N-CSR 1 dncsr.htm FINANCIAL INVESTORS TRUST - ANNUAL REPORT Financial Investors Trust - Annual Report
Table of Contents

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: 811-8194

FINANCIAL INVESTORS TRUST

(Exact name of registrant as specified in charter)

1290 Broadway, Suite 1100, Denver, Colorado 80203

(Address of principal executive offices) (Zip code)

JoEllen L. Legg, Secretary

Financial Investors Trust

1290 Broadway, Suite 1100

Denver, Colorado 80203

(Name and address of agent for service)

Registrant’s telephone number, including area code: 303-623-2577

Date of fiscal year end: April 30

Date of reporting period: May 1, 2009 - April 30, 2010


Table of Contents

Item 1. Reports to Stockholders.


Table of Contents

LOGO


Table of Contents

Table of Contents

 

   

 

April 30, 2010    

 

 

Activa Value Fund

     

Management Commentary –––––––––––––––––––––––––––

   1     

Disclosure of Fund Expenses –––––––––––––––––––––––––

   4     

Statement of Investments ––––––––––––––––––––––––––––

   5     

ALPS | GNI Long-Short Fund

     

Management Commentary –––––––––––––––––––––––––––

   8     

Disclosure of Fund Expenses –––––––––––––––––––––––––

   12   

Statement of Investments ––––––––––––––––––––––––––––

   13   

ALPS | Red Rocks Listed Private Equity Fund

     

Management Commentary –––––––––––––––––––––––––––

   15   

Disclosure of Fund Expenses –––––––––––––––––––––––––

   18   

Statement of Investments ––––––––––––––––––––––––––––

   19   

Clough China Fund

     

Management Commentary –––––––––––––––––––––––––––

   21   

Disclosure of Fund Expenses –––––––––––––––––––––––––

   24   

Statement of Investments ––––––––––––––––––––––––––––

   25   

Statement of Assets and Liabilities ––––––––––––––––

   28   

Statement of Operations ––––––––––––––––––––––––

   30   

Statement of Changes in Net Assets –––––––––––––—

   31   

Financial Highlights ––––––––––––––––––––––––––—

   34   

Notes to Financial Statements –––––––––––––––––––

   44   

Report of Independent Registered

  Public Accounting Firm ––––––––––––––––––––––––

   54   

Additional Information ––––––––––––––––––––––––––

   55   

Trustees and Officers ––––––––––––––––––––––––––

   60   


Table of Contents
Activa Value Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

Market Comment

Amid concerns of government spending run amuck, talk of double-dip recessions, and anemic consumers, the markets were sanguine in the first quarter of 2010 as healthy fundamentals among corporations ruled the day. Past cost saving actions set the stage for robust cash flow, high net cash levels, and near unprecedented operating leverage.

Within the Russell 1000 Value Index, eight of ten sectors recorded positive absolute returns during the period. Consumer Discretionary, Industrials, and Financials led the Index higher, while Telecommunication Services and Health Care were the only sectors to post negative returns.

Fund Review

The Portfolio underperformed its benchmark for the period as the Portfolio posted negative relative results in seven of the ten broad market sectors. Stock selection within Financials, Information Technology, and Materials detracted the most relative to the Russell 1000 Value Index.

Among the top relative detractors to performance were Citigroup (Financials), Boeing (Industrials), and The Mosaic Company (Materials). Citigroup, which was not held in the Portfolio during the period, was a drag on relative performance as the stock gained on acquisition news. We continue to have a negative quantitative assessment of Citigroup’s balance sheet and a poor fundamental outlook for the company overall. Aircraft manufacturer Boeing started to outperform coincident with successful flight tests of its new models, the 787 and 747-8. Investors started to factor in earnings and cash flow potential from the 787 Dreamliner program, boosting expectations for future years. Not holding this security in the Portfolio detracted from relative results. The Mosaic Company, a large North American producer of potash and phosphate fertilizers, performed poorly during the period as it reported lower than expected earnings in April due to lessened demand for potash over year end.

 

Among the top relative contributors to performance were Verizon Communications (Telecommunication Services), Time Warner Cable (Consumer Discretionary), and Wells Fargo (Financials). Communications services provider Verizon Communications’ shares fell during the period as fourth quarter 2009 earnings results disappointed. The company’s wireline business showed declines in revenue and despite net new additions of wireless subscribers, its wireless business showed flat service revenues further adding to the stock’s decline. Not holding this stock benefited relative results. Cable operator Time Warner Cable’s shares rose steadily over the period helped by a pick up in advertising and expansion in its business segment growth as it looks to increase its platform, products, and salesforce. Shares of Wells Fargo, a diversified financial services company, rose on revenue and earnings that beat expectations, driven by strength in the company’s mortgage banking business. We believe that the company’s solid franchise across financial markets will continue to drive earnings power going forward.

Outlook

We continue to expect that inexpensive stocks with improving fundamentals will outperform as long as the economic backdrop remains constructive. While it is likely the US economy will see only modest growth in 2010, it is possible to find attractive opportunities including companies poised to take market share from weaker competitors and businesses where cost discipline is paying off with improved margins. On the longer term we remain cautious on potential headwinds to US economic growth, especially the need to pay for fiscal deficits and the potential negative impact on consumption, and believe that in this environment focusing on valuation and quality will be increasingly important.


 

“The Shareholder Letter included in this shareholder report contains certain forward-looking statements about the factors that may affect the performance of the Funds in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Funds, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Funds. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.”

 

1 | April 30, 2010


Table of Contents
Activa Value Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

Performance of $10,000 Initial Investment (as of April 30, 2010)

Comparison of change in value of a $10,000 investment (includes applicable sales loads)

LOGO

Source: Morningstar

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

2 | April 30, 2010


Table of Contents
Activa Value Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

Average Annual Total Returns (as of April 30, 2010)

 

      1 Year            5 Year            10 Year            Gross Expense
Ratio
   Net Expense
Ratio*

Activa Class A - NAV1

   36.91%            1.78%            3.26%            1.95%    1.40%

Activa Class A - MOP2

   29.36%            0.64%            2.67%              

Activa Class I

   37.44%            2.02%            3.51%            1.58%    1.15%

Russell 1000 Value Index3

   42.28%            1.93%            3.38%                  

S&P 500 Index4

   38.84%            2.63%            -0.19%                  

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. The Fund imposes a maximum Contingent Deferred Sales Charge (“CDSC”) of 1.00% to shares redeemed within the first 12 months after a purchase in excess of $1 million. Performance data does not reflect the redemption fee or the CDSC, which if reflected would reduce the performance quoted. For the most current month-end performance data please call (866) 759-5679.

On August 28, 2009 the Activa Value Fund (the “Predecessor Fund”) was reorganized into the Activa Value Fund, a series of Financial Investors Trust (the “Fund”). The Fund commenced operations on 8/28/09. Performance shown for the Fund for periods prior to 8/28/09, is derived from the performance of the Predecessor Fund, adjusted to reflect the current fees and expenses of the Activa Value Fund, net of waivers. Without these adjustments the fund’s performance would have been lower. Further information is available in the Fund prospectus.

 

  1

Net Asset Value (NAV) is the share price without sales charges.

 

  2

Maximum Offering Price (MOP) includes sales charges. Class A returns include effects of the Fund’s maximum sales charge of 5.50%.

 

  3

The Russell 1000 Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values. You cannot invest directly in an index.

 

  4

The S&P 500 Index is the Standard & Poor’s composite index of 500 stocks, a widely recognized, unmanaged index of common stock prices. You cannot invest directly in the index.

 

 

Prior to close of business on August 28, 2009, Class I was known as Class R of the Predecessor Fund.

 

  *

ALPS Advisors, Inc. (the “Adviser”) has given a contractual agreement to the Fund to limit the amount of the Fund’s total annual expenses, exclusive of Distribution and Service (12b-1) Fees, brokerage expenses, interest expense, taxes and extraordinary expenses, to 1.15% of the Fund’s average daily net assets. This agreement is in effect through August 31, 2011. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the agreement described above to the extent that the Fund’s expenses in later periods fall below the annual rates set forth in the relevant agreement. The Fund will not be obligated to pay any such deferred fees and expenses more than one year after the end of the fiscal year in which the fee and expense was deferred. The Adviser may not discontinue this waiver without the approval by the Board of Trustees of the Fund.

The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of fund shares.

Mutual funds, annuities, and other investments are not insured or guaranteed by the FDIC or by any other government agency or government sponsored agency of the federal government or any state, not deposits, obligations, or guaranteed by any bank or its affiliates and are subject to investment risks, including possible loss of the principal amount invested.

There is no guarantee that the fund will continue to hold any one particular security or stay invested in any one particular company. The composition of the fund’s top holdings is subject to change. Performance figures are historical and reflect the change in share price, reinvested distributions, changes in net asset value, sales charges and capital gains distributions, if any.

Subject to investment risks, including possible loss of the principal amount invested. Derivatives generally are more sensitive to changes in economic or market conditions than other types of investments; this could result in losses that significantly exceed the funds original investment.

 

3 | April 30, 2010


Table of Contents
Activa Value Fund   
   

 

Disclosure of Fund Expenses

  

 

April 30, 2010 (Unaudited)

 

As a shareholder of Activa Value Fund (the “Fund”), you will incur two types of costs: (1) transaction costs, including applicable sales charges (loads); and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, shareholder service fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on January 1, 2010 and held until April 30, 2010.

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

The expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transaction fees, such as sales charges or exchange fees. Therefore, the second line of the table on the next page is useful in comparing ongoing costs only, and may 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.

The examples are based on an investment of $1,000 invested on January 1, 2010 and held until April 30, 2010.

 

      Beginning Account
Value 1/1/10
   Ending Account
Value 4/30/10
   Expense Ratio   Expense Paid
During  Period(a)
1/1/10-4/30/10

Class A

          

Actual

   $        1,000.00        $        1,072.20        1.40%   $        4.77    

Hypothetical (5% return before expenses)

   $        1,000.00        $        1,011.84        1.40%   $        4.63    

Class I

          

Actual

   $        1,000.00        $        1,074.70        1.15%   $        3.92    

Hypothetical (5% return before expenses)

   $        1,000.00        $        1,012.66        1.15%   $        3.80    

 

  (a)

Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal period (120), then divided by 365.

 

4 | April 30, 2010


Table of Contents
Activa Value Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

      Shares   

Value

(Note 1)

COMMON STOCKS (99.44%)

  

Consumer Discretionary (10.22%)

  

Automobiles & Components (2.31%)

  

Ford Motor Co.(a)

   75,200    $ 979,104

TRW Automotive Holdings Corp.(a)

   14,100      454,161
         
        1,433,265
         

Consumer Durables & Apparel (0.63%)

  

Whirlpool Corp.

   3,600      391,932
         

Consumer Services (0.55%)

  

Apollo Group, Inc., Class A(a)

   5,900      338,719
         

Media (3.31%)

  

CBS Corp., Class B

   27,700      449,017

Gannett Co., Inc.

   20,800      354,016

Time Warner Cable, Inc.

   15,939      896,569

Time Warner, Inc.

   10,800      357,264
         
        2,056,866
         

Retailing (3.42%)

  

The Gap, Inc.

   47,500      1,174,675

Kohl’s Corp.(a)

   4,800      263,952

Lowe’s Cos, Inc.

   11,100      301,032

Office Depot, Inc.(a)

   56,300      386,218
         
        2,125,877
         

TOTAL CONSUMER DISCRETIONARY

     6,346,659
         

Consumer Staples (4.76%)

     

Food Beverage & Tobacco (3.85%)

  

Altria Group, Inc.

   19,500      413,205

Archer-Daniels-Midland Co.

   17,500      488,950

Dr Pepper Snapple Group, Inc.

   9,300      304,389

Philip Morris International, Inc.

   14,225      698,163

Smithfield Foods, Inc.(a)

   25,900      485,366
         
        2,390,073
         

Household & Personal Products (0.91%)

  

Kimberly-Clark Corp.

   9,200      563,592
         

TOTAL CONSUMER STAPLES

        2,953,665
         

Energy (17.98%)

     

Energy (17.98%)

     

Apache Corp.

   1,400      142,464

Baker Hughes, Inc.

   10,500      522,480

Cabot Oil & Gas Corp.

   6,700      242,071

Chevron Corp.

   18,019      1,467,467

 

      Shares   

Value

(Note 1)

Energy (continued)

     

ConocoPhillips

   29,500    $ 1,746,105

EOG Resources, Inc.

   3,600      403,632

Exxon Mobil Corp.

   36,864      2,501,223

Hess Corp.

   10,000      635,500

Marathon Oil Corp.

   33,000      1,060,950

National Oilwell Varco, Inc.

   17,500      770,525

Occidental Petroleum Corp.

   13,700      1,214,642

XTO Energy, Inc.

   9,700      460,944
         
        11,168,003
         

TOTAL ENERGY

        11,168,003
         

Financials (25.89%)

  

Banks (6.99%)

  

Comerica, Inc.

   12,360      519,120

PNC Financial Services Group, Inc.

   9,900      665,379

US Bancorp

   21,800      583,586

Wells Fargo & Co.

   77,800      2,575,958
         
        4,344,043
         

Diversified Financials (10.33%)

  

Ameriprise Financial, Inc.

   23,200      1,075,552

Bank of America Corp.

   106,312      1,895,543

The Goldman Sachs Group, Inc.

   7,500      1,089,000

JPMorgan Chase & Co.

   47,700      2,031,066

SLM Corp.(a)

   26,600      325,584
         
        6,416,745
         

Insurance (7.11%)

     

ACE, Ltd.

   15,200      808,488

Allied World Assurance Co. Holdings, Ltd.

   7,800      339,846

Axis Capital Holdings, Ltd.

   15,000      467,550

Everest Re Group, Ltd.

   4,300      329,595

Genworth Financial, Inc.(a)

   23,600      389,872

Hartford Financial Services Group, Inc.

   24,100      688,537

Prudential Financial, Inc.

   9,300      591,108

The Travelers Cos. Inc.

   8,500      431,290

Unum Group

   15,200      371,944
         
        4,418,230
         

Real Estate (1.46%)

     

Annaly Capital Management, Inc.

   27,200      461,040

Forest City Enterprises, Inc.(a)

   29,000      448,050
         
        909,090
         

TOTAL FINANCIALS

        16,088,108
         

 

5 | April 30, 2010


Table of Contents
Activa Value Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

      Shares   

Value

(Note 1)

Health Care (10.10%)

  

Health Care Equipment & Services (2.63%)

  

McKesson Corp.

   7,600    $ 492,556

UnitedHealth Group, Inc.

   17,700      536,487

WellPoint, Inc.(a)

   11,200      602,560
         
        1,631,603
         

Pharmaceuticals, Biotechnology & Life Sciences (7.47%)

Amgen, Inc.(a)

   11,600      665,376

Eli Lilly & Co.

   24,100      842,777

Forest Laboratories, Inc.(a)

   9,828      267,911

Merck & Co., Inc.

   17,900      627,216

Pfizer, Inc.

   105,523      1,764,345

Watson Pharmaceuticals, Inc.(a)

   11,100      475,302
         
        4,642,927
         

TOTAL HEALTH CARE

        6,274,530
         

Industrials (13.06%)

     

Capital Goods (11.16%)

     

3M Co.

   3,800      336,946

Caterpillar, Inc.

   8,400      571,956

Dover Corp.

   13,500      704,970

General Dynamics Corp.

   9,400      717,784

General Electric Co.

   72,800      1,373,008

Joy Global, Inc.

   5,300      301,093

Northrop Grumman Corp.

   9,700      657,951

Oshkosh Corp.(a)

   7,000      270,340

Parker Hannifin Corp.

   8,500      588,030

Raytheon Co.

   8,400      489,720

United Technologies Corp.

   12,300      921,885
         
        6,933,683
         

Commercial & Professional Services (0.49%)

RR Donnelley & Sons Co.

   14,100      303,009
         

Transportation (1.41%)

     

Delta Air Lines, Inc.(a)

   28,300      341,864

FedEx Corp.

   5,900      531,059
         
        872,923
         

TOTAL INDUSTRIALS

        8,109,615
         

Information Technology (5.47%)

  

Semiconductors & Semiconductor Equipment (1.04%)

Xilinx, Inc.

   25,100      647,078
         

 

      Shares   

Value

(Note 1)

Software & Services (3.19%)

     

Accenture PLC

   14,400    $ 628,416

Automatic Data Processing, Inc.

   7,200      312,192

eBay, Inc.(a)

   17,800      423,818

Microsoft Corp.

   20,300      619,962
         
        1,984,388
         

Technology Hardware & Equipment (1.24%)

Lexmark International, Inc.(a)

   12,500      463,125

Seagate Technology(a)

   16,600      304,942
         
        768,067
         

TOTAL INFORMATION TECHNOLOGY

     3,399,533
         

Materials (3.73%)

     

Materials (3.73%)

     

Freeport-McMoRan Copper &

     

Gold, Inc.

   6,500      490,945

International Paper Co.

   18,900      505,386

The Mosaic Co.

   7,000      357,980

Owens-Illinois, Inc.(a)

   8,700      308,328

Reliance Steel & Aluminum Co.

   6,800      331,908

Valspar Corp.

   10,200      319,464
         
        2,314,011
         

TOTAL MATERIALS

        2,314,011
         

Telecommunication Services (3.33%)

Telecommunication Services (3.33%)

AT&T, Inc.

   79,445      2,070,336
         

TOTAL TELECOMMUNICATION SERVICES

     2,070,336
         

Utilities (4.90%)

     

Utilities (4.90%)

     

CenterPoint Energy, Inc.

   22,800      327,408

DPL, Inc.

   8,500      239,530

Entergy Corp.

   3,500      284,515

FPL Group, Inc.

   4,900      255,045

PG&E Corp.

   11,900      521,220

UGI Corp.

   36,000      989,640

Xcel Energy, Inc.

   19,700      428,475
         
        3,045,833
         

TOTAL UTILITIES

        3,045,833
         

TOTAL COMMON STOCKS

     

(Cost $53,030,774)

        61,770,293
         

 

6 | April 30, 2010


Table of Contents
Activa Value Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

7-Day Yield    Shares   

Value

(Note 1)

 

SHORT-TERM INVESTMENTS (0.61%)

  

Money Market Fund (0.61%)

  

Fidelity Institutional Money Market - Money Market Portfolio - Class I            0.21%

   377,135    $ 377,135   
           

TOTAL SHORT-TERM INVESTMENTS

(Cost $377,135)

     377,135   
           

TOTAL INVESTMENTS - (100.05%)

(Cost $53,407,909)

   $ 62,147,428   

Liabilities in Excess of Other Assets (-0.05%)

     (33,166
           

NET ASSETS (100.00%)

   $ 62,114,262   
           

 

(a)

Non-Income Producing Security.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry subclassifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third-party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Financial Statements.


 

Top Ten Holdings (as a % of Net Assets)

 

Wells Fargo & Co.

   4.15%

Exxon Mobil Corp.

   4.03%

AT&T, Inc.

   3.33%

JPMorgan Chase & Co.

   3.27%

Bank of America Corp.

   3.05%

Pfizer, Inc.

   2.84%

ConocoPhillips

   2.81%

Chevron Corp.

   2.36%

General Electric Co.

   2.21%

Occidental Petroleum Corp.

   1.96%

Top Ten Holdings

   30.01%

Holdings are subject to change.

Industry Sector Allocation (as a % of Net Assets)

LOGO


 

7 | April 30, 2010


Table of Contents
ALPS | GNI Long-Short Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

In the simplest of terms, risk is the measurable possibility of loss, or, perhaps more accurately, it’s the uncertainty that an investment will earn its required rate of return. We thought it would be useful to start off our letter with that reminder because, frankly, the concept of risk is something that has been wholly unfamiliar to investors over the past year as a carefree, happy-go-lucky mindset propelled high beta, a measure of volatility, pro-cyclical stocks on a nearly vertical course.

We should also acknowledge right up front that we could stand to learn a thing or two about upside risk, having completely underestimated the ease with which the nightmare of recent years has been wished away and the willingness of investors to bury their heads in the sand to the many threats still lurking. Specifically, during the period covered in this report, from inception through April 30, 2010, the Fund Class A shares lost -24.48% while the S&P 1500 Index gained 16.19%. The performance was negatively impacted by our cautious view during this episode of exuberance, which was expressed through very low net exposure to the market. Given the worrisome conditions described below, this position seemed both warranted and prudent. In fact, beginning in late April, the market began slowly re-pricing risk as investors started to recognize some of the risks that we outline below; while this process is now well underway, it is incomplete, in our opinion. Besides being too hedged, performance was also encumbered by a few short-term, event-driven trades that did not go our way within the biotech and defense sectors in companies like InterMune, Inc. and Oshkosh Corp. While we intend to put lessons learned from this period to work, we believe our disciplined, analysis-based approach will continue to serve us well, as it has over the past 11 years that we have managed similar portfolios.

Although it may be true that the economy has stopped contracting and some sort of tenuous recovery is underway, the rebound has been almost entirely manufactured by temporary growth drivers like extraordinary levels of government stimulus and inventory rebalancing. Real final demand that’s required to power a durable, self-sustaining economic expansion has been nearly undetectable. The upturn itself has been rather anemic – not a single data point is back to its prior, pre-crisis high – especially considering the trillion-dollar sum spent to generate it and the severity of the contraction preceding it. Now, as inventory restocking and government support begin to fade over the coming quarters, whether the economy can ride on without its training wheels is still a very big question mark.

For one thing, the recovery is hobbled by a labor market that is still exceptionally weak, especially relative to most other post-recession expansions. While layoffs finally seem to be easing, jobs remain

elusive, as businesses are still too wary to add to payrolls. Many jobs from the old bubble sectors, like construction or finance, might not surface again for some time. The number of underemployed workers, including those that have simply surrendered and left the workforce altogether, has crept back up to over 17%. A frightening 6.7 million people have been jobless for over six months, and, with their skills wasting away, the long-term unemployed are more likely to garner a lower wage whenever it is that they’re able to get one.1

Taken together, the large supply-demand imbalance in the labor market – about six job seekers jostling for every opening– has weighed down income growth. Transfer payments, government handouts to subsidize income, account for over 20% of personal income.2

Housing, too, is still a problem. As a classic leading indicator of the economy – and as the match that helped light, and then burn, the financial system only a few years ago – housing activity should be booming if the broader recovery were as rigorous as equity investors would have you believe. But it’s not.

Home prices nationwide remain depressed. Mortgage delinquencies are soaring as many homeowners are still distressed. Job losses have, of course, made it tough for borrowers to keep up with mortgage payments, but the stigma of reneging on one’s debt obligations has also faded, with the notion of “strategic default”– purposefully defaulting on a mortgage to save money – quickly gaining in popularity. Further threatening to hasten the pace of delinquencies: Several hundred billion dollars’ worth of adjustable rate mortgages offered at the height of the housing frenzy that are now resetting (on a schedule that’s expected to accelerate in coming months and quarters), causing monthly payments to balloon.

Foreclosures, currently at a record high, are expected to hit 4.5 million this year, up from 2.8 million in 2009, according to RealtyTrac.3 The very large inventory of bank-possessed properties– combined with softer demand as tax credits disappear – could cut home values further still, causing even more homeowners to owe more than their home is worth.

Home loans aside, the contraction in consumer credit is intense as the borrowing binge from bygone days is purged. American households don’t have much of an appetite for more debt, and bank lending standards are tighter, too, making credit harder to come by anyhow. This contraction in credit availability also impacts the ability for small businesses to fund themselves and add payrolls. The odds are stacked against a lasting expansion in today’s modern economy without credit growth.


 

8 | April 30, 2010


Table of Contents
ALPS | GNI Long-Short Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

We believe a bleak labor market, less housing wealth, contracting credit availability and nonexistent income growth outside of government transfers all point to a fragile consumer whose spending is likely to be constrained for some time. With a debt burden that’s still high relative to income, especially given the shaky job market, households are liable to focus on debt service more than spending as the deleveraging process carries on.

U.S. consumers are clearly strained, their spending habits structurally changed by the balance-sheet scars of years past. But when it comes to financial worries, they are in good company.

Through an endless series of costly bailouts and guarantees, the stresses in the private sector have been transferred to the public sector, proving once again that there is no free lunch. Many governments around the world find themselves overleveraged, struggling with bloated budgets requiring some combination of government-spending cuts or tax hikes – both of which could smother still-fragile growth – while diminishing creditworthiness drives up borrowing costs. No doubt, sovereign credit risk is palpable and currently one of our primary concerns.

The vulnerable euro zone economies of Greece, Portugal, Ireland and Spain are far from the only highly indebted, advanced nations facing unsustainable fiscal pressures. According to the International Monetary Fund (“IMF”), by 2014, all members of the G7, the finance ministers of Canada, France, Germany, Italy, Japan, United Kingdom and United States, (with the exception of Canada and Germany) will have debt levels at least as large as, if not in excess of, their entire economic output.4 Dramatic austerity measures are in order, tough medicine for a still-delicate recovery that’s heavily dependent on government support. The fiscal cuts required for the weaker nations in the European Union (“EU”) to receive a bailout will, in our opinion, put much of Europe back into contraction mode.

Here at home, all of Uncle Sam’s generous check writing, accompanied by a swift collapse in tax revenue, produced a record $1.4 trillion budget deficit last year.5 Taxes are headed dramatically higher and spending programs must be controlled. Even then, the U.S. government’s borrowing needs are considerable and entirely reliant on a buyer of its ever-growing pile of obligations.

 

State and local governments, facing a similar crunch but without the luxury of being able to maintain a shortfall indefinitely, are swiftly addressing gaping, billion-dollar holes in their own budgets by firing public employees, slashing services, or deferring payments to pension plans while also raising taxes to increase revenue. As states boldly reduce services and boost taxes to repair their broken balance sheets – fighting estimated budget gaps totaling a whopping $136 billion through fiscal year 2012 – they risk muting the stimulative effects of federal aid.6

Now, contrast these realities with the perception of equity investors. Excessively optimistic and enormously complacent, investors are largely taking for granted an orderly withdrawal of government support and a vigorous, organically–driven recovery – as if the patient was completely cured – while trivializing downside risk and the possibility of a relapse. We continue to expect the healing process to be a prolonged one after such a massive financial-system accident and maintain that genuine risks to the recovery are currently underappreciated and mispriced. Investors could be disappointed as the trajectory of earnings and economic activity turns out to be more moderate than is now widely expected. We imagine, in the coming months and quarters, as downside risk is reassessed, there will be a convergence between our view and the one currently discounted in the marketplace. It appears that this process has already started but it is incomplete.

Bear in mind that even after the recent surge in stock prices, impressive as it’s been, the S&P 500 Index7 is down over the past decade, even with the benefit dividend income. Speculative fervor and mindless risk-taking can sometimes lead to impressive short-term results, but invariably, over a complete market cycle, valuations do matter in determining an investor’s long-term returns: Rich valuations are inevitably followed by lower returns.

Though select pockets of value exist today, by nearly every measure, prevailing broad-market equity valuations seem excessive. Yale University economics professor Robert Shiller’s data, for example, indicates that the S&P 500 is currently trading at 21.7 times trailing, cyclically adjusted earnings compared to its long-term average valuation of 16.4 times, suggesting the market is quite overvalued.8


 

  1

Bureau of Labor Statistics (BLS)

  2

Bureau of Economic Analysis (BEA)

  3

Bloomberg News, “Mortgage Modifications Rise as U.S. Program Grows,” by Theo Francis, Feb. 17, 2010

  4

Speech by John Lipsky, IMF on March 21, 2010 (http://www.imf.org/external/np/speeches/2010/032110.htm)

  5

Congressional Budget Office

  6

State Fiscal Update, February 2010, National Association of State Budget Officers and National Governors Association

  7

The S&P 500 Index is the Standard & Poor’s composite index of 500 stocks, a widely recognized, unmanaged index of common stock prices. You cannot invest directly in an index.

  8

Robert Shiller, http://www.econ.yale.edu/~shiller/data.htm

 

9 | April 30, 2010


Table of Contents
ALPS | GNI Long-Short Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

After a dizzying rally that has carried valuations to extreme levels – and with yields possibly on the rise – the equity market’s longer-term forward return from this point is likely to be inadequate. As a result, we believe a less-correlated, defensive posture will be greatly rewarded.

As to the current portfolio, we remain bullish on the long-term prospects for gold; the production of the shiny metal has been largely dormant over the past decade but the demand for it from the world’s central banks is intensifying. We’re also finding opportunities on the long side in higher quality, larger companies, mostly within the health care, technology and consumer staples areas. We’re particularly keen on certain themes like the Internet, precious metals, defensive high yielders and large cap outperformance relative to small cap. On the short side, we are carefully looking at cyclical companies or broken-momentum stories that are popular, over-owned and expensive, complemented by broad index-related short exposure.

As a result of our cautious view stemming from the toxic combination of high valuations, an overbought and universally loved

market, and a misperception that there is zero risk in owning risky assets, our net exposure has recently been below its historical range of 20-60% net long.

GNI is dedicated to creating long-term value in a variety of different market environments in a deliberate and methodical fashion, while always remaining mindful of the risks and challenges that we face. We believe that our disciplined approach, which eschews jumping into a hazardous, frenzy-driven rally, has positioned us to weather– and, ideally, profit from – the more difficult setting we envision. In over 11 years of managing long/short equity assets, we believe that philosophy has served our clients well. Thank you for entrusting us with the management of your assets. It is both an honor and a great privilege.

Sincerely,

Charles L. Norton, CFA | Principal

Allen R. Gillespie, CFA | Principal


 

Performance of $10,000 Initial Investment (as of April 30, 2010)

Comparison of change in value of a $10,000 investment (includes applicable sales loads)

LOGO

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

10 | April 30, 2010


Table of Contents
ALPS | GNI Long-Short Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

Cumulative Return (as of April 30, 2010)

 

      Since Inception^                     Gross Expense Ratio                     Net Expense Ratio*                     

Class A (NAV)1

   -20.10%                     3.58%                     2.25%                

Class A (MOP)2

   -24.48%                       

Class I

   -19.90%                     3.33%                     2.00%                 

S&P 1500 Composite Index3

   16.19%                           

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. The Fund imposes a 2.00% redemption fee on shares held for less than 90 days. The Fund imposes a maximum Contingent Deferred Sales Charge (“CDSC”) of 1.00% to shares redeemed within the first 12 months after a purchase in excess of $1 million. Performance data does not reflect the redemption fee or the CDSC, which if reflected would reduce the performance quoted. For the most current month-end performance data please call (866) 759-5679.

Subject to investment risks, including possible loss of the principal amount invested. Derivatives generally are more sensitive to changes in economic or market conditions than other types of investments; this could result in losses that significantly exceed the funds original investment.

 

  1

Net Asset Value (NAV) is the share price without sales charges.

  2

Maximum Offering Price (MOP) includes sales charges. Class A returns include effects of the Fund’s maximum sales charge of 5.50%.

  3

S&P Composite 1500: an equity benchmark that combines three leading indices, the S&P 500®, the S&P MidCap 400, and the S&P SmallCap 600 to cover approximately 90% of the U.S. market capitalization. It is designed for investors seeking to replicate the performance of the U.S. equity market or benchmark against a representative universe of tradable stocks. You cannot invest directly in the index.

  ^

Fund inception date of 11/02/09.

  *

The Adviser has given a contractual agreement to the Fund to limit the amount of the Fund’s total annual expenses, exclusive of Distribution and Service (12b-1) Fees, brokerage expenses, interest expense, taxes and extraordinary expenses, to 2.00% of the Fund’s average daily net assets. This agreement is in effect through October 31, 2010 and is reevaluated on an annual basis. Without this agreement, expenses could be higher. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the agreement described above to the extent that the Fund’s expenses in later periods fall below the annual rates set forth in the relevant agreement. The Fund will not be obligated to pay any such deferred fees and expenses more than one year after the end of the fiscal year in which the fee and expense was deferred.

The Fund enters into a short sale by selling a security it has borrowed. If the market price of a security increases after the Fund borrows the security, the Fund will suffer a potentially unlimited loss when it replaces the borrowed security at the higher price. Short sales also involve transaction and other costs that will reduce potential Fund gains and increase potential Fund losses. Please refer to the prospectus for complete information regarding all risks associated with the fund.

The Fund is less than a year old and has limited operating history. This fund is not suitable for all investors. Subject to investment risks, including possible loss of the principal amount invested.

Derivatives generally are more sensitive to changes in economic or market conditions than other types of investments; this could result in losses that significantly exceed the Fund’s original investment.

 

11 | April 30, 2010


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ALPS | GNI Long-Short Fund   
   

 

Disclosure of Fund Expenses

  

 

April 30, 2010 (Unaudited)

 

As a shareholder of ALPS | GNI Long-Short Fund (the “Fund”), you will incur two types of costs: (1) transaction costs, including applicable sales charges (loads); and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, shareholder service fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on November 2, 2009 and held until April 30, 2010.

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

The expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transaction fees, such as sales charges or exchange fees. Therefore, the second line of the table on the next page is useful in comparing ongoing costs only, and may 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.

The examples are based on an investment of $1,000 invested on November 2, 2009 (Inception) and held until April 30, 2010.

 

      Beginning Account
Value 11/2/09
   Ending Account
Value 4/30/10
   Expense Ratio   Expense Paid
During  Period(a)
11/2/09-4/30/10

Class A

          

Actual

   $    1,000.00        $       799.00            2.90%   $        12.72        

Hypothetical (5% return before expenses)

   $    1,000.00        $    1,010.24            2.90%   $        14.21        

Class I

          

Actual

   $    1,000.00        $       801.00            2.78%   $        12.21        

Hypothetical (5% return before expenses)

   $    1,000.00        $    1,010.83            2.78%   $        13.63        

 

  (a)

Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (178), then divided by 365.

 

12 | April 30, 2010


Table of Contents
ALPS | GNI Long-Short Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

     Shares   

Value

(Note 1)

COMMON STOCKS (71.43%)

  

Basic Materials (7.94%)

  

Mining (7.94%)

  

Newmont Mining Corp.(a)

  13,000    $ 729,040
        

TOTAL BASIC MATERIALS

     729,040
        

Communications (5.18%)

  

Internet (5.18%)

  

Drugstore.Com, Inc.(a)(b)

  130,000      475,800
        

TOTAL COMMUNICATIONS

     475,800
        

Consumer, Cyclical (4.56%)

  

Retail (4.56%)

  

J Crew Group, Inc.(b)

  9,000      418,230
        

TOTAL CONSUMER, CYCLICAL

     418,230
        

Consumer, Non-Cyclical (25.48%)

Agriculture (14.53%)

    

Lorillard, Inc.

  4,500      352,665

Philip Morris International, Inc.(a)

  20,000      981,600
        
       1,334,265
        

Biotechnology (10.95%)

    

Dendreon Corp.(b)

  5,000      271,100

Human Genome Sciences, Inc.(a)(b)

  26,500      733,785
        
       1,004,885
        

TOTAL CONSUMER, NON-CYCLICAL

     2,339,150
        

Energy (3.52%)

    

Oil&Gas Services (3.52%)

  

Baker Hughes, Inc.

  6,500      323,440
        

TOTAL ENERGY

     323,440
        

Financials (4.66%)

    

Diversified Financial Services (4.66%)

Legg Mason, Inc.

  13,500      427,815
        

TOTAL FINANCIALS

       427,815
        

Industrial (5.25%)

    

Electrical Components & Equipment (5.25%)

Harbin Electric, Inc.(a)(b)

  22,000      482,020
        

TOTAL INDUSTRIAL

       482,020
        

 

      Shares    Value
(Note 1)

Technology (14.84%)

  

Software (14.84%)

  

Bottomline Technologies, Inc.(b)

   30,000    $ 522,000

Oracle Corp.

   32,500      839,800
             
        1,361,800
             

TOTAL TECHNOLOGY

        1,361,800
             

TOTAL COMMON STOCKS

(Cost $6,506,772)

     6,557,295
             

Exchange Traded Funds (5.03%)

SPDR Gold Trust(b)

   4,000      461,520
             

TOTAL EXCHANGE TRADED FUNDS

(Cost $450, 784)

     461,520
             
    

 

Expiration
Date

  Exercise
Price
   Number of
Contracts
   Value
(Note 1)

Purchased Put Options (b) (6.09%)

Harbin Electric, Inc.

  June, 2010   $20.00    220        19,250

Human Genome Science

  July, 2010   30.00    270        108,675

Intuitive Surgical

  July, 2010   340.00    20        24,000

iShares Russell 2000 Index Fund

  May, 2010   71.00    125        17,500

iShares Russell 2000 Index Fund

  June, 2010   70.00    600        140,400

SPDR DJIA Trust

  May, 2010   110.00    600        105,000

SPDR S&P 500 ETF Trust

  May, 2010   120.00    450        116,550

Toyota Motor Corp.

  July, 2010   75.00    100        27,500
             

TOTAL PURCHASED PUT OPTIONS

(Cost $487,169)

     558,875
             
     7-Day Yield   Shares/Principal
Amount
   Value
(Note 1)

SHORT-TERM INVESTMENTS (36.69%)

U.S. Government & Agency Obligations (21.79%)

U.S. Treasury Bill DN

5/27/10(a)

  0.08%     $2,000,000            1,999,884
             

Money Market Fund (14.90%)

Dreyfus Treasury Prime Cash Management, Investor Shares

  0.00004%     1,367,947            1,367,947
             

 

13 | April 30, 2010


Table of Contents
ALPS | GNI Long-Short Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

                    

Value

(Note 1)

TOTAL SHORT-TERM INVESTMENTS

(Cost $3,367,831)

  $ 3,367,831
            

TOTAL INVESTMENTS - (119.24%)

(Cost $10,812,556)

    10,945,521

Liabilities in Excess of Other Assets (-19.24%)

    (1,766,447)
            

NET ASSETS (100.00%)

  $ 9,179,074
            
SCHEDULE OF OPTIONS WRITTEN
      Expiration
Date
  Exercise
Price
  Number of
Contracts
  Value
(Note 1)

PUT OPTIONS WRITTEN (b)

Human Genome Science

   July, 2010   $ 23.00   65     $ (6,370)

SPDR DJIA Trust

   May, 2010     108.00   600       (66,600)

SPDR S&P 500 ETF Trust

   May, 2010     117.00   250       (36,250)
            

TOTAL PUT OPTIONS WRITTEN

(Premiums received $66,510)

    (109,220)
            

TOTAL OPTIONS WRITTEN

(Premiums received $66,510)

  $    (109,220)
            

 

      Value
Shares
   (Note 1)

SCHEDULE OF SECURITIES SOLD SHORT

COMMON STOCKS (b)

Abercrombie & Fitch Co., Class A

   (3,000)    $ (131,190)

Advanced Micro Devices, Inc.

   (7,500)      (67,950)

Boyd Gaming Corp.

   (10,000)      (127,000)

Cliffs Natural Resources, Inc.

   (750)      (46,898)

Diamond Offshore Drilling, Inc.

   (2,000)      (158,200)

First Solar, Inc.

   (1,400)      (200,970)

Freeport-McMoRan Copper & Gold, Inc.

   (3,000)      (226,590)

Reynolds American, Inc.

   (3,300)      (176,286)

T Rowe Price Group, Inc.

   (3,300)      (189,783)

United States Steel Corp.

   (2,500)      (136,650)
         

TOTAL SECURITIES SOLD SHORT

(Proceeds $1,495,832)

   $   (1,461,517)
         

Common Abbreviations:

DN - Discount Note

ETF - Exchange Traded Fund

SPDR - Standard & Poor’s Depositary Receipt

 

(a)

All or portion of the security is pledged as collateral on written options and/or short sales as of April 30, 2010. Aggregate collateral segregated to cover margin or segregation requirements on options contracts and short sales as of April 30, 2010 was $2,862,174.

(b) Non-Income Producing Security/Securities.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/ or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry subclassifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third-party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Financial Statements.


 

Top Ten Long Holdings (as a % of Net Assets)

 

Philip Morris International, Inc.

   10.69

Oracle Corp.

   9.15

Human Genome Sciences, Inc.

   7.99

Newmont Mining Corp.

   7.94

Bottomline Technologies, Inc.

   5.69

Harbin Electric, Inc.

   5.25

Drugstore.Com, Inc.

   5.18

SPDR Gold Trust

   5.03

Legg Mason, Inc.

   4.66

J Crew Group, Inc.

   4.56

Top Ten Long Holdings

   66.14

 

 

Holdings are subject to change.

Industry Sector Allocation (Long Positions as a % of Net Assets)

LOGO


 

14 | April 30, 2010


Table of Contents
ALPS | Red Rocks Listed Private Equity Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

Overview

It’s hard to believe that 12 months ago the world financial markets were in a state of crisis; equity indices had fallen to levels not witnessed in almost 15 years, the banking system was hemorrhaging, and private equity funds were contemplating some of the largest write-downs that they had ever experienced. To say that the financial world was at a tipping point would have been no exaggeration.

Fortunately March 2009 marked the bottom of a very long and painful decline. The pendulum had swung too far. We believe the markets had priced in the worst, or at least a scenario that didn’t come to pass…a worldwide economic depression.

Over the past 12 months the investment world has breathed a collective sigh of relief. Many prognosticators were predicting the demise of the private equity industry. We believe the commonly heard refrain was that the private equity industry was sitting on too many highly-levered portfolio companies that would break financial covenants or be unable to satisfy or refinance upcoming debt obligations. As it turned out the private equity industry, and their portfolio companies, weathered the storm reasonably well. The high yield market, which caters to private equity backed companies, had record issuances in 2009. The debt markets were all too happy to re-finance many of the private equity loans. And the private equity industry took advantage of this wherever possible.

With this as a backdrop, 2010 has gotten off to a good start. Private equity deal activity has picked up significantly, both on the sell side (sales of portfolio companies along with initial public offerings (“IPOs”)) and on the buy side (investing in new companies). Existing portfolio companies are showing signs of revenue growth, although muted and only in selective sectors. Banks are even starting to lend to established businesses of size. We believe confidence is slowly returning.

Portfolio Review

For the year ended April 30, 2010, the ALPS | Red Rocks Listed Private Equity Fund - Class A shares returned 52.68% net of fees and sales loads, compared with 78.98% and 37.02% for the S&P Listed Private Equity Index and the MSCI World Index, respectively.

During the year, we made a moderate number of changes to the Fund. We added twelve companies to the Fund and parted ways with eight companies. The reason for the moderate turnover in actual holdings is that the majority of the companies

within the Fund are performing well and meeting, or in some cases, beating expectations. We expect that if the economic backdrop continues to stabilize, the Fund will benefit.

Net contributors to performance for the year included: KKR & CO. L.P. (US), Conversus Capital L.P. (US) and Onex Corp. (Canada). Recently, KKR & Co. filed to trade on the NYSE, hoping to increase the liquidity in the stock along with increasing its investor base. The management of Conversus Capital continues to impress us with its ability to oversee a large global portfolio of primary and secondary fund investments while managing their own liquidity position. Onex Corp. announced that it was acquiring sporting goods and uniform supplier Sport Supply Group, Inc. for $170 million. In total, these three companies contributed over 18% to the overall return of the Fund during the year.

Net detractors to performance for the year included: Babcock & Brown Infrastructure Group (Australia), KTB Securities CO. LTD (S. Korea) and IP Group PLC (UK). While the overall performance for the year was very good, several our holdings did not fare well Babcock & Brown Infrastructure Group went through a significant balance sheet restructuring which severely hurt the equity shareholders of the company. IP Group had several positive results. However, the market has not rewarded the company with any sustainable increase in the price of its stock. And last, KTB Securities continued to experience challenges as they modified their business model in ways with which we were not comfortable. All told, these three companies detracted approximately 1.40% from the overall return of the Fund during the year.

The Fund continues to be very well diversified from a geographic, industry, vintage and stage of investment perspective, which provides our investors broad exposure to the private equity asset class without having to make specific bets in any one area. This theme of broad diversification is one that we do not see ourselves deviating from significantly anytime in the near future. Diversification does not eliminate risks.

Looking Ahead

2010 looks to be a year of stabilization and re-grouping. Private equity funds are still sitting on record amounts of cash that they hope to put to work, albeit in a much more conservative leverage environment. M&A activity has picked up meaningfully and private equity expects to play a major role, both on the buy side and the sell side of transactions. Balance sheet restructurings continue, with lenders assuming the role of the new equity owners in some cases.


 

15 | April 30, 2010


Table of Contents
ALPS | Red Rocks Listed Private Equity Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

The challenge: finding investment growth opportunities. We believe certain parts of the world are well positioned for this; the BRIC countries (Brazil, Russia, India and China) to name a few. Other parts are not; most of Western Europe and the United States. While our universe of eligible publicly traded private equity companies is still trading at a steep discount to the underlying value of their private investments, those discounts are contracting as the fear of a global depression continues to fade. We would not suggest that we are out of the woods yet. However, assuming

the healing continues and small pockets of growth emerge, we expect that the patient investor will be rewarded by having well diversified exposure to the private equity asset class.

As always, we appreciate your continued support and interest in the ALPS/Red Rocks Listed Private Equity Fund.

Adam Goldman, Co-Portfolio Manager


 

Performance of $10,000 Initial Investment (as of April 30, 2010)

Comparison of change in value of a $10,000 investment (includes applicable sales loads)

LOGO

Source: Morningstar

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

16 | April 30, 2010


Table of Contents
ALPS | Red Rocks Listed Private Equity Fund
               
Management Commentary   April 30, 2010 (Unaudited)

 

Average Annual Total Returns (as of April 30, 2010)

 

     1 Year   Since Inception^   Gross Expense Ratio   Net Expense Ratio*

Class A (NAV)1

  61.68%   -20.74%   2.53%   1.80%

Class A (MOP)2

  52.68%   -22.63%    

Class I

  62.09%   -20.45%   2.35%   1.55%

Class R

  60.92%   -21.11%   6.38%   2.05%

S&P LPE Index3

  78.98%   -15.07%        

MSCI World Index4

  37.02%     -9.33%        

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. The fund imposes a 2.00% redemption fee on shares held for less than 90 days. The fund imposes a maximum Contingent Deferred Sales Charge (“CDSC”) of 1.00% to shares redeemed within the first 12 months after a purchase in excess of $1 million. Performance data does not reflect the redemption fee or the CDSC, which if reflected would reduce the performance quoted. For the most current month-end performance data please call (866) 759-5679.

 

1       Net Asset Value (NAV) is the share price without sales charges. The performance data shown does not reflect the deduction of the sales load or the redemption fee or Contingent Deferred Sales Charge (“CDSC”), and that, if reflected, the load or fee would reduce the performance quoted.

2       Maximum Offering Price (MOP) includes sales charges. Returns include effects of the Fund’s maximum sales charge of 5.50% for ALPS/Red Rocks Listed Private Equity Fund – A Shares.

^     Fund inception date of 12/31/2007. The Fund began trading on 1/2/2008.

*      Effective September 1, 2009 through August 31, 2010, the Adviser and the Sub-Adviser have given a contractual agreement to the Fund to limit the amount of the Fund’s total annual expenses, exclusive of Distribution and service (12b-1) fees, Acquired Fund Fees and Expenses, brokerage expenses, interest expense, taxes and extraordinary expenses, to 1.25% of the Fund’s average daily net assets. This agreement is reevaluated on an annual basis. Without this agreement expenses could be higher.

3       S&P Listed Private Equity Index: The S&P Listed Private Equity Index is comprised of 30 leading listed private equity companies that meet size, liquidity, exposure, and activity requirements. The index is designed to provide tradable exposure to the leading publicly listed companies in the private equity space.

4       MSCI World Index: Morgan Stanley Capital International’s market capitalization weighted index is composed of companies representative of the market structure of 22 developed market countries in North America, Europe, and the Asia/Pacific Region. You cannot invest directly in an index.

 

Listed Private Equity Companies are subject to various risks depending on their underlying investments, which could include, but are not limited to, additional liquidity risk, industry risk, non-U.S. security risk, currency risk, credit risk, managed portfolio risk and derivatives risk (derivatives risk is the risk that the value of the Listed Private Equity Companies’ derivative investments will fall because of pricing difficulties or lack of correlation with the underlying investment).

 

There are inherent risks in investing in private equity companies, which encompass financial institutions or vehicles whose principal business is to invest in and lend capital to privately–held companies. Generally, little public information exists for private and thinly traded companies, and there is a risk that investors may not be able to make a fully informed investment decision.

 

Listed Private Equity Companies may have relatively concentrated investment portfolios, consisting of a relatively small number of holdings. A consequence of this limited number of investments is that the aggregate returns realized may be adversely impacted by the poor performance of a small number of investments, or even a single investment, particularly if a company experiences the need to write down the value of an investment.

 

Certain of the Fund’s investments may be exposed to liquidity risk due to low trading volume, lack of a market maker or legal restrictions limiting the ability of the Fund to sell particular securities at an advantageous price and/or time. As a result these securities may be more difficult to value. Foreign investing involves special risks such as currency fluctuations and political uncertainty. The fund invests in derivatives and is subject to the risk that the value of those derivative investments will fall because of pricing difficulties or lack of correlation with the underlying investment.

 

17 | April 30, 2010


Table of Contents
ALPS | Red Rocks Listed Private Equity Fund
               
Disclosure of Fund Expenses   April 30, 2010 (Unaudited)

 

As a shareholder of ALPS | Red Rocks Listed Private Equity Fund (the “Fund”), you will incur two types of costs: (1) transaction costs, including applicable sales charges (loads) and redemption fees; and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, shareholder service fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on November 1, 2009 and held until April 30, 2010.

 

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

 

The expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transaction fees, such as sales charges, redemption fees, or exchange fees. Therefore, the second line of the table on the next page is useful in comparing ongoing costs only, and may 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.

 

The examples are based on an investment of $1,000 invested on November 1, 2009 and held until April 30, 2010.

 

      Beginning
Account Value
11/1/09
   Ending
Account Value
4/30/10
   Expense
Ratio
    Expenses Paid
During  Period(a)
11/1/09-4/30/10

Class A

          

Actual

       $     1,000.00        $     1,142.00    1.50       $     7.98    

Hypothetical (5% return before expenses)

       $     1,000.00        $     1,017.35    1.50       $     7.51    

Class I

          

Actual

       $     1,000.00        $     1,145.80    1.25       $     6.66    

Hypothetical (5% return before expenses)

       $     1,000.00        $     1,018.59    1.25       $     6.27    

Class R

          

Actual

       $     1,000.00        $     1,142.00    1.75       $     9.29    

Hypothetical (5% return before expenses)

       $     1,000.00        $     1,016.12    1.75       $     8.75    

 

(a)     Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (181), then divided by 365.

 

18 | April 30, 2010


Table of Contents
ALPS | Red Rocks Listed Private Equity Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

      Shares   

Value

(Note 1)

COMMON STOCKS (98.42%)

  

Communications (1.70%)

  

Internet (1.70%)

  

Internet Capital Group, Inc.(a)

   193,000    $ 1,908,770
         

TOTAL COMMUNICATIONS

     1,908,770
         

Diversified (11.53%)

     

Diversified Operations (2.12%)

  

Wendel Investissement

   36,500      2,381,544
         

Holding Companies-Diversified (9.41%)

Ackermans & van Haaren N.V.

   34,150      2,363,937

HAL Trust

   30,400      3,223,923

Leucadia National Corp.(a)

   197,000      4,986,070
         
        10,573,930
         

TOTAL DIVERSIFIED

        12,955,474
         

Financial (85.19%)

     

Closed-End Funds (25.71%)

  

AP Alternative Assets LP(a)

   409,314      2,791,521

ARC Capital Holdings, Ltd.(a)

   2,305,000      2,581,600

Candover Investments PLC(a)

   238,237      3,091,099

Electra Private Equity PLC(a)

   157,294      3,403,059

Graphite Enterprise Trust PLC

   572,357      2,924,970

HBM BioVentures AG, Class A(a)

   56,452      2,565,166

HgCapital Trust PLC(a)

   47,670      37,198

HgCapital Trust PLC

   230,050      2,935,595

Macquarie International Infrastructure Fund, Ltd.

   4,390,000      1,649,894

Princess Private Equity Holding, Ltd.(a)

   387,882      2,504,763

Private Equity Investor PLC(a)

   460,100      879,975

SVG Capital PLC(a)

   1,407,541      3,521,168
         
        28,886,008
         

Diversified Financial Services (26.42%)

Blackstone Group LP

   153,800      2,150,124

Conversus Capital LP(a)

   298,800      4,894,344

GP Investments, Ltd.(a)

   718,600      3,270,028

Intermediate Capital Group PLC

   627,000      2,706,316

KKR & Co. Guernsey LP

   864,100      10,524,738

Onex Corp.

   212,000      6,142,115
         
        29,687,665
         

Investment Companies (16.16%)

  

China Merchants China Direct Investments, Ltd.(a)

   1,294,000      3,083,274

DeA Capital SpA(a)

   761,000      1,267,556

Eurazeo

   29,000      2,027,135

Investor AB, Class B

   137,400      2,613,999

MVC Capital, Inc.

   180,700      2,553,291

Prospect Capital Corp.

   66,949      778,617

Ratos AB

   117,000      3,682,903

RHJ International(a)

   250,000      2,143,637
         
        18,150,412
         
           Shares        

Value

(Note 1)

Venture Capital (16.90%)

3i Group PLC

   1,000,000      $   4,166,348

3i Infrastructure PLC

   1,017,292      1,775,984

Altamir Amboise(a)

   410,691      3,412,127

Deutsche Beteiligungs AG

   82,689      1,922,283

Dinamia Capital Privado S.C.R., SA

   118,778      1,587,797

GIMV N.V.

   74,700      4,055,956

IP Group PLC(a)

   1,266,800      814,076

JAFCO Co., Ltd.

   40,600      1,256,879
           
          18,991,450
           

TOTAL FINANCIAL

        95,715,535
           

TOTAL COMMON STOCKS

(Cost $90,328,740)

     110,579,779
           
     7-Day Yield    Shares        

Value

(Note 1)

SHORT-TERM INVESTMENTS (1.27%)

Money Market Fund (1.27%)

    

Dreyfus Treasury Prime Cash Management, Investor Shares

       
 

0.00004%        

   1,429,972    $   1,429,972
           

TOTAL SHORT-TERM INVESTMENTS

(Cost $1,429,972)

     1,429,972
           

TOTAL INVESTMENTS - (99.69%)

(Cost $91,758,712)

   $   112,009,751

Assets in Excess of Other Liabilities (0.31%)

        344,647
           

NET ASSETS (100.00%)

      $   112,354,398
           

Common Abbreviations:

AB- Aktiebolag is the Swedish equivalent of the term corporation

AG - Aktiengesellschaft is a German term that refers to a corporation that is limited by shares, i.e., owned by shareholders.

N.V. - Naamloze Vennootschap is the Dutch term for a public limited liability corporation.

SA -Generally designates corporations in various countries, mostly those employing the civil law. This translates literally in all languages mentioned as anonymous company.

SpA - Società Per Azioni is an Italian shared company.

 

(a)

Non-Income Producing Security.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry subclassifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third-party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Financial Statements.


 

  19 | April 30, 2010  


Table of Contents
ALPS | Red Rocks Listed Private Equity Fund   
   

 

Statement of Investments

       

 

April 30, 2010

 

Top Ten Holdings (as a % of Net Assets)

 

KKR & Co. Guernsey LP

   9.37

Onex Corp.

   5.47

Leucadia National Corp.

   4.44

Conversus Capital LP

   4.36

3i Group PLC

   3.71

GIMV N.V.

   3.61

Ratos AB, B Shares

   3.28

SVG Capital PLC

   3.13

Altamir Amboise

   3.04

Electra Private Equity PLC

   3.03

Top Ten Holdings

   43.44

 

  Holdings are subject to change.

Industry Sector Allocation (as a % of Net Assets)

LOGO


 

20 | April 30, 2010


Table of Contents
Clough China Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

The Clough China Fund declined 0.65% in April and at month end stood -0.11% lower year-to-date. The MSCI China Index at month end was -0.59% and -2.16% lower year-to-date.

Chinese equity markets experienced two clearly distinct phases over the first four months of the year. January saw a sell-off in Chinese equities with the MSCI China falling 11% to reach a year-to-date low on February 5th. The weak open to the New Year was driven by worries over the impact of monetary policy tightening. A continuation of strong macro data indicating steady and high economic growth helped buoy sentiment in mid-February and share prices recovered by 10% by the end of March.

Investment Environment

The decision of China’s Central Bank to raise commercial banks’ Reserve Requirement Ratio (RRR) twice by 50 basis points (“bps”) from 15.5% to 16.5% on January 12 and February 12 followed the announcement of very high bank lending and the confirmation of both recovering exports (up 21% in January)(1) and strong domestic demand (January electricity consumption up 40% year over year (“YoY”)). The release of China’s fourth quarter 2009 gross domestic product (“GDP”) increasing 10.7% showed the economy continued on a strong growth path again.(1) Retail sales during the February “Golden Week” holiday of Chinese New Year were up 17% YoY.(2) Inflation rose to 2.7% in February from 1.5% in January, due to seasonal effects, before slowing down to 2.4% in March. Residential property prices continued to accelerate steadily – on average, from 9.5% in January to 11.7% in March(1) – and became a sticky point and the focus of attention for the government. On the corporate side however, investors received encouraging signals of an underlying rebound in profitability:

 

  »

About 85% of MSCI China index companies have currently reported results for 2009 with an aggregate earnings per share (“EPS”) rise of 17%.(3)

 

  »

Industrial firms reported a 120% profit growth for the 2 months of January and February 2010 YoY.(4)

In general, investors adopted a cautious attitude on major sectors in the index and top traded names. Competition was seen as increasing in telecom services, banks’ shares suffered from an anticipation of slower loan growth to be engineered by the Central Bank and property stocks remained weak due to concerns of further tightening measures to cool down prices.

 

Portfolio composition

The Fund’s consistent underweight in the financial sector, including property, contributed to the outperformance while its emphasis in consumer related sectors such as retail, sportswear, electrical appliances and the migration away from very large to small and mid-sized market capitalizations also had a positive impact. Wumart, a leading supermarket chain in Beijing and surrounding areas, Sa Sa International, a cosmetic retailer in Hong Kong and Mainland China and Anta Sports, a leading designer and manufacturer of sports apparel including footwear and garments are examples of core holdings that enhanced the Fund performance in the first quarter. On the contrary, China Unicom, China’s second largest mobile phone operator and Aluminum Corporation of China, China’s leading producer of alumina and aluminum, detracted from the Fund’s performance. China Unicom and Aluminum Corporation of China are no longer holdings in the portfolio.

Investment Outlook

As we write this letter, the MSCI China index has rallied 14% since its recent low on February 5th. The market is trading at 14.2 times and 12.2 times 2010 and 2011 forecasted earnings, respectively, while consensus earnings are expected to increase 18 – 20% per year on average over the next two years.(5) We consider this valuation inexpensive as visibility on China’s economic growth remains high. We have shown in the preceding statements the positive trends of corporate profits. From a macro standpoint, recently released first quarter 2010 GDP data revealed a very healthy 11.9% year-over-year growth,(6) imports rebounded strongly in March, up 66%,(6) illustrating the momentum of domestic demand, retail sales year to date (“YTD”) increased 17.9%(6) and industrial production 19.6%.(6) We believe the government policy to clamp down on rising property prices by tightening mortgage credit to second home buyers is actually moderate and reasonable. If it cools down speculative demand and property transactions in the short term, we believe favorable demographics, the urbanization process and rising individual income will remain the major drivers of this sector for many years to come. More generally, policy measures to avoid overheating and to keep inflationary trends under control are healthy. We do not expect them to slow down China’s economic growth significantly and see no reason to alter our previous forecast for China’s GDP to grow at least 9% in 2010 and about 8% next year. Given the rebalancing of the Chinese development model towards domestic consumer spending and inland urban development and a reduced focus on exports, we are confident the Fund is well positioned


 

21 | April 30, 2010


Table of Contents
Clough China Fund   
   

 

Management Commentary

  

 

April 30, 2010 (Unaudited)

 

to benefit from this structural change with its large emphasis on quality consumer discretionary and consumer staples companies, which represent about 28% of the Fund’s portfolio holdings (as compared to just a 10% weighting in the MSCI China benchmark). Further, we will continue to focus the Fund on discovering future leaders among smaller, private-sector

firms, as we firmly believe stronger investment returns will be found there, as opposed to the old National Champions which have led China’s corporate growth over the previous decade. We share the view that the Chinese currency should resume an upward appreciating trend vs. the U.S. dollar (“USD”) before the end of this year.


 

  (1)

National Bureau of Statistics (02/10)

  (2)

National Bureau of Statistics, UBS Financial Services (03/10)

  (3)

UBS Financial Services (04/10)

  (4)

National Bureau of Statistics (03/10)

  (5)

UBS Financial Services (04/10) and CLSA Research (04/10)

  (6)

National Bureau of Statistics (04/10)

For the individual stocks mentioned above, performance calculations are according to Bloomberg daily prices from 12/31/09 to 03/31/10

Performance of $10,000 Initial Investment (as of April 30, 2010)

Comparison of change in value of a $10,000 investment (includes applicable sales loads)

LOGO

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

22 | April 30, 2010


Table of Contents
Clough China Fund
               
Management Commentary   April 30, 2010 (Unaudited)

 

Average Annual Total Returns (as of April 30, 2010)

 

     1 Year   3 Year   Since Inception^   Gross Expense Ratio   Net Expense Ratio*

Class A (NAV)1

  47.06%   7.57%   21.66%   2.13%   1.85%

Class A (MOP)2

  38.59%   5.46%   20.01%    

Class C (NAV)1

  45.68%   6.66%   20.67%   2.88%   2.70%

Class C (MOP)2

  44.68%   6.66%   20.67%    

Class I3

  47.55%   8.04%   22.20%   1.88%   1.40%

MSCI China  Index4

  41.40%   8.67%   22.14%        

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. The Fund imposes a 2.00% redemption fee on shares held for less than 90 days. The Fund imposes a maximum Contingent Deferred Sales Charge (“CDSC”) of 1.00% to shares redeemed within the first 12 months after a purchase in excess of $1 million. Performance data does not reflect the redemption fee or the CDSC, which if reflected would reduce the performance quoted. For the most current month-end performance data, please call 1(877)256-8445.

 

Effective as of the close of business January 15, 2010, Old Mutual China Fund, a series of Old Mutual Funds I (the “Predecessor Fund”), reorganized into the Fund. The Predecessor Fund was advised by Old Mutual Capital, Inc. and sub-advised by Clough Capital Partners, LP, the Fund’s sub-adviser. Performance shown for the Fund for periods prior to 1/15/10, is derived from the performance of the Predecessor Fund, adjusted to reflect the current fees and expenses of the Clough China Fund, net of waivers. Without these adjustments the fund’s performance would have been lower. Further information is available in the Fund prospectus.

 

1       Net Asset Value (NAV) is the share price without sales charges.

2       Maximum Offering Price (MOP) includes sales charges. Class A returns include effects of the Fund’s maximum sales charge of 5.75%; Class C returns include the 1.00% contingent deferred sales charge.

3       Prior to close of business on January 15, 2010, Class I was known as Institutional Class of the Predecessor Fund.

4       The Morgan Stanley Capital International (“MSCI”) China Index is constructed according to the MSCI Global Investable Market Index (GIMI) family. The MSCI China Index is part of the MSCI Emerging Markets Index. An investor may not invest directly in an index.

^      Predecessor Fund Inception date of 12/30/05.

*      The Adviser contractually has agreed to limit the operating expenses of the Fund (excluding underlying fund fees and expenses, interest, taxes, brokerage costs and commissions, dividend and interest expense on short sales, litigation, indemnification, and extraordinary expenses as determined under generally accepted accounting principles) to an annual rate of 1.40% for Class I shares through December 31, 2010, 1.70% for Class A shares through December 31, 2009 and 1.85% for Class A shares from January 1, 2010 through December 31, 2010, and 2.70% for Class C shares through December 31, 2010. The Adviser will consider further reductions to these limits on an annual basis. Without this agreement, expenses would be higher.

 

       Effective January 1, 2011, the Adviser contractually has agreed to limit the operating expenses of the Fund (excluding underlying fund fees and expenses, interest, taxes, brokerage costs and commissions, dividend and interest expense on short sales, litigation, indemnification and extraordinary expenses as determined under generally accepted accounting principles) to an annual rate of 2.75% for Class I shares, 3.00% for Class A shares, and 3.75% for Class C shares through December 31, 2018. ALPS Advisors will consider further reductions to these limits on an annual basis. Without this agreement, expenses would be higher.

 

The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Subject to investment risks, including possible loss of the principal amount invested. Derivatives generally are more sensitive to changes in economic or market conditions than other types of investments; this could result in losses that significantly exceed the Fund’s original investment.

 

Investing in China, Hong Kong, and Taiwan involves risk and considerations not present when investing in more established securities markets. The Clough China Fund may be more susceptible to the economic, market, political, and local risks of these regions than a fund that is more geographically diversified.

 

This fund is not suitable for all investors. Subject to investment risks, including possible loss of the principal amount invested.

 

23 | April 30, 2010


Table of Contents
Clough China Fund
               
Disclosure of Fund Expenses   April 30, 2010 (Unaudited)

 

As a shareholder of the Fund you will incur two types of costs: (1) transaction costs, including applicable sales charges (loads) and redemption fees; and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, shareholder service fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on November 1, 2009 and held until April 30, 2010.

 

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

 

The expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transaction fees, such as sales charges, redemption fees or exchange fees. Therefore, the second line of the table on the next page is useful in comparing ongoing costs only, and may 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.

 

The examples are based on an investment of $1,000 invested on November 1, 2009 and held until April 30, 2010.

 

      Beginning
Account Value
11/1/09
   Ending
Account Value
4/30/10
   Expense
Ratio
   

Expenses Paid
During  Period(a)
11/1/09-

4/30/10

Class A

          

Actual

       $     1,000.00        $     1,082.60    1.85       $     9.53    

Hypothetical (5% return before expenses)

       $     1,000.00        $     1,015.64    1.85       $     9.22    

Class C

          

Actual

       $     1,000.00        $     1,077.70    2.71       $     13.94    

Hypothetical (5% return before expenses)

       $     1,000.00        $     1,011.38    2.71       $     13.49    

Class I

          

Actual

       $     1,000.00        $     1,084.20    1.39       $     7.21    

Hypothetical (5% return before expenses)

       $     1,000.00        $     1,017.88    1.39       $     6.98    

 

(a)      Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (181), then divided by 365.

 

24 | April 30, 2010


Table of Contents
Clough China Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

      Shares   

Value

(Note 1)

COMMON STOCKS (87.06%)

  

Consumer Discretionary (22.54%)

  

Auto Components (0.56%)

  

Tianneng Power International, Ltd.

   444,000    $ 285,861
         

Distributors (1.02%)

  

Li & Fung, Ltd.

   50,000      241,047

Sparkle Roll Group, Ltd.

   2,624,000      281,862
         
        522,909
         

Household Durables (3.27%)

  

Chigo Holding, Ltd.(a)

   718,000      518,006

Skyworth Digital Holdings, Ltd.

   1,288,000      1,162,296
         
     1,680,302
         

Media (0.54%)

  

A8 Digital Music Holdings, Ltd.(a)

   386,000      279,850
         

Multiline Retail (2.13%)

  

Golden Eagle Retail Group, Ltd.

   297,000      572,108

Parkson Retail Group, Ltd.

   318,500      520,194
         
     1,092,302
         

Specialty Retail (5.21%)

  

Chow Sang Sang Holdings International, Ltd.

   386,000      660,373

SA SA International Holdings, Ltd.

   2,414,000      2,014,022
         
        2,674,395
         

Textiles, Apparel & Luxury Goods (9.81%)

  

Anta Sports Products, Ltd.

   542,000      964,922

China Lilang, Ltd.

   506,000      620,294

Shenzhou International Group Holdings, Ltd.

   1,260,500      1,658,457

Texwinca Holdings, Ltd.

   711,000      759,512

Xtep International Holdings, Ltd.

   1,361,500      1,036,782
         
        5,039,967
         

TOTAL CONSUMER DISCRETIONARY

     11,575,586
         

Consumer Staples (6.10%)

  

Food & Staples Retailing (2.58%)

  

China Resources Enterprise, Ltd.

   172,000      606,820

Wumart Stores, Inc., Class H

   336,000      717,963
         
        1,324,783
         

Food Products (1.72%)

  

Shenguan Holdings Group, Ltd.

   957,300      885,140
         

 

      Shares   

Value

(Note 1)

Personal Products (1.80%)

  

Hengan International Group Co., Ltd.

   46,000    $ 353,139

Ruinian International, Ltd.(a)

   799,000      570,115
         
        923,254
         

TOTAL CONSUMER STAPLES

     3,133,177
         

Energy (7.71%)

  

Oil, Gas & Consumable Fuels (7.71%)

  

China Petroleum & Chemical Corp., Class H

   1,329,000      1,065,576

CNOOC, Ltd.

   1,646,000      2,895,263
         
        3,960,839
         

TOTAL ENERGY

     3,960,839
         

Financials (10.53%)

     

Commercial Banks (7.14%)

  

Bank of China, Ltd.

   1,812,000      932,775

Industrial & Commercial Bank of China, Class H

   3,756,500      2,737,876
         
        3,670,651
         

Diversified Financial Services (0.83%)

  

Hong Kong Exchanges and Clearing, Ltd.

   26,000      424,884
         

Insurance (2.56%)

  

China Life Insurance Co., Ltd., Class H

   285,500      1,314,584
         

TOTAL FINANCIALS

     5,410,119
         

Health Care (0.83%)

     

Pharmaceuticals (0.83%)

  

Lijun International Pharmaceutical Holding Co., Ltd.

   1,275,000      427,866
         

TOTAL HEALTH CARE

     427,866
         

Industrials (16.03%)

  

Airlines (2.02%)

  

Air China, Ltd., Class H(a)

   939,000      1,037,597
         

Commercial Services & Supplies (2.60%)

  

China Everbright International, Ltd.

   2,707,000      1,336,250
         

Construction & Engineering (1.29%)

  

China State Construction International Holdings, Ltd.

   1,919,800      661,903
         

 

 

25 | April 30, 2010


Table of Contents
Clough China Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

      Shares   

Value

(Note 1)

Electrical Equipment (2.83%)

China High Speed Transmission Equipment Group Co., Ltd.

   266,000    $ 630,395

Dongfang Electric Corp., Ltd.

   89,000      577,080

Shanghai Electric Group Co., Ltd., Class H

   520,000      246,700
         
        1,454,175
         

Machinery (2.12%)

Chen Hsong Holdings, Ltd.

   1,220,000      504,709

China Automation Group, Ltd.

   723,000      581,695
         
        1,086,404
         

Road & Rail (0.78%)

MTR Corp.

   114,000      399,495
         

Transportation Infrastructure (4.39%)

China Merchants Holdings International Co., Ltd.

   86,000      298,747

COSCO Pacific, Ltd.

   574,000      773,953

Jiangsu Expressway Co., Ltd., Class H

   1,259,000      1,182,130
         
        2,254,830
         

TOTAL INDUSTRIALS

     8,230,654
         

Information Technology (7.11%)

Communications Equipment (0.66%)

Comba Telecom Systems Holdings, Ltd.

   239,720      341,477
         

Computers & Peripherals (0.98%)

     

Lenovo Group, Ltd.

   680,000      501,302
         

Electrical Equipment & Instruments (0.39%)

Byd Co., Ltd.

   22,500      199,778
         

Internet Software & Services (4.15%)

Alibaba.com, Ltd.

   260,500      496,242

Tencent Holdings, Ltd.

   79,000      1,633,730
         
        2,129,972
         

Software (0.93%)

Kingdee International Software Group Co., Ltd.

   1,244,000      478,299
         

TOTAL INFORMATION TECHNOLOGY

     3,650,828
         

Materials (8.00%)

Chemicals (1.10%)

Fufeng Group, Ltd.

   716,000      564,867
         
      Shares   

Value

(Note 1)

Construction Materials (1.34%)

Anhui Conch Cement Co., Ltd., Class H

   216,000    $ 689,701
         

Metals & Mining (2.30%)

Angang Steel Co., Ltd., Class H

   328,000      505,936

Fosun International

   454,000      352,639

Zhaojin Mining Industry Co., Ltd., Class H

   168,000      323,045
         
        1,181,620
         

Paper & Forest Products (3.26%)

Lee & Man Paper Manufacturing, Ltd.

   1,032,200      901,562

Nine Dragons Paper Holdings, Ltd.

   457,000      770,905
         
        1,672,467
         

TOTAL MATERIALS

     4,108,655
         

Telecommunication Services (3.80%)

Diversified Telecommunication (1.24%)

China Telecom Corp., Ltd., Class H

   1,394,000      639,551
         

Wireless Telecommunication Services (2.56%)

     

China Mobile, Ltd.

   134,400      1,315,647
         

TOTAL TELECOMMUNICATION SERVICES

     1,955,198
         

Utilities (4.41%)

Gas Utilities (1.50%)

China Resources Gas Group, Ltd.

   518,000      768,679
         

Independent Power Producers & Energy Traders (2.03%)

China Longyuan Power Group Corp., Class H(a)

   106,000      112,770

China Resources Power Holdings Co., Ltd.

   458,000      928,488
         
        1,041,258
         

Water Utilities (0.88%)

Guangdong Investment, Ltd.

   870,000      451,183
         

TOTAL UTILITIES

     2,261,120
         

TOTAL COMMON STOCKS

(Cost $35,355,144)

     44,714,042
         

 

26 | April 30, 2010


Table of Contents
Clough China Fund   
   

 

Statement of Investments

  

 

April 30, 2010

 

      7-Day Yield     Shares   

Value

(Note 1)

SHORT-TERM INVESTMENTS (10.50%)

Money Market Fund (10.50%)

Dreyfus Cash Management Fund, Institutional Class

   0.09   5,392,735    $   5,392,735
           

TOTAL SHORT-TERM INVESTMENTS

(Cost $5,392,735)

     5,392,735
           

TOTAL INVESTMENTS - (97.56%)

(Cost $40,747,879)

   $   50,106,777

Assets in Excess of Other Liabilities (2.44%)

     1,252,632
           

NET ASSETS (100.00%)

   $   51,359,409
           

 

 

 

(a)

Non-Income Producing Security.

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry subclassifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third-party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

See Notes to Financial Statements.


 

Top Ten Holdings (as a % of Net Assets)

 

  

  CNOOC, Ltd.

   5.64

  Industrial & Commercial Bank of China, Class H

   5.33

  SA SA International Holdings, Ltd.

   3.92

  Shenzhou International Group Holdings, Ltd.

   3.23

  Tencent Holdings, Ltd.

   3.18

  China Everbright International, Ltd.

   2.60

  China Mobile, Ltd.

   2.56

  China Life Insurance Co., Ltd., Class H

   2.56

  Jiangsu Expressway Co., Ltd., Class H

   2.30

  Skyworth Digital Holdings, Ltd.

   2.26

  Top Ten Holdings

   33.58 % 

 

Holdings are subject to change.

 

Industry Sector Allocation (as a % of Net Assets)

LOGO


 

27 | April 30, 2010


Table of Contents
Statements of Assets and Liabilities   
        

 

April 30, 2010

 

    

Activa

Value Fund

    ALPS | GNI
Long-Short Fund
    ALPS | Red Rocks
Listed Private
Equity Fund
   

Clough

China Fund

 

ASSETS

        

Investments, at value

   $ 62,147,428      $ 10,945,521      $ 112,009,751      $  50,106,777  

Cash

            327,750        343,830      –  

Foreign currency, at value (Cost $0, $0, $166,122 and $15,187, respectively)

                   165,704      15,194  

Receivable for investments sold

            1,060,959        145,636      1,081,028  

Receivable for shares sold

     400               186,927      952,666  

Dividends and interest receivable

     53,442        1,625        52,415      166,943  

Prepaid offering costs

            25,194             –  

Prepaid expenses and other assets

     9,699        3,828        32,179      3,428  
 

Total Assets

     62,210,969        12,364,877        112,936,442      52,326,036  
 

LIABILITIES

        

Payable for investments purchased

            1,083,047        352,392      691,930  

Payable for shares redeemed

     9,454               61,884      119,875  

Securities sold short (proceeds $1,495,832)

            1,461,517             –  

Interest payable – margin account

            473,076             –  

Dividends payable–short sales

            3,300             –  

Written options (premiums received $66,510)

            109,220             –  

Investment advisory fees payable

     15,231        27,587        42,982      55,612  

Administration and transfer agency fees payable

     12,821        1,931        22,809      14,058  

Transfer agency fees payable – prior service provider

                        13,088  

Distribution and services fees payable

     9,587        13        21,565      11,973  

Directors’ fees and expenses payable

     5,101        767        8,605      3,974  

Audit fees payable

     19,101        17,200        31,450      24,100  

Legal fees payable

     4,005        141        1,248      2,312  

Custody fees payable

     1,722        2,000        11,284      8,056  

Reports to shareholders and printing fees payable

     19,385        4,300        8,234      12,371  

Accrued expenses and other liabilities

     300        1,704        19,591      9,278  
 

Total Liabilities

     96,707        3,185,803        582,044      966,627  
 

NET ASSETS

   $   62,114,262      $ 9,179,074      $   112,354,398      $ 51,359,409  
 

NET ASSETS CONSIST OF

        

Paid–in capital

   $ 68,072,229      $   11,264,953      $ 122,983,781      $ 46,817,819  

Undistributed/(overdistributed) net investment income

     245,095               (4,922,899   (147,621) 

Accumulated net realized loss on investments, securities sold short, written options and foreign currency transactions

     (14,942,581     (2,210,451     (25,956,186   (4,669,648) 

Net unrealized appreciation on investments, securities sold short, written options and translation of assets and liabilities in foreign currencies

     8,739,519        124,572        20,249,702      9,358,859  
 

NET ASSETS

   $ 62,114,262      $ 9,179,074      $ 112,354,398      $ 51,359,409  
 

INVESTMENTS, AT COST

   $ 53,407,909      $ 10,812,556      $ 91,758,712      $ 40,747,879  
 

See Notes to Financial Statements.

 

28 | April 30, 2010


Table of Contents
Statements of Assets and Liabilities   
        

 

April 30, 2010

 

    

Activa

Value Fund

   ALPS | GNI
Long-Short Fund
   ALPS | Red Rocks
Listed Private
Equity Fund
  

Clough

China Fund

 

PRICING OF SHARES

           

Class A:

           

Net Asset Value, offering and redemption price per share (a)

   $ 7.43    $ 7.99    $ 5.17    $ 18.21

Net Assets

   $   45,300,265    $ 60,275    $     67,191,526    $ 28,694,557

Shares of beneficial interest outstanding (unlimited number of shares, no par value common stock authorized)

     6,094,690      7,546      12,985,963      1,576,189

Maximum offering price per share (NAV/0.945), (NAV/0.9425 Clough China), based on maximum sales charge of 5.50% (5.75% Clough China) of the offering price)

   $ 7.86    $ 8.46    $ 5.47    $ 19.32

Class C:

           

Net Asset Value, offering and redemption price per share (a)

     N/A      N/A      N/A    $ 17.89

Net Assets

     N/A      N/A      N/A    $ 7,593,873

Shares of beneficial interest outstanding (unlimited number of shares, no par value common stock authorized)

     N/A      N/A      N/A      424,564

Class I (b)(c):

           

Net Asset Value, offering and redemption price per share

   $ 7.48    $ 8.01    $ 5.19    $ 18.41

Net Assets

   $ 16,813,997    $     9,118,799    $ 45,144,386    $ 15,070,979

Shares of beneficial interest outstanding (unlimited number of shares, no par value common stock authorized)

     2,248,328      1,138,426      8,696,044      818,719

Class R:

           

Net Asset Value, offering and redemption price per share

     N/A      N/A    $ 4.73      N/A

Net Assets

     N/A      N/A    $ 18,486      N/A

Shares of beneficial interest outstanding (unlimited number of shares, no par value common stock authorized)

     N/A      N/A      3,911      N/A

 

  (a)

Redemption price per share may be reduced for any applicable contingent deferred sales charge. For a description of a possible sales charge, please see the Fund’s Prospectus.

  (b)

Prior to close of business August 28, 2009, Class I of the Activa Fund was known as Class R of the Predecessor Fund.

  (c)

Prior to the close of business on January 15, 2010, Class I of the Clough China Fund was known as Institutional Class of the Predecessor Fund.

See Notes to Financial Statements.

 

29 | April 30, 2010


Table of Contents
Statements of Operations      
          

 

Activa Value Fund (a)

 

     For the Period
January 1, 2010
through
April 30, 2010
 

For the    

Year Ended    
December 31, 2009    

 

INVESTMENT INCOME

    

Dividends

   $ 480,561     $ 1,797,893         

Foreign taxes withheld on dividends

     –       –         

Interest and other income

     511       24,453         

Securities lending income

     –       8,835         

Other income

     –       –         
 

Total Investment Income

     481,072       1,831,181         
 

EXPENSES

    

Investment advisory fee

     230,523       495,567         

Administrative and transfer agency fee

     52,965       51,322         

Prior service provider fund accounting fees/administrative fee

     –       35,446         

Prior service provider service fees

     –       102,992         

Prior service provider transfer agency fees

     –       –         

Prior service provider transfer agency fees – Class A

     –       124,469         

Prior service provider transfer agent fees – Class I (c)

     –       14,245         

Distribution and service fees

    

Class A

     47,004       85,940         

Class C

     N/A       N/A         

Class R

     N/A       N/A         

Legal fees

     8,765       30,755         

Audit fees

     17,200       72,043         

Networking fees

    

Class A

     –       –         

Class C

     N/A       N/A         

Class I (c)(d)

     –       –         

Class R

     N/A       N/A         

Class Z (e)

     N/A       N/A         

Reports to shareholders and printing fees

     11,037       46,841         

State registration fees

     6,537       589         

Interest expense – Margin Account

     –       –         

Insurance

     3,291       48,789         

Michigan state business tax

     –       (74,213)        

Custody fees

     3,517       14,391         

Directors’ fees and expenses

     15,626       21,315         

Dividend expense on short sales

     –       –         

Offering costs

     –       –         

Miscellaneous

     5,022       2,433         
 

Total Expense

     401,487       1,072,924         

Less fees waived/reimbursed by investment adviser and sub-adviser

    

Class A

             (57,029)     –         

Class C

     N/A       N/A         

Class I (c)(d)

             (18,400)     –         

Class R

     N/A       N/A         

Class Z (e)

     N/A       N/A         
 

Net Expenses

     326,058       1,072,924         
 

Net Investment Income/(Loss)

     155,014       758,257         
 

Net increase from payment by affiliate (Note 1)

     –       –         

Net realized gain/(loss) on investments

     138,322       (2,572,827)        

Net realized loss on securities sold short

     –       –         

Net realized gain on written options

     –       –         

Net realized gain/(loss) on foreign currency transactions

     –       –         

Net change in unrealized appreciation/(depreciation) of investments, securities sold short and written options

     5,191,701       16,108,515         

Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies

     –       –         
 

NET REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS

     5,330,023       13,535,688         
 

NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS

   $ 5,485,037     $ 14,293,945         
 

(a) Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from December 31 to April 30.

(b) Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from January 31 to April 30.

(c) Prior to close of business August 28, 2009, Class I of the Activa Fund was known as Class R of the Predecessor Fund.

 

30 | April 30, 2010


Table of Contents
                 
     
                 ALPS | GNI Long-Short Fund   

ALPS | Red Rocks Listed

Private Equity Fund

   Clough China Fund (b)
   
   

 

For the Period    

November 2, 2009

(Inception) through

April 30, 2010    

      

For the      

Year Ended  

April 30, 2010

       

For the Period   
August 1, 2009 
through      

April 30, 2010  

   For the
Year Ended
July 31, 2009
(000)
   
  $      16,395         $    1,545,336        $    515,939     $    845        
  –         (108,877)       (24,381)    (35)       
  220         –        1,979     1        
  –         –        –     –        
  –         –        3,740     –        
   
  16,615         1,436,459        497,277     811        
   
  49,505         643,813        476,632     411        
  5,863         143,736        57,517     –        
  –         –        –     30        
  –         –        –     –        
  –         –        45,595     90        
  –         –        –     –        
  –         –        –     –        
  76         135,726        38,184     30        
  N/A         N/A        51,358     64        
  N/A         66        N/A     N/A        
  420         10,610        4,393     –        
  18,150         40,495        24,371     5        
  –         630        4,609     –        
  N/A         N/A        3,390     –        
  738         9,835        84     –        
  N/A         39        N/A     –        
  N/A         N/A        2,103     –        
  4,479         63,994        13,102     21        
  873         53,009        37,683     51        
  21,421         –        –     –        
  –         6,438        2,522     –        
  –         –        –     –        
  6,000         64,571        28,722     33        
  1,208         18,069        13,203     6        
  8,062         –        –     –        
  32,219         –        –     –        
  4,741         43,540        8,890     53        
   
  153,755         1,234,571        812,358     794        
  (7,457)        (135,626)       (55,592)    (80)       
  N/A         N/A        (26,181)    (47)       
  (40,577)        (75,103)       (36,323)    (36)       
  N/A         (68)       N/A     –        
  N/A         N/A        (33,103)    (41)       
   
  105,721         1,023,774        661,159     590        
   
  (89,106)        412,685        (163,882)    221        
   
  –         –        –     1        
  (1,651,974)        (7,644,127)       7,475,435     (7,544)       
  (610,416)        –        –     –        
  54,939         –        –     –        
  –         764,702        (24,039)    (53)       
  124,572         38,491,614        (2,456,116)    8,479        
  –         (2,357)       (12,785)    3        
   
  (2,082,879)        31,609,832        4,982,495     886        
   
  $      (2,171,985)        $    32,022,517        $4,818,613     $      1,107        
   

 

  (d)

Prior to the close of business on January 15, 2010, Class I of the Clough China Fund was known as Institutional Class of the Predecessor Fund.

  (e)

As a result of the reorganization (Note 1), the Clough China Fund no longer offers Class Z shares. Effective as of the close of business January 15, 2010, holders of Class Z shares of the Old Mutual China Fund received Class A shares of the Fund.

  See Notes to Financial Statements.

 

31 | April 30, 2010


Table of Contents
Statements of Changes in Net Assets
   
        

 

Activa Value Fund (a)

   
        For the Period
January 1, 2010
through
April 30, 2010
   

For the

Year Ended
December 31, 2009

   

For the

Year Ended
December 31, 2008

   
 

OPERATIONS

     
 

Net investment income/(loss)

  $ 155,014      $ 758,257      $ 894,243         
 

Net increase for payment by affiliate (Note 1)

                  –         
 

Net realized gain/(loss) on investments

    138,322        (2,572,827     (12,507,251)        
 

Net realized loss on securities sold short

                  –         
 

Net realized gain on written options

                  –         
 

Net realized gain/(loss) on foreign currency transactions

                  –         
 

Net change in unrealized appreciation/(depreciation) of investments, securities sold short, written options and translation of assets and liabilities in foreign currencies

    5,191,701        16,108,515        (22,231,765)        
   
 

Net Increase/(Decrease) in Net Assets Resulting from Operations

    5,485,037        14,293,945        (33,844,773)        
   
 

DISTRIBUTIONS

     
 

Dividends to shareholders from net investment income

     
 

Class A

           (602,511     (706,713)        
 

Class C

    N/A        N/A        N/A         
 

Class I (c)(d)

           (197,487     (55,708)        
 

Class R

    N/A        N/A        N/A         
 

Class Z (e)

    N/A        N/A        N/A         
 

Dividends to shareholders from net realized gains

     
 

Class A

                  901         
 

Class C

    N/A        N/A        N/A         
 

Class I (c)(d)

                  (85)        
 

Class R

    N/A        N/A        N/A         
 

Class Z (e)

    N/A        N/A        N/A         
   
 

Net decrease in net assets from distributions

           (799,998     (761,605)        
   
 

BENEFICIAL INTEREST TRANSACTIONS (NOTE 3)

  

   
 

Shares sold

     
 

Class A

    1,703,692        2,575,630        2,679,527         
 

Class C

    N/A        N/A        N/A         
 

Class I (c)(d)

    1,570,054        11,456,364        962,266         
 

Class R

    N/A        N/A        N/A         
 

Class Z (e)

    N/A        N/A        N/A         
 

Dividends reinvested

     
 

Class A

           585,747        688,975         
 

Class C

    N/A        N/A        N/A         
 

Class I (c)(d)

           197,487        55,792         
 

Class R

    N/A        N/A        N/A         
 

Class Z (e)

    N/A        N/A        N/A         
 

Shares redeemed

     
 

Class A

    (22,940,410     (4,161,769     (5,756,696)        
 

Class C

    N/A        N/A        N/A         
 

Class I (c)(d)

    (2,432,434     (2,918,243     (625,028)        
 

Class R

    N/A        N/A        N/A         
 

Class Z (e)

    N/A        N/A        N/A         
   
 

Net increase/(decrease) in net assets derived from
beneficial interest transactions

    (22,099,098     7,735,216        (1,995,164)        
   
 

Net increase/(decrease) in net assets

    (16,614,061     21,229,163        (36,601,542)        
 

Net Assets

     
 

Beginning of period

    78,728,323        57,499,160        94,100,702         
   
 

End of period*

  $   62,114,262      $ 78,728,323      $ 57,499,160         
   
 

* Includes undistributed net investment income of:

  $ 245,095      $ 90,081      $ 38,859         

 

  (a)

Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from December 31 to April 30.

  (b)

Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from January 31 to April 30. (c) Prior to close of business August 28, 2009, Class I of the Activa Fund was known as Class R of the Predecessor Fund.

  (d)

Prior to the close of business on January 15, 2010, Class I of the Clough China Fund was known as Institutional Class of the Predecessor Fund

  (e)

As a result of the reorganization (Note 1), the Clough China Fund no longer offers Class Z shares. Effective as of the close of business January 15, 2010, holders of Class Z shares of the Predecessor Fund received Class A shares of the Fund.

 

32 | April 30, 2010


Table of Contents
                   
      
      ALPS | GNI Long-Short Fund   

ALPS | Red Rocks Listed

Private Equity Fund

   Clough China Fund (b)
    
    

For the Period      

November 2, 2009

(Inception) through

April 30, 2010    

  

For the      

Year Ended  

April 30, 2010

  

For the      

Year Ended  

April 30, 2009

  

For the Period  
August 1, 2009
through        

April 30, 2010

  

For the      

Year Ended  

July 31, 2009

(000)        

  

For the    

Year Ended  

July 31, 2008

(000)        

    
   $        (89,106)      $ 412,685      $ 571,682     $ (163,882)    $ 221     $
   –         –        –       –            – 
   (1,651,974)        (7,644,127)       (14,443,113)      7,475,435       (7,544)      621 
   (610,416)        –        –       –       –       – 
   54,939         –        –       –       –       – 
   –         764,702        (2,306,547)      (24,039)      (53)      20 
   124,572         38,489,257        (18,211,582)      (2,468,901)      8,482       (10,026)
    
   (2,171,985)        32,022,517        (34,389,560)      4,818,613       1,107       (9,378)
    
   –         (5,410,948)       (271,455)      (59,414)      (182)      (46)
   N/A         N/A        N/A       –       (18)      (78)
   –         (2,409,866)       (151,725)      (87,067)      (187)      – 
   N/A         (2,124)         (26)      N/A       N/A       N/A 
   N/A         N/A        N/A       (95,371)      (73)      (3)
   –         –        (3,447)      –       –       (5,842)
   N/A         N/A        N/A       –       –       (3,380)
   –         –        (1,488)      –       –       (4,804)
   N/A         –        –       N/A       N/A       N/A 
   N/A         N/A        N/A       –       –       (1,497)
    
   –         (7,822,938)       (428,141)      (241,852)      (460)      (15,650)
    
   75,000         32,648,787        56,557,393       22,831,904       5,929       13,134 
   N/A         N/A        N/A       2,058,570       1,796       6,819 
   12,217,413         32,137,386        29,215,601       4,220,994       13       23 
   N/A         17,750        33       N/A       N/A       N/A 
   N/A         N/A        N/A       14,440,499       7,001       8,593 
   –         5,282,397        268,647       37,489       120       4,289 
   N/A         N/A        N/A       –            1,736 
   –         1,760,196        102,538       87,068       187       4,804 
   N/A         2,123        26       N/A       N/A       N/A 
   N/A         N/A        N/A       94,027       71       1,466 
   –         (13,844,500)       (6,347,401)      (10,253,870)      (8,473)      (16,213)
   N/A         N/A        N/A       (3,451,765)      (3,205)      (8,617)
   (941,354)        (10,644,215)       (5,035,259)      (3,956)      (12)      (10,650)
   N/A         (3,079)       (34)       N/A       N/A       N/A 
   N/A         N/A        N/A       (28,012,416)      (1,831)      (5,027)
    
   11,351,059         47,356,845        74,761,544       2,048,544       1,605       357 
    
   9,179,074         71,556,424        39,943,843       6,625,305       2,252       (24,671)
   –         40,797,974        854,131       44,734,104       42,482       67,153 
    
   $    9,179,074       $ 112,354,398      $ 40,797,974     $ 51,359,409     $     44,734     $         42,482 
    
   $                  –       $ (4,922,899)     $ 1,113,077     $ (147,621)    $ 22     $ (28)

See Notes to Financial Statements.

 

33 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     Activa Value Fund [Class A]
 
     For the Period
January 1, 2010
through April 30,
   For the Year Ended December 31,
     2010 (a)    2009         2008        2007         2006         2005    
 

Net asset value, beginning of period

           $ 6.92            $ 5.86         $ 9.35       $ 9.81         $ 8.65           $ 8.06   

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

     

Net investment income

     0.03            0.07         0.08         0.14         0.13         0.09   

Net realized and unrealized gain/(loss)

     0.48            1.06         (3.49)        0.09         1.49         0.59   
 

Total from investment operations

     0.51            1.13         (3.41)        0.23         1.62         0.68   
 

DISTRIBUTIONS:

                 

From net investment income

     –            (0.07)         (0.08)        (0.14)        (0.13)        (0.09)  

From net realized gains

     –            –         –         (0.55)        (0.33)        –   
 

Total distributions

     –            (0.07)        (0.08)        (0.69)        (0.46)        (0.09)  
 

Net increase/(decrease) in net asset value

     0.51            1.06         (3.49)        (0.46)        1.16         0.59   
 

Net asset value, end of period

           $ 7.43          $ 6.92       $ 5.86      $ 9.35       $ 9.81       $ 8.65   
 

TOTAL RETURN (b)

     7.22%         19.24%      (36.45)%      2.43%      18.80%      8.47%

RATIOS/SUPPLEMENTAL DATA:

              

Net assets, end of period (000)

           $     45,300          $   62,264       $ 53,841      $ 88,679       $ 125,459       $ 132,597   

Ratio of net investment income to average net assets

     0.60%  (c)      1.12%      1.1%      1.4%      1.4%      1.1%

Ratio of expenses to average net assets including fee waivers and reimbursements

     1.40%  (c)      1.62%      1.5%      1.2%      1.1%      1.2%

Ratio of expenses to average net assets excluding fee waivers and reimbursements

     1.70%  (c)      N/A      N/A      N/A      N/A      N/A

Portfolio turnover rate (d)

     11%         56%      83%      52%      64%      54%

 

  (a)

Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from December 31 to April 30.

  (b)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Ruturns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown exclude any applicable sales charges.

  (c)

Annualized.

  (d)

Portfolio turnover rate for periods of less than one full year have not been annualized.

  See Notes to Financial Statements.

 

34 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

         Activa Value Fund [Class I] (a)
   
         For the Period
January 1, 2010
through April 30,
   For the Year Ended December 31,
         2010 (a)    2009    2008    2007    2006    2005
   
 

Net asset value, beginning of period

   $ 6.96          $ 5.89       $ 9.41          $ 9.86          $ 8.69       $ 8.10   
 

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

        
 

Net investment income

     0.02            0.07         0.09            0.15            0.14         0.10   
 

Net realized and unrealized gain/(loss)

     0.50            1.08         (3.52)        0.10            1.50         0.59   
   
 

Total from investment operations

     0.52            1.15         (3.43)        0.25            1.64         0.69   
   
 

DISTRIBUTIONS:

                 
 

From net investment income

     –            (0.08)        (0.09)        (0.15)        (0.14)        (0.10)  
 

From net realized gains

     –            –         –         (0.55)        (0.33)        –   
   
 

Total distributions

     –            (0.08)        (0.09)        (0.70)        (0.47)        (0.10)  
   
 

Net increase/(decrease) in net asset value

     0.52            1.07         (3.52)        (0.45)        1.17         0.59   
   
 

Net asset value, end of period

   $ 7.48          $ 6.96       $ 5.89       $ 9.41       $ 9.86       $ 8.69   
   
 

TOTAL RETURN (c)

     7.47%         19.59%      (36.38)%      2.59%      18.89%      8.52%
 

RATIOS/SUPPLEMENTAL DATA:

                 
 

Net assets, end of period (000)

   $ 16,814          $ 16,465       $ 3,658          $ 5,422       $ 4,956       $ 4,264   
 

Ratio of net investment income to average net assets

     0.77%  (d)      1.17%      1.3%      1.4%      1.4%      1.2%
 

Ratio of expenses to average net assets including fee waivers and reimbursements

     1.15%  (d)      1.46%      1.4%      1.1%      1.1%      1.1%
 

Ratio of expenses to average net assets excluding fee waivers and reimbursements

     1.49%  (d)      N/A      N/A      N/A      N/A      N/A
 

Portfolio turnover rate (e)

     11%         56%      83%      52%      64%      54%

 

  (a)

Prior to the close of business on August 28, 2009, Class I was known as Class R of the Predecessor Fund.

  (b)

Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from December 31 to April 30.

  (c)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Ruturns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

  (d)

Annualized.

  (e)

Portfolio turnover rate for periods of less than one full year have not been annualized.

  See Notes to Financial Statements.

 

35 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     ALPS | GNI Long-Short Fund [Class A]     
 
    

 

For the Period November 2, 2009
(Inception) through April 30, 2010

    
 

Net asset value, beginning of period

                               $ 10.00                        

LOSS FROM INVESTMENT OPERATIONS:

     

Net investment loss

     –                        

Net realized and unrealized loss

     (2.01)                       
 

Total from investment operations

     (2.01)                       
 

DISTRIBUTIONS:

     

From net investment income

     –                        

From net realized gains

     –                        
 

Total distributions

     –                        
 

Net decrease in net asset value

     (2.01)                       
 

Net asset value, end of period

                               $ 7.99                        
 

TOTAL RETURN (a)

     (20.10)%                    

RATIOS/SUPPLEMENTAL DATA:

     

Net assets, end of period (000)

                               $ 60                        

Ratio of net investment loss to average net assets

     (2.53)% (b)                  

Ratio of expenses to average net assets including fee waivers and reimbursement

     2.90%  (b)                   

Ratio of expenses to average net assets excluding fee waivers and reimbursement

            27.32% (b)                   

Ratio of expenses to average net assets including fee waivers and reimbursement (excluding interest expense and short sale dividend expense)

     2.25%  (b)                  

Ratio of expenses to average net assets excluding fee waivers and reimbursement (excluding interest expense and short sale dividend expense)

     26.69% (b)                   

Portfolio turnover rate (c)

     250%                     

 

  (a)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown exclude any applicable sales charges.

  (b)

Annualized.

  (c)

Portfolio turnover rate for periods of less than one full year have not been annualized.

See Notes to Financial Statements.

 

36 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     ALPS | GNI Long-Short Fund [Class I]     
 
    

 

For the Period November 2, 2009
(Inception) through April 30, 2010

    
 

Net asset value, beginning of period

                           $ 10.00                        

LOSS FROM INVESTMENT OPERATIONS:

     

Net investment loss

     –                        

Net realized and unrealized loss

     (1.99)                       
 

Total from investment operations

     (1.99)                       
 

DISTRIBUTIONS:

     

From net investment income

     –                        

From net realized gains

     –                        
 

Total distributions

     –                        
 

Net decrease in net asset value

     (1.99)                       
 

Net asset value, end of period

                           $ 8.01                        
 

TOTAL RETURN (a)

     (19.90)%                    

RATIOS/SUPPLEMENTAL DATA:

     

Net assets, end of period (000)

                           $ 9,119                        

Ratio of net investment loss to average net assets

     (2.34)% (b)                 

Ratio of expenses to average net assets including fee waivers and reimbursement

     2.78%  (b)                  

Ratio of expenses to average net assets excluding fee waivers and reimbursement

             3.85%  (b)                  

Ratio of expenses to average net assets including fee waivers and reimbursement (excluding interest expense and short sale dividend expense)

     2.00%  (b)                  

Ratio of expenses to average net assets excluding fee waivers and reimbursement (excluding interest expense and short sale dividend expense)

     3.07%  (b)                  

Portfolio turnover rate (c)

     250%                    

 

  (a)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

  (b)

Annualized.

  (c)

Portfolio turnover rate for periods of less than one full year have not been annualized.

See Notes to Financial Statements.

 

37 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     ALPS | Red Rocks Listed Private Equity Fund [Class A]     
 
    

 

                         For the Year Ended April 30,

   

 

For the Period Ended

    
     2010     2009     April 30, 2008 (a)     
 

Net asset value, beginning of period

       $ 3.56      $ 9.47          $ 10.00          

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

         

Net investment income

     0.14        0.08  (b)      0.11          

Net realized and unrealized gain/(loss)

     1.99        (5.97 (b)      (0.64)         
 

Total from investment operations

     2.13        (5.89     (0.53)         
 

DISTRIBUTIONS:

         

From net investment income

     (0.52     (0.03     –          

From net realized gains

              (c)      –          
 

Total distributions

     (0.52     (0.03     –          
 

REDEMPTION FEES ADDED TO PAID IN CAPITAL (NOTE 3)

       (c)      0.01   (b)      –          
 

Net increase/(decrease) in net asset value

     1.61        (5.91     (0.53)         
 

Net asset value, end of period

       $ 5.17      $ 3.56          $ 9.47          
 

TOTAL RETURN (d)

     61.68     (62.01 )%      (5.30)%      

RATIOS/ SUPPLEMENTAL DATA:

         

Net assets, end of period (in 000)

       $ 67,192      $ 27,860          $ 832          

Ratio of net investment income to average net assets

     0.42     2.16     4.68%  (e)   

Ratio of expenses to average net assets including fee waivers and reimbursements

              1.44 (f)      1.25     1.25%  (e)   

Ratio of expenses to average net assets excluding fee waivers and reimbursements

     1.71     2.08     39.07% (e)   

Portfolio turnover rate (g)

     54     59     15%       

 

  (a)

The Fund commenced operations on December 31, 2007.

  (b)

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

  (c)

Less than $0.005 per share.

  (d)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown exclude any applicable sales charges.

  (e)

Annualized.

  (f)

Effective September 1, 2009, the net expense ratio limitation changed from 1.25% to 1.50%.

  (g)

Portfolio turnover rate for periods of less than one full year have not been annualized.

See Notes to Financial Statements.

 

38 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     ALPS | Red Rocks Listed Private Equity Fund [Class I]     
 
    

 

                For the Year Ended April  30,

   

 

For the Period Ended

    
         2010     2009         April 30, 2008 (a)     
 

Net asset value, beginning of period

   $ 3.57      $ 9.47              $ 10.00          

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

         

Net investment income

     0.28        0.10  (b)      0.13          

Net realized and unrealized gain/(loss)

     1.87        (5.97 (b)      (0.66)         
 

Total from investment operations

     2.15        (5.87     (0.53)         
 

DISTRIBUTIONS:

         

From net investment income

     (0.53     (0.05     –          

From net realized gains

              (c)      –          
 

Total distributions

     (0.53     (0.05     –          
 

REDEMPTION FEES ADDED TO PAID IN CAPITAL (NOTE 3)

       (c)      0.02  (b)      –          
 

Net increase/(decrease) in net asset value

     1.62        (5.90     (0.53)         
 

Net asset value, end of period

   $ 5.19      $ 3.57              $ 9.47         
 

TOTAL RETURN(d)

     62.09     (61.79 )%      (5.30)%      

RATIOS/ SUPPLEMENTAL DATA:

         

Net assets, end of period (in 000)

   $     45,144      $     12,938              $ 21          

Ratio of net investment income to average net assets

     0.78     2.56     6.11%  (e)   

Ratio of expenses to average net assets including fee waivers and reimbursements

     1.19 (f)      1.00     1.00%  (e)   

Ratio of expenses to average net assets excluding fee waivers and reimbursements

     1.47     2.05           35.33%  (e)   

Portfolio turnover rate (g)

     54     59     15%       

 

  (a)

The Fund commenced operations on December 31, 2007.

  (b)

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

  (c)

Less than $0.005 per share.

  (d)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown exclude any applicable sales charges.

  (e)

Annualized.

  (f)

Effective September 1, 2009, the net expense ratio limitation changed from 1.00% to 1.25%.

  (g)

Portfolio turnover rate for periods of less than one full year have not been annualized.

See Notes to Financial Statements.

 

39 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

           ALPS | Red Rocks Listed Private Equity  Fund [Class R]      
       

 

For the Year Ended April 30,

    For the Period Ended     
          2010     2009     April 30, 2008 (a)      

Net asset value, beginning of period

    $ 3.31      $ 9.46      $       10.00             

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

  

      

Net investment income/(loss)

      (0.09     0.15  (b)    0.12             

Net realized and unrealized gain/(loss)

    2.02        (6.05 (b)    (0.66)            
 

Total from investment operations

      1.93        (5.90   (0.54)            
 

DISTRIBUTIONS:

          

From net investment income

      (0.51     (0.26   –             

From net realized gains

               (c)    –             
 

Total distributions

      (0.51     (0.26   –             
 

REDEMPTION FEES ADDED TO PAID IN
CAPITAL (NOTE 3)

           0.01   (b)    –             
 

Net increase/(decrease) in net asset value

    1.42        (6.15   (0.54)            
 

Net asset value, end of period

    $ 4.73      $ 3.31      $         9.46             
 

TOTAL RETURN(d)

          60.92     (62.10 )%    (5.40)%         

RATIOS/ SUPPLEMENTAL DATA:

          

Net assets, end of period (in 000)

    $ 18      $   (e)    $              1             

Ratio of net investment loss to average net assets

    (0.24 )%      2.72   3.90%  (f)       

Ratio of expenses to average net assets including fee waivers and reimbursements

    1.75 (g)      1.50   1.50%  (f)       

Ratio of expenses to average net assets excluding fee waivers and reimbursements

    2.27     6.08   43.39% (f)        

Portfolio turnover rate (h)

      54     59   15%          

 

  (a)

The Fund commenced operations on December 31, 2007.

  (b)

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

  (c)

Less than $0.005 per share.

  (d)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Ruturns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

  (e)

Less than $500.

  (f)

Annualized.

  (g)

Effective September 1, 2009, the net expense ratio limitation changed from 1.50% to 1.75%.

  (h)

Portfolio turnover rate for periods of less than one full year have not been annualized.

  See Notes to Financial Statements.

 

40 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     Clough China Fund [Class A]
 
     For the Period  
August 1, 2009  
through  
   For the Year Ended July 31,     For the Period
December 30, 2005
(Inception) through
     April 30, 2010 (a)              2009     2008             2007     July 31, 2006
 

Net asset value, beginning of period

     $    16.32                $    15.81      $      22.46      $      13.23      $      10.00         

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

           

Net investment income/(loss)

   0.10                0.09   (b)    (0.01 (b)     0.06   (b)    0.01  (b)   

Net realized and unrealized gain/(loss)

   1.85                0.62  (b)(c)     (1.73 (b)     9.59   (b)    3.22  (b)   
 

Total from investment operations

   1.95                0.71      (1.74   9.65      3.23         
 

DISTRIBUTIONS:

           

From net investment income

   (0.07)              (0.20   (0.03   (0.05   –         

From net realized gains

   –                      (4.88   (0.37   –         
 

Total distributions

   (0.07)              (0.20   (4.91   (0.42   –         
 

REDEMPTION FEES ADDED TO PAID IN CAPITAL (NOTE 3)

   0.01                   (d)              –         
 

Net increase/(decrease) in net asset value

   1.89                 0.51      (6.65   9.23      3.23         
 

Net asset value, end of period

     $    18.21                 $    16.32      $      15.81      $      22.46      $      13.23         
 

TOTAL RETURN (e)

   12.07%              5.00 (c)     (13.91 )%    73.81   32.30%      

RATIOS/SUPPLEMENTAL DATA:

           

Net assets, end of period (000)

     $  28,695                 $  15,069      $    17,927      $    25,976      $      2,532         

Ratio of net investment loss to average net assets

   (0.53)% (f)        0.70   (0.06 )%    0.31   0.12%  (f)

Ratio of expenses to average net assets including fee waivers and reimbursements

   1.87% (f)(g)    1.95   2.02   2.10   2.10%  (f)

Ratio of expenses to average net assets excluding fee waivers and reimbursements

   2.24%  (f)         2.62   2.34   2.42   6.65%  (f)

Portfolio turnover rate (h)

   110%              120   178   193   51%      

 

  (a)

Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from July 31 to April 30.

  (b)

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

  (c)

Impact of payment by affiliate was less than $0.01 per share and 0.01%, respectively (See Note 1).

  (d)

Less than $0.005 per share.

  (e)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Ruturns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown exclude any applicable sales charges.

  (f)

Annualized.

 

  (g)

Effective January 1, 2010, the net expense ratio limitation changed from 1.70% to 1.85%. Prior to January 1, 2010 the net expense ratio limitation was 1.95%.

  (h)

Portfolio turnover rate for periods of less than one full year have not been annualized.

See Notes to Financial Statements.

 

41 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     Clough China Fund [Class C]
 
     For the Period
August 1, 2009
through
   For the Year Ended July 31,     For the Period
December 30, 2005
(Inception) through
     April 30, 2010 (a)            2009     2008             2007     July 31, 2006
 

Net asset value, beginning of period

     $  16.08            $    15.48      $    22.26      $      13.18      $      10.00        

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

           

Net investment loss

   (0.17)           (0.01 (b)     (0.17 (b)     (0.06 ) (b)    (0.06) (b)    

Net realized and unrealized gain/(loss)

   1.98            0.65  (b)(c)     (1.64 (b)     9.52   (b)    3.24 (b)    
 

Total from investment operations

   1.81            0.64      (1.81   9.46      3.18        
 

DISTRIBUTIONS:

           

From net investment income

   –            (0.04   (0.09   (0.02   –        

From net realized gains

   –                 (4.88   (0.37   –        
 

Total distributions

   –            (0.04   (4.97   (0.39   –        
 

REDEMPTION FEES ADDED TO PAID IN CAPITAL (NOTE 3)

   –                      0.01      –        
 

Net increase/(decrease) in net asset value

   1.81            0.60      (6.78   9.08      3.18        
 

Net asset value, end of period

     $  17.89            $    16.08      $    15.48      $      22.26      $      13.18        
 

TOTAL RETURN (d)

   11.26%         4.21 (c)     (14.49 )%    76.27   31.80%     

RATIOS/SUPPLEMENTAL DATA:

           

Net assets, end of period (000)

     $  7,594            $    8,267      $    9,991      $    15,497      $         793        

Ratio of net investment loss to average net assets

   (1.26)% (e)    (0.05 )%    (0.85 )%    (0.33 )%    (0.76)% (e)

Ratio of expenses to average net assets including fee waivers and reimbursements

   2.70%  (e)     2.70   2.77   2.85   2.85%  (e) 

Ratio of expenses to average net assets excluding fee waivers and reimbursements

   3.18%  (e)     3.43   3.15   3.33   11.53% (e)  

Portfolio turnover rate (f)

   110%         120   178   193   51%       

 

  (a)

Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from July 31 to April 30.

  (b)

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

  (c)

Impact of payment by affiliate was less than $0.01 per share and 0.01%, respectively (See Note 1).

  (d)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Ruturns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Returns shown exclude any applicable sales charges.

  (e)

Annualized.

  (f)

Portfolio turnover rate for periods of less than one full year have not been annualized.

See Notes to Financial Statements.

 

42 | April 30, 2010


Table of Contents
Financial Highlights   
   

 

Selected data for a share of benificial interest outstanding throughout the periods indicated:

 

     Clough China Fund [Class I] (a)
 
     For the Period
August 1, 2009
through
   For the Year Ended July 31,     For the Period
December 30, 2005
(Inception) through
     April 30, 2010 (b)            2009     2008             2007     July 31, 2006
 

Net asset value, beginning of period

   $    16.52          $    16.10      $    22.65      $      13.27      $10.00      

INCOME/(LOSS) FROM INVESTMENT OPERATIONS:

           

Net investment income

   0.01          0.15   (c)    0.13   (c)    0.19   (c)    0.08  (c)  

Net realized and unrealized gain/(loss)

   2.03          0.60  (c)(d)     (1.80 (c)     9.63   (c)    3.19  (c)  
 

Total from investment operations

   2.04          0.75      (1.67   9.82      3.27      
 

DISTRIBUTIONS:

           

From net investment income

   (0.15)         (0.33        (0.07   –      

From net realized gains

   –               (4.88   (0.37   –      
 

Total distributions

   (0.15)         (0.33   (4.88   (0.44   –      
 

REDEMPTION FEES ADDED TO PAID IN CAPITAL (NOTE 3)

   –                         –      
 

Net increase/(decrease) in net asset value

   1.89          0.42      (6.55   9.38      3.27      
 

Net asset value, end of period

   $    18.41          $    16.52      $    16.10      $      22.65      $      13.27      
 

TOTAL RETURN (e)

   12.36%       5.51 (d)     (13.41 )%    74.91   32.70%   

RATIOS/SUPPLEMENTAL DATA:

           

Net assets, end of period (000)

   $  15,071          $    9,744      $    9,231      $    22,303      $    12,622      

Ratio of net investment income to average net assets

   0.08% (f)    1.20   0.62   1.06   1.07%  (f)

Ratio of expenses to average net assets including fee waivers and reimbursements

   1.40% (f)    1.40   1.47   1.55   1.55% (f)

Ratio of expenses to average net assets excluding fee waivers and reimbursements

   1.86% (f)    1.97   1.76   1.75   2.58% (f)

Portfolio turnover rate (g)

   110%       120   178   193   51%   

 

  (a)

Prior to the close of business on January 15, 2010, Class I of the Clough China Fund was known as Institutional Class of the Predecessor Fund.

  (b)

Effective March 9, 2010, the Board approved changing the fiscal year–end of the Fund from July 31 to April 30.

  (c)

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

  (d)

Impact of payment by affiliate was less than $0.01 per share and 0.01%, respectively (See Note 1).

  (e)

Total returns are for the period indicated and have not been annualized. Total returns would have been lower had ceratin expenses not been waived during the period. Ruturns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

  (f)

Annualized.

  (g)

Portfolio turnover rate for periods of less than one full year have not been annualized.

See Notes to Financial Statements.

 

43 | April 30, 2010


Table of Contents
Notes to Financial Statements   
        

 

April 30, 2010

 

  1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

 

Financial Investors Trust (the “Trust”) was organized as a Delaware statutory trust on November 30, 1993 and registered as an open-end management investment company under the Investment Company Act of 1940, as amended (“1940 Act”). Activa Value Fund, ALPS | GNI Long-Short Fund, ALPS | Red Rocks Listed Private Equity Fund and Clough China Fund (collectively the “Funds” and individually a “Fund”) are series funds representing four of six separate series offered to the public under the Trust as of April 30, 2010. The Trust offers six Funds which include multiple series of shares, with differing investment objectives and policies. Each class differs as to sales and redemption charges and ongoing fees. All classes of shares have identical rights to earnings, assets and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes. Class A shares of the Fund are subject to an initial sales charge of up to 5.50%, with the exception of the Clough China Fund, which is subject to an initial sales charge of up to 5.75%. Class A shares and Class C shares of the Funds, as applicable, for which no initial sales charge was paid are subject to a contingent deferred sales charge of 1% if the shares are sold within twelve months after a purchase in excess of $1 million.

On August 29, 2009, Activa Value Fund (“predecessor Activa Fund”), a series of the Activa Mutual Fund Trust, participated in a tax-free reorganization. Through the reorganization, the predecessor Activa Fund merged into the newly created Activa Value Fund series of the Trust. The Activa Value Fund has carried over the historic financial statements of the predecessor Activa Fund. The predecessor Activa Fund commenced operations on August 10, 1971.

On November 2, 2009, ALPS | GNI Long-Short Fund commenced operations.

On January 16, 2010, Old Mutual China Fund (“predecessor China Fund”), a series of the Old Mutual Funds I, participated in a tax-free reorganization. Through the reorganization, the predecessor China Fund merged into the newly created Clough China Fund series of the Trust. The Clough China Fund has carried over the historic performance and financial statements of the predecessor China Fund. The predecessor China Fund commenced operations on December 30, 2005.

The following is a summary of significant accounting policies consistently followed by each of the Funds in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America for investment companies.

Investment Valuation: The Board of Trustees (“Board” or “Trustees”) of the Trust has approved procedures to be used to value the Funds’ securities for the purposes of determining the Funds’ net asset value (“NAV”). The valuation of the securities of the Funds is determined in good faith by or under the direction

of the Board. The Board has delegated certain valuation functions for the Funds to ALPS Fund Services, Inc. (“ALPS” or the “Administrator”).

Each Fund generally values its investments based on market prices determined at the close of regular trading on the New York Stock Exchange (“NYSE”) (normally, 4:00 p.m. Eastern time) on each business day (Monday through Friday). None of the Funds values their securities on any day that the NYSE is closed, including the following observed holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day, and the preceding Friday or subsequent Monday when one of those holidays falls on a Saturday or Sunday, respectively.

The Funds’ currency valuations, if any, are done as of the close of regularly scheduled trading on the NYSE (normally at 4:00 p.m. Eastern time). For equity securities that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of securities not traded on an exchange, or if such closing prices are not otherwise available, the market price is typically determined by independent third-party pricing vendors approved by the Board using a variety of pricing techniques and methodologies. The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board, which may use a matrix, formula or other objective method that takes into consideration market indices, yield curves and other specific adjustments. Short-term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more brokers/dealers that make a market in the security. Investments in other mutual funds are calculated at their respective net asset values as determined by those funds in accordance with the 1940 Act.

When such prices or quotations are not available, or when the Fair Value Committee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board. Because the Funds may invest in securities that may be thinly traded or for which market quotations may not be readily available or may be unreliable (such as securities of small capitalization companies), the Funds may use fair valuation procedures more frequently than funds that invest primarily in securities that are more liquid (such as equity securities of large capitalization domestic issuers). The Funds may also use fair value procedures if the Fair Value Committee determines that a significant event has occurred between the time at which a market price is determined and the time at which each Fund’s net asset value is calculated. In particular, the value of non-U.S. securities may be materially affected by events occurring after the close of the market on which they are traded, but before the Fund prices its shares.

The Funds may determine the fair value of investments based on information provided by pricing services and other third-


 

 

44 | April 30, 2010


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Notes to Financial Statements   
        

 

April 30, 2010

 

party vendors, which may recommend fair value prices or adjustments with reference to other securities, indices or assets. In considering whether fair value pricing is required and in determining fair values, the Funds may, among other things, consider significant events (which may be considered to include changes in the value of U.S. securities or securities indices) that occur after the close of the relevant market and before each Fund values its securities. In addition, the Funds may utilize modeling tools provided by third-party vendors to determine fair values of non-U.S. securities. The Funds’ use of fair value pricing may help deter “stale price arbitrage.”

Valuing securities at fair value involves greater reliance on judgment than valuation of securities based on readily available market quotations. A fund that uses fair value to price securities may value those securities higher or lower than another fund using market quotations or its own fair value methodologies to price the same securities. There can be no assurance that the Fund could obtain the fair value assigned to a security if it were to sell the security at approximately the time at which the Fund determines its net asset value, and the difference between fair value and the price of the securities may be material.

Fair Value Measurements: A three-tier hierarchy has been established to classify fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market

participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of the Funds’ investments, including written options and securities sold short, as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

 

  »

Level 1 – Unadjusted quoted prices in active markets for identical investments

  »

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

  »

Level 3 – Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)


 

 The following is a summary of the inputs used to value each Fund’s investments as of April 30, 2010:

 

Investments in Securities at Value   

Level 1 -

Quoted Prices

  

Level 2 -

Other Significant
Observable Inputs

  

Level 3 -

Significant
Unobservable Inputs

   Total
 

Activa Value Fund:

           

Common Stocks (a)

   $ 61,770,293              –              –            $ 61,770,293     

Short-Term Investments

     377,135              –              –              377,135     
 

TOTAL

   $ 62,147,428            $ –            $ –            $ 62,147,428     
 

ALPS | GNI Long-Short Fund:

           

Common Stocks (a)

   $ 6,557,295              –              –            $ 6,557,295     

Exchange Traded Funds

     461,520              –              –              461,520     

Purchased Put Options

     558,875              –              –              558,875     

Short-Term Investments

     3,367,831              –              –              3,367,831     
 

TOTAL

   $ 10,945,521            $ –            $     –            $ 10,945,521     
 

Other Financial Instruments

           

Liabilities

           

Put Options Written

   $ (109,220)             –              –            $ (109,220)    

Securities Sold Short

     (1,461,517)             –              –              (1,461,517)    
 

TOTAL

   $ (1,570,737)           $ –            $ –            $ (1,570,737)    
 

ALPS | Red Rocks Listed Private Equity Fund:

     

Common Stocks (a)

   $     110,579,779              –              –            $     110,579,779     

Short-Term Investments

     1,429,972              –              –              1,429,972     
 

TOTAL

   $ 112,009,751            $ –            $ –            $ 112,009,751     
 

Clough China Fund:

           

Common Stocks - Consumer Staples

   $ 570,115              –              –            $ 570,115     

Common Stocks -Utilities

     112,770              –              –              112,770     

Other Common Stocks (a)

     –              44,031,157              –              44,031,157     

Short-Term Investments

     5,392,735              –              –              5,392,735     
 

TOTAL

   $ 6,075,620            $     44,031,157            $ –            $ 50,106,777     
 

 

  (a)

For detailed descriptions of sector and industry, see the accompanying Statement of Investments.

 

45 | April 30, 2010


Table of Contents
Notes to Financial Statements   
        

 

April 30, 2010

 

For the periods ended April 30, 2010, the Funds did not have any significant transfers between Level 1 and Level 2 securities. For the periods ended April 30, 2010, the Funds did not have any securities which used significant unobservable inputs (Level 3) in determining fair value. Therefore, a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value is not applicable.

Investment Transactions: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis, which is the same basis the Funds use for federal income tax purposes. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recorded on the ex-dividend date.

Dividend income from investments in real estate investment trusts (“REITs”) is recorded at management’s estimate of income included in distributions received. Distributions received in excess of this amount are recorded as a reduction of the cost of investments. The actual amount of income and return of capital are determined by each REIT only after its fiscal year-end and may differ from the estimated amounts. Such differences, if any, are recorded in the Fund in the following year.

Options: The Funds may purchase or write (sell) put and call options. One of the risks associated with purchasing an option, among others, is that the Fund pays a premium whether or not the option is exercised. Additionally, the Fund bears the risk of loss of premium and change in market value should the counterparty not perform under the contract. Put and call options purchased are accounted for in the same manner as portfolio securities. The cost of securities acquired through the exercise of call options is increased by premiums paid. The proceeds from securities sold through the exercise of put options are decreased by the premiums paid.

When a Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current value of the option written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains from investments. The difference between the premium and the amount paid effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or, if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security or currency in determining whether the Fund has realized a gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, bears the market risk of an unfavorable change in the price of the security underlying

the written option. Written and purchased options are non-income producing securities.

Written option activity for the period ended April 30, 2010 was as follows:

ALPS | GNI Long-Short Fund:

  Written Call Options    Contracts        Premiums  

  Outstanding, November 2, 2009

   –       $ –   

  Positions opened

   695         139,673   

  Exercised

   –         –   

  Expired

   –         –   

  Closed

   (695)        (139,673)  
 

  Outstanding, April 30, 2010

   –       $ –   
 

  Market Value, April 30, 2010

   –       $ –   
 
     
  Written Put Options    Contracts        Premiums  

  Outstanding, November 2, 2009

   –       $ –   

  Positions opened

   5,045         579,355   

  Exercised

   –         –   

  Expired

   –         –   

  Closed

   (4,130)        (512,845)  
 

  Outstanding, April 30, 2010

   915       $ 66,510   
 

  Market Value, April 30, 2010

        $ 109,220   
 

Short Sales: Each Fund may sell a security it does not own in anticipation of a decline in the fair value of that security. When the Fund sells a security short, it must borrow the security sold short and deliver it to the broker-dealer through which it made the short sale. A gain, limited to the price at which the Fund sold the security short, or a loss, unlimited in size, will be recognized upon the termination of the short sale.

Derivatives Instruments and Hedging Activities: The following tables disclose the amounts related to each Fund’s use of derivative instruments and hedging activities. The Funds may write or purchase option contracts to adjust risk and return of their overall investment positions. The average long option contracts volume and the average long option contracts notional volume during the period ended April 30, 2010 was 1,850 and $11,526,721, respectively. The average short option contracts volume and the average short option contracts notional volume during the period ended April 30, 2010 was 738 and $4,877,899, respectively.


 

46 | April 30, 2010


Table of Contents
Notes to Financial Statements   
        

 

April 30, 2010

 

The effect of derivatives instruments on the Balance Sheet as April 30, 2010 is as follows:

ALPS | GNI long-Short Fund:

     Asset Derivatives    Liability Derivatives     
       

  Derivatives not accounted

  for as hedging instruments

   Balance Sheet
location
   Fair Value    Balance Sheet
location
   Fair Value     

  Equity Contracts

  

Investments,

at value

   $     558,875   

Options written

at value

   $     109,220           
    

  Total

      $ 558,875       $     109,220           
    

The effect of derivatives instruments on the Statement of Operations for the period ended April 30, 2010 is as follows:

ALPS | GNI long-Short Fund:

 

  Derivatives not

  accounted for as

  hedging instruments

  

Location of Gain/(loss) On

Derivatives Recognized in Income

  

Realized Gain/

(Loss) On

Derivatives

Recognized

in Income

  

Change in    

Unrealized    

Gain/(loss)    

On Derivatives      

Recognized    

in Income    

 

  Equity Contracts

   Net realized gain (loss) on Investment securities and Written options/Net change in unrealized appreciation (depreciation) on investments, options, securities sold short and translation of assets and liabilities denominated in foreign currencies    $     (719,766)    $     28,996        
 

  Total

      $ (719,766)    $ 28,996        
 

 

Securities Lending: The predecessor Activa Fund loaned portfolio securities from time to time in order to earn additional income. The income recorded as a result of securities lending transactions is included in “Securities lending income” in the Statement of Operations. The predecessor Activa Fund received collateral in the form of U.S. Treasury obligations, letters of credit and/or cash against the loaned securities and maintained collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities was determined at the close of business of the predecessor Activa Fund and any additional required collateral was delivered to the predecessor Activa Fund on the next business day. If the borrower defaulted on its obligation to return the securities loaned because of insolvency or other reasons, the predecessor Activa Fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. As of April 30, 2010 none of the funds were engaged in securities lending.

Foreign Securities: The Funds may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate currencies, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

Foreign Currency Translation: The books and records of the Funds are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally 4:00 p.m. Eastern time). The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed and is included in realized and unrealized gains or losses on investments, when applicable.

Forward Foreign Currency Transactions: The Funds may engage in currency transactions with counterparties to hedge the value of portfolio securities denominated, in particular currencies against fluctuations in relative value, to gain or reduce exposure to certain currencies or to generate income or gains. All commitments are marked to market daily at the applicable exchange rates and any resulting unrealized gains or losses are recorded in the Fund’s financial statements. The Fund records realized gains or losses at the time a forward contract is offset by entry into a closing transaction or extinguished by delivery of the currency. The Funds did not have forward foreign currency contracts at April 30, 2010.

Expenses: Some expenses of the Trust can be directly attributed to the Fund or the Fund-specific share class. Expenses which cannot be directly attributed are apportioned among all Funds in the Trust based on average net assets.


 

47 | April 30, 2010


Table of Contents
Notes to Financial Statements   
        

 

April 30, 2010

 

Use of Estimates: The Funds’ financial statements are prepared in accordance with accounting principles generally accepted in the United States of America. This requires management to make estimates and assumptions that affect (a) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and (b) the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from these estimates.

Payment by Affiliate: During the year ended July 31, 2009, the predecessor China Fund was reimbursed $1,000 by Clas Finlay LLC (the predecessor China Fund’s former sub-adviser) for a trading error.

Income Taxes: The Funds comply with the requirements under Subchapter M of the Internal Revenue Code applicable to regulated investment companies and intend to distribute substantially all of their net taxable income and net capital gains, if any, each year. The Funds are not subject to income taxes to the extent such distributions are made.

During the fiscal year or period ended April 30, 2010, none of the Funds have a liability for any unrecognized tax benefits in the accompanying financial statements. The Funds file income tax returns in the U.S. federal jurisdiction and the State of Colorado.

 

For the years ended December 31, 2006 through April 30, 2010 for the U.S. federal jurisdiction, for the years ended December 31, 2005 through December 31, 2008 for Michigan, and for the year ended April 30, 2010 for Colorado, the predecessor Activa Fund’s and the current Activa Value Fund’s returns are still open to examination by the appropriate taxing authority.

Distributions to Shareholders: The Funds normally pay dividends and distribute capital gains, if any, on an annual basis. Income dividend distributions are derived from interest and other income each Fund receives from its investments, including distributions of short-term capital gains. Capital gain distributions are derived from gains realized when a Fund sells a security it has owned for more than a year. Each Fund may make additional distributions and dividends at other times if the respective portfolio manager believes doing so may be necessary for the Fund to avoid or reduce taxes. Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain were recorded by the Fund.


 

 The tax character of the distributions paid by the Funds for the fiscal year or period ended April 30, 2010 is as follows:

 

  Fund   Distributions
paid from
Ordinary Income
  Distributions
paid from
Long-Term
Capital Gain
 

Distributions
paid from
Return

of Capital

  Total   Foreign      
Taxes Passed    
Through      
 

  Activa Value Fund

  $   $   $   $   $ –    

  ALPS | GNI Long-Short Fund

                    –    

  ALPS | Red Rocks Listed Private Equity Fund

            7,822,938                   7,822,938     –    

  Clough China Fund

    203,634                         –                 38,218     241,852     24,381    
 

Components of Earnings: At April 30, 2010, permanent differences in book and tax accounting were reclassified. These differences had no effect on net assets and were primarily attributed to differences in book and tax distributions and certain other investments. The reclassifications were as follows:

 

  Fund  

Increase/(Decrease)

Paid In-Capital

   

Increase/(Decrease)

Accumulated Net

Investment Income

 

Increase/(Decrease)    

Accumulated Net      

Realized Gain      

 

  Activa Value Fund

  $      $   $ –             

  ALPS | GNI Long-Short Fund

    (86,106     89,106     (3,000)            

  ALPS | Red Rocks Listed Private Equity Fund

    (3,466     1,374,277             (1,370,811)            

  Clough China Fund

    (343,028     235,106     107,922             
 

 

48 | April 30, 2010


Table of Contents
Notes to Financial Statements   
             

 

April 30, 2010

 

Post October Losses: Under current tax law, capital and currency losses realized after October 31 may be deferred and treated as occurring on the first day of the following fiscal year. These losses, if applicable, will be deferred for tax purposes and recognized during the fiscal year ending April 30, 2011.

As of April 30, 2010, the components of distributable earnings on a tax basis were as follows:

 

   Fund    Undistributed
ordinary
income
     Accumulated  
net realized
gain/(loss)
       Post-October  
Deferrals
     Other Book
to Tax
Differences
   Unrealized    
Appreciation    

  Activa Value Fund

   $ 245,095    $ (13,149,149    $ (1,750,905    $    $ 8,696,992    

  ALPS | GNI Long-Short Fund

          _         (2,131,456           45,577    

  ALPS | Red Rocks Listed Private Equity Fund

     2,902,442      (14,656,783      (71,291           1,196,249    

  Clough China Fund

          (4,567,049      (3,421           9,112,060    

Capital Loss Carry Forwards: Accumulated capital losses noted below represent net capital loss carryovers as of April 30, 2010 that may be available to offset future realized capital gains and thereby reduce future taxable gains distributions. The following table shows the expiration dates of the carryovers.

 

   Fund   

April 30,

2016

   April 30,
2017
  

April 30,

2018

     Accumulated    
Capital Losses    
    

  Activa Value Fund

   $       10,368,867    $       2,780,282    $       $ 13,149,149       

  ALPS | GNI Long-Short Fund

                       –       

  ALPS | Red Rocks Listed Private Equity Fund

          338,681      (14,318,102      14,656,783       

  Clough China Fund

     4,567,049                   4,567,049       

As of April 30, 2010, net unrealized appreciation/(depreciation) of investments based on federal tax cost was as follows:

 

   Fund    Gross
appreciation
on investments
(excess of value
over tax cost)
   Gross
depreciation
on investments
(excess of tax
cost over value)
     Net
depreciation
of foreign
currency and
derivatives
     Net unrealized
appreciation
   Total cost for    
federal income    
tax purposes    

  Activa Value Fund

   $ 11,737,209    $ (3,040,217    $       $ 8,696,992    $ 53,450,436    

  ALPS | GNI Long-Short Fund

     283,867      (229,897      (8,393      45,577      10,891,551    

  ALPS | Red Rocks Listed

              

  Private Equity Fund

     6,255,047      (5,057,461      (1,337      1,196,249      110,812,165    

  Clough China Fund

     10,114,217      (1,002,118      (39      9,112,060      40,994,678    

2. SECURITIES TRANSACTIONS

 

Purchases and sales of securities, excluding short term securities during the fiscal year or period ended April 30, 2010 were as follows:

 

   Fund    Purchases of
Securities
   Proceeds    
from Sales of    
Securities     

  Activa Value Fund

   $ 8,111,109    $ 29,801,845    

  ALPS | GNI Long-Short Fund

     22,027,208      14,192,384    

  ALPS | Red Rocks Listed Private Equity Fund

     79,220,769      40,475,104    

  Clough China Fund

     47,538,008      50,258,789    

 

49 | April 30, 2010


Table of Contents
Notes to Financial Statements   
        

 

April 30, 2010

 

3. CAPITAL SHARE TRANSACTIONS

 

Shares redeemed within 90 days of purchase may incur a 2% short-term redemption fee deducted from the redemption amount, with the exception of Activa Value Fund shares. ALPS | GNI Long-Short Fund, ALPS | Red Rocks Listed Private Equity Fund and Clough China Fund retained $0, $16,722, and $9,065, respectively, for the fiscal year or period ended April 30, 2010, which is reflected in “Shares redeemed” in the Statement of Changes in Net Assets. Transactions in shares of capital stock for the last two full fiscal years were as follows:

 

     Activa Value Fund(a)
      For the Period
January 1, 2010
through
April 30, 2010
   For the Year Ended
December 31, 2009
   For the Year Ended    
December 31,  2008    

 Class A

        

    Shares sold

   236,002        433,024            310,678        

    Dividends reinvested

   –        84,159            123,473        

    Shares redeemed

   (3,133,694)       (715,207)           (723,115)       
 

    Net increase/(decrease) in shares outstanding

   (2,897,692)       (198,024)           (288,964)       
 

 Class C

        

    Shares sold

   N/A        N/A            N/A        

    Dividends reinvested

   N/A        N/A            N/A        

    Shares redeemed

   N/A        N/A            N/A        
 

    Net increase/(decrease) in shares outstanding

   N/A        N/A            N/A        
 

 Class I (c)(d)

        

    Shares sold

   217,071        2,184,008            116,500        

    Dividends reinvested

   –        28,213            9,963        

    Shares redeemed

   (334,099)       (468,350)           (81,393)       
 

    Net increase/(decrease) in shares outstanding

   (117,028)       1,743,871            45,070        
 

 Class R

        

    Shares sold

   N/A        N/A            N/A        

    Dividends reinvested

   N/A        N/A            N/A        

    Shares redeemed

   N/A        N/A            N/A        
 

    Net increase/(decrease) in shares outstanding

   N/A        N/A            N/A        
 

 Class Z (e)

        

    Shares sold

   N/A        N/A            N/A        

    Dividends reinvested

   N/A        N/A            N/A        

    Shares redeemed

   N/A        N/A            N/A        
 

    Net increase/(decrease) in shares outstanding

   N/A        N/A            N/A        
 

 

  (a)

Effective March 9, 2010, the Board approved changing the fiscal year-end of the Fund from December 31 to April 30.

  (b)

Effective March 9, 2010, the Board approved changing the fiscal year-end of the Fund from July 31 to April 30.

  (c)

Prior to close of business August 28, 2009, Class I of the Activa Fund was known as Class R.

  (d)

Prior to the close of business on January 15, 2010, Class I of the Clough China Fund was known as Institutional Class.

  (e)

As a result of the reorganization (Note 1), the Clough China Fund no longer offers Class Z shares. Effective as of the close of business January 15, 2010, holders of Class Z shares of the predecessor China Fund received Class A shares of the Fund.

 

50 | April 30, 2010


Table of Contents
Notes to Financial Statements   
             

 

April 30, 2010

 

  ALPS | GNI  

  Long–Short Fund  

  

ALPS | Red Rocks Listed

Private Equity Fund

   Clough China Fund(b)
  For the Period  
  November 2, 2009  
  (Inception) through  
  April 30, 2010  
  

For the Year

Ended

April 30, 2010

  

For the Year

Ended

April 30, 2009

  

For the Period

August 1, 2009

through

April 30, 2010

  

For the Year

Ended

July 31, 2009

(000)

  

  For the Year  

  Ended  

  July 31, 2008  

  (000)  

7,546           6,906,283          9,511,389          1,255,330          458      584     
–           1,155,886          79,707          2,123          10      194     
–           (2,893,408)         (1,861,807)         (604,582)         (679)     (801)    
 
7,546           5,168,761          7,729,289          652,871          (211)     (23)    
 
N/A           N/A          N/A          118,832          144      296     
N/A           N/A          N/A          –          1      80     
N/A           N/A          N/A          (208,520)         (276)     (426)    
 
N/A           N/A          N/A          (89,688)         (131)     (50)    
 
1,243,775           6,896,703          5,208,527          224,363          1      1     
–           384,322          30,427          4,881          16      215     
(105,349)          (2,206,417)         (1,619,737)         (216)         (1)     (627)    
 
1,138,426           5,074,608          3,619,217          229,028          16      (411)    
 
N/A           4,030          4          –          N/A      N/A     
N/A           508          8          –          N/A      N/A     
N/A           (735)         (4)         –          N/A      N/A     
 
N/A           3,803          8          –          N/A      N/A     
 
N/A           N/A          N/A          828,700          507      366     
N/A           N/A          N/A          5,297          6      66     
N/A           N/A          N/A          (1,543,589)         (137)     (248)    
 
N/A           N/A         N/A          (709,592)         376      184     
 

 

51 | April 30, 2010


Table of Contents
Notes to Financial Statements   
        

 

April 30, 2010

 

4. MANAGEMENT AND RELATED-PARTY TRANSACTIONS

 

ALPS Advisors, Inc. (“AAI” or “Adviser”), subject to the authority of the Board, is responsible for the overall management and administration of each Fund’s business affairs. AAI has delegated daily management of the funds listed below to the corresponding sub-adviser listed in the table below. Each sub-adviser manages the investments of the Fund in accordance with its investment objective, policies and limitations and investment guidelines established jointly by the Adviser and the Board.

 

  Fund    Sub-Adviser

  Activa Value Fund

  

Wellington Management Company, LLP

  ALPS | GNI Long-Short Fund

  

GNI Capital, Inc.

  ALPS | Red Rocks Listed Private Equity Fund

  

Red Rocks Capital LLC

  Clough China Fund

  

Clough Capital Partners, LP

Pursuant to an Investment Advisory Agreement (the “Advisory Agreement”), each Fund pays AAI an annual management fee which is based on each Fund’s average daily net assets. The following table reflects the Funds’ contractual management fee rates (expressed as an annual rate).

 

  Fund    Contractual
Management Fee

  Activa Value Fund

   0.95%

  ALPS | GNI Long-Short Fund

   1.30%

  ALPS | Red Rocks Listed Private Equity Fund

   0.85%

  Clough China Fund

   1.35%

Pursuant to an Investment Sub-advisory Agreement, AAI pays each sub-adviser an annual sub-advisory management fee which is based on each Fund’s average daily assets. AAI is required to pay all fees due to each sub-adviser out of the management fee AAI receives from each Fund. The following table reflects the Funds’ contractual sub-advisory fee rates.

 

  Fund  

Average Daily Net

Assets of the Fund

   Contractual
Sub-Advisory
Fee

  Activa

  First $250 Million    0.50%

  Value Fund

  $250 Million - $500 Million    0.40%
  Over $500 Million    0.30%

  ALPS | GNI

  First $10 Million    0.85%

  Long-Short Fund

  Over $10 Million    0.65%

  ALPS | Red Rocks

  All Asset Levels    0.57%

  Listed Private

    

  Equity Fund

    

  Clough

  All Asset Levels    0.90%

  China Fund

        

AAI with each Fund and with Red Rocks Capital LLC for ALPS | Red Rocks Listed Private Equity Fund, have contractually agreed to limit the amount of each Fund’s total annual expenses

 

(exclusive of distribution and service (12b-1) fees (except Clough China Fund A, C, and I shares), acquired fund fees and expenses, brokerage expenses, interest expense, short sale dividend expense, taxes and extraordinary expenses) that exceed the following annual rates below. These agreements are reevaluated on an annual basis. Without these agreements, expenses could be higher.

 

  Fund  

Expense

limit %

 

Term of Expense

Limit Agreement

  Activa Value Fund

  1.15%   03/09/2010 - 08/31/2011

  ALPS | GNI

  Long-Short Fund

  2.00%   03/09/2010 -08/31/2011

  ALPS | Red Rocks

  Listed Private

  Equity Fund

  1.25%   03/09/2010 -08/31/2011

  Clough China Fund -

  Class A Shares

  1.85%   01/19/10 - 12/31/2010

  Clough China Fund -

  Class C Shares

  2.70%   01/19/10 - 12/31/2010

  Clough China Fund -

  Class I Shares

  1.40%   01/19/10 - 12/31/2010

  Clough China Fund -

  Class A Shares

  3.00%   01/01/11 - 12/31/2018

  Clough China Fund -

  Class C Shares

  3.75%   01/01/11 - 12/31/2018

  Clough China Fund -

  Class I Shares

  2.75%   01/01/11 - 12/31/2018

In addition, each Fund’s organizational expenses have been borne by AAI. The Adviser, and Red Rocks Capital LLC for ALPS | Red Rocks Listed Private Equity Fund, will be permitted to recover, on a class-by-class basis, expenses it has borne through the agreements described above to the extent that each Fund’s expenses in later periods fall below the annual rates set forth in the relevant agreement. The Funds will not be obligated to pay any such deferred fees and expenses more than one year after the end of the fiscal year in which the fee and expense was deferred.

ALPS Distributors, Inc. (an affiliate of ALPS and AAI) (“ADI” or the “Distributor”) acts as the distributor of the Funds’ shares pursuant to a Distribution Agreement with the Trust. Shares are sold on a continuous basis by ADI as agent for the Fund, and ADI has agreed to use its best efforts to solicit orders for the sale of Fund shares, although it is not obliged to sell any particular amount of shares. ADI is not entitled to any compensation for its services as Distributor. ADI is registered as a broker-dealer with the Securities and Exchange Commission.

Each Fund has adopted a Distribution and Services Plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act for the Class A shares. The Plan allows the Fund to use its Class A and Class C assets, respectively, to pay fees in connection with the distribution, marketing and/or the provision of shareholder services to Class A and Class C shareholders, respectively. The Plan permits payment for services in connection with the administration of plans or


 

 

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Notes to Financial Statements   
             

 

April 30, 2010

 

programs that use Class A and Class C shares, respectively, of each Fund as their funding medium and for related expenses. The Plan permits each Fund to make total payments at an annual rate of up to 0.25% for A Shares and 0.75% for C Shares of the Fund’s average daily net assets attributable to its Class A shares and Class C Shares, respectively. Because these fees are paid out of a Fund’s share class assets on an ongoing basis, over time they will increase the cost of an investment in Class A shares and Class C Shares, and Plan fees may cost an investor more than other types of sales charges. Clough China Fund currently only fund in the Trust offering Class C Shares.

The ALPS | Red Rocks Listed Private Equity Fund Class A shares and the Clough China Fund Class C shares have adopted a shareholder services plan (a “Shareholder Services Plan”). Under the Shareholder Services Plan for each Fund, the Funds are authorized to pay banks and their affiliates and other institutions, including broker-dealers and Fund affiliates (“Participating Organizations”), an aggregate fee in an amount not to exceed on an annual basis 0.15% for ALPS|Red Rocks Listed Private Equity Fund Class A shares and 0.25% for Clough China Fund Class C shares of the average daily net asset value of the Class A shares and Class C shares, respectively, attributable to or held in the name of a Participating Organization for its clients as compensation for providing shareholder service activities, which do not include distribution services, pursuant to an agreement with a Participating Organization.

 

ALPS (an affiliate of ADI and AAI) serves as administrator to the Funds and the Funds have agreed to pay expenses incurred in connection with their administrative activities. Pursuant to an Administrative Agreement, ALPS will provide operational services to the Funds including, but not limited to fund accounting and fund administration and generally assist in each Fund’s operations. The Annual Administrative Fee is based on each Fund’s average daily net assets and will be billed monthly, in the amounts shown to the right.

 

  Fund   Average Daily Net
Assets of the Fund
   Annual
Administrative
Fee

  Activa Value

  Fund

  All Asset Levels    0.15%

  ALPS | GNI

    

  Long-Short Fund

  First $500 Million    0.08%
  $500 Million - $1 Billion    0.06%
  Over $1 Billion    0.04%

  ALPS | Red Rocks

  Listed Private

  Equity Fund

  First $500 Million    0.08%
  $500 Million - $1 Billion    0.06%
  Over $1 Billion    0.04%

  Clough

    

  China Fund

  All Asset Levels    0.15%

 

Beneficial Ownership: The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of any class of a fund creates a presumption of control of each Fund, under Section 2(a)(9) of the 1940 Act. Beneficial owners owning more than 25% of the voting securities of each class of each fund, as of April 30, 2010, are listed below:

 

  Fund    Shareholder Name   Percentage Interest        

  Activa Value Fund - Class I Shares

   Fidelity Investments   100.00%       

  ALPS|GNI Long-Short Fund - Class A Shares

   ALPS Fund Services, Inc.   66.26%      

  ALPS|GNI Long-Short Fund - Class A Shares

   Charles Schwab & Co. Inc.   33.74%      

  ALPS|GNI Long-Short Fund - Class I Shares

   Charles Schwab & Co. Inc.   53.27%      

  ALPS|GNI Long-Short Fund - Class I Shares

   NFS LLC   46.29%      

  ALPS|Red Rocks Listed Private Equity Fund - Class A Shares

   NFS LLC   81.17%      

  ALPS|Red Rocks Listed Private Equity Fund - Class I Shares

   Charles Schwab & Co. Inc   52.74%      

  ALPS|Red Rocks Listed Private Equity Fund - Class I Shares

   NFS LLC   46.32%      

  ALPS|Red Rocks Listed Private Equity Fund - Class R Shares

   NFS LLC   96.89%      

  Clough China Fund - Class C Shares

   Merrill Lynch   39.10%      

  Clough China Fund - Class I Shares

   John Clay   50.27%      

  Clough China Fund - Class I Shares

   Merrill Lynch   27.35%      

 

5. INDEMNIFICATIONS

 

Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

 

6. SUBSEQUENT EVENTS

 

Management has evaluated whether any events or transactions occurred subsequent to April 30, 2010 through the date of issuance of the Funds’ financial statements and determined that there were no other material events or transactions that would require recognition or disclosure in the Funds’ financial statements.

 

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Report of Independent Registered Public Accounting Firm
               

 

To the Shareholders and Board of Trustees of Financial Investors Trust:

We have audited the accompanying statements of assets and liabilities of Listed Private Equity Fund, Activa Value Fund, ALPS/GNI Long-Short Fund and Clough China Fund, four of the portfolios of Financial Investors Trust (the “Funds”), including the statement of investments, as of April 30, 2010; and the related statements of operations for the periods then ended; the statements of changes in net assets for the period from January 1, 2010 to April 30, 2010 and the year ended December 31, 2009, for the Activa Value Fund, for the period from November 2, 2009 (inception) to April 30, 2010 for the ALPS/GNI Long-Short Fund, for the period from August 1, 2009 to April 30, 2010 for the Clough China Fund, and for the years ended April 30, 2010 and 2009 for the Listed Private Equity Fund; and the financial highlights for the period from January 1, 2010 to April 30, 2010 and the year ended December 31, 2009, for the Activa Value Fund, for the period from November 2, 2009 (inception) to April 30, 2010 for the ALPS/GNI Long-Short Fund, for the period from August 1, 2009 to April 30, 2010 for the Clough China Fund, and for the years ended April 30, 2010 and 2009, and for the period ended April 30, 2008 for the Listed Private Equity Fund. 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. The statement of changes in net assets of the Activa Value Fund for the year ended December 31, 2008 and the financial highlights of the Activa Value Fund for each of the four years in the period ended December 31, 2008, were audited by other auditors whose report, dated February 17, 2009, expressed an unqualified opinion on the statement of changes in net assets and financial highlights. The statement of operations and the statement of changes in net assets of the Clough China Fund for the year ended July 31, 2009 and the financial highlights of the Clough China Fund for the period from December 30, 2005 (inception) to July 31, 2006 and for each of the three years in the period ended July 31, 2009, were audited by other auditors whose report, dated September 21, 2009, expressed an unqualified opinion on the statement of changes in net assets and financial highlights.

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. The Funds are 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 purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of April 30, 2010, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. 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 Listed Private Equity Fund, Activa Value Fund, ALPS/GNI Long-Short Fund and Clough China Fund as of April 30, 2010, the results of its operations for the periods then ended, the changes in its net assets for the period from January 1, 2010 to April 30, 2010 and the year ended December 31, 2009 for the Activa Value Fund, for the period from November 2, 2009 (inception) to April 30, 2010 for the ALPS/ GNI Long-Short Fund, for the period from August 1, 2009 to April 30, 2010 for the Clough China Fund, and for the years ended April 30, 2010 and 2009 for the Listed Private Equity Fund; and the financial highlights for the period from January 1, 2010 to April 30, 2010 and the year ended December 31, 2009, for the Activa Value Fund, for the period from November 2, 2009 (inception) to April 30, 2010 for the ALPS/GNI Long-Short Fund, for the period from August 1, 2009 to April 30, 2010 for the Clough China Fund, and for the years ended April 30, 2010 and 2009, and for the period ended April 30, 2008 for the Listed Private Equity Fund, in conformity with accounting principles generally accepted in the United States of America.

/s/ DELOITTE & TOUCHE LLP

Denver, Colorado

June 23, 2010

 

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Additional Information
             

 

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  1. FUND HOLDINGS

 

The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-Q within 60 days after the end of the period. Copies of the Funds’ Form N-Q are available without charge on the SEC website at http://www.sec. gov. You may also review and copy the Form N-Q at the SEC’s Public Reference Room in Washington, D.C. For more information about the operation of the Public Reference Room, please call the SEC at 1-800-SEC-0330.

 

  2. FUND PROXY VOTING POLICIES, PROCEDURES AND SUMMARIES

 

Fund policies and procedures used in determining how to vote proxies and information regarding how each of the Funds voted proxies relating to portfolio securities during the most recent prior 12-month period ending June 30 will be available without charge, (1) upon request, by calling (866) 759-5679 and (2) on the SEC’s website at http://www.sec.gov.

 

  3. TAX DESIGNATIONS

 

The Funds designate the following for federal income tax purposes for the fiscal year ended April 30, 2010:

 

      Qualified
Dividend
Income
    Dividend
Received
Deduction
 

  Activa Value Fund

   0.00   0.00

  ALPS | GNI Long-Short Fund

   0.00   0.00

  ALPS | Red Rocks Listed Private Equity Fund

   5.94   0.00

  Clough China Fund

   20.58   1.61

Pursuant to Section 853(c) of the internal Revenue Code, the Clough China Fund designates $24,381 as foreign taxes paid and $515,939 as foreign source income earned as of April 30, 2010.

 

  4. DISCLOSURE REGARDING APPROVAL OF FUND ADVISORY AGREEMENTS

 

Activa Value Fund

On June 9, 2009, the Trustees met in person to discuss, among other things, the approval of the Investment Advisory Agreement between the Trust and the Adviser (the “Advisory Agreement”) and the Investment Sub-Advisory Agreement among the Trust, the Adviser and Wellington Management Company, LLP (“Wellington”), the sub-adviser for the Activa Value Fund (the “Sub-Advisory Agreement, together with the Advisory Agreement, the “Fund Advisory Agreements”) in accordance with Section 15(a) of the 1940 Act. The Trustees were informed that the Adviser, as the investment adviser, has responsibility for the investment and management of the Fund’s assets and securities. The Independent Trustees met with independent legal counsel during executive session and discussed the Fund Advisory Agreements and other related materials.

 

In approving the Investment Advisory Agreement with the Adviser and the Sub-Advisory Agreement with Wellington, the Trustees, including the Independent Trustees, considered the following factors with respect to the Fund:

Investment Advisory Fee Rate: The Trustees reviewed and considered the tiered contractual annual advisory fee to be paid by (a) the Trust, on behalf of the Fund, to the Adviser of (i) 0.95% of the Fund’s daily average net assets of $0-$250M; (ii) 0.85% of the Fund’s daily average net assets between $250M-$500M ; and (iii) 0.75% of the Fund’s daily average net assets over $500M and (b) by the Adviser to Wellington of (i) 0.50% of the Fund’s daily average net assets of $0-$250M; (ii) 0.40% of the Fund’s daily average net assets between $250M-$500M; and (iii) 0.30% of the Fund’s daily average net assets over $500M, in light of the extent and quality of the advisory services provided by the Adviser and Wellington to the Fund.

The Board received and considered information comparing the Fund’s contractual advisory fees and overall expenses with those of funds in both the relevant expense group and universe of funds provided by Lipper, an independent provider of investment company data, as well as the Fund’s direct competitors.

Based on such information, the Trustees further determined that the tiered contractual annual advisory fees set forth above and the total expense ratio of 1.40% and 1.15% for Class A and Class I, respectively, of the Fund, taking into account the contractual fee waivers in place, is comparable to others within the Fund’s peer universe.

Nature, Extent and Quality of the Services under the Fund Advisory Agreements: The Trustees received and considered information regarding the nature, extent and quality of services provided to the Fund under the Advisory Agreement and the Sub-Advisory Agreement. The Trustees reviewed certain background materials supplied by the Adviser and Wellington in each of their presentations, including their Forms ADV.

The Trustees reviewed and considered the Adviser’s and Wellington’s investment advisory personnel, their history as asset managers, their performance and the amount of assets currently under management by the Adviser and Wellington. The Trustees also reviewed the research and decision-making processes utilized by the Adviser and Wellington, including the methods adopted to seek to achieve compliance with the investment objectives, policies and restrictions of the Fund.

The Trustees considered the background and experience of the Adviser’s and Wellington’s management in connection with the Fund, including reviewing the qualifications, backgrounds and responsibilities of the management team primarily responsible for the day-to-day portfolio management of the Fund and the extent of the resources devoted to research and analysis of actual and potential investments.


 

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The Trustees also reviewed, among other things, the Adviser’s and Wellington’s insider trading policies and procedures and a description of their Codes of Ethics.

Performance: The Trustees reviewed performance information for the Predecessor Fund for the 1-, 3-, 5- and 10-year periods ended March 31, 2009 and since inception (December 31, 1999). That review included a comparison of the Fund’s performance to the performance of a group of comparable funds selected by Lipper and the Russell 1000 Value Index, the Fund’s benchmark. The Trustees also considered Wellington’s representations about the effect of recent market turmoil on the Fund’s performance. The Trustees also considered Wellington’s performance and reputation generally and its investment techniques, risk management controls and decision-making processes.

The Adviser’s Profitability: The Trustees received and considered a profitability analysis prepared by the Adviser’s based on the fees payable under the Advisory Agreement. The Trustees considered the profits, if any, anticipated to be realized by the Adviser in connection with the operation of the Fund. The Board then reviewed the Adviser’s and Wellington’s financial statements in order to analyze the financial condition and stability and profitability of each adviser.

Economies of Scale: The Trustees considered whether economies of scale in the provision of services to the Fund were being passed along to the shareholders.

Other Benefits to the Adviser and Wellington: The Trustees reviewed and considered any other benefits derived or to be derived by the Adviser and Wellington from their relationship with the Fund, including soft dollar arrangements.

In selecting the Adviser as the Fund’s investment adviser and Wellington as the Fund’s sub-adviser and approving the Advisory Agreement and Sub-Advisory Agreement and the fees charged under each agreement, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to approve the Advisory Agreement and Sub-Advisory Agreement. Further, the Independent Trustees were advised by separate independent legal counsel throughout the process. The Trustees, including all of the Independent Trustees, concluded that:

 

  »

the investment advisory fees to be received by the Adviser with respect to the Fund were comparable to others with in the Fund’s peer universe;

  »

the nature, extent and quality of services rendered by the Adviser under the Advisory Agreement and by Wellington under the Sub-Advisory Agreement were adequate;

  »

the profit, if any, anticipated to be realized by the Adviser in connection with the operation of the Fund is fair to the Trust, especially in light of the fee waiver agreement between the Trust and the Adviser; and

  »

there were no material other benefits accruing to the Adviser or Wellington in connection with its relationship with the Fund.

 

Based on the Trustees’ deliberations and their evaluation of the information described above, the Trustees, including all of the Independent Trustees, concluded that the Adviser’s and Wellington’s compensation for investment advisory services is consistent with the best interests of the Fund and its shareholders.

ALPS/GNI Long-Short Fund

On August 28, 2009, the Trustees met in person to discuss, among other things, the approval of the Investment Advisory Agreement between the Trust and the Adviser (the “Advisory Agreement”) and the Investment Sub-Advisory Agreement among the Trust, the Adviser and GNI Capital, Inc. (“GNI Capital”), the sub-adviser for the ALPS/GNI Long-Short Fund (the “Sub-Advisory Agreement, together with the Advisory Agreement, the “Fund Advisory Agreements”) in accordance with Section 15(a) of the 1940 Act. The Trustees were informed that the Adviser, as the investment adviser, has responsibility for the investment and management of the Fund’s assets and securities. The Independent Trustees met with independent legal counsel during executive session and discussed the Fund Advisory Agreements and other related materials.

In approving the Advisory Agreement with the Adviser and the Sub-Advisory Agreement with GNI Capital, the Trustees, including the Independent Trustees, considered the following factors with respect to the Fund:

Investment Advisory Fee Rate: The Trustees reviewed and considered the contractual annual advisory fee to be paid by (a) the Trust, on behalf of the Fund, to the Adviser of 1.30% of the Fund’s daily average net assets and (b) by the Adviser to GNI Capital of (i) 0.85% based on the Fund’s average net assets between $0 - $10 million and (ii) 0.65% based on the Fund’s average net assets over $10 million, in light of the extent and quality of the advisory services provided by the Adviser and GNI Capital to the Fund.

The Board received and considered information comparing the Fund’s contractual advisory fees and overall expenses with those of funds in the relevant expense group and universe of funds provided by Lipper, an independent provider of investment company data.

Based on such information, the Trustees further determined that the contractual annual advisory fees set forth above and the total expense ratio (after waivers) of 2.25% and 2.00% for Class A and Class I shares, respectively, of the Fund, taking into account the contractual fee waivers in place, is comparable to others within the Fund’s peer universe.

Nature, Extent and Quality of the Services under the Advisory Agreement and the Sub-Advisory Agreement: The Trustees received and considered information regarding the nature, extent and quality of services provided to the Fund under the Advisory Agreement and the Sub-Advisory Agreement. The Trustees reviewed certain background materials supplied by the Adviser and GNI Capital in each of their presentations, including their Forms ADV.

The Trustees reviewed and considered the Adviser’s and GNI Capital’s investment advisory personnel, their history as asset managers, their performance and the amount of assets currently under management by the Adviser and GNI Capital. The Trustees


 

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Additional Information   
        

 

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also reviewed the research and decision-making processes utilized by the Adviser and GNI Capital, including the methods adopted to seek to achieve compliance with the investment objectives, policies and restrictions of the Fund.

The Trustees considered the background and experience of the Adviser’s and GNI Capital’s management in connection with the Fund, including reviewing the qualifications, backgrounds and responsibilities of the management team primarily responsible for the day-to-day portfolio management of the Fund and the extent of the resources devoted to research and analysis of actual and potential investments.

The Trustees also reviewed the accompanying compliance-related materials with respect to the Fund.

Performance: The Trustees noted that since the Fund has not yet begun operations, there was no performance to be reviewed or analyzed at this time.

The Advisers’ Profitability: The Trustees received and considered a projected profitability analysis prepared by the Adviser based on the fees payable under the Advisory Agreement. Based on the allocation methodologies used by the Adviser, the Trustees considered the near-term losses projected to be realized by the Adviser in connection with the operation of the Fund. The Board then reviewed and discussed the Adviser’s and GNI Capital’s financial statements in order to analyze the financial condition and stability and profitability of each adviser.

Economies of Scale: The Trustees considered whether economies of scale in the provision of services to the Fund would be passed along to the shareholders. The Trustees considered whether any economies of scale, fall-out benefits or any other direct or indirect benefits would accrue to the Adviser or GNI Capital from their relationship with the Trust.

Other Benefits to the Advisers: The Trustees reviewed and considered any other benefits derived or to be derived by the Adviser and GNI Capital from their relationship with the Fund, including soft-dollar arrangements.

The Board summarized its deliberations with respect to the Advisory Agreement with the Adviser and the Sub-Advisory Agreement with GNI Capital. In selecting the Adviser and GNI Capital and approving the investment advisory and sub-advisory agreements and fees under such agreements, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to approve the investment advisory and sub-advisory agreements. Further, the Trustees, including all of the Independent Trustees, concluded that:

 

  »

the investment advisory fees to be received by the Adviser with respect to the Fund were comparable to others with in the Fund’s peer universe;

  »

the nature, extent and quality of services rendered by the Adviser under the Advisory Agreement and by GNI Capital under the Sub-Advisory Agreement were adequate;

 

  »

there was no performance to date with respect to the Fund;

  »

the profit, if any, anticipated to be realized by the Adviser in connection with the operation of the Fund is fair to the Trust, especially in light of the fee waiver agreement between the Trust and the Adviser; and

  »

there were no material other benefits accruing to the Adviser or GNI Capital in connection with its relationship with the Fund.

  »

Based on the Trustees’ deliberations and their evaluation of the information described above, all of the Trustees, including all of the Independent Trustees in person at the meeting, concluded that the Adviser’s and GNI Capital’s compensation for investment advisory services is consistent with the best interests of the Fund and its shareholders.

ALPS/Red Rocks Listed Private Equity Fund

On August 28, 2009, the Trustees met in person to discuss, among other things, the renewal and approval of the Investment Advisory and Management Agreement between the Trust and the Adviser (the “Advisory Agreement”) and the Investment Sub-Advisory Agreement among the Trust, the Adviser and Red Rocks Capital LLC (“Red Rocks”), the sub-adviser for the ALPS/Red Rocks Listed Private Equity Fund (the “Sub-Advisory Agreement, together with the Advisory Agreement, the “Fund Advisory Agreements”) in accordance with Section 15(c) of the 1940 Act. The Independent Trustees met with independent legal counsel during executive session and discussed the Fund Advisory Agreements and other related materials.

In renewing and approving the Investment Advisory and Management Agreement with the Adviser and the Sub-Advisory Agreement with Red Rocks, the Trustees, including the Independent Trustees, considered the following factors with respect to the Fund:

Investment Advisory Fee Rate: The Trustees reviewed and considered the contractual annual advisory fee to be paid by (a) the Trust, on behalf of the Fund, to the Adviser of 0.85% of the Fund’s daily average net assets and (b) by the Adviser to Red Rocks of 0.57% based on the Fund’s average net assets, in light of the extent and quality of the advisory services provided by the Adviser and Red Rocks to the Fund.

The Board received and considered information comparing the Fund’s contractual advisory fees and overall expenses with those of funds in both the relevant expense group and universe of funds provided by Lipper, an independent provider of investment company data, as well as the Fund’s direct competitors.

Based on such information, the Trustees further determined that the contractual annual advisory fees set forth above and the total expense ratio (after waivers) of 1.50%, 1.25% and 1.75% for Class A, Class I and Class R shares, respectively, of the Fund, taking into account the contractual fee waivers in place, is comparable to others within the Fund’s peer universe.

Nature, Extent and Quality of the Services under the Advisory Agreement and the Sub-Advisory Agreement: The Trustees received and considered information regarding the nature, extent and quality of services provided to the Fund under the Advisory Agreement and the Sub-Advisory Agreement. The Trustees


 

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Additional Information   
        

 

April 30, 2010 (Unaudited)

 

reviewed certain background materials supplied by the Adviser and Red Rocks in each of their presentations, including their Forms ADV.

The Trustees reviewed and considered the Adviser’s and Red Rocks’ investment advisory personnel, their history as asset managers, their performance and the amount of assets currently under management by the Adviser and Red Rocks. The Trustees also reviewed the research and decision-making processes utilized by the Adviser and Red Rocks, including the methods adopted to seek to achieve compliance with the investment objectives, policies and restrictions of the Fund.

The Trustees considered the background and experience of the Adviser’s and Red Rocks’ management in connection with the Fund, including reviewing the qualifications, backgrounds and responsibilities of the management team primarily responsible for the day-to-day portfolio management of the Fund and the extent of the resources devoted to research and analysis of actual and potential investments.

The Trustees also reviewed the accompanying compliance-related materials and also noted that they have received reports on these services and compliance issues from the Adviser and Red Rocks at each regular Board meeting throughout the year related to the services rendered by the Adviser and Red Rocks with respect to the Fund.

Fund Performance: The Trustees reviewed performance information for the Fund for the one-year and since inception (December 31, 2007) periods ended July 31, 2009. That review included a comparison of the Fund’s performance to the performance of a group of comparable funds selected by Lipper. The Trustees also considered Red Rocks’ representations about the effect of recent market turmoil on the Fund’s performance. The Trustees also considered Red Rocks’ performance and reputation generally and its investment techniques, risk management controls and decision-making processes.

The Advisers’ Profitability: The Trustees received and considered a profitability analysis prepared by the Adviser based on the fees payable under the Advisory Agreement. Based on the allocation methodologies used by the Adviser, the Trustees considered the losses realized by the Adviser in connection with the operation of the Fund. The Trustees also considered the advisers’ statements regarding their continuing commitment to the Fund despite these losses. The Board then reviewed and discussed the Adviser’s and Red Rocks’ financial statements in order to analyze the financial condition and stability and profitability of each adviser.

Economies of Scale: The Trustees considered whether economies of scale in the provision of services to the Fund were being passed along to the shareholders. The Trustees considered whether any economies of scale, fall-out benefits or any other direct or indirect benefits would accrue to the Adviser or Red Rocks from their relationship with the Trust.

Other Benefits to the Advisers: The Trustees reviewed and considered any other benefits derived or to be derived by the Adviser and Red Rocks from their relationship with the Fund, including soft-dollar arrangements.

 

The Board summarized its deliberations with respect to the Advisory Agreement with the Adviser and the Sub-Advisory Agreement with Red Rocks. In selecting the Adviser and Red Rocks and approving the investment advisory and sub-advisory agreements and fees under such agreements, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to approve the investment advisory and sub-advisory agreements. Further, the Trustees, including all of the Independent Trustees, concluded that:

 

  »

the investment advisory fees to be received by the Adviser with respect to the Fund were comparable to others with in the Fund’s peer universe;

  »

the nature, extent and quality of services rendered by the Adviser under the Advisory Agreement and by Red Rocks under the Sub-Advisory Agreement were adequate;

  »

the performance of the Fund was generally comparable to the performance of the funds in its Lipper peer group, although the peer group was composed of several funds that, although in the financial sector, have very different investment theses than the Fund;

  »

the profit, if any, anticipated to be realized by the Adviser in connection with the operation of the Fund is fair to the Trust, especially in light of the fee waiver agreement among the Trust, the Adviser and Red Rocks; and

  »

there were no material other benefits accruing to the Adviser or Red Rocks in connection with its relationship with the Fund.

Based on the Trustees’ deliberations and their evaluation of the information described above, all of the Trustees, including all of the Independent Trustees in person at the meeting, concluded that the Adviser’s and Red Rocks’ compensation for investment advisory services is consistent with the best interests of the Fund and its shareholders.

Clough China Fund

On August 28, 2009, the Trustees met in person to discuss, among other things, the approval of the Investment Advisory Agreement between the Trust and the Adviser (the “Advisory Agreement”) and the Investment Sub-Advisory Agreement among the Trust, the Adviser and Clough Capital Partners, LP (“Clough Capital”), the sub-adviser for the Clough China Fund (the “Sub-Advisory Agreement, together with the Advisory Agreement, the “Fund Advisory Agreements”) in accordance with Section 15(a) of the 1940 Act. The Trustees were informed that the Adviser, as the investment adviser, has responsibility for the investment and management of the Fund’s assets and securities. The Independent Trustees met with independent legal counsel during executive session and discussed the Fund Advisory Agreements and other related materials.

In approving the Advisory Agreement with the Adviser and the Sub-Advisory Agreement with Clough Capital, the Trustees, including the Independent Trustees, considered the following factors with respect to the Fund:

Investment Advisory Fee Rate: The Trustees reviewed and considered the tiered contractual annual advisory fee to be paid by (a) the Trust, on behalf of the Fund, to the Adviser of 1.35% of the Fund’s daily average net assets and (b) the Adviser to Clough Capital of 0.90% of the Fund’s daily average net assets, in light


 

58 | April 30, 2010


Table of Contents
Additional Information   
        

 

April 30, 2010 (Unaudited)

 

of the extent and quality of the advisory services provided by the Adviser and Clough Capital to the Fund.

The Board received and considered information comparing the Fund’s contractual advisory fees and overall expenses with those of funds in both the relevant expense group and universe of funds provided by Lipper, an independent provider of investment company data.

Based on such information, the Trustees further determined that the tiered contractual annual advisory fees set forth above and the total expense ratio (after waivers) of 1.85%, 2.45% and 1.40% for Class A, Class C and Class I, respectively, of the Fund, taking into account the contractual fee waivers in place, is comparable to others within the Fund’s peer universe.

Nature, Extent and Quality of the Services under the Advisory Agreement and the Sub-Advisory Agreement: The Trustees received and considered information regarding the nature, extent and quality of services provided to the Fund under the Advisory Agreement and the Sub-Advisory Agreement. The Trustees reviewed certain background materials supplied by the Adviser and Clough Capital in each of their presentations, including their Forms ADV.

The Trustees reviewed and considered the Adviser’s and Clough Capital’s investment advisory personnel, their history as asset managers, their performance and the amount of assets currently under management by the Adviser and Clough Capital. The Trustees also reviewed the research and decision-making processes utilized by the Adviser and Clough Capital, including the methods adopted to seek to achieve compliance with the investment objectives, policies and restrictions of the Fund.

The Trustees considered the background and experience of the Adviser’s and Clough Capital’s management in connection with the Fund, including reviewing the qualifications, backgrounds and responsibilities of the management team primarily responsible for the day-to-day portfolio management of the Fund and the extent of the resources devoted to research and analysis of actual and potential investments.

The Trustees also reviewed, among other things, the Adviser’s and Clough Capital’s insider trading policies and procedures and a description of their Codes of Ethics.

Performance: The Trustees reviewed performance information for the predecessor fund of the Fund for the one-, two- and three-year periods ended July 31, 2009. That review included a comparison of the predecessor’s performance to the performance of a group of comparable funds selected by Lipper. The Trustees also considered Clough Capital’s representations about the effect of recent market turmoil on the Fund’s performance. The Trustees also considered Clough Capital’s performance and reputation generally and its investment techniques, risk management controls and decision-making processes.

 

The Advisers’ Profitability: The Trustees received and considered a projected profitability analysis prepared by the Adviser and Clough Capital based on the fees payable under the Advisory Agreement and Sub-Advisory Agreement, respectively. The Trustees considered the projected profits, if any, anticipated to be realized by the Adviser and Clough Capital in connection with the operation of the Fund. The Board then reviewed the Adviser’s and Clough Capital’s financial statements in order to analyze the financial condition and stability and profitability of each adviser.

Economies of Scale: The Trustees considered whether economies of scale in the provision of services to the Fund would be passed along to the shareholders.

Other Benefits to the Advisers: The Trustees reviewed and considered any other benefits derived or to be derived by the Adviser and Clough Capital from their relationship with the Fund, including soft dollar arrangements.

In selecting the Adviser as the Clough China Fund’s investment adviser and Clough Capital as the Fund’s sub-adviser and approving the Advisory Agreement and Sub-Advisory Agreement and the fees charged under each agreement, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to approve the Advisory Agreement and Sub-Advisory Agreement. Further, the Independent Trustees were advised by separate independent legal counsel throughout the process. The Trustees, including all of the Independent Trustees, concluded that:

 

  »

the investment advisory fees to be received by the Adviser with respect to the Fund were comparable to others with in the Fund’s peer universe;

  »

the nature, extent and quality of services rendered by the Adviser under the Advisory Agreement and by Clough Capital under the Sub-Advisory Agreement were adequate;

  »

there was no performance to date with respect to the Fund and the performance of the predecessor fund was comparable to the performance of other funds in the predecessor fund’s peer universe;

  »

the profit, if any, anticipated to be realized by the Adviser in connection with the operation of the Fund is fair to the Trust, especially in light of the fee waiver agreement between the Trust and the Adviser; and

  »

there were no material other benefits accruing to the Adviser or Clough Capital in connection with its relationship with the Fund.

Based on the Trustees’ deliberations and their evaluation of the information described above, all of the Trustees, including all of the Independent Trustees in person at the meeting, concluded that the Adviser’s and Clough Capital’s compensation for investment advisory services is consistent with the best interests of the Fund and its shareholders.


 

59 | April 30, 2010


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Trustees and Officers   
        

 

April 30, 2010 (Unaudited)

 

INDEPENDENT TRUSTEES

 

Name,

Address* & Age

  

Position(s) Held

with Funds

  

Term of

Office and

Length of

Time
Served

  

Principal Occupation(s)

During Past 5 Years**

  

Number

of Funds

in Fund

Complex

Overseen

by

Trustee***

  

Other Directorships

Held by Trustee

Mary K. Anstine,

age 68

  

Trustee

  

Ms. Anstine was elected at a special meeting of shareholders held on March 21, 1997 and re-elected at a special meeting of shareholders held on August 7, 2009.

 

  

Ms. Anstine was President/Chief Executive Officer of HealthONE Alliance, Denver, Colorado, and former Executive Vice President of First Interstate Bank of Denver. Ms. Anstine is also Trustee/Director of AV Hunter Trust and Colorado Uplift Board. Ms. Anstine was formerly a Director of the Trust Bank of Colorado (later purchased and now known as Northern Trust Bank), HealthONE and Denver Area Council of the Boy Scouts of America, and a member of the American Bankers Association Trust Executive Committee.

 

   21   

Ms. Anstine is a Trustee of ALPS ETF Trust (9 funds); Financial Investors Variable Insurance Trust (5 funds); ALPS Variable Insurance Trust (1 fund); Reaves Utility Income Fund (1 fund); and Westcore Trust (12 funds).

John R. Moran, Jr.,

age 79

  

Trustee

  

Mr. Moran was elected at a special meeting of shareholders held on March 21, 1997 and re-elected at a special meeting of shareholders held on August 7, 2009.

 

  

and CEO of The Colorado Trust, a private foundation serving the health and hospital community in the state of Colorado. An attorney, Mr. Moran was formerly a partner with the firm of Kutak Rock & Campbell in Denver, Colorado and a member of the Colorado House of Representatives. Currently, Mr. Moran is a member of the Treasurer’s Investment Advisory Committee for the University of Colorado.

 

   6   

None.

Jeremy W. Deems,

age 33

  

Trustee

   Mr. Deems was appointed as a Trustee at the March 11, 2008 meeting of the Board of Trustees and elected at a special meeting of shareholders held on August 7, 2009.   

Mr. Deems is the Co-President and Chief Financial Officer of Green Alpha Advisors, LLC. Prior to joining Green Alpha Advisors, Mr. Deems was CFO and Treasurer of Forward Management, LLC, an investment management company, ReFlow Management Co., LLC, a liquidity resourcing company, ReFlow Fund, LLC, a private investment fund, and Sutton Place Management, LLC, an administrative services company (from 2004 to June 2007). Prior to this, Mr. Deems served as Controller of Forward Management, LLC, ReFlow Management Co., LLC, ReFlow Fund, LLC and Sutton Place Management, LLC.

   16   

Mr. Deems is a Trustee of ALPS ETF Trust (9 funds); ALPS Variable Insurance Trust (1 fund); and Reaves Utility Income Fund (1 fund).

 

60 | April 30, 2010


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Trustees and Officers   
   

 

April 30, 2010 (Unaudited)

 

Name,

Address* & Age

  

Position(s) Held

with Funds

  

Term of

Office and

Length of

Time Served

  

Principal Occupation(s)

During Past 5 Years**

  

Number

of Funds

in Fund

Complex

Overseen

by

Trustee***

  

Other Directorships

Held by Trustee

Jerry G. Rutledge,

age 65

   Trustee    Mr. Rutledge was elected at a special meeting of shareholders held on August 7, 2009.   

Mr. Rutledge is the President and owner of Rutledge’s Inc., a retail clothing business. Mr. Rutledge is currently Director of the University of Colorado Hospital. He was from 1994 to 2007 a Regent of the University of Colorado and Director of the American National Bank until 2009.

 

   9   

Mr. Rutledge is a Trustee of Clough Global Allocation Fund (1 fund), Clough Global Equity Fund (1 fund) and Clough Global Opportunities Fund (1 fund).

Michael

“Ross” Shell,

age 39

   Trustee    Mr. Shell was elected at a special meeting of shareholders held on August 7, 2009.   

Mr. Shell is Founder and CEO of Red Idea, LLC, a strategic consulting/early stage venture firm (since June 2008) and a Director of Tesser, Inc., a brand agency (since November 1999). From December 2005 to May 2008, he was Director, Marketing and Investor Relations, of Woodbourne, a REIT/real estate hedge fund and private equity firm. Prior to this, from May 2004 to November 2005, he worked as a business strategy consultant; from June 2003 to April 2004, he was on the Global Client Services team of IDEO, a product design/ innovation firm; and from 1999 to 2003, he was President of Tesser, Inc. Mr. Shell graduated with honors from Stanford University with a degree in Political Science.

   6    None.

 

  * All communications to Trustees and Officers may be directed to Financial Investors Trust c/o 1290 Broadway, Suite 1100, Denver, CO 80203.
  ** Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years.
  *** The Fund Complex includes all series of the Trust and any other investment companies for which ALPS Advisors, Inc., Wellington Management Company, LLP, Red Rocks Capital LLC, GNI Capital, Inc., and Clough Capital Partners, LP provides investment advisory services.

 

61 | April 30, 2010


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Trustees and Officers   
        

 

April 30, 2010 (Unaudited)

 

 

  INTERESTED TRUSTEE
   

Name,

Address* & Age

  

Position(s) Held

with Funds

  

Term of

Office and

Length of

Time Served

  

Principal Occupation(s)

During Past 5 Years**

  

Number

of Funds

in Fund

Complex

Overseen

by

Trustee***

  

Other Directorships

Held by Trustee

   
 

Edmund J. Burke,

age 48

  

Trustee, Chairman

and President

   Mr. Burke was elected as Chairman at the August 28, 2009 meeting of the Board of Trustees. Mr. Burke was elected as Trustee at a special meeting of shareholders held on August 7, 2009. Mr. Burke was elected President of the Trust at the December 17, 2002 meeting of the Board of Trustees.   

Mr. Burke is Chief Executive Officer and a Director of ALPS Holdings, Inc. (“AHI”) (since 2005) and Director of ALPS Advisors, Inc. (“AAI”), ALPS Distributors, Inc. (“ADI”), ALPS Fund Services, Inc. (“AFS”) and FTAM Distributors, Inc. (“FDI”) and from 2001-2008, was President of AAI, ADI, AFS and FDI. Because of his positions with AHI, AAI, ADI, AFS and FDI, Mr. Burke is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. Burke is President and Chief Executive Officer of the Financial Investors Variable Insurance Trust (since 2006); Trustee and President of the Clough Global Allocation Fund (Trustee since 2006; President since 2004); Trustee and President of the Clough Global Equity Fund (Trustee since 2006; President since 2005); Trustee and President of the Clough Global Opportunities Fund (since 2006); Trustee of the Liberty All-Star Equity Fund; and Director of the Liberty All-Star Growth Fund, Inc.

   13   

Mr. Burke is a Trustee of Clough Global Allocation Fund (1 fund); Clough Global Equity Fund (1 fund); Clough Global Opportunities Fund (1 fund); Trustee of the Liberty All-Star Equity Fund (1 fund); and Director of the Liberty All-Star Growth Fund, Inc. (1 fund).

   

 

62 | April 30, 2010


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Trustees and Officers   
        

 

April 30, 2010 (Unaudited)

 

 

OFFICERS

 

           
   

Name,

Address* & Age

  

Position(s) Held

with Funds

   Term of Office and Length
of Time Served
  

Principal Occupation(s) During

Past 5 Years**

   
 

Jeremy O. May,

age 39

   Treasurer   

Mr. May was elected Treasurer of the Trust at the October 7, 1997 meeting of the Board of Trustees.

  

Mr. May joined ALPS in 1995 and is currently President and Director of AFS and Executive Vice President and Director of AHI, AAI, ADI and FDI. Because of his positions with these entities, Mr. May is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. May is also the Treasurer of the Liberty All-Star Equity Fund, Liberty All- Star Growth Fund, Inc., Clough Global Allocation Fund, Clough Global Equity Fund, Clough Global Opportunities Fund, Financial Investors Trust and Financial Investors Variable Insurance Trust. Mr. May is also President, Chairman and Trustee of the ALPS Variable Insurance Trust and the Reaves Utility Income Fund. Mr. May is currently on the Board of Directors and is Chairman of the Audit Committee of the University of Colorado Foundation.

 

   
 

JoEllen L. Legg,

age 48

   Secretary   

Ms. Legg was elected Secretary of the Trust at the November 13, 2007 meeting of the Board of Trustees.

  

Ms. Legg joined ALPS in October 2007 and is currently Vice President and Associate Counsel of ALPS, AAI, ADI and FDI. Prior to joining ALPS, Ms. Legg served as Senior Counsel - Law (Corporate & Securities) for Adelphia Communications Corporation from February 2005 to March 2007. Prior to this, Ms. Legg held associate positions at Fried Frank Harris Shriver & Jacobson LLP (1998 - 2004) and at Patton Boggs LLP (2004 - 2005). Because of her position with ALPS, Ms. Legg is deemed an affiliate of the Trust as defined under the 1940 Act. Ms. Legg is also the Secretary of Transparent Value Trust and Westcore Trust and Assistant Secretary of the Stone Harbor Investment Funds and WesMark Funds.

 

   
 

Michael Akins,

age 33

  

Chief Compliance

Officer (“CCO”)

  

Mr. Akins was appointed CCO of the Trust at the June 13, 2006 meeting of the Board of Trustees.

  

Mr. Akins joined ALPS in April 2006 and is currently Vice President and Deputy Compliance Officer of ALPS. Prior to joining ALPS, Mr. Akins served as Compliance Officer and AVP for UMB Financial Corporation. Before joining UMB, Mr. Akins served as an account manager for State Street Corporation. Because of his position with ALPS, Mr. Akins is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. Akins is currently the CCO of Reaves Utility Income Fund, Clough Global Allocation Fund, Clough Global Opportunities Fund and the Clough Global Equity Fund.

 

   
 

Kimberly R. Storms,

age 37

  

Assistant

Treasurer

  

Ms. Storms was elected Assistant Treasurer of the Trust at the June 14, 2005 meeting of the Board of Trustees.

  

Ms. Storms is Senior Vice President - Director of Fund Administration of ALPS. Ms. Storms joined ALPS in 1998 as Assistant Controller. Because of her position with ALPS, Ms. Storms is deemed an affiliate of the Trust as defined under the 1940 Act. Ms. Storms is also Treasurer of ALPS ETF Trust and ALPS Variable Insurance Trust; Assistant Treasurer of Liberty All-Star Equity Fund and Liberty All-Star Growth Fund, Inc.; and Assistant Secretary of Ameristock Mutual Fund, Inc.

 

   

 

  * All communications to Trustees and Officers may be directed to Financial Investors Trust c/o 1290 Broadway, Suite 1100, Denver, CO 80203.
  ** Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years.
  *** The Fund Complex includes all series of the Trust and any other investment companies for which ALPS Advisors, Inc., Wellington Management Company, LLP, Red Rocks Capital LLC, GNI Capital, Inc., and Clough Capital Partners, LP provides investment advisory services.

 

63 | April 30, 2010


Table of Contents

LOGO


Table of Contents

LOGO

 

VULCAN

VALUE

PARTNERS

ANNUAL

April 30, 2010

VULCAN VALUE PARTNERS FUND

VULCAN VALUE PARTNERS

SMALL CAP FUND


Table of Contents

Table of Contents

 

 

April 30, 2010

 

CONTENTS

   PAGE

Shareholder Letter

   1

Fund Overview

  

Vulcan Value Partners Fund

   4

Vulcan Value Partners Small Cap Fund

   8

Disclosure of Fund Expenses

  

Vulcan Value Partners Fund

   5

Vulcan Value Partners Small Cap Fund

   9

Statements of Investments

  

Vulcan Value Partners Fund

   6

Vulcan Value Partners Small Cap Fund

   10

Statements of Assets and Liabilities

   12

Statements of Operations

   13

Statements of Changes in Net Assets

   14

Financial Highlights

   15

Notes to Financial Statements

   17

Report of Independent Registered Public Accounting Firm

   24

Additional Information

   25

Trustees and Officers

   28

 

 

1-877-421-5078  |  www.vulcanvaluepartners.com


Table of Contents

Shareholder Letter

 

 

April 30, 2010 (Unaudited)

Dear Shareholders:

We are pleased to report that Vulcan Value Partners delivered solid performance and good returns for the period ended April 30, 2010; Vulcan Value Partners Fund returned 5.70% and Vulcan Value Partners Small Cap Fund returned 16.00% (all returns are net of fees). While our returns have been good, we are more pleased with the quality and valuation of the companies the funds own.

Over the long term we expect that our results will be a function of value growth and the closing of the gap between price and value in the companies we own. Short term results can be overly influenced by market psychology and may not be very meaningful. The long term drivers of our performance are encouraging. During 2009 and on average, our companies compounded their values at a double digit rate during the recession. As the economy continues to improve we believe it is reasonable to expect that their values will compound at above average rates. Moreover, we believe our price to value ratios are compelling as we have sold or reduced our stake in companies whose prices have risen in relation to fair value and have replaced them with more discounted names possessing similar, outstanding business economics.

The price to value ratio is a calculation that compares the price of a company’s stock to our appraisal of the company’s intrinsic value. The price to value ratio does not guarantee that a company’s stock price will ever reach our appraisal of its intrinsic value or give any insight as to when that might happen. We define intrinsic value, or fair value, as the price that a fully informed buyer would pay, and a fully informed seller would accept, for a company, assuming neither was compelled to buy or sell.

We only purchase investments that we would be comfortable owning for five years. Our expectation is that over our five year time horizon, price will converge with value. While it may seem intuitive that the faster value is recognized, the larger our returns will be; there is also a cost. When the price to value gap closes, we sell because there is no longer a margin of safety. We will not hold an investment at fair value. So, we must find replacements for companies that have risen to fair value and those replacements might or might not be able to compound their underlying values at the same rate as the companies we have sold. In short, we face execution risk because it is easier to make one great decision than to make, say, ten great decisions. Therefore, we are very happy to own what are, in our opinion, superior business enterprises that steadily compound their value as long as we can do so while enjoying a margin of safety.

We believe the key to successfully executing our investment philosophy is to limit our investments to truly outstanding businesses possessing sustainable competitive advantages that allow them to consistently compound their values. Doing so allows us to take advantage of stock market volatility, instead of being taken advantage of, because the values of the companies we own are more stable than their stock prices. When such businesses are purchased at a discount, which we demand, then risk is reduced and the potential for excess returns is maximized. We believe our research team has done an excellent job of finding qualifying investments to replace companies whose stock price has appreciated faster than underlying values have compounded. We believe prospects for future compounding are materially better than they would have been without their great work. As of April 30, 2010 we were virtually fully invested across both of our portfolios. We believe our portfolios enjoy a substantial margin of safety in terms of value over price. Our price to value ratios range from the low 70’s to the low 60’s. Business values are growing nicely. We are fortunate to have assembled such a fine research team. It will be fun for me to let you learn more about them in future letters.

 

Annual Report  |  April 30, 2010    1


Table of Contents

Shareholder Letter

 

 

April 30, 2010 (Unaudited)

 

Please note that in the commentary that follows regarding each of our funds we define meaningful as having a 1% impact on portfolio returns or a greater than 10% change in price. We generally limit comments about top contributors and detractors to the top three or to companies that had a meaningful impact on portfolio performance.

VULCAN VALUE PARTNERS FUND REVIEW

Top contributors to performance included Time Warner Cable and Boeing. Time Warner Cable produced solid results and generated substantial free cash flow in 2009. Its strong business fundamentals became a little less under-appreciated during the first four months of 2010. Boeing successfully completed the first test flight of the 787 and also received some good news on a large defense contract to build long range refueling planes for the Unites States Air Force.

The only meaningful detractor to our performance was Google. Google’s impact was less than 1% but it was the largest detractor. Google is generating ample free cash flow and is producing solid bottom line results. Consequently, its value is growing, which is our chief concern. Google has been in the news a lot lately because of its decision to stop filtering its Chinese website search results. Chinese related revenues are a small fraction of Google’s total so if Google does leave China it will be immaterial. While the opportunity cost of foregoing future growth in China is high we believe that it is more than offset by the benefit Google derives from cementing its worldwide reputation as the leading source of objective search information on the Internet.

VULCAN VALUE PARTNERS SMALL CAP FUND REVIEW

Top contributors to performance were Joseph A. Bank, Discovery Communications and Heartland Payment Systems. Joseph A. Bank is a recent addition to the fund. It sells men’s clothes, mostly for the office. Joseph A. Bank offers high quality clothes across a broad price spectrum. Its stores are relatively small and are fully staffed. They emphasize customer service and allow their clientele to get in and out quickly. Their selection and customer service greatly exceeds that of most department stores and their prices are lower. Joseph A. Bank has built a great brand based on service, value, accessibility and quality. Additionally, because their clothes do not go out of style, the risk that their inventory will decline in value is much lower than an average retailer. Despite the poor economy, Joseph A. Bank produced double digit growth in its bottom line and enjoyed strong same store sales gains in 2009. The market responded favorably to its results.

Discovery Communications, which owns a number of highly rated cable networks providing high quality family entertainment, generated substantial free cash flow and double digit bottom line results. It, like Google, which we also own, is one of the few companies to enjoy higher advertising revenues in 2009. Consequently, Discovery Communications grew its value at very high double digit rates during one of the worst recessions in memory.

Heartland Payments Systems is a credit card processor. It was the victim of a sophisticated data breach whereby encrypted credit card information on their network was stolen. When the breach was discovered we calculated a range of possible legal liabilities related to the data theft. Under the worst of scenarios Heartland Payment Systems was substantially undervalued. As the company has moved forward in settling its claims the market’s assessment of Heartland Payment System’s legal liability has declined and the stock has responded favorably.

 

2    1-877-421-5078  |  www.vulcanvaluepartners.com


Table of Contents

Shareholder Letter

 

 

April 30, 2010 (Unaudited)

 

Everest RE Group was the largest detractor to performance with roughly 2/3 of 1% negative impact on Vulcan Value Partners Small Cap Fund. Everest RE Group is a fine company with a strong balance sheet, disciplined underwriting and excellent pricing, but the industry has been challenged by thin premiums and low interest rates. We expect the company to continue to emphasize disciplined underwriting, looking to grow only where it makes sense and cutting back where it doesn’t.

CLOSING

We are pleased to report good results. We caution you that we do not place importance on short term results and will willingly move against the crowd to generate superior long term returns. Our time horizon is five years and, as our investment partners, yours should be as well.

Here at Vulcan Value Partners one of our fundamental values is that we believe we should “walk the talk”. We believe in our discipline of investing. We practice what we preach. Vulcan Value Partners is the exclusive public equity investment vehicle for all of us at Vulcan Value Partners. We do not ask you, as our investment partners, to invest where we do not invest ourselves. We view you as our investment partners and we hope that is how you consider yourselves.

We thank you for the confidence you have placed in us and look forward to updating you again in our next report.

 

Sincerely,
C.T. Fitzpatrick
Chief Investment Officer

 

 

The Shareholder Letter included in this shareholder report contains certain forward-looking statements about the factors that may affect the performance of the Funds in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Funds, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Funds. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.

 

Annual Report  |  April 30, 2010    3


Table of Contents

Fund Overview

 

 

April 30, 2010 (Unaudited)

VULCAN VALUE PARTNERS FUND

 

Cumulative Total Returns (as of 4/30/2010)

 

                    Expense Ratios**
      1 month    3 month    Since Inception*   

Gross

   Net***

Vulcan Value Partners Fund

   0.86%    10.45%    5.70%    2.09%    1.50%

S&P 500 Index(1)

   1.58%    11.04%    5.98%          

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data, please call 1-877-421-5078.

The Vulcan Value Partners Fund is a new fund with limited operating history. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Subject to investment risks, including possible loss of the principal amount invested.

 

*

Fund Inception date of 12/30/09.

 

**

The gross and net expense ratios are as stated in the “Fees and Expenses of the Fund” in the Fund’s current prospectus.

 

***

Vulcan Value Partners, LLC (“Vulcan” or the “Adviser”) has given a contractual agreement to the Fund that to the extent the Total Annual Fund Operating Expenses (as defined in Item 3 of Form N-1A) with respect to the Fund (exclusive of Acquired Fund Fees and Expenses (if any), brokerage expenses, interest expense, taxes and extraordinary expenses) (“Designated Annual Fund Operating Expenses”) exceed 1.50% of the Fund’s average daily net assets for a particular fiscal year of the Fund, the Adviser will reduce the Management Fee and/or Other Expenses otherwise payable to the Adviser with respect to the Fund for the fiscal year by an amount equal to such excess, and/or the Adviser shall reimburse the Fund by the amount of such excess. This agreement is in effect through August 31, 2011 and will be reevaluated on an annual basis thereafter. Without this agreement, expenses could be higher. If the Adviser foregoes any fees and/or reimburses the Fund pursuant to this letter agreement with respect to a particular fiscal year, then the Adviser shall be entitled to recover from the Fund the amount foregone or reimbursed to the extent Designated Annual Fund Operating Expenses are less than 1.50% of the Fund’s average daily net assets during any fiscal year following such fiscal year.

Performance of $10,000 Initial Investment (as of 4/30/2010)

LOGO

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception.

 

*

Fund Inception date of 12/30/09.

 

(1)

The S&P 500 Index is an unmanaged index of 500 common stocks chosen for market size, liquidity and industry group representation. It is a market-value weighted index. The S&P 500 Index figures do not reflect any fees, expenses or taxes. Investors cannot invest directly in this index.

 

4    1-877-421-5078  |  www.vulcanvaluepartners.com


Table of Contents

Disclosure of Fund Expenses

 

 

April 30, 2010 (Unaudited)

 

As a shareholder of the Vulcan Value Partners Fund (the “Fund”), you will incur two types of costs: (1) transaction costs, including applicable redemptions fees; and (2) ongoing costs, including management fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on December 30, 2009 and held until April 30, 2010.

Actual Expenses. The first line of each table below provides information about actual account values and actual expenses. 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 under the heading “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 each table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transaction fees, such as redemption fees or exchange fees. Therefore, the second line of each table below is useful in comparing ongoing costs only, and may 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.

The examples are based on an investment of $1,000 invested on December 30, 2009 and held until April 30, 2010.

Vulcan Value Partners Fund

 

     Beginning Account
Value at 12/30/09
  Ending Account
Value at 4/30/10
  Expense Ratio(a)   Expense Paid  
During  Period(b)  
12/30/09 to 4/30/10  

Actual Fund Return

      $ 1,000.00       $ 1,057.00   1.50%     $ 5.11    

Hypothetical Fund Return

      $ 1,000.00       $ 1,011.60   1.50%     $ 7.48    

 

(a)

Vulcan Value Partners Fund commenced operations on December 30, 2009. The Fund’s expense ratios have been annualized for the period December 30, 2009 through April 30, 2010.

(b)

Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (122)/365.

 

Annual Report  |  April 30, 2010    5


Table of Contents

Statement of Investments

 

  

Vulcan Value Partners Fund

 

 

April 30, 2010

 

 

      Shares     

Value  

(Note 1)

 

COMMON STOCKS (99.01%)

       

Communications (31.60%)

       

Internet (5.97%)

       

Google, Inc., Class A(a)

   1,455      $                 764,515
           

Media (25.63%)

       

Comcast Corp.

   30,687        578,450

DIRECTV(a)

   21,186        767,569

Discovery Communications, Inc.(a)

   15,483        599,192

Time Warner Cable, Inc.

   10,159        571,444

The Walt Disney Co.

   20,799        766,235
           
          3,282,890
           

TOTAL COMMUNICATIONS

          4,047,405
           

Consumer, Cyclical (6.39%)

       

Home Furnishings (3.47%)

       

Whirlpool Corp.

   4,077        443,863
           

Leisure Time (2.92%)

       

Harley-Davidson, Inc.

   11,059        374,126
           

TOTAL CONSUMER, CYCLICAL

          817,989
           

Consumer, Non-Cyclical (38.75%)

       

Beverages (11.38%)

       

The Coca-Cola Co.

   10,804        577,473

Diageo PLC

   8,411        573,125

Dr Pepper Snapple Group, Inc.

   9,390        307,335
           
          1,457,933
           

Commercial Services (6.36%)

       

Mastercard, Inc.

   3,284        814,563
           

Cosmetics & Personal Care (2.52%)

       

The Procter & Gamble Co.

   5,186        322,362
           

Healthcare-Products (6.95%)

       

Baxter International, Inc.

   6,689        315,855

Johnson & Johnson

   8,931        574,263
           
          890,118
           

Household Products & Wares (5.47%)

       

Church & Dwight Co., Inc.

   4,688        324,644

Fortune Brands, Inc.

   7,168        375,747
           
          700,391
           

Pharmaceuticals (6.07%)

       

Teva Pharmaceutical Industries, Ltd.

   13,231        777,057
           

TOTAL CONSUMER, NON-CYCLICAL

          4,962,424
           

Financial (8.95%)

       

Insurance (8.95%)

       

Chubb Corp.

   10,916        577,129

Everest Re Group, Ltd.

   7,425        569,126
           
          1,146,255
           

 

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Table of Contents
Vulcan Value Partners Fund    Statement of Investments

 

 

April 30, 2010

 

 

              Shares     

Value  

(Note 1)

TOTAL FINANCIAL

             $             1,146,255
                

Technology (13.32%)

            

Computers (8.86%)

            

Dell, Inc.(a)

        34,871        564,213

Hewlett-Packard Co.

        10,980        570,630
                
               1,134,843
                

Software (4.46%)

            

Microsoft Corp.

        18,727        571,923
                

TOTAL TECHNOLOGY

               1,706,766
                

TOTAL COMMON STOCKS

    (Cost $11,780,682)

               12,680,839
                
      7-Day Yield      Shares     

Value  

(Note 1)

 

SHORT TERM INVESTMENTS (1.87%)

            

Money Market Fund (1.87%)

            

Dreyfus Treasury Prime Cash Management
Fund, Institutional Shares

   0.00004%      239,144        239,144
                

TOTAL SHORT TERM INVESTMENTS

    (Cost $239,144)

               239,144
                

TOTAL INVESTMENTS (100.88%)

    (Cost $12,019,826)

             $ 12,919,983

LIABILITIES IN EXCESS OF OTHER ASSETS (-0.88%)

               (112,896)
                

NET ASSETS (100.00%)

             $ 12,807,087
                

 

(a)

Non-Income Producing Security.

See Accompanying Notes to Financial Statements.

 

 

Industry Allocation (as a % of Net Assets)

LOGO

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry subclassifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third-party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

 

Annual Report  |  April 30, 2010    7


Table of Contents

Fund Overview

 

 

April 30, 2010 (Unaudited)

VULCAN VALUE PARTNERS SMALL CAP FUND

 

 

Cumulative Total Returns (as of 4/30/2010)

 

                        Expense Ratios**    
      1 month    3 month    Since Inception*    Gross    Net***

Vulcan Value Partners Small Cap Fund

   4.32%    21.34%    16.00%    2.34%    1.50%

Russell 2000 Index(1)

   5.66%    19.41%    13.56%          

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data, please call 1-877-421-5078.

The Vulcan Value Partners Small Cap Fund is a new fund with limited operating history. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Subject to investment risks, including possible loss of the principal amount invested.

 

*

Fund Inception date of 12/30/09.

 

**

The gross and net expense ratios are as stated in the “Fees and Expenses of the Fund” in the Fund’s current prospectus.

 

***

Vulcan Value Partners, LLC (“Vulcan” or the “Adviser”) has given a contractual agreement to the Fund that to the extent the Total Annual Fund Operating Expenses (as defined in Item 3 of Form N-1A) with respect to the Fund (exclusive of Acquired Fund Fees and Expenses (if any), brokerage expenses, interest expense, taxes and extraordinary expenses) (“Designated Annual Fund Operating Expenses”) exceed 1.50% of such Fund’s average daily net assets for a particular fiscal year of the Fund, the Adviser will reduce the Management Fee and/or Other Expenses otherwise payable to the Adviser with respect to the Fund for such fiscal year by an amount equal to such excess, and/or the Adviser shall reimburse the Fund by the amount of such excess. This agreement is in effect through August 31, 2011 and will be reevaluated on an annual basis thereafter. Without this agreement, expenses could be higher. If the Adviser foregoes any fees and/or reimburses the Fund pursuant to this letter agreement with respect to a particular fiscal year, then the Adviser shall be entitled to recover from the Fund the amount foregone or reimbursed to the extent Designated Annual Fund Operating Expenses are less than 1.50% of the Fund’s average daily net assets during any fiscal year following such fiscal year.

Performance of $10,000 Initial Investment (as of 4/30/2010)

LOGO

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception.

 

*

Fund Inception date of 12/30/09.

 

(1)

The Russell 2000 Index includes the 2000 firms from the Russell 3000 Index with the smallest market capitalizations. The Russell 2000 Index figures do not reflect any fees, expenses or taxes. Investors cannot invest directly in this index.

 

8    1-877-421-5078  |  www.vulcanvaluepartners.com


Table of Contents

Disclosure of Fund Expenses

 

 

April 30, 2010 (Unaudited)

 

As a shareholder of the Vulcan Value Partners Small Cap Fund (the “Fund”), you will incur two types of costs: (1) transaction costs, including applicable redemptions fees; and (2) ongoing costs, including management fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on December 30, 2009 and held until April 30, 2010.

Actual Expenses. The first line of each table below provides information about actual account values and actual expenses. 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 under the heading “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 each table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transaction fees, such as redemption fees or exchange fees. Therefore, the second line of each table below is useful in comparing ongoing costs only, and may 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.

The examples are based on an investment of $1,000 invested on December 30, 2009 and held until April 30, 2010.

Vulcan Value Partners Small-Cap Fund

 

      Beginning Account
Value at 12/30/09
   Ending Account
Value at 4/30/10
   Expense Ratio(a)    Expense Paid
During  Period(b)
12/30/09 to 4/30/10 

Actual Fund Return

     $ 1,000.00        $ 1,160.00    1.50%      $ 5.37   

Hypothetical Fund Return

     $ 1,000.00        $ 1,011.60    1.50%      $ 7.48   

 

(a)

Vulcan Value Partners Small Cap Fund commenced operations on December 30, 2009. The Fund’s expense ratios have been annualized for the period December 30, 2009 through April 30,2010.

(b)

Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (122)/365.

 

Annual Report  |  April 30, 2010    9


Table of Contents

Statement of Investments

 

  

Vulcan Value Partners Small Cap Fund

 

 

April 30, 2010

 

      Shares   

Value  

(Note 1)

COMMON STOCKS (98.64%)

     

Communications (7.31%)

     

    Media (7.31%)

     

     Discovery Communications, Inc.(a)

   13,644    $         528,023 
         

TOTAL COMMUNICATIONS

        528,023 
         

Consumer, Cyclical (25.15%)

     

    Entertainment (3.46%)

     

     Speedway Motorsports, Inc.

   15,393      250,136 
         

    Leisure Time (4.40%)

     

     Harley-Davidson, Inc.

   9,398      317,934 
         

    Retail (17.29%)

     

     Darden Restaurants, Inc.

   2,378      106,416 

     JOS A Bank Clothiers, Inc.(a)

   6,807      414,274 

     Nathan’s Famous, Inc.(a)

   19,172      300,617 

     Sonic Corp.(a)

   36,547      427,965 
         
        1,249,272 
         

TOTAL CONSUMER, CYCLICAL

        1,817,342 
         

Consumer, Non-Cyclical (17.60%)

     

    Beverages (3.86%)

     

     Dr Pepper Snapple Group, Inc.

   8,512      278,598 
         

    Commercial Services (13.74%)

     

     Global Payments, Inc.

   4,127      176,677 

     Heartland Payment Systems, Inc.

   17,051      313,397 

     Towers Watson & Co.

   6,795      326,160 

     The Washington Post Co.

   348      176,492 
         
        992,726 
         

TOTAL CONSUMER, NON-CYCLICAL

        1,271,324 
         

Financial (28.84%)

     

    Diversified Financial Services (11.89%)

     

     Investment Technology Group, Inc.(a)

   25,190      437,550 

     The NASDAQ OMX Group, Inc.(a)

   20,081      421,701 
         
        859,251 
         

    Insurance (16.95%)

     

     Arthur J Gallagher & Co.

   11,008      289,180 

     Brown & Brown, Inc.

   7,219      145,391 

     Everest Re Group, Ltd.

   5,609      429,931 

     Markel Corp.(a)

   379      145,096 

     ProAssurance Corp.(a)

   3,532      215,275 
         
        1,224,873 
         

TOTAL FINANCIAL

        2,084,124 
         

Industrial (11.87%)

     

    Hand & Machine Tools (2.96%)

     

     Lincoln Electric Holdings, Inc.

   3,563      213,566 
         

    Miscellaneous Manufacturers (4.59%)

     

     Donaldson Co., Inc.

   7,161      331,554 
         

 

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Table of Contents

Vulcan Value Partners Small Cap Fund

   Statement of Investments

 

 

   April 30, 2010

 

            Shares   

Value  

(Note 1)

Transportation (4.32%) 

        

Pacer International, Inc.(a)

      47,056    $ 312,452 
            

TOTAL INDUSTRIAL

           857,572 
            

Technology (7.87%)

      11,337      289,320 
            

    Computers (4.01%)

        

     Jack Henry & Associates, Inc.

        

    Software (3.86%)

      13,248      279,003 
            

     Fair Isaac Corp.

        

TOTAL TECHNOLOGY

           568,323 
            

TOTAL COMMON STOCKS
(Cost $6,436,199)

           7,126,708 
            
      7-Day Yield    Shares   

Value  

(Note 1)

SHORT TERM INVESTMENTS (7.60%) 

        

Money Market Fund (7.60%)

        

Dreyfus Treasury Prime Cash Management Fund, Institutional Shares

   0.00004%    548,877      548,877 
            

TOTAL SHORT TERM INVESTMENTS
(Cost $548,877)

           548,877 
            

TOTAL INVESTMENTS (106.24%)
(Cost $6,985,076)

         $ 7,675,585 

Liabilities In Excess Of Other Assets (-6.24%)

           (450,441) 
            

NET ASSETS (100.00%)

         $         7,225,144 
            

 

(a)

Non-Income Producing Security.

See Accompanying Notes to Financial Statements.

 

Industry Allocation (as a % of Net Assets)

LOGO

For Fund compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry subclassifications for reporting ease. Industries are shown as a percent of net assets. These industry classifications are based on third-party definitions. The definitions are industry terms and do not reflect the legal status of any of the investments or the companies in which the Fund has invested.

 

Annual Report  |  April 30, 2010    11


Table of Contents

Statements of Assets and Liabilities

 

 

April 30, 2010

 

     

Vulcan Value 

Partners Fund

  

Vulcan Value    

Partners        

Small Cap Fund 

ASSETS:

     

Investments, at value

   $         12,919,983    $             7,675,585 

Receivable for investments sold

     532,220      192,463 

Receivable for shares sold

     67,031      48,500 

Dividends receivable

     2,912      1,292 

Receivable due from advisor

     2,092      83 

Other assets

     27,886      28,047 

Total assets

     13,552,124      7,945,970 

LIABILITIES:

     

Payable for investments purchased

     706,783      689,366 

Payable for administration fees

     11,516      6,230 

Payable for transfer agency fees

     3,596      2,931 

Payable to trustees

     999      537 

Payable for principal financial officer fees

     394      394 

Accrued expenses and other liabilities

     21,749      21,368 

Total liabilities

     745,037      720,826 
 

NET ASSETS

   $ 12,807,087    $ 7,225,144 
 

NET ASSETS CONSIST OF:

     

Paid-in capital

   $ 11,905,086    $ 6,204,485 

Accumulated net investment gain

     3,496     

Accumulated net realized gain/(loss) on investments

     (1,652)      330,150 

Net unrealized appreciation in value of investments

     900,157      690,509 

NET ASSETS

   $ 12,807,087    $ 7,225,144 
 

INVESTMENTS, AT COST

   $ 12,019,826    $ 6,985,076 

PRICING OF SHARES:

     

Net Asset Value, offering and redemption price per share

   $ 10.57    $ 11.60 

Shares of beneficial interest outstanding (unlimited number of shares,
no par value common stock authorized)

     1,212,125      622,805 

See Accompanying Notes to Financial Statements.

 

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Table of Contents

Statements of Operations

 

 

For the Period December 30, 2009 (Inception) to April 30, 2010

 

     

Vulcan Value 

Partners Fund

        

Vulcan Value
Partners

Small Cap Fund

INVESTMENT INCOME:

        

Dividends

   $                 35,365       $                 12,153 

Foreign taxes withheld

     (188)           – 

Total income

     35,177           12,153 

EXPENSES:

        

Investment advisory fees

     24,432         16,371 

Administration fees

     42,135         28,393 

Transfer agency fees

     11,236         9,873 

Legal and audit fees

     19,166         18,104 

Offering cost

     13,146         13,146 

Custodian fees

     4,000         4,000 

Principal financial officer fees

     1,644         1,644 

Trustees’ fees and expenses

     1,169         630 

Other

     4,506           3,604 

Total expenses before waiver

     121,434         95,765 

Less fees waived/reimbursed by investment advisor

     (84,786)           (76,119) 

Total net expenses

     36,648           19,646 

NET INVESTMENT LOSS

     (1,471)           (7,493) 

Net realized gain/(loss)on investments

     (1,652)         334,390 

Net change in unrealized appreciation of investments

     900,157           690,509 

NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS

     898,505           1,024,899 

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS

   $ 897,034         $ 1,017,406 
                    

See Accompanying Notes to Financial Statements.

 

Annual Report  |  April 30, 2010    13


Table of Contents

Statements of Changes in Net Assets

 

 

For the Period December 30, 2009 (Inception) to April 30, 2010

 

      Vulcan Value 
Partners Fund
        

Vulcan Value
Partners

Small Cap Fund

OPERATIONS:

        

Net investment loss

   $                 (1,471)       $ (7,493) 

Net realized gain/(loss) on investments

     (1,652)         334,390 

Net change in unrealized appreciation on investments

     900,157           690,509 

Net increase in net assets resulting from operations

     897,034           1,017,406 

SHARE TRANSACTIONS: (NOTE 3)

        

Proceeds from sales of shares

     12,180,711         6,207,738 

Cost of shares redeemed, net of redemption fees

     (270,658)           – 

Net Increase from share transactions

     11,910,053           6,207,738 

Net increase in net assets

     12,807,087           7,225,144 

NET ASSETS:

        

Beginning of period

               – 

End of period(including accumulated net investment gain of $3,496 and $0, respectively)

   $ 12,807,087         $               7,225,144 
                    

See Accompanying Notes to Financial Statements.

 

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Table of Contents
Vulcan Value Partners Fund  

Financial Highlights

 

 

For a share outstanding throughout the period presented.

 

     

For the Period

December 30, 2009

(Inception) to April 30, 2010

NET ASSET VALUE, BEGINNING OF PERIOD

             $ 10.00   

INCOME/(LOSS) FROM OPERATIONS:

  

Net investment loss

     0.00(a)

Net realized and unrealized gain on investments

     0.57   

Total from investment operations

     0.57   

REDEMPTION FEES ADDED TO PAID IN CAPITAL (NOTE 3)

     0.00(a)

INCREASE IN NET ASSET VALUE

     0.57   

Net asset value, end of period

             $ 10.57   
        

Total Return (b)

     5.70%   
        

RATIOS/SUPPLEMENTAL DATA

  

Net assets, end of period (000’s)

             $ 12,807   

Ratio of expenses to average net assets including fee waivers/reimbursements

     1.50%(c)

Ratio of expenses to average net assets without fee waivers/reimbursements

     4.97%(c)

Ratio of net investment loss to average net assets including fee waivers/reimbursements

     (0.06)%(c)

Portfolio turnover rate

     24%   

 

(a)

Less than $0.005 per share.

(b)

Total return not annualized for periods of less than one full year.

(c)

Annualized.

See Accompanying Notes to Financial Statements.

 

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Table of Contents

 

 

For a share outstanding throughout the period presented.

 

 

     

For the Period

December 30, 2009

(Inception) to April 30, 2010

NET ASSET VALUE, BEGINNING OF PERIOD

             $ 10.00   

INCOME/(LOSS) FROM OPERATIONS:

  

Net investment loss

     –   

Net realized and unrealized gain on investments

     1.60   

Total from investment operations

     1.60   

REDEMPTION FEES ADDED TO PAID IN CAPITAL (NOTE 3)

     –   

INCREASE IN NET ASSET VALUE

     1.60   

Net asset value, end of period

             $ 11.60   
        

Total Return (a)

     16.00%   
        

RATIOS/SUPPLEMENTAL DATA

  

Net assets, end of period (000’s)

             $ 7,225   

Ratio of expenses to average net assets including fee waivers/reimbursements

     1.50%(b)

Ratio of expenses to average net assets without fee waivers/reimbursements

     7.31%(b)

Ratio of net investment loss to average net assets including fee waivers/reimbursements

     (0.57)%(b)

Portfolio turnover rate

     33%   

 

(a)

Total return not annualized for periods of less than one full year.

(b)

Annualized.

See Accompanying Notes to Financial Statements.

 

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Notes to Financial Statements

 

 

April 30, 2010

 

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

 

Financial Investors Trust (the “Trust”) was organized as a Delaware statutory trust on November 30, 1993, and registered as an open-end management investment company under the Investment Company Act of 1940, as amended (“1940 Act”). Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund (the “Funds”) represent two of six separate series offered to the public under the Trust as of April 30, 2010. Each Fund commenced operations on December 30, 2009. Each Fund has one class of shares. Each Fund seeks to achieve long-term capital appreciation.

The following is a summary of significant accounting policies consistently followed by each Fund in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America.

Investment Valuation: The Board of Trustees (“Board” or “Trustees”) of the Trust has approved procedures to be used to value each Fund’s securities for the purposes of determining each Fund’s net asset value (“NAV”). The valuation of the securities of the Funds is determined in good faith by or under the direction of the Board. The Board has delegated certain valuation functions for the Funds to ALPS Fund Services, Inc. (“ALPS” or the “Administrator”).

Each Fund generally values its securities based on market prices determined at the close of regular trading on the NYSE (normally, 4:00 p.m. Eastern time) on each business day (Monday through Friday). Neither Fund values its securities on any day that the NYSE is closed, including the following observed holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day, and the preceding Friday or subsequent Monday when one of those holidays falls on a Saturday or Sunday, respectively.

Each Fund’s currency valuations, if any, are done as of the close of regularly scheduled trading on the NYSE (normally at 4:00 p.m. Eastern time). For equity securities that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of securities not traded on an exchange, or if such closing prices are not otherwise available, the market price is typically determined by independent third party pricing vendors approved by the Board using a variety of pricing techniques and methodologies. The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board, which may use a matrix, formula or other objective method that takes into consideration market indices, yield curves and other specific adjustments. Short-term debt obligations that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more brokers/dealers that make a market in the security. Investments in other funds are calculated to their respective net asset values as determined by those funds in accordance with the 1940 Act.

When such prices or quotations are not available, or when Vulcan Value Partners, LLC (“Vulcan” or “Adviser”) believes that they are unreliable, securities may be priced using fair value procedures approved by the Board. Because the Funds may invest in securities that may be thinly traded or for which market quotations may not be readily available or may be unreliable (such as securities of small capitalization companies), the Funds may use fair valuation procedures more frequently than funds that invest primarily in securities that are more liquid (such as equity securities of large capitalization domestic issuers). The Funds may also use fair value procedures if the Adviser determines that a significant event has occurred between the time at which a market price is determined and the time at which each Fund’s NAV is calculated. In particular, the value of non-U.S. securities may be materially affected by events occurring after the close of the market on which they are traded, but before each Fund prices its shares.

 

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Notes to Financial Statements

 

 

April 30, 2010

 

The Funds may determine the fair value of investments based on information provided by pricing services and other third-party vendors, which may recommend fair value prices or adjustments with reference to other securities, indices or assets. In considering whether fair value pricing is required and in determining fair values, the Funds may, among other things, consider significant events (which may be considered to include changes in the value of U.S. securities or securities indices) that occur after the close of the relevant market and before each Fund values its securities. In addition, the Funds may utilize modeling tools provided by third-party vendors to determine fair values of non-U.S. securities. The Funds’ use of fair value pricing may help deter “stale price arbitrage.”

Valuing securities at fair value involves greater reliance on judgment than valuation of securities based on readily available market quotations. A fund that uses fair value to price securities may value those securities higher or lower than another fund using market quotations or its own fair value methodologies to price the same securities. There can be no assurance that the Funds could obtain the fair value assigned to a security if it were to sell the security at approximately the time at which each Fund determines its net asset value, and the difference between fair value and the price of the securities may be material.

Fair Value Measurements: A three-tier hierarchy has been established to classify fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Various inputs are used in determining the value of each Fund’s investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

 

  ¡

Level 1 – Unadjusted quoted prices in active markets for identical investments

 

  ¡

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

 

  ¡

Level 3 – Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

 

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Notes to Financial Statements

 

 

April 30, 2010

 

The following is a summary of the inputs used to value each Fund’s investments as of April 30, 2010.

Vulcan Value Partners Fund:

Assets:

 

Investments in

Securities at Value

  

Level 1 -

Quoted Prices

  

Level 2 -

Other Significant

Observable Inputs

  

Level 3 - Significant

Unobservable Inputs

   Total

Common Stocks (a)

   $ 12,680,839     $      $    $   12,680,839

Short Term Investments

     239,144                239,144

TOTAL

   $ 12,919,983     $      $    $ 12,919,983
                             
                             
Vulcan Value Partners Small Cap Fund:
Assets:            

Investments in

Securities at Value

  

Level 1 -

Quoted Prices

  

Level 2 -

Other Significant

Observable Inputs

  

Level 3 - Significant

Unobservable Inputs

   Total

Common Stocks (a)

   $ 7,126,708     $      $    $ 7,126,708

Short Term Investments

     548,877                548,877

TOTAL

   $ 7,675,585     $      $    $ 7,675,585
                             
                             

 

(a)

For detailed descriptions of sector and industry, see the accompanying Statement of Investments.

For the fiscal period ended April 30, 2010, the Funds did not have any significant transfers between Level 1 and Level 2 securities. For the fiscal period ended April 30, 2010, the Funds did not have any securities which used significant unobservable inputs (Level 3) in determining fair value. Therefore, a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value is not applicable. There were no fair valued securities in the Funds as of April 30, 2010.

Investment Transactions: Investment and shareholder transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis, which is the same basis the Funds use for federal income tax purposes. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds.

Foreign Securities: The Funds may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

Foreign Currency Translation: The books and records of the Funds are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally 4:00 p.m. Eastern time). As available and as provided by an appropriate pricing service, translation of foreign security and currency market

 

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Notes to Financial Statements

 

 

April 30, 2010

 

values may also occur with the use of foreign exchange rates obtained at approximately 11:00 a.m. Eastern time, which approximates the close of the London Exchange. The portion of unrealized and realized gains or losses on investments due to fluctuations in foreign currency exchange rates are included in net change in unrealized appreciation/depreciation of investments and net realized gain/loss on foreign currency transactions, respectively, on the Statement of Operations, as applicable.

Forward Foreign Currency Transactions: The Funds may engage in currency transactions with counterparties to hedge the value of portfolio securities denominated in particular currencies against fluctuations in relative value, to gain or reduce exposure to certain currencies, or to generate income or gains. All commitments are marked to market daily at the applicable exchange rates and any resulting unrealized gains or losses are recorded in each Fund’s financial statements. The Funds record realized gains or losses at the time a forward contract is offset by entry into a closing transaction or extinguished by delivery of the currency. The Funds did not have forward foreign currency contracts at April 30, 2010.

Expenses: Some expenses of the Trust can be directly attributed to the Funds. Expenses which cannot be directly attributed are apportioned among all Funds in the Trust based on average net assets.

Use of Estimates: Each Fund’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America. This requires management to make estimates and assumptions that affect (a) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and (b) the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from these estimates.

Federal Income Taxes: Each Fund complies with the requirements under Subchapter M of the Internal Revenue Code applicable to regulated investment companies and intend to distribute substantially all of their net taxable income and net capital gains, if any, each year. The Funds are not subject to income taxes to the extent such distributions are made.

During the fiscal period ended April 30, 2010, the Funds did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Funds file income tax returns in the U.S. federal jurisdiction and the State of Colorado.

Distributions to Shareholders: Each Fund normally pays dividends and distributes capital gains, if any, on an annual basis. Income dividend distributions are derived from interest and other income each Fund receives from its investments, including distributions of short-term capital gains. Capital gain distributions are derived from gains realized when each Fund sells a security it has owned for more than a year. Each Fund may make additional distributions and dividends at other times if the portfolio manager believes doing so may be necessary for each Fund to avoid or reduce taxes. Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain were recorded by each Fund.

 

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Notes to Financial Statements

 

 

April 30, 2010

 

Components of Earnings: At April 30, 2010, permanent differences in book and tax accounting were reclassified. These differences had no effect on net assets and were primarily attributed to stock issuance costs and treatment of net investment loss. The reclassifications were as follows:

 

      Vulcan Value    
Partners Fund    
  

Vulcan Value Partners    

Small Cap Fund    

Decrease Paid In-Capital

    $ (4,967)    $ (3,253)

Increase Accumulated

     

Net Investment Income

     4,967      7,493

Decrease Accumulated

     

Net Realized Loss

    $    $ (4,240)

As of April 30, 2010, the components of distributable earnings on a tax basis were as follows:

 

      Vulcan Value    
Partners Fund    
  

Vulcan Value Partners    

Small Cap Fund    

Undistributed ordinary income

   $ 115,890    $ 252,414

Accumulated net realized gain/(loss)

     (37,891)      80,126

Unrealized Appreciation

     824,002      688,119

Total

   $         902,001    $ 1,020,659

The differences between book-basis and tax-basis are primarily due to the deferral of post October losses and wash sale losses.

As of April 30, 2010, the cost of securities on a tax basis and gross unrealized appreciation (depreciation) on investments for federal income tax purposes were as follows:

 

      Vulcan Value    
Partners Fund    
  

Vulcan Value Partners    

Small Cap Fund    

Gross appreciation (excess of value over tax cost)

   $ 1,004,098    $ 850,507

Gross depreciation (excess of tax cost over value)

     (180,096)      (162,388)

Net unrealized appreciation

   $ 824,002      688,119

Cost of investments for income tax purposes

   $     12,095,981    $ 6,987,466
               
               

Post October Loss: Under current tax law, capital and currency losses realized after October 31 may be deferred and treated as occurring on the first day of the following fiscal year. For the fiscal period ended April 30, 2010, the Funds elected to defer losses occurring between December 30, 2009 and April 30, 2010 in the amounts of $37,891 for the Vulcan Value Partners Fund.

2. SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales of securities (excluding short-term securities) during the fiscal period ended April 30, 2010, was as follows:

 

Fund    Purchases of  
Securities  
   Proceeds from
Sales of Securities

Vulcan Value Partners Fund

   $             12,533,219    $                       1,756,440

Vulcan Value Partners Small Cap Fund

   $ 6,495,539    $ 1,292,706

 

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Notes to Financial Statements

 

 

April 30, 2010

 

3. CAPITAL SHARE TRANSACTIONS

 

Shares redeemed within 90 days of purchase may incur a 2% short-term redemption fee deducted from the redemption amount. The Vulcan Value Partners Fund retained $5,524 for the fiscal period ended April 30, 2010, which is reflected in the “Shares redeemed” in the Statement of Changes in Net Assets. Transactions in shares of capital stock for the fiscal period ended April 30, 2010 were as follows:

Vulcan Value Partners Fund

For the Period December 30, 2009 (Inception) to April 30, 2010

 

     Shares     
 

Shares Sold

   1,237,792   

Less Shares Redeemed

   (25,667)   
 

Net Increase

   1,212,125   
           
           
Vulcan Value Partners Small Cap Fund   
For the Period December 30, 2009 (Inception) to April 30, 2010   
     Shares     
 

Shares Sold

   622,805   

Less Shares Redeemed

     
 

Net Increase

   622,805   
           
           

4. MANAGEMENT AND RELATED-PARTY TRANSACTIONS

 

Vulcan, subject to the authority of the Board, is responsible for the overall management and administration of the Funds’ business affairs. Vulcan manages the investments of the Funds in accordance with each Fund’s investment objective, policies and limitations and investment guidelines established jointly by the Adviser and the Trustees. Pursuant to the Investment Advisory Agreement (the “Advisory Agreement”), the Funds pays Vulcan an annual management fee of 1.00% and 1.25% for Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund, respectively, based on each Fund’s average daily net assets.

Vulcan has contractually agreed with the Funds to limit the amount of each Fund’s total annual expenses (exclusive of distribution and service (12b-1) fees, acquired fund fees and expenses, brokerage expenses, interest expense, taxes and extraordinary expenses) to 1.50% of each Fund’s average daily net assets. This agreement is in effect through August 31, 2011 and is reevaluated on an annual basis. Without this agreement, expenses could be higher. In addition, each Fund’s organizational expenses have been borne by Vulcan. The Adviser will be permitted to recover expenses it has borne through the agreement described above to the extent that each Fund’s expenses in later periods fall below the annual rates set forth in the relevant agreement. The Fund will not be obligated to pay any such deferred fees and expenses more than one year after the end of the fiscal year in which the fee and expense was deferred.

Distributor: ALPS Distributors, Inc. (an affiliate of ALPS) (“ADI” or the “Distributor”) acts as the distributor of each Fund’s shares pursuant to a Distribution Agreement with the Trust. Shares are sold on a continuous basis by ADI as agent for the Funds, and ADI has agreed to use its best efforts to solicit orders for the sale of each Fund’s shares, although it is not obliged to sell any particular amount of shares. ADI is not entitled to any compensation for its services as Distributor. ADI is registered as a broker-dealer with the Securities and Exchange Commission.

 

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Notes to Financial Statements

 

 

April 30, 2010

 

ALPS (an affiliate of ADI and AAI) serves as administrator to the Funds, and each Fund has agreed to pay expenses incurred in connection with its administrative activities. Pursuant to an Administrative Agreement, ALPS will provide operational services to the Funds including, but not limited to fund accounting and fund administration and generally assist in each Fund’s operations.

The table below provides the administrative fee to be paid by the Funds to ALPS pursuant to the Fund Accounting and Administration Agreement:

Annual Administrative Fee, billed monthly, in the amount of the greater of $210,000 annual minimum or:

 

  (i)  

5.0 basis points of the Funds’ average net assets between $0 - $500 million; and

 

  (ii)  

3.0 basis points of the Funds’ average net assets between $500 million - $1 billion; and

 

  (iii)  

2.0 basis points of the Funds’ average net assets over $1 billion.

Beneficial Ownership: The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of any class a Fund creates a presumption of control of the Fund under Section 2(a)(9) of the 1940 Act. As of April 30, 2010, Charles Schwab & Co. held approximately 68.32% and 49.92% of the Vulcan Value Partners Fund and the Vulcan Value Partners Small Cap Fund, respectively. Charles Schwab & Co. is believed to hold its shares of the Funds as nominee for the benefit of its clients.

5. SUBSEQUENT EVENTS

 

Management has evaluated whether any events or transactions occurred subsequent to April 30, 2010 through the date of issuance of the Funds’ financial statements and determined that there were no other material events or transactions that would require recognition or disclosure in the Funds’ financial statements.

6. INDEMNIFICATIONS

 

Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

 

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Report of Independent Registered Public Accounting Firm

 

 

 

To the Shareholders and Board of Trustees of Financial Investors Trust:

We have audited the accompanying statements of assets and liabilities of Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund, two of the portfolios of Financial Investors Trust (the “Funds”), including the statement of investments, as of April 30, 2010, and the related statements of operations, the statements of changes in net assets, and the financial highlights for the period from December 30, 2009 (inception) to April 30, 2010. 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 audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are 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 purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of April 30, 2010, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. 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 Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund as of April 30, 2010, the results of their operations, the changes in their net assets, and their financial highlights for the period from December 30, 2009 (inception) to April 30, 2010, in conformity with accounting principles generally accepted in the United States of America.

 

/s/ DELOITTE & TOUCHE LLP
Denver, Colorado
June 23, 2010

 

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Additional Information

 

 

April 30, 2010 (Unaudited)

1. FUND HOLDINGS

 

The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-Q within 60 days after the end of the period. Copies of the Funds’ Form N-Q are available without charge on the SEC website at http://www.sec.gov. You may also review and copy the Form N-Q at the SEC’s Public Reference Room in Washington, DC. For more information about the operation of the Public Reference Room, please call the SEC at 1-800-SEC-0330.

2. FUND PROXY VOTING POLICIES, PROCEDURES AND SUMMARIES

 

Each Fund’s policies and procedures used in determining how to vote proxies and information regarding how the Funds voted proxies relating to portfolio securities during the most recent prior 12-month period ending June 30 will be available without charge, (1) upon request, by calling (866) 759-5679 and (2) on the SEC’s website at http://www.sec.gov.

3. DISCLOSURE REGARDING APPROVAL OF FUND ADVISORY AGREEMENTS

 

On November 4, 2009, the Trustees met in person to discuss, among other things, the approval of the Investment Advisory Agreement between the Trust and Vulcan for the Funds (“Advisory Agreement”) in accordance with Section 15(c) of the Investment Company Act of 1940, as amended. The Trustees were informed that Vulcan, as the investment adviser, has responsibility for the investment and management of the Funds’ assets and securities. The Independent Trustees met with independent legal counsel during executive session and discussed the Advisory Agreement and other related materials.

In approving the Advisory Agreements, the Trustees, including the Independent Trustees, considered the following factors with respect to the Funds:

Investment Advisory Fee Rate: The Trustees reviewed and considered the contractual annual advisory fee to be paid by the Trust, on behalf of the Funds, to Vulcan of 1.00% of the Vulcan Value Partners Fund’s daily average net assets and 1.25% of the Vulcan Value Partners Small Cap Fund’s daily average net assets, in light of the extent and quality of the advisory services provided by Vulcan to the Funds.

The Trustees considered the information they received comparing each of the Fund’s contractual advisory fees and overall expenses with those of funds in both the relevant expense group and universe of funds provided by Lipper, an independent provider of investment company data.

Based on such information, the Trustees further determined that the contractual annual advisory fees set forth above and the total expense ratio of 1.00% and 1.25% for the Vulcan Value Partners Fund and the Vulcan Value Partners Small Cap Fund, respectively, taking into account the contractual fee waivers in place, is comparable to others within such Fund’s anticipated peer universe.

Nature, Extent and Quality of the Services under the Advisory Agreement: The Trustees received and considered information regarding the nature, extent and quality of services provided to the Funds under the Advisory Agreement. The Trustees reviewed certain background materials supplied by Vulcan in its presentation, including its Form ADV.

 

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Additional Information

 

April 30, 2010 (Unaudited)

 

The Trustees reviewed and considered Vulcan’s investment advisory personnel, its history as an asset manager, its performance and the amount of assets currently under management by Vulcan. The Trustees also reviewed the research and decision-making processes utilized by Vulcan, including the methods adopted to seek to achieve compliance with the investment objectives, policies and restrictions of the Funds. The Trustees considered the background and experience of Vulcan’s management in connection with the Funds, including reviewing the qualifications, backgrounds and responsibilities of the management team primarily responsible for the day-to-day portfolio management of the Funds and the extent of the resources devoted to research and analysis of actual and potential investments.

The Trustees also reviewed, among other things, Vulcan’s insider trading policies and procedures and a description of its Code of Ethics.

Performance: The Trustees noted that since neither of the Funds had begun operations, there is no fund performance to be reviewed or analyzed at this time, but they noted the performance of the private accounts advised by Vulcan. The Trustees considered Vulcan’s performance and reputation generally and its investment techniques, risk management controls and decision-making processes, taking into account that such performance was not the actual performance of the Funds.

The Adviser’s Profitability: The Trustees received and considered a projected profitability analysis prepared by Vulcan based on the fees payable under the Advisory Agreement. The Trustees considered the profits, if any, anticipated to be realized by Vulcan in connection with the operation of the Funds. The Board then reviewed Vulcan’s financial statements in order to analyze the financial condition and stability and profitability of the adviser.

Economies of Scale: The Trustees considered whether economies of scale in the provision of services to the Funds will be passed along to the shareholders under the proposed agreements.

Other Benefits to the Adviser: The Trustees reviewed and considered any other benefits derived or to be derived by Vulcan from its relationship with the Funds, including soft dollar arrangements.

In selecting Vulcan as the Funds’ investment adviser and approving the Advisory Agreement and the fees charged under this agreement, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to approve the Advisory Agreement. Further, the Independent Trustees were advised by separate independent legal counsel throughout the process. The Trustees, including all of the Independent Trustees, concluded that:

 

  ¡  

the investment advisory fees to be received by Vulcan with respect to each of the Funds were comparable to others with in such Fund’s peer universe;

 

  ¡  

the nature, extent and quality of services rendered by Vulcan under the Advisory Agreement were adequate;

 

  ¡  

the profit, if any, anticipated to be realized by Vulcan in connection with the operation of the Funds is fair to the Trust, especially in light of the fee waiver agreement between the Trust and Vulcan; and

 

  ¡  

there were no material economies of scale or other benefits accruing to Vulcan in connection with its relationship with the Funds.

 

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Additional Information

 

April 30, 2010 (Unaudited)

 

Based on the Trustees’ deliberations and their evaluation of the information described above, the Trustees, including all of the Independent Trustees, concluded that Vulcan’s compensation for investment advisory services is consistent with the best interests of each of the Funds and its shareholders.

TAX DESIGNATIONS

 

The Funds designate the following for federal income tax purposes for the fiscal year ended April 30, 2010:

 

     Qualified Dividend
Income
   Dividend Received    
Deduction    
           

Vulcan Value Partners Fund

   0%    0%
           

Vulcan Value Partners Small Cap Fund

   0%    0%
           

 

Annual Report  |  April 30, 2010    27


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Trustees and Officers

 

April 30, 2010 (Unaudited)

As of April 30, 2010, the Funds represented two of six separate series offered to the public under the Trust. The Trust’s Board of Trustees oversees the overall management of each series of the Trust and elects the officers of the Trust. You can find more information about the Trustees in the Statement of Additional Information (SAI) which is available without charge by calling (866) 759-5679. The principal occupations for the past five years of the Trustees and executive officers of the Trust are listed below.

INDEPENDENT TRUSTEES

 

Name,

Address*

& Age

  

Position(s)

Held with

Funds

  

Term of Office

and Length of

Time Served

  

Principal

Occupation(s)
  During Past 5 Years**  

  

Number of Funds

in Fund Complex

Overseen by

Trustee***

  

Other

Directorships

Held by Trustee

                          

Mary K. Anstine,

age 68

   Trustee    Ms. Anstine was elected at a special meeting of shareholders held on March 21, 1997 and re-elected at a special meeting of shareholders held on August 7, 2009.    Ms. Anstine was President/ Chief Executive Officer of HealthONE Alliance, Denver, Colorado, and former Executive Vice President of First Interstate Bank of Denver. Ms. Anstine is also Trustee/Director of AV Hunter Trust and Colorado Uplift Board. Ms. Anstine was formerly a Director of the Trust Bank of Colorado (later purchased and now known as Northern Trust Bank), HealthONE and Denver Area Council of the Boy Scouts of America, and a member of the American Bankers Association Trust Executive Committee.    6    Ms. Anstine is a Trustee of ALPS ETF Trust (9 funds); Financial Investors Variable Insurance Trust (5 funds); ALPS Variable Insurance Trust (1 fund); Reaves Utility Income Fund (1 fund); and Westcore Trust (12 funds).

 

*

All communications to Trustees and Officers may be directed to Financial Investors Trust c/o 1290 Broadway, Suite 1100, Denver, CO 80203.

**

Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years.

***

The Fund Complex includes all series of the Trust and any other investment companies for which Vulcan Value Partners provides investment advisory services.

 

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Trustees and Officers

 

April 30, 2010 (Unaudited)

 

INDEPENDENT TRUSTEES (Continued)

 

Name,

Address*

& Age

  

Position(s)

Held with

Funds

  

Term of Office

and Length of

Time Served

  

Principal

Occupation(s)
  During Past 5 Years**  

  

Number of Funds

in Fund Complex
Overseen by

Trustee***

  

Other

Directorships

Held by Trustee

                          

John R. Moran, Jr.,

age 79

   Trustee    Mr. Moran was elected at a special meeting of shareholders held on March 21, 1997 and re-elected at a special meeting of shareholders held on August 7, 2009.    Mr. Moran is formerly President and CEO of The Colorado Trust, a private foundation serving the health and hospital community in the state of Colorado. An attorney, Mr. Moran was formerly a partner with the firm of Kutak Rock & Campbell in Denver, Colorado and a member of the Colorado House of Representatives.    6    None.
                          

Jeremy W. Deems,

age 33

   Trustee    Mr. Deems was appointed as a Trustee at the March 11, 2008 meeting of the Board of Trustees and elected at a special meeting of shareholders held on August 7, 2009.    Mr. Deems is the Co-President and Chief Financial Officer of Green Alpha Advisors, LLC. Prior to joining Green Alpha Advisors, Mr. Deems was CFO and Treasurer of Forward Management, LLC, an investment management company, ReFlow Management Co., LLC, a liquidity resourcing company, ReFlow Fund, LLC, a private investment fund, and Sutton Place Management, LLC, an administrative services company (from 2004 to June 2007). Prior to this, Mr. Deems served as Controller of Forward Management, LLC, ReFlow Management Co., LLC, ReFlow Fund, LLC and Sutton Place Management, LLC.    6    Mr. Deems is a Trustee of ALPS ETF Trust (9 funds); ALPS Variable Insurance Trust (1 fund); and Reaves Utility Income Fund (1 fund).

 

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Table of Contents

Trustees and Officers

 

April 30, 2010 (Unaudited)

 

INDEPENDENT TRUSTEES (Continued)

 

Name,

Address*

& Age

  

Position(s)

Held with

Funds

  

Term of Office

and Length of

Time Served

  

Principal

Occupation(s)
  During Past 5 Years**  

  

Number of

Funds in Fund

Complex

Overseen by

Trustee***

  

Other

Directorships

Held by Trustee

                          

Jerry G. Rutledge,

age 65

   Trustee    Mr. Rutledge was elected at a special meeting of shareholders held on August 7, 2009.    Mr. Rutledge is the President and owner of Rutledge’s Inc., a retail clothing business. Mr. Rutledge is currently Director of the University of Colorado Hospital. He was from 1994 to 2007 a Regent of the University of Colorado and Director of the American National Bank until 2009.    6    Mr. Rutledge is a Trustee of Clough Global Allocation Fund (1 fund), Clough Global Equity Fund (1 fund) and Clough Global Opportunities Fund (1 fund).
                          

Michael “Ross” Shell,

age 39

   Trustee    Mr. Shell was elected at a special meeting of shareholders held on August 7, 2009.    Mr. Shell is Founder and CEO of Red Idea, LLC, a strategic consulting/early stage venture firm (since June 2008) and a Director of Tesser, Inc., a brand agency (since November 1999). From December 2005 to May 2008, he was Director, Marketing and Investor Relations, of Woodbourne, a REIT/real estate hedge fund and private equity firm. Prior to this, from May 2004 to November 2005, he worked as a business strategy consultant; from June 2003 to April 2004, he was on the Global Client Services team of IDEO, a product design/innovation firm; and from 1999 to 2003, he was President of Tesser, Inc. Mr. Shell graduated with honors from Stanford University with a degree in Political Science.    6    None.

 

*

All communications to Trustees and Officers may be directed to Financial Investors Trust c/o 1290 Broadway, Suite 1100, Denver, CO 80203.

**

Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years.

***

The Fund Complex includes all series of the Trust and any other investment companies for which Vulcan Value Partners provides investment advisory services.

 

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Trustees and Officers

 

April 30, 2010 (Unaudited)

 

INTERESTED TRUSTEE

 

Name,

Address*

& Age

  

Position(s)

Held with

Funds

  

Term of Office

and Length of

Time Served

  

Principal

Occupation(s)
  During Past 5 Years**  

  

Number

of Funds

in Fund

Complex

Overseen by

Trustee***

  

Other

Directorships

Held by Trustee

                          

Edmund J. Burke,

age 48

  

Trustee,

Chairman and President

   Mr. Burke was elected as Chairman at the August 28, 2009 meeting of the Board of Trustees. Mr. Burke was elected as Trustee at a special meeting of shareholders held on August 7, 2009. Mr. Burke was elected President of the Trust at the December 17, 2002 meeting of the Board of Trustees.    Mr. Burke is Chief Executive Officer and a Director of ALPS Holdings, Inc. (“AHI”) (since 2005) and Director of ALPS Advisors, Inc. (“AAI”), ALPS Distributors, Inc. (“ADI”), ALPS Fund Services, Inc. (“AFS”) and FTAM Distributors, Inc. (“FDI”) and from 2001-2008, was President of AAI, ADI, AFS and FDI. Because of his positions with AHI, AAI, ADI, AFS and FDI, Mr. Burke is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. Burke is President and Chief Executive Officer of the Financial Investors Variable Insurance Trust (since 2006); Trustee and President of the Clough Global Allocation Fund (Trustee since 2006; President since 2004); Trustee and President of the Clough Global Equity Fund (Trustee since 2006; President since 2005); Trustee and President of the Clough Global Opportunities Fund (since 2006); Trustee of the Liberty All-Star Equity Fund; and Director of the Liberty All-Star Growth Fund, Inc.    6    Mr. Burke is a Trustee of Clough Global Allocation Fund (1 fund); Clough Global Equity Fund (1 fund); Clough Global Opportunities Fund (1 fund); Trustee of the Liberty All-Star Equity Fund (1 fund); and Director of the Liberty All-Star Growth Fund, Inc. (1 fund).

 

Annual Report  |  April 30, 2010    31


Table of Contents

Trustees and Officers

 

April 30, 2010 (Unaudited)

 

OFFICERS

 

Name,

Address*

& Age

  

Position(s)

Held with

Funds

  

Term of Office

and Length of

Time Served

   Principal Occupation(s) During Past 5 Years**
                
Jeremy O. May, age 39    Treasurer    Mr. May was elected Treasurer of the Trust at the October 7, 1997 meeting of the Board of Trustees.    Mr. May joined ALPS in 1995 and is currently President and Director of AFS and Executive Vice President and Director of AHI, AAI, ADI and FDI. Because of his positions with these entities, Mr. May is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. May is also the Treasurer of the Liberty All-Star Equity Fund, Liberty All-Star Growth Fund, Inc., Clough Global Allocation Fund, Clough Global Equity Fund, Clough Global Opportunities Fund, Financial Investors Trust and Financial Investors Variable Insurance Trust. Mr. May is also President, Chairman and Trustee of the ALPS Variable Insurance Trust and the Reaves Utility Income Fund. Mr. May is currently on the Board of Directors and is Chairman of the Audit Committee of the University of Colorado Foundation.
                
JoEllen L. Legg, age 48    Secretary    Ms. Legg was elected Secretary of the Trust at the November 13, 2007 meeting of the Board of Trustees.    Ms. Legg joined ALPS in October 2007 and is currently Vice President and Associate Counsel of ALPS, AAI, ADI and FDI. Prior to joining ALPS, Ms. Legg served as Senior Counsel -Law (Corporate & Securities) for Adelphia Communications Corporation from February 2005 to March 2007. Prior to this, Ms. Legg held associate positions at Fried Frank Harris Shriver & Jacobson LLP (1998 - 2004) and at Patton Boggs LLP (2004 -2005). Because of her position with ALPS, Ms. Legg is deemed an affiliate of the Trust as defined under the 1940 Act. Ms. Legg is also the Secretary of Transparent Value Trust and Westcore Trust and Assistant Secretary of the Stone Harbor Investment Funds and WesMark Funds.

 

*

All communications to Trustees and Officers may be directed to Financial Investors Trust c/o 1290 Broadway, Suite 1100, Denver, CO 80203.

**

Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years.

***

The Fund Complex includes all series of the Trust and any other investment companies for which Vulcan Value Partners provides investment advisory services.

 

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Trustees and Officers

 

April 30, 2010 (Unaudited)

 

OFFICERS

 

Name,

Address*

& Age

   Position(s)
Held with
Funds
   Term of Office
and Length of
Time Served
   Principal Occupation(s) During Past 5 Years**
                

Michael Akins,

age 33

   Chief Compliance Officer (“CCO”)    Mr. Akins was appointed CCO of the Trust at the June 13, 2006 meeting of the Board of Trustees.    Mr. Akins joined ALPS in April 2006 and is currently Vice President and Deputy Compliance Officer of ALPS. Prior to joining ALPS, Mr. Akins served as Compliance Officer and AVP for UMB Financial Corporation. Before joining UMB, Mr. Akins served as an account manager for State Street Corporation. Because of his position with ALPS, Mr. Akins is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. Akins is currently the CCO of Reaves Utility Income Fund, Clough Global Allocation Fund, Clough Global Opportunities Fund and the Clough Global Equity Fund.
                
Kimberly R. Storms, age 37    Assistant Treasurer    Ms. Storms was elected Assistant Treasurer of the Trust at the June 14, 2005 meeting of the Board of Trustees.    Ms. Storms is Senior Vice President - Director of Fund Administration of ALPS. Ms. Storms joined ALPS in 1998 as Assistant Controller. Because of her position with ALPS, Ms. Storms is deemed an affiliate of the Trust as defined under the 1940 Act. Ms. Storms is also Treasurer of ALPS ETF Trust and ALPS Variable Insurance Trust; Assistant Treasurer of Liberty All-Star Equity Fund and Liberty All-Star Growth Fund, Inc.; and Assistant Secretary of Ameristock Mutual Fund, Inc.

 

*

All communications to Trustees and Officers may be directed to Financial Investors Trust c/o 1290 Broadway, Suite 1100, Denver, CO 80203.

**

Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years.

***

The Fund Complex includes all series of the Trust and any other investment companies for which Vulcan Value Partners provides investment advisory services.

 

Annual Report  |  April 30, 2010    33


Table of Contents

This Fund is neither insured nor guaranteed by the U.S. Government, the FDIC, the Federal Reserve Board or any other governmental agency or insurer.

For more information about the Fund, including a prospectus, please visit www.vulcanvaluepartners.com or call 1.877.421.5078.

This material must be accompanied or proceeded by a prospectus.

The Vulcan Value Partners Funds are distributed by ALPS Distributors, Inc.


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Item 2.

 

Code of Ethics.

 

(a)

  

The Registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or any persons performing similar functions on behalf of the Registrant.

 

(b)

  

Not applicable.

 

(c)

  

During the period covered by this report, no amendments to the provisions of the code of ethics adopted in Item 2(a) above were made.

 

(d)

  

During the period covered by this report, no implicit or explicit waivers to the provisions of the code of ethics adopted in Item 2(a) above were granted.

 

(e)

  

Not applicable.

 

(f)

  

The Registrant’s Code of Ethics is attached as an Exhibit hereto.

Item 3.

 

Audit Committee Financial Expert.

 

The Board of Trustees of the Registrant has determined that the Registrant has at least one Audit Committee Financial Expert serving on its audit committee. The Board of Trustees of the Registrant has designated Jeremy W. Deems as the Registrant’s “Audit Committee Financial Expert.” Mr. Deems is “independent” as defined in paragraph (a)(2) of Item 3 to Form N-CSR.

Item 4.

 

Principal Accountant Fees and Services.

 

(a)

  

Audit Fees:  For the Registrant’s fiscal years ended April 30, 2009 and April 30, 2010, the aggregate fees billed for professional services rendered by the principal accountant for the audit of the Registrant’s annual financial statements were $45,000 and $105,340, respectively.

 

(b)

   Audit-Related Fees:  For the Registrant’s fiscal years ended April 30, 2009 and April 30, 2010, the aggregate fees billed for professional services rendered by the principal accountant for the verification of the Registrant’s securities and similar


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investments in accordance with Rule 17f-2 under the Investment Company Act of 1940 were $10,000 and $10,000, respectively.

 

(c)

  

Tax Fees: For the Registrant’s fiscal years ended April 30, 2009 and April 30, 2010, the aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice and tax planning were $10,570 and $26,770, respectively. The fiscal year 2009 and 2010 tax fees were for services for dividend calculation, excise tax preparation and tax return preparation.

 

(d)

  

All Other Fees: For the Registrant’s fiscal years ended April 30, 2009 and April 30, 2010, no fees were billed to Registrant by the principal accountant for services other than the services reported in paragraphs (a) through (c) of this Item.

 

(e)(1)

  

Audit Committee Pre-Approval Policies and Procedures: All services to be performed by the Registrant’s principal accountant must be pre-approved by the Registrant’s audit committee.

 

(e)(2)

  

No services described in paragraphs (b) through (d) of this Item were approved by the Registrant’s audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)

  

Not applicable.

 

(g)

  

The aggregate non-audit fees billed by the Registrant’s accountant in each of the last two fiscal years of the Registrant were $178,070 in 2009 and $166,770 in 2010. These fees consisted of non-audit fees billed to (i) the Registrant of $10,570 in 2009 and $26,770 in 2010 as described in response to paragraph (c) above and (ii) to ALPS Fund Services, Inc. (“AFS”), an entity under common control with ALPS Advisors, Inc., the Registrant’s investment adviser, of $167,500 in 2009 and $140,000 in 2010. The non-audit fees billed to AFS related to SAS 70 services and other compliance-related matters.

 

(h)

  

The Registrant’s audit committee has considered whether the provision of non-audit services that were rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, is compatible with maintaining the principal accountant’s independence. The Registrant’s audit committee determined that the provision of such non-audit services is compatible with maintaining the principal accountant’s independence.

Item 5.  

Audit Committee of Listed Registrants.

 

Not applicable.


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Item 6.  

Investments.

 

(a)

  

Schedule of Investments is included as part of the Reports to Stockholders filed under Item 1 of this Form N-CSR.

 

(b)

  

Not applicable.

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

Not applicable to Registrant.

Item 8.  

Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to Registrant.

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

Not applicable to Registrant.

Item 10.  

Submission of Matters to a Vote of Security Holders.

 

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees, where those changes were implemented after the Registrant last provided disclosure in response to the requirements of Item 407(c)(2) of Regulation S-K, or this Item.

Item 11.  

Controls and Procedures.

 

(a)

  

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

 

(b)

  

There was no change in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940, as amended) 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.


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Item 12.  

Exhibits.

 

(a)(1)

  

Registrant’s Code of Ethics for Senior Financial Officers, which is the subject of the disclosure required by Item 2 of Form N-CSR, was filed as Exhibit 12(a)(1) to the Registrant’s Certified Shareholder Report on Form N-CSR, File No. 811-8194, on July 7, 2008.

 

(a)(2)

  

The certifications required by Rule 30a-2(a) of the Investment Company Act of 1940, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit 99.Cert.

 

(a)(3)

  

Not applicable.

 

(b)

  

The certifications by the Registrant’s principal executive officer and principal financial officer, as required by Rule 30a-2(b) of the Investment Company Act of 1940, as amended, and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit 99.906Cert.


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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.

 

FINANCIAL INVESTORS TRUST
By:          

/s/ Edmund J. Burke

         

Edmund J. Burke (Principal Executive Officer)

         

President

Date:          

July 6, 2010

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.

 

FINANCIAL INVESTORS TRUST
By:          

/s/ Edmund J. Burke

         

Edmund J. Burke (Principal Executive Officer)

         

President

Date:          

July 6, 2010

 

By:          

/s/ Jeremy O. May

         

Jeremy O. May (Principal Financial Officer)

         

Treasurer

Date:          

July 6, 2010