15,029,090
     
12.99
%
                         
Financials – 3.46%
                       
Mizuho Financial Group
   
596,700
     
1,229,109
     
1.06
%
Sumitomo Mitsui Financial Group, Inc.
   
69,600
     
2,776,599
     
2.40
%
             
4,005,708
     
3.46
%
                         
Health Care – 11.89%
                       
Rohto Pharmaceutical Co., Ltd.
   
364,400
     
6,012,043
     
5.20
%
Terumo Corp.
   
261,000
     
7,743,878
     
6.69
%
             
13,755,921
     
11.89
%
                         
Industrials – 25.89%
                       
Daikin Industries
   
85,200
     
5,474,183
     
4.73
%
Kubota Corp.
   
354,000
     
5,487,517
     
4.74
%
Misumi Group, Inc.
   
480,000
     
6,250,609
     
5.40
%
Mitsubishi Corp.
   
318,000
     
5,781,430
     
5.00
%
Nidec Corp.
   
83,900
     
6,322,377
     
5.47
%
Sumitomo Corp.
   
57,600
     
629,987
     
0.55
%
             
29,946,103
     
25.89
%
                         
Information Technology – 6.39%
                       
Keyence Corp.
   
14,200
     
7,392,641
     
6.39
%
                         
Materials – 4.25%
                       
Fuji Seal International, Inc.
   
144,800
     
4,916,047
     
4.25
%
 
 

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

8

 
COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Telecommunication Services – 5.60%
           
Softbank Group Co.
   
115,600
   
$
6,476,827
     
5.60
%
                         
Total Common Stocks
                       
  (Cost $86,628,919)
           
108,828,554
     
94.07
%
                         
SHORT-TERM INVESTMENTS – 5.26%
                       
                         
Money Market Funds – 5.26%
                       
Federated Government Obligations Fund – Class I, 0.01% (a)
   
449,311
     
449,311
     
0.39
%
Fidelity Government Portfolio – Institutional Class, 0.01% (a)
   
5,639,000
     
5,639,000
     
4.87
%
             
6,088,311
     
5.26
%
                         
Total Short-Term Investments
                       
  (Cost $6,088,311)
           
6,088,311
     
5.26
%
                         
Total Investments
                       
  (Cost $92,717,230) – 99.33%
           
114,916,865
     
99.33
%
Other Assets in
                       
  Excess of Liabilities – 0.67%
           
771,669
     
0.67
%
TOTAL NET ASSETS – 100.00%
         
$
115,688,534
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2015.
 
 

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
9

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
   
$
27,306,217
   
$
   
$
27,306,217
 
Consumer Staples
   
     
15,029,090
     
     
15,029,089
 
Financials
   
     
4,005,708
     
     
4,005,709
 
Health Care
   
     
13,755,921
     
     
13,755,920
 
Industrials
   
     
29,946,103
     
     
29,946,104
 
Information Technology
   
     
7,392,641
     
     
7,392,641
 
Materials
   
     
4,916,047
     
     
4,916,047
 
Telecommunication Services
   
     
6,476,827
     
     
6,476,827
 
Total Common Stocks
 
$
   
$
108,828,554
   
$
   
$
108,828,554
 
Short-Term Investments
                               
Money Market Funds
 
$
6,088,311
   
$
   
$
   
$
6,088,311
 
Total Short-Term Investments
 
$
6,088,311
   
$
   
$
   
$
6,088,311
 
Total Investments
 
$
6,088,311
   
$
108,828,554
   
$
   
$
114,916,865
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no transfers between levels.
 
Transfers between Level 1 and Level 2 relate to the use of a fair valuation pricing service.  On days when the fair valuation pricing service is used, non-U.S. dollar denominated securities move from a Level 1 to a Level 2 classification.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
10

Financial Statements
Statement of Assets and Liabilities as of October 31, 2015 
 
ASSETS:
   
Investments in securities, at value (cost $92,717,230)
 
$
114,916,865
 
Dividends and interest receivable
   
551,818
 
Receivable for fund shares sold
   
384,060
 
Prepaid expenses and other assets
   
33,051
 
Total Assets
   
115,885,794
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
25,289
 
Payable to advisor
   
96,122
 
Payable to administrator
   
18,939
 
Payable to auditor
   
22,099
 
Accrued service fees
   
4,971
 
Accrued trustees fees
   
2,368
 
Accrued expenses and other payables
   
27,472
 
Total Liabilities
   
197,260
 
NET ASSETS
 
$
115,688,534
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
123,373,029
 
Accumulated net investment loss
   
(199,598
)
Accumulated net realized loss on investments
   
(29,678,784
)
Unrealized net appreciation on investments
   
22,193,887
 
Total Net Assets
 
$
115,688,534
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
61,555,066
 
Shares issued and outstanding
   
2,556,893
 
Net asset value, offering price and redemption price per share
 
$
24.07
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
54,133,468
 
Shares issued and outstanding
   
2,205,027
 
Net asset value, offering price and redemption price per share
 
$
24.55
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 


11

Financial Statements
Statement of Operations for the year ended October 31, 2015 
 
INVESTMENT INCOME:
   
Dividend income(1)
 
$
1,111,655
 
Interest income
   
2,989
 
Total investment income
   
1,114,644
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
986,467
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
121,094
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
22,792
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
96,772
 
Service fees – Investor Class (See Note 5)
   
56,262
 
Federal and state registration fees
   
36,303
 
Audit fees
   
22,756
 
Compliance expense
   
22,186
 
Trustees’ fees and expenses
   
11,501
 
Reports to shareholders
   
11,132
 
Legal fees
   
2,000
 
Other expenses
   
7,759
 
Total expenses
   
1,397,024
 
NET INVESTMENT LOSS
 
$
(282,380
)
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized loss on investments
 
$
(1,416,806
)
Net change in unrealized appreciation on investments
   
8,195,283
 
Net gain on investments
   
6,778,477
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
6,496,097
 


 
(1)
Net of foreign taxes withheld of $123,420.

 

The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

12

Financial Statements
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment loss
 
$
(282,380
)
 
$
(22,653
)
Net realized gain (loss) on investments
   
(1,416,806
)
   
35,041
 
Net change in unrealized appreciation on investments
   
8,195,283
     
4,120,841
 
Net increase in net assets resulting from operations
   
6,496,097
     
4,133,229
 
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
81,988,307
     
36,361,617
 
Proceeds from shares subscribed – Institutional Class
   
51,273,095
     
17,108,322
 
Cost of shares redeemed – Investor Class
   
(51,758,304
)
   
(42,817,348
)
Cost of shares redeemed – Institutional Class
   
(25,324,220
)
   
(2,165,295
)
Net increase in net assets derived
               
  from capital share transactions
   
56,178,878
     
8,487,296
 
TOTAL INCREASE IN NET ASSETS
   
62,674,975
     
12,620,525
 
                 
NET ASSETS:
               
Beginning of year
   
53,013,559
     
40,393,034
 
End of year
 
$
115,688,534
   
$
53,013,559
 
Accumulated net investment loss, end of year
 
$
(199,598
)
 
$
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
3,548,664
     
1,798,658
 
Shares sold – Institutional Class
   
2,147,233
     
815,136
 
Shares redeemed – Investor Class
   
(2,244,158
)
   
(2,137,867
)
Shares redeemed – Institutional Class
   
(1,104,942
)
   
(106,517
)
Net increase in shares outstanding
   
2,346,797
     
369,410
 


 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

13

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 
 
 
PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment loss
Net realized and unrealized gains on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from return of capital
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment loss to average net assets
Portfolio turnover rate(1)
 

 
(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.



The accompanying notes are an integral part of these financial statements.

 
HENNESSYFUNDS.COM

14

 
 
 

 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
21.77
   
$
19.68
   
$
15.40
   
$
13.99
   
$
12.58
 
                                     
                                     
 
(0.10
)
   
(0.06
)
   
(0.04
)
   
(0.02
)
   
(0.10
)
 
2.40
     
2.15
     
4.33
     
1.43
     
1.51
 
 
2.30
     
2.09
     
4.29
     
1.41
     
1.41
 
                                     
                                     
 
     
     
     
     
 
 
     
     
(0.01
)
   
     
 
 
     
     
(0.01
)
   
     
 
$
24.07
   
$
21.77
   
$
19.68
   
$
15.40
   
$
13.99
 
                                     
 
10.56
%
   
10.62
%
   
27.87
%
   
10.08
%
   
11.21
%
                                     
                                     
$
61.56
   
$
27.26
   
$
31.32
   
$
10.38
   
$
14.81
 
 
1.53
%
   
1.70
%
   
1.90
%
   
2.03
%
   
1.86
%
 
(0.44
)%
   
(0.18
)%
   
(0.35
)%
   
(0.09
)%
   
(0.54
)%
 
21
%
   
22
%
   
6
%
   
2
%
   
166
%
 


The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
15

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout each year


 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from return of capital
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate(1)
 
 
 
(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

16

Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
22.15
   
$
19.98
   
$
15.60
   
$
14.14
   
$
12.66
 
                                     
                                     
 
(0.02
)
   
0.07
     
(0.03
)
   
0.02
     
0.03
 
 
2.42
     
2.10
     
4.42
     
1.44
     
1.45
 
 
2.40
     
2.17
     
4.39
     
1.46
     
1.48
 
                                     
                                     
 
     
     
     
     
 
 
     
     
(0.01
)
   
     
 
 
     
     
(0.01
)
   
     
 
$
24.55
   
$
22.15
   
$
19.98
   
$
15.60
   
$
14.14
 
                                     
 
10.84
%
   
10.86
%
   
28.19
%
   
10.33
%
   
11.69
%
                                     
                                     
$
54.13
   
$
25.75
   
$
9.07
   
$
8.94
   
$
9.70
 
 
1.27
%
   
1.50
%
   
1.66
%
   
1.85
%
   
1.64
%
 
(0.08
)%
   
0.26
%
   
(0.20
)%
   
0.13
%
   
0.19
%
 
21
%
   
22
%
   
6
%
   
2
%
   
166
%


 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
17

Financial Statements
Notes to the Financial Statements October 31, 2015
 
 
1).  ORGANIZATION
 
The Hennessy Japan Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy SPARX Funds Trust, a Massachusetts business trust, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is long-term capital appreciation.  The Fund is a diversified fund, but may employ a relatively focused investment strategy and may hold securities of fewer issuers than other diversified funds.
 
   The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
   As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.

 
HENNESSYFUNDS.COM
 
18

 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$82,782
$4,999,547
$(5,082,329)
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

19

i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
   Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
   The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions

 
 
 
HENNESSYFUNDS.COM
 
20

 
 
that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.
 
 
In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
   
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily

 
 
HENNESSY FUNDS
1-800-966-4354
 

21

available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
 
 
 
HENNESSYFUNDS.COM

22

The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $66,075,195 and $17,993,920, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 1.00%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $96,122.
 
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, SPARX Asset Management Co., Ltd.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder service fees payable by the Fund as of October 31, 2015 were $4,971.
 

 
HENNESSY FUNDS
1-800-966-4354
 

23

The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $143,886.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $96,772.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $5,523 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $672,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
92,889,189
 
Gross tax unrealized appreciation
 
$
24,599,430
 
Gross tax unrealized depreciation
   
(2,571,754
)
Net tax unrealized appreciation
 
$
22,027,676
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
 
Total distributable earnings
 
$
 
Other accumulated loss
 
$
(29,712,171
)
Total accumulated loss
 
$
(7,684,495
)
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales.
 
 
 
 
HENNESSYFUNDS.COM

24

At October 31, 2015, the Fund had capital loss carryforwards that expire as follows:
 
 
$
6,231,544
 
10/31/16
 
$
15,450,664
 
10/31/17
 
$
6,121,138
 
10/31/18
 
$
1,274,960
 
Indefinite ST
 
$
428,519
 
Indefinite LT
 
During the fiscal year ended October 31, 2015, the capital loss carry forwards utilized for the Fund were $590,302.
 
Capital losses sustained in the fiscal year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss.  Furthermore, any loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012.  As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.  Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2015, the Fund deferred, on a tax basis, a post-December late year ordinary loss deferral of $199,598.
 
The Fund did not pay any distributions during fiscal year 2015 or fiscal year 2014.
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 

 
HENNESSY FUNDS
1-800-966-4354
 
25

Report of Independent Registered Public Accounting Firm

 
To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Japan Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Japan Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
 

Milwaukee, Wisconsin
December 23, 2015
 

 
 
HENNESSYFUNDS.COM

26

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
27

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
 
   
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
 
for the
 
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
   
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager
   
   
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.

 
 
 
HENNESSYFUNDS.COM
 
28

Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.

 
 

(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.


 
HENNESSY FUNDS
1-800-966-4354
 
 
29

Expense Example (Unaudited)
October 31, 2015

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.

 
 
 
HENNESSYFUNDS.COM
 
30

     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$1,022.50
$7.80
Hypothetical (5% return before expenses)
$1,000.00
$1,017.49
$7.78
       
Institutional Class
     
Actual
$1,000.00
$1,024.20
$6.38
Hypothetical (5% return before expenses)
$1,000.00
$1,018.90
$6.36
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.53% for Investor Class shares or 1.25% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 


HENNESSY FUNDS
1-800-966-4354
 

31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 
Matters Submitted to a Shareholder Vote
 
A special meeting of shareholders of the Investor Class shares of the Fund, originally convened on September 15, 2015, and subsequently adjourned to November 30, 2015, has been further adjourned to reconvene on Thursday, January 14, 2016, at which time the shareholders will vote on whether to approve a distribution (Rule 12b-1) plan for the Investor Class shares of the Fund.
 

 
 
HENNESSYFUNDS.COM

32

Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

33


 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 


 

hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 






 
ANNUAL REPORT
OCTOBER 31, 2015

 

 


HENNESSY JAPAN SMALL CAP FUND
 
Investor Class  HJPSX
Institutional Class  HJSIX


 
 

 
 

hennessyfunds.com  |  1-800-966-4354
 
 














(This Page Intentionally Left Blank.)
 














Contents
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
12
Statement of Operations
13
Statements of Changes in Net Assets
15
Financial Highlights
16
Notes to the Financial Statements
19
Report of Independent Registered Public Accounting Firm
27
Trustees and Officers of the Fund
28
Expense Example
32
Proxy Voting
34
Quarterly Filings on Form N-Q
34
Federal Tax Distribution Information
34
Householding
34
Matters Submitted to a Shareholder Vote
35
Privacy Policy
35

 

HENNESSY FUNDS
1-800-966-4354
 
 


December 2015
 
Dear Hennessy Funds Shareholder:
 
The U.S. market has been in a volatile, sideways correction for over a year now as investors brace themselves for the first rise in short-term interest rates in almost a decade. The Japanese market also experienced some volatility, especially towards the end of the year when fear of slower growth in China, Japan’s largest trading partner, dominated investor thinking. Nevertheless, we continue to believe that as long as the Fed does not raise interest rates too significantly, and low inflation suggests that it won’t, global economies should continue their steady expansion, thereby providing a stable environment for Japan and its program of macroeconomic stimulus and structural reform.
 
Both the Nikkei 225 Index and the TOPIX Index finished the 12-month period ended October 31, 2015 higher, returning 10.00% and 10.22%, respectively in U.S. Dollar terms. During the year, the Nikkei 225 Index surpassed its old high established in 2007, the first time the index has overtaken a previous high since 1994. The end of this fiscal year marks the third consecutive year that the index has closed in positive territory.
 
The initial results of Japan’s economic strategy, known as “Abenomics,” were clearly visible this year. The Bank of Japan’s quantitative easing measures, which have caused the yen to weaken, have resulted in an almost three-fold increase in foreign visitors to Japan over the last three years and have caused the balance of trade to move steadily towards a surplus. We believe that tourism will continue to help drive economic strength in Japan, especially in 2020 when Japan will host the Olympics. And while the inflation rate slipped in the second half of the year, real wage growth achieved marked acceleration this year, recording positive growth in five of the last six months. Corporate profits reached a new high, posting growth of 24% in the quarter ended in June, and even capital spending, after years of contraction, is growing again.
 
Perhaps this year’s most important new reform under Abenomics was the introduction of the Corporate Governance Code in June. This initiative aims to unlock the shareholder value buried within many of Japan’s corporations. The Code provides for the elimination of cross-shareholdings between large Japanese companies, which was often a way to entrench and protect management and majority owners at the expense of general shareholders and the value of their investments. The Code also proposes a reduction in the use of poison pills, opening up inefficiently run companies to the possibility of being taken over. For the first time, listed Japanese companies will need to have two experienced, independent directors sitting on their boards. The Code is not legally binding, but we expect its “comply or explain” implementation approach to be very effective in Japan. Moreover, it appears that the voice of minority shareholders and investors is increasingly being heard in boardrooms. As a consequence of these structural changes, “friendly,” Japanese-style, activist investment strategies, uncommon in Japan in the past, are starting to emerge.
 
In addition, Japan’s equity market received a boost this year when the Government Pension Investment Fund (GPIF) announced a dramatic asset allocation shift away from Japanese government bond investments towards Japanese and foreign equities. Retail investors’ participation in the market is also growing as the number of participants in the recently introduced Nippon Individual Savings Account program continues to increase.
 

 
 
HENNESSYFUNDS.COM
 
2

We remain optimistic about the long-term prospects for Japan and its stock market. In our view Abenomics’ various structural reforms and growth strategies are clearly beginning to deliver tangible results in the form of a strengthening labor market, increased investment, an improving balance of trade and robust growth of corporate profits.
 
Thank you for your continued confidence and investment in our products.  If you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Sincerely,
 
Neil J. Hennessy
President and Chief Investment Officer
Hennessy Funds
 
 
   
   
Tadahiro Fujimura
Masakazu Takeda
Portfolio Manager,
Portfolio Manager,
Hennessy Japan Small Cap Fund;
Hennessy Japan Fund;
Head of Investment & Research
Fund Manager
and Sr. Portfolio Manager
SPARX Asset Management Co., Ltd.
SPARX Asset Management Co., Ltd.
 
 
SPARX Asset Management Co., Ltd., located in Tokyo, Japan, is the sub-advisor to the Hennessy Japan Fund and the Hennessy Japan Small Cap Fund.
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy, Tadahiro Fujimura and Masakazu Takeda and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Nikkei 225 and Tokyo Stock Price Index (TOPIX) are unmanaged indices commonly used to measure the performance of Japanese stocks. One cannot invest directly in an index.
 
 

HENNESSY FUNDS
1-800-966-4354
 
 
3

Performance Overview (Unaudited)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund on its inception date and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2015
 
     
Since
 
One
Five
Inception
 
Year
Years
(8/31/2007)
Hennessy Japan Small Cap Fund –
     
  Investor Class (HJPSX)
  7.37%
14.56%
8.33%
Hennessy Japan Small Cap Fund –
     
  Institutional Class (HJSIX)(1)
  7.47%
14.58%
8.34%
Russell/Nomura Small CapTM Index
11.39%
10.40%
4.45%
Tokyo Price Index (TOPIX)
10.22%
  7.16%
1.09%
 
Expense ratios: 2.18% (Investor Class); 1.99% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  The performance graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
The inception date of Institutional Class shares is June 15, 2015.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to and are higher than those of Institutional Class shares.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Tadahiro Fujimura, CFA and CMA*, and Tetsuya Hirano, CMA* SPARX Asset Management Co., Ltd. (sub-advisor)
 
Performance:
 
For the twelve-month period ended October 31, 2015, the Investor Class of the Hennessy Japan Small Cap Fund returned 7.37%, underperforming the Russell/Nomura Small
 
 
 
 
HENNESSYFUNDS.COM
4

Cap™ Index and the Tokyo Stock Price Index (TOPIX), which returned 11.39% and 10.22% for the same period, respectively, in U.S. Dollar terms.
 
The Fund’s underperformance versus its benchmark over the twelve–month period is due, in part, to its overweight position in manufacturers. The Fund’s investments in machinery and electrical equipment manufacturers performed poorly because of a stalling in the growth of Japanese exports and only modest further depreciation of the Japanese yen over the year. In addition, the Fund had little exposure to retailers, a sector that performed well. On the other hand, other domestic-focused companies, such as construction companies, telecommunication companies and service providers all made positive contributions to the Fund’s performance.
 
Among the strongest performing stocks, Nakano Corporation had the largest positive impact on the Fund’s performance over the period. The market reacted positively to the company’s strong earnings, which were a result of a greater than expected improvement in its profit margin. The stock also benefitted from being compared to more expensively valued rivals. Benefit One, Inc., which provides outsourcing services related to employee benefit programs, boosted the Fund’s performance as well. Benefit One is doing well because Japanese companies are increasingly providing greater health and retirement benefits to their workers in order to remain competitive. In addition, Ryobi Limited, a manufacturer of car engine blocks and tools, contributed positively to the Fund’s performance. One of the most significant detractors from the Fund’s performance was DCM Holdings Co., Ltd., which operates a chain of do-it-yourself stores. Last year, its share price rose due to expectations of a recovery, but it fell dramatically this year because of the market’s disappointment with weaker than expected sales. Koa Corporation, a manufacturer of resistors, also performed poorly as it was forced to revise downward its earnings projections because of stagnant investment in communication base stations throughout the world. Link & Motivation, Inc., which provides human resources consulting services, also declined, penalized by the market due to the discovery of an accounting fraud at one of the company’s acquired subsidiaries. The Fund no longer holds Link & Motivation Inc., but continues to hold the other named stocks.
 
Investment Outlook:
 
Notwithstanding the rise in Japanese equities over the last twelve months, the year was marked by some volatility, especially during the second half of the period when uncertainty regarding the timing and magnitude of a rise in short-term interest rates being contemplated by the Federal Reserve unsettled investors around the world, including those in Japan. Prospects of slower growth in China, one of Japan’s major trading partners, also troubled investors in Japan. We are hopeful that the Japanese equity market has largely discounted the impact of both of these negative factors. With regards to the Japanese economy, there are concerns around sluggish production and exports, but consumption, employment and capital expenditures are on a recovery trend. Altogether, we see no reason to be pessimistic. We expect the supply of stocks to tighten for various reasons, including share buybacks, the initial public offerings (IPOs) of Japan Post Holdings, Japan Post Bank, and Japan Post Insurance, and greater purchases of stocks by retail investors as a result of the introduction of Nippon Individual Savings Accounts.
 
Overall, we feel confident about the outlook for the Japanese economy, the Japanese stock market and the companies we hold in the Fund. Although the manufacturing industry recorded lackluster performance overall this year, we have either maintained or increased the weight of manufacturing stocks in the portfolio as we expect their competitiveness and earnings to improve in the medium term. We have also been increasing exposure to companies whose sales growth in the domestic market is strong in
 

 
HENNESSY FUNDS
1-800-966-4354
 
 
5

our view. We will look carefully for signs of recovery in the economies of China and other Asian countries, about which investors are pessimistic, and conduct more detailed research on stocks that look fundamentally attractive in various industries, including automotive, machinery and technology. In addition, we will continue to research companies that have recently had IPOs and micro-cap companies.
 

*
Chartered Member of the Security Analysts Association of Japan
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell/Nomura Small Cap™ Index contains the bottom 15% of the Russell/Nomura Total Market™ Index, which contains the top 98% of all stocks listed on Japan’s stock exchange and registered on Japan’s OTC market in terms of market capitalization. The Tokyo Price Index (TOPIX) is a market capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange. One cannot invest directly in an index.
 
The Fund invests in small and medium capitalized companies, which may have more limited liquidity and greater price volatility than large capitalization companies. The Fund invests in the stocks of companies operating in Japan; single-country funds may be subject to a higher degree of risk. The Fund may experience higher fees due to investments in pooled investment vehicles (including ETFs).
 
References to specific securities should not be considered a recommendation to buy or sell any security. Fund holdings and sector allocations are subject to change. Please refer to the Schedule of Investments included in this report for additional portfolio information.
 

 
 
HENNESSYFUNDS.COM
 
6

Financial Statements
Schedule of Investments as of October 31, 2015

 
HENNESSY JAPAN SMALL CAP FUND
(% of Net Assets)
 

 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Amano Corp.
2.10%
Sinfonia Technology Co., Ltd.
2.09%
Daihen Corp.
2.06%
Sumitomo Densetsu Co., Ltd.
2.01%
Toppan Forms Co., Ltd.
2.01%
Kyosan Electric Manufacturing Co., Ltd.
2.00%
Nachi-Fujikoshi Corp.
1.99%
Tokai Tokyo Financial Holdings, Inc.
1.96%
Aichi Steel Corp.
1.96%
Starts Corp., Inc.
1.95%
 
 
 
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.

HENNESSY FUNDS
1-800-966-4354
 
 
7


COMMON STOCKS – 90.43%
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 14.81%
           
Aeon Fantasy Co., Ltd.
   
15,700
   
$
255,690
     
1.01
%
DCM Holdings Co., Ltd.
   
57,600
     
381,578
     
1.51
%
Doshisha Co., Ltd.
   
24,100
     
443,739
     
1.75
%
Fujibo Holdings, Inc.
   
112,000
     
206,681
     
0.82
%
Hagihara Industries, Inc.
   
26,400
     
459,506
     
1.81
%
Haseko Corp.
   
27,500
     
279,598
     
1.10
%
Komeri Co., Ltd.
   
16,000
     
342,074
     
1.35
%
PALTAC Corp.
   
11,500
     
226,212
     
0.89
%
Parco Co., Ltd.
   
28,800
     
249,685
     
0.99
%
Seiren Co., Ltd.
   
35,100
     
412,984
     
1.63
%
Starts Corp., Inc.
   
31,500
     
493,917
     
1.95
%
             
3,751,664
     
14.81
%
                         
Consumer Staples – 2.93%
                       
Mitsui Sugar Co., Ltd.
   
118,000
     
474,578
     
1.87
%
Yamaya Corp.
   
12,900
     
267,359
     
1.06
%
             
741,937
     
2.93
%
                         
Financials – 4.81%
                       
INTELLEX Co., Ltd.
   
63,200
     
407,298
     
1.61
%
The Tochigi Bank, Inc.
   
55,000
     
314,173
     
1.24
%
Tokai Tokyo Financial Holdings, Inc.
   
81,600
     
496,455
     
1.96
%
             
1,217,926
     
4.81
%
                         
Industrials – 35.99%
                       
Benefit One, Inc.
   
16,600
     
290,588
     
1.15
%
Daihen Corp.
   
105,000
     
522,125
     
2.06
%
Daiichi Jitsugyo, Inc.
   
77,000
     
328,525
     
1.30
%
Hanwa Co., Ltd.
   
118,000
     
487,967
     
1.93
%
Hito Communication, Inc.
   
12,900
     
281,788
     
1.11
%
Kanematsu Corp.
   
223,000
     
368,225
     
1.45
%
Kito Corp.
   
31,500
     
248,757
     
0.98
%
Kitz Corp.
   
86,800
     
399,511
     
1.58
%
Kondotec, Inc.
   
57,100
     
366,720
     
1.45
%
Miyaji Engineering Group, Inc.
   
173,000
     
313,233
     
1.24
%
Nachi-Fujikoshi Corp.
   
112,000
     
502,792
     
1.99
%
Nakano Corp.
   
73,700
     
452,500
     
1.79
%



The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
8

 
COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Industrials (Continued)
           
Nihon Trim Co., Ltd.
   
10,000
   
$
372,904
     
1.47
%
Nissei ASB Machine Co., Ltd.
   
20,600
     
420,820
     
1.66
%
Nittoku Engineering Co., Ltd.
   
49,200
     
450,358
     
1.78
%
Okamura Corp.
   
51,600
     
478,756
     
1.89
%
Ryobi, Ltd.
   
101,000
     
372,382
     
1.47
%
Sanko Gosei, Ltd.
   
66,000
     
215,254
     
0.85
%
Sinfonia Technology Co., Ltd.
   
307,000
     
530,125
     
2.09
%
Sumitomo Densetsu Co., Ltd.
   
38,900
     
510,020
     
2.01
%
Takeei Corp.
   
40,000
     
385,901
     
1.52
%
Tocalo Co., Ltd.
   
15,300
     
307,122
     
1.21
%
Toppan Forms Co., Ltd.
   
39,600
     
510,156
     
2.01
%
             
9,116,529
     
35.99
%
                         
Information Technology – 23.77%
                       
Aichi Tokei Denki Co., Ltd.
   
116,000
     
312,092
     
1.23
%
Aiphone Co., Ltd.
   
26,300
     
404,539
     
1.60
%
Amano Corp.
   
41,000
     
532,536
     
2.10
%
Anritsu Corp.
   
36,500
     
239,562
     
0.94
%
Elecom Co., Ltd.
   
20,000
     
242,564
     
0.96
%
Information Services International – Dentsu, Ltd.
   
28,100
     
439,046
     
1.73
%
Itfor, Inc.
   
109,200
     
466,588
     
1.84
%
Koa Corp.
   
44,700
     
371,813
     
1.47
%
Kyosan Electric Manufacturing Co., Ltd.
   
180,000
     
506,272
     
2.00
%
Marubun Corp.
   
35,200
     
253,675
     
1.00
%
Nihon Unisys, Ltd.
   
42,800
     
470,241
     
1.86
%
Soliton Systems K.K.
   
31,600
     
268,397
     
1.06
%
TKC Corp.
   
15,000
     
353,573
     
1.40
%
Towa Corp.
   
90,500
     
485,716
     
1.92
%
V-cube, Inc.
   
14,200
     
257,100
     
1.01
%
Yokowo Co., Ltd.
   
76,500
     
417,359
     
1.65
%
             
6,021,073
     
23.77
%
                         
Materials – 6.98%
                       
Aichi Steel Corp.
   
114,000
     
495,194
     
1.96
%
Asia Pile Holdings Corp.
   
55,500
     
341,158
     
1.35
%
Fujikura Kasei Co., Ltd.
   
42,200
     
198,216
     
0.78
%



The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
9

COMMON STOCKS
 
Number
       
% of
 
   
of Shares
   
Value
   
Net Assets
 
Materials (Continued)
           
Hakudo Co., Ltd.
   
36,200
   
$
405,826
     
1.60
%
Shinagawa Refractories, Ltd.
   
146,000
     
327,557
     
1.29
%
             
1,767,951
     
6.98
%
                         
Utilities – 1.14%
                       
eREX Co., Ltd.
   
29,800
     
288,480
     
1.14
%
                         
Total Common Stocks
                       
   (Cost $21,654,505)
           
22,905,560
     
90.43
%
                         
SHORT-TERM INVESTMENTS – 11.92%
                       
                         
Money Market Funds – 11.92%
                       
Federated Government Obligations Fund – Class I, 0.01% (a)
   
1,255,000
     
1,255,000
     
4.95
%
Federated Treasury Obligations Fund, 0.01% (a)
   
510,050
     
510,050
     
2.01
%
Fidelity Government Portfolio – Institutional Class, 0.01% (a)
   
1,255,000
     
1,255,000
     
4.96
%
                         
Total Short-Term Investments
                       
  (Cost $3,020,050)
           
3,020,050
     
11.92
%
                         
Total Investments
                       
  (Cost $24,674,555) – 102.35%
           
25,925,610
     
102.35
%
Liabilities in Excess
                       
  of Other Assets – (2.35)%
           
(596,269
)
   
(2.35
)%
TOTAL NET ASSETS – 100.00%
         
$
25,329,341
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2015.



The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
10

Summary of Fair Value Exposure at October 31, 2015
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2015 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
   
$
3,751,664
   
$
   
$
3,751,664
 
Consumer Staples
   
     
741,937
     
     
741,937
 
Financials
   
     
1,217,926
     
     
1,217,926
 
Industrials
   
     
9,116,529
     
     
9,116,529
 
Information Technology
   
     
6,021,073
     
     
6,021,073
 
Materials
   
     
1,767,951
     
     
1,767,951
 
Utilities
   
     
288,480
     
     
288,480
 
Total Common Stocks
 
$
   
$
22,905,560
   
$
   
$
22,905,560
 
Short-Term Investments
                               
Money Market Funds
 
$
3,020,050
   
$
   
$
   
$
3,020,050
 
Total Short-Term Investments
 
$
3,020,050
   
$
   
$
   
$
3,020,050
 
Total Investments
 
$
3,020,050
   
$
22,905,560
   
$
   
$
25,925,610
 

 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2015, the Fund recognized no significant transfers between levels.
 
Transfers between Level 1 and Level 2 relate to the use of a fair valuation pricing service.  On days when the fair valuation pricing service is used, non-U.S. dollar denominated securities move from a Level 1 to a Level 2 classification.
 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
11

Financial Statements
Statement of Assets and Liabilities as of October 31, 2015
 
ASSETS:
   
Investments in securities, at value (cost $24,674,555)
 
$
25,925,610
 
Dividends and interest receivable
   
148,594
 
Receivable for fund shares sold
   
67,872
 
Receivable for securities sold
   
20,425
 
Prepaid expenses and other assets
   
20,528
 
Total Assets
   
26,183,029
 
         
LIABILITIES:
       
Payable for securities purchased
   
790,020
 
Payable for fund shares redeemed
   
1,162
 
Payable to advisor
   
22,486
 
Payable to administrator
   
3,775
 
Payable to auditor
   
19,867
 
Accrued service fees
   
1,771
 
Accrued trustees fees
   
2,391
 
Accrued expenses and other payables
   
12,216
 
Total Liabilities
   
853,688
 
NET ASSETS
 
$
25,329,341
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
23,337,029
 
Accumulated net investment loss
   
(81,572
)
Accumulated net realized gain on investments
   
823,971
 
Unrealized net appreciation on investments
   
1,249,913
 
Total Net Assets
 
$
25,329,341
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
22,681,326
 
Shares issued and outstanding
   
2,205,245
 
Net asset value, offering price and redemption price per share
 
$
10.29
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
2,648,015
 
Shares issued and outstanding
   
257,187
 
Net asset value, offering price and redemption price per share
 
$
10.30
 



The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
12

Financial Statements
Statement of Operations for the year ended October 31, 2015 
 
INVESTMENT INCOME:
   
Dividend income(1)
 
$
316,404
 
Interest income
   
104
 
Total investment income
   
316,508
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
219,524
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
39,962
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
129
 
Federal and state registration fees
   
23,638
 
Compliance expense
   
22,186
 
Audit fees
   
20,434
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
18,347
 
Service fees – Investor Class (See Note 5)
   
18,109
 
Trustees’ fees and expenses
   
11,334
 
Reports to shareholders
   
6,355
 
Legal fees
   
1,800
 
Interest expense (See Note 6)
   
855
 
Other expenses
   
5,205
 
Total expenses
   
387,878
 
NET INVESTMENT LOSS
 
$
(71,370
)
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
980,030
 
Net change in unrealized depreciation on investments
   
(324,113
)
Net gain on investments
   
655,917
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
584,547
 

 
 
(1)
Net of foreign taxes withheld of $35,784.
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
13

 
 
 
 
 

 








(This Page Intentionally Left Blank.)
 




 





 

 
 
HENNESSYFUNDS.COM
 
14

Financial Statements
Statements of Changes in Net Assets  
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
OPERATIONS:
       
Net investment loss
 
$
(71,370
)
 
$
(67,562
)
Net realized gain on investments
   
980,030
     
1,539,731
 
Net change in unrealized appreciation (depreciation)
               
  on investments
   
(324,113
)
   
326,483
 
Net increase in net assets resulting from operations
   
584,547
     
1,798,652
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net realized gains – Investor Class
   
(1,537,113
)
   
(3,229,364
)
Total distributions
   
(1,537,113
)
   
(3,229,364
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
19,602,053
     
22,078,882
 
Proceeds from shares subscribed – Institutional Class
   
3,944,130
     
 
Dividends reinvested – Investor Class
   
1,515,157
     
3,179,599
 
Cost of shares redeemed – Investor Class
   
(16,864,362
)
   
(19,287,749
)(1)
Cost of shares redeemed – Institutional Class
   
(1,278,434
)
   
 
Net increase in net assets derived
               
  from capital share transactions
   
6,918,544
     
5,970,732
 
TOTAL INCREASE IN NET ASSETS
   
5,965,978
     
4,540,020
 
                 
NET ASSETS:
               
Beginning of year
   
19,363,363
     
14,823,343
 
End of year
 
$
25,329,341
   
$
19,363,363
 
Accumulated net investment loss, end of year
 
$
(81,572
)
 
$
(92,011
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
1,882,041
     
2,160,787
 
Shares sold – Institutional Class
   
375,953
     
 
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
   
160,845
     
340,064
 
Shares redeemed – Investor Class
   
(1,679,167
)
   
(1,926,098
)
Shares redeemed – Institutional Class
   
(118,766
)
   
 
Net increase in shares outstanding
   
620,906
     
574,753
 


 
(1)
Net of redemption fees of $47 related to redemption fees imposed by the Fund during a prior year but not received until the year ended October 31, 2014.
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
15

Financial Statements
Financial Highlights
 
For an Investor Class share outstanding throughout each year


PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate (1)



(1)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
16

 
 
 
 
Year Ended October 31,
 
2015
   
2014
   
2013
   
2012
   
2011
 
                 
$
10.51
   
$
11.70
   
$
10.54
   
$
10.09
   
$
9.23
 
                                     
                                     
 
(0.02
)
   
(0.04
)
   
0.06
     
(0.68
)
   
0.06
 
 
0.71
     
1.36
     
3.44
     
1.17
     
0.80
 
 
0.69
     
1.32
     
3.50
     
0.49
     
0.86
 
                                     
                                     
 
     
     
     
(0.04
)
   
 
 
(0.91
)
   
(2.51
)
   
(2.34
)
   
     
 
 
(0.91
)
   
(2.51
)
   
(2.34
)
   
(0.04
)
   
 
$
10.29
   
$
10.51
   
$
11.70
   
$
10.54
   
$
10.09
 
                                     
 
7.37
%
   
13.99
%
   
40.59
%
   
4.91
%
   
9.32
%
                                     
                                     
$
22.68
   
$
19.36
   
$
14.82
   
$
5.11
   
$
24.08
 
 
2.12
%
   
2.24
%
   
2.39
%
   
2.33
%
   
2.10
%
 
(0.38
)%
   
(0.39
)%
   
(0.11
)%
   
(0.66
)%
   
0.17
%
 
75
%
   
63
%
   
141
%
   
49
%
   
61
%
                                     


 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
17

Financial Statements
Financial Highlights
 
For an Institutional Class share outstanding throughout the period

   
Period Ended
 
   
October 31, 2015(1)
 
PER SHARE DATA:
   
Net asset value, beginning of period
 
$
10.89
 
         
Income from investment operations:
       
Net investment income (loss)
   
(0.01
)
Net realized and unrealized gains (losses) on investments
   
(0.58
)
Total from investment operations
   
(0.59
)
Net asset value, end of period
 
$
10.30
 
         
TOTAL RETURN
   
(5.42
)%(2)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
 
$
2.65
 
Ratio of expenses to average net assets
   
1.86
%(3)
Ratio of net investment (loss) to average net assets
   
(1.04
)%(3)
Portfolio turnover rate (4)
   
75
%(2)
 
 
 
(1)
The Institutional Class shares commenced operations on June 15, 2015.
(2)
Not annualized.
(3)
Annualized.
(4)
Portfolio turnover is calculated on the basis of the Fund as a whole.
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
 
18

Financial Statements
Notes to the Financial Statements October 31, 2015

 
1).  ORGANIZATION
 
The Hennessy Japan Small Cap Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy SPARX Funds Trust, a Massachusetts business trust, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The Fund did not have Institutional Class shares until June 15, 2015.  The investment objective of the Fund is long-term capital appreciation.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective administration, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
   
b).
Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the statement of operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
   
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis reporting for the 2015 fiscal year have been identified
 


HENNESSY FUNDS
1-800-966-4354
 
 
19

 
 
and appropriately reclassified on the Statement of Assets and Liabilities.  The adjustments are as follows:

Undistributed
Accumulated
 
Net Investment
Net Realized
 
Income/(Loss)
Gain/(Loss)
Paid-in Capital
$81,809
$(6,948)
$(74,861)
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.  Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
   
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
   
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
   
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.
   
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
   
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a

 
 
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20


 
commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the fiscal year ended October 31, 2015, the Fund did not enter into any forward contracts.
   
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
   
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
   
k).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. federal and Delaware.
   
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
   
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the fiscal year ended October 31, 2015, the Fund did not hold any derivative instruments.
   
m).
New Accounting Pronouncements – In June 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-11 “Repurchase-to Maturity Transactions, Repurchase Financings, and Disclosures.”  The amendments in this ASU require an entity to modify accounting for repurchase-to-maturity transactions and repurchase financing arrangements, as well as modify required disclosures for repurchase agreements, securities lending transactions, and repurchase-to-maturity transactions that are accounted for as secured borrowings.  The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.


 
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In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured at NAV and require the disclosure of sufficient information to reconcile the fair value of the remaining assets categorized within the fair value hierarchy to the financial statements.  The amendments in ASU No. 2015-07 are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management has reviewed the requirements and believes the adoption of ASU 2015-07 will not have a material impact on the Fund’s financial statements and related disclosures.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most
 
 
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foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are generally valued at amortized cost, which approximates fair market value, if their original term to maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of a security and markets, the value of other like securities, and news events with direct bearing to a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
The fair valuation of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value

 

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as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of October 31, 2015 are included in the Fund’s Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the fiscal year ended October 31, 2015 were $16,467,718 and $13,402,162, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the fiscal year ended October 31, 2015.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 1.20%.  The net investment advisory fees payable by the Fund as of October 31, 2015 were $22,486.
 
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, SPARX Asset Management Co., Ltd.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder service fees payable by the Fund as of October 31, 2015 were $1,771.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding
 
 
 
 
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24

account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries during the fiscal year ended October 31, 2015 were $40,091.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  Fees paid to USBFS during the fiscal year ended October 31, 2015 were $18,347.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
6).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the fiscal year ended October 31, 2015, the Fund had an outstanding average daily balance and a weighted average interest rate of $38,784 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $1,501,000.  At October 31, 2015, the Fund did not have any borrowings outstanding under the line of credit.
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2015, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
Cost of investments for tax purposes
 
$
24,829,568
 
Gross tax unrealized appreciation
 
$
2,290,616
 
Gross tax unrealized depreciation
   
(1,194,574
)
Net tax unrealized appreciation
 
$
1,096,042
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
915,894
 
Total distributable earnings
 
$
915,894
 
Other accumulated loss
 
$
(19,624
)
Total accumulated gain
 
$
1,992,312
 
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to wash sales and passive foreign investment companies.
 
At October 31, 2015, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2015, the Fund deferred, on a tax basis, a post-December late year ordinary loss deferral of $18,482.
 


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The tax character of distributions paid during fiscal year 2015 and fiscal year 2014 for the Fund were as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2015
   
October 31, 2014
 
Ordinary income
 
$
362,445
   
$
2,248,987
 
Long-term capital gain
   
1,174,668
     
980,377
 
   
$
1,537,113
   
$
3,229,364
 
 
8).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2015, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 9, 2015, capital gains were declared and paid to shareholders of record as of December 8, 2015 as follows:
 
 
Long-term
 
Investor Class
$0.34086
 
Institutional Class
$0.34170
 
 
 
 
 
HENNESSYFUNDS.COM
 
26

 
Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Japan Small Cap Fund:
 
We have audited the accompanying statement of assets and liabilities of Hennessy Japan Small Cap Fund (the Fund), a series of Hennessy Funds Trust, including the schedule of investments, as of October 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2015, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
 

Milwaukee, Wisconsin
December 23, 2015

 

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27


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Fund are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Information pertaining to the Trustees and the Officers of the Trust is set forth below.  Such persons serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 16 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
Name, Year of Birth,
   
(During Past
and Position Held
Length of
Principal Occupation(s)
Five Years)
with the Trust
Time Served
During Past Five Years
Held by Trustee(1)
       
Disinterested Trustees
     
       
J. Dennis DeSousa (1936)
Since January
Mr. DeSousa is a real estate investor.
Hennessy SPARX
Trustee
1996 for the
 
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Robert T. Doyle (1947)
Since January
Mr. Doyle has been the Sheriff of
Hennessy SPARX
Trustee
1996 for the
Marin County, California since 1996.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Gerald P. Richardson (1945)
Since May
Mr. Richardson is an independent
Hennessy SPARX
Trustee
2004 for the
consultant in the securities industry.
Funds Trust;
 
Hennessy Funds
 
Hennessy Mutual
     
Funds, Inc.; and
     
The Hennessy
     
Funds, Inc.
       
Interested Trustee(2)
     
       
Neil J. Hennessy (1956)
Since January
Mr. Hennessy has been employed by
Hennessy Advisors,
Trustee, Chairman of
1996 as a Trustee
Hennessy Advisors, Inc., the Funds’
Inc.; Hennessy
the Board, Chief
for the Hennessy
investment advisor, since 1989. 
SPARX Funds Trust;
Investment Officer,
Funds and since
He currently serves as President,
Hennessy Mutual
Portfolio Manager,
June 2008 as
Chairman and Chief Executive Officer
Funds, Inc.; and
and President
an Officer of the
of Hennessy Advisors, Inc.
The Hennessy
 
Hennessy Funds
 
Funds, Inc.

 
 
 
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28

 
Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen (1966)
Since January
Ms. Nilsen has been employed by Hennessy Advisors, Inc.,
Executive Vice President
1996 for the
the Funds’ investment advisor, since 1989.  She currently
and Treasurer
Hennessy Funds
serves as Executive Vice President, Chief Operations Officer,
   
Chief Financial Officer, and Secretary of Hennessy Advisors, Inc.
     
Daniel B. Steadman (1956)
Since March
Mr. Steadman has been employed by Hennessy Advisors, Inc.,
Executive Vice President
2000 for the
the Funds’ investment advisor, since 2000.  He currently serves
and Secretary
Hennessy Funds
as Executive Vice President and Chief Compliance Officer of
   
Hennessy Advisors, Inc.
     
Jennifer Cheskiewicz (1977)
Since June
Ms. Cheskiewicz has been employed by Hennessy Advisors,
Senior Vice President and
2013 for the
Inc., the Funds’ investment advisor, since June 2013.  She
Chief Compliance Officer
Hennessy Funds
currently serves as General Counsel of Hennessy Advisors, Inc.
     
   
She previously served as in-house counsel to Carlson Capital,
   
L.P., an SEC-registered investment advisor to several private
   
funds from February 2010 to May 2013.
     
Brian Carlson (1972)
Since December
Mr. Carlson has been employed by Hennessy Advisors, Inc., the
Senior Vice President and
2013 for the
Funds’ investment advisor, since December 2013.
Head of Distribution
Hennessy Funds
 
   
Mr. Carlson was previously a co-founder and principal of
   
Trivium Consultants, LLC from February 2011 through
   
November 2013.
     
David Ellison (1958)(3)
Since October
Mr. Ellison has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2012 for the
Small Cap Financial Fund, the Hennessy Large Cap Financial
Portfolio Manager
Hennessy Funds
Fund, and the Hennessy Technology Fund since inception.
     
   
Mr. Ellison previously served as Director, CIO and President of
   
FBR Fund Advisers, Inc. from December 1999 to October 2012.
     
Brian Peery (1969)
Since March
Mr. Peery has served as a Portfolio Manager of the Hennessy
Senior Vice President and
2003 as an
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
Portfolio Manager
Officer of the
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Hennessy Funds
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
and since
Fund, and the Hennessy Balanced Fund since October 2014.
 
February 2011
From February 2011 through September 2014, he served as
 
as a Co-Portfolio
Co-Portfolio Manager of the same funds.  Mr. Peery has also
 
Manager or
served as a Portfolio Manager of the Hennessy Gas Utility Fund
 
Portfolio Manager
since February 2015.
 
for the
 
 
Hennessy Funds
Mr. Peery has been employed by Hennessy Advisors, Inc., the
   
Funds’ investment advisor, since 2002.
     
Winsor (Skip) Aylesworth
Since October
Mr. Aylesworth has served as a Portfolio Manager of the
  (1947)(3)
2012 for the
Hennessy Gas Utility Fund since 1998 and as a Portfolio
Vice President and
Hennessy Funds
Manager of the Hennessy Technology Fund since inception.
Portfolio Manager
   
   
Mr. Aylesworth previously served as Executive Vice President
   
of The FBR Funds from 1999 to October 2012.
     



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Name, Year of Birth,
   
and Position Held
Length of
Principal Occupation(s)
with the Trust
Time Served
During Past Five Years
     
Ryan Kelley (1972)(4)
Since March
Mr. Kelley has served as a Portfolio Manager of the Hennessy
Vice President and
2013 for the
Gas Utility Fund, the Hennessy Small Cap Financial Fund, and
Portfolio Manager
Hennessy Funds
the Hennessy Large Cap Financial Fund since October 2014. 
   
From March 2013 through September 2014, he served as a
   
Co-Portfolio Manager of the same funds.  Prior to that,
   
he was a Portfolio Analyst of the Hennessy Funds.


(1)
Pursuant to an internal reorganization, the series of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”) were reorganized into series of Hennessy Funds Trust on February 28, 2014, which mirrored the corresponding series of HFMI, HFI, and HSFT.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of these officers is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
 
 
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Expense Example (Unaudited)
October 31, 2015

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2015 through October 31, 2015.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, 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 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 
 
 
 
HENNESSYFUNDS.COM
32

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2015 –
 
May 1, 2015
October 31, 2015
October 31, 2015
Investor Class
     
Actual
$1,000.00
$1,006.80
$10.37
Hypothetical (5% return before expenses)
$1,000.00
$1,014.87
$10.41
       
Institutional Class
     
Actual
$1,000.00
$   945.80
$9.12
Hypothetical (5% return before expenses)
$1,000.00
$1,015.83
$9.45
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 2.05% for Investor Class shares or 1.86% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 

HENNESSY FUNDS
1-800-966-4354
 
 
33

 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs; or (3) on the U.S. Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/policy.fs and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s N-Q will also be available upon request by calling 1-800-966-4354.
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2015, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 91.81%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the fiscal year ended October 31, 2015 was 0.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 100.00%.
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 
 
HENNESSYFUNDS.COM
34

 
Matters Submitted to a Shareholder Vote
 
A special meeting of shareholders of the Investor Class shares of the Fund, originally convened on September 15, 2015, and subsequently adjourned to November 30, 2015, has been further adjourned to reconvene on Thursday, January 14, 2016, at which time the shareholders will vote on whether to approve a distribution (Rule 12b-1) plan for the Investor Class shares of the Fund.
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with nonaffiliated third parties.
 


HENNESSY FUNDS
1-800-966-4354
 
 
35






 


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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 





INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202





 

hennessyfunds.com | 1-800-966-4354
 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 
 

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer.  The registrant amended its code of ethics in December 2014 as previously reported on the Form N-CSR filed by the registrant on January 10, 2015. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

A copy of the registrant’s Code of Ethics is filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant’s board of directors has determined that it does not have an audit committee financial expert serving on its audit committee.  At this time, the registrant believes that the financial and business experience provided by each member of the audit committee together offers the registrant adequate oversight for the registrant’s level of financial complexity.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged the principal accountants to the Hennessy Funds, KPMG LLP and Tait, Weller & Baker, LLP, to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountants in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountants that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountants for tax compliance, tax advice, and tax planning. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountants to the Hennessy Funds.

 
FYE  10/31/2015
FYE  10/31/2014
Audit Fees
$282,500
$267,800
Audit-Related Fees
-
-
Tax Fees
$58,620
$58,200
All Other Fees
-
-

The audit committee has adopted pre-approval procedures for audit and non-audit services provided to the registrant.  Under the procedures, at any regularly scheduled audit committee meeting, the audit committee may pre-approve any audit, audit-related, tax and other non-audit services to be rendered or that may be rendered by a principal accountant to the registrant and certain non-audit services to be rendered by a principal accountant to the investment advisor to the registrant’s series or such advisor’s affiliates that provide ongoing services to the registrant.  The audit committee either specifically pre-approves the services or pre-approves a type of a service.  No pre-approval is required for non-audit services that meet the following criteria: (1) the aggregate amount of fees to be paid for all such non-audit services is not more than 5% of the total revenues paid by the registrant to the principal accountant in the fiscal year in which the non-audit services are provided; (2) such services were not recognized by the registrant at the time of the engagement to be non-audit services; and (3) such services are promptly brought to the attention of the audit committee and approved prior to the completion of the audit.

The audit committee must pre-approve a principal accountant’s engagements for non-audit services with the investment advisor to the registrant’s series and such advisor’s affiliates that provide ongoing services to the registrant, if the engagement relates directly to the operations and financial reporting of the registrant, unless the aggregate amount of fees to be paid for all such services provided constitutes no more than 5% of the aggregate revenues paid to the principal accountant by the registrant, the investment advisor and such advisor’s affiliates that provide ongoing services to the registrant, during the fiscal year in which the services are to be provided.

If a service has not been pre-approved at a regularly scheduled audit committee meeting, and if, in the opinion of the Chief Compliance Officer of the registrant, a proposed engagement must commence before the next regularly scheduled audit committee meeting, any member of the audit committee is authorized under the procedures to pre-approve the engagement.  The Chief Compliance Officer of the registrant will arrange for this interim review, coordinate with the designated member of the audit committee and provide, with the assistance of the principal accountant, information about the service to be pre-approved for the interim period.  Any interim pre-approval decisions are reported (for informational purposes) to the audit committee at its next regularly scheduled meeting.

All of the tax services referenced above were pre-approved in accordance with the pre-approval procedures for audit and non-audit services.

The percentage of fees billed by KPMG LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 
FYE  10/31/2015
FYE  10/31/2014
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

The percentage of fees billed by Tait, Weller & Baker, LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 
FYE  10/31/2015
FYE  10/31/2014
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%
 
All of the principal accountants’ hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountants.

In assessing the independence of the registrant’s principal accountants, the registrant’s board of trustees noted that the principal accountants have not provided any audit or non-audit services to the investment advisor to the registrant’s series, Hennessy Advisors, Inc., or any entity controlling, controlled by, or under common control with Hennessy Advisors.

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

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

Not applicable to open-end investment companies.

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

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

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

Not Applicable.

Item 11. Controls and Procedures.

(a)
The Registrant’s President and Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service providers.

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

Item 12. Exhibits.

(a)
(1) Code of ethics, or amendments thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing of an exhibit. Filed herewith.

(2) A separate certification for each principal executive and principal financial officer pursuant to Rule 30a‑2(a) under the Act and Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(b)
Certifications pursuant to Rule 30a‑2(b) under the Act and Section 906 of the Sarbanes‑Oxley Act of 2002.  Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


(Registrant)  Hennessy Funds Trust

By (Signature and Title)* /s/ Neil J. Hennessy                                           
  Neil J. Hennessy, President

Date:     January 8, 2016



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

By (Signature and Title)* /s/ Neil J. Hennessy 
  Neil J. Hennessy, President


Date:     January 8, 2016

By (Signature and Title)* /s/ Teresa M. Nilsen                                                                                                                                              
  Teresa M. Nilsen, Treasurer

Date:     January 8, 2016