ITEM 1. SEMIANNUAL REPORT TO STOCKHOLDERS.
USAA MUTUAL FUNDS TRUST - SEMIANNUAL REPORT FOR PERIOD ENDED NOVEMBER 30, 2013
[LOGO OF USAA]
USAA(R)
[GRAPHIC OF USAA MANAGED ALLOCATION FUND]
SEMIANNUAL REPORT
USAA MANAGED ALLOCATION FUND
NOVEMBER 30, 2013
PRESIDENT'S MESSAGE
"IT IS IMPORTANT TO OWN A VARIETY OF
INVESTMENTS THAT TEND TO PERFORM [PHOTO OF DANIEL S. McNAMARA]
DIFFERENTLY IN DIFFERENT ENVIRONMENTS."
DECEMBER 2013
As experienced investors know, major moves in an asset class can happen quickly.
This was the case during the reporting period for both stocks and bonds. For
stocks, it was essentially a tale of two markets. In the first half of the
period, global stocks retreated on hints from Federal Reserve (the Fed) Chairman
Ben Bernanke that the Fed might begin tapering (or reducing) its quantitative
easing (QE) asset purchases. (Through QE, the Fed was buying $85 billion in U.S.
Treasury securities and mortgage-backed securities every month in order to push
down long-term interest rates and stimulate economic growth and it recently
signaled that it will reduce this amount to $75 billion every month.) Overall,
for the period between May 31, 2013, and September 5, 2013, international stocks
(which exclude the United States and Europe) and European stocks gained about
3%, while U.S. stocks returned approximately 2%. Emerging market stocks
declined.
Global stocks reversed direction in the second half of the reporting period,
rallying strongly after the Fed delayed the inevitable taper. Between September
6, 2013, and November 29, 2013, European stocks gained more than 10%,
outperforming U.S. and international stocks -- both of which advanced nearly a
still-respectable 10% -- and emerging markets stocks, which recorded a return of
about 8%. Varied performance, such as this, is an important reminder of the
benefits of diversification: it is important to own a variety of investments
that tend to perform differently in different environments.
In the bond market, longer-term interest rates rose on expectations of a
reduction in the Fed's asset purchases. Bond prices, which move in the opposite
direction of interest rates, declined. The increase in rates was most pronounced
in the longer end of the yield curve -- in five-year, 10-year and 30-year
maturities. For fixed-income investors, it was a mixed blessing. Higher rates
meant a decrease in principal value. On the other hand, lower prices mean
investors have the opportunity to reinvest at higher rates and earn more on any
new investments. Meanwhile, short-term interest rates remained anchored near
zero. The Fed has said it will keep the targeted federal funds rate between 0%
and 0.25% as long as unemployment is above 6.5% and inflation remains below
2.5%.
Looking ahead, I expect the Fed to continue its asset purchases for the
foreseeable future. Janet Yellen, who has been nominated to succeed Bernanke,
said this past November that she supports the continuation of the Fed's
accommodative monetary policies. Yellen also told the Senate Banking Committee
that the Fed would eventually have to begin tapering (which it subsequently
stated it will do). However, I believe that the Fed will continue asset
purchases, as the U.S. economy remains fragile.
As the Fed starts to taper its asset purchases, longer-term interest rates will
probably increase. Though gradually rising rates can be a headwind for
investors, fixed-income investing is not an all-or-none scenario. I believe that
bonds continue to have a place in a diversified portfolio, in part because of
the income they provide. Furthermore, the bond market is not one market but is
actually a market of many different types of bonds, including U.S. Treasuries,
mortgage-backed securities, investment-grade bonds, high-yield bonds, municipal
securities, and more. Many of these fixed-income asset classes performed
differently (some better and some worse than U.S. Treasuries) during the
reporting period.
Meanwhile, equity valuations have risen faster than fundamentals. I believe
valuations will continue to rise if economic growth accelerates and profit
margins can maintain their current levels. If growth stalls or decelerates and
profit margins decrease, earnings may disappoint and stocks may trim their
gains.
Precious metals, like fixed-income securities, underperformed during the
reporting period. The underperformance, in my view, was driven by concern that
Fed tapering would be stronger than expected, which could lead to a rally in the
U.S. dollar and reduce the need for inflation protection. Precious metals are
typically used as a long-term inflation hedge. Exposure to gold and other
precious metals and minerals may enhance overall portfolio diversification.
In the months ahead, rest assured that we will continue to monitor the financial
markets as well as Congressional budget negotiations, Fed policy, economic
trends, corporate earnings, and other factors that potentially could affect the
performance of your investments. On behalf of everyone at USAA Asset Management
Company, thank for your continued investment in our family of no-load mutual
funds.
Sincerely,
/S/ DANIEL S. MCNAMARA
Daniel S. McNamara
President
USAA Investment Management Company
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Past performance is no guarantee of future results. o As interest rates rise,
bond prices fall o Diversification is a technique to help reduce risk and does
not guarantee a profit or prevent a loss. o Emerging market countries are less
diverse and mature than other countries and tend to be politically less stable.
o Financial advice provided by USAA Financial Planning Services Insurance
Agency, Inc. (known as USAA Financial Insurance Agency in California, License
# 0E36312), and USAA Financial Advisors, Inc., a registered broker dealer.
TABLE OF CONTENTS
FUND OBJECTIVE 1
MANAGERS' COMMENTARY 2
INVESTMENT OVERVIEW 5
FINANCIAL INFORMATION
Portfolio of Investments 8
Notes to Portfolio of Investments 10
Financial Statements 11
Notes to Financial Statements 14
EXPENSE EXAMPLE 24
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THIS REPORT IS FOR THE INFORMATION OF THE SHAREHOLDERS AND OTHERS WHO HAVE
RECEIVED A COPY OF THE CURRENTLY EFFECTIVE PROSPECTUS OF THE FUND, MANAGED BY
USAA ASSET MANAGEMENT COMPANY. IT MAY BE USED AS SALES LITERATURE ONLY WHEN
PRECEDED OR ACCOMPANIED BY A CURRENT PROSPECTUS, WHICH PROVIDES FURTHER DETAILS
ABOUT THE FUND.
(C)2014, USAA. All rights reserved.
FUND OBJECTIVE
THE USAA MANAGED ALLOCATION FUND (THE FUND) SEEKS TO MAXIMIZE TOTAL RETURN,
CONSISTING PRIMARILY OF CAPITAL APPRECIATION.
TYPES OF INVESTMENTS
The Fund invests primarily in U.S. and/or foreign (to include emerging markets)
equity securities and fixed-income securities through investments in shares of
other investment companies, including exchange-traded funds (ETFs) and real
estate securities, including real estate investment trusts (REITs). Consistent
with this investment strategy, the Fund may at times invest directly in U.S.
and/or foreign equity securities and fixed-income securities as well as futures
contracts and hedge funds.*
IRA DISTRIBUTION WITHHOLDING DISCLOSURE
We generally must withhold federal income tax at a rate of 10% of the taxable
portion of your distribution and, if you live in a state that requires state
income tax withholding, at your state's set rate. However, you may elect not to
have withholding apply or to have income tax withheld at a higher rate. If you
wish to make such an election, please call USAA Asset Management Company at
(800) 531-USAA (8722).
If you must pay estimated taxes, you may be subject to estimated tax penalties
if your estimated tax payments are not sufficient and sufficient tax is not
withheld from your distribution.
For more specific information, please consult your tax adviser.
* The Fund is not offered for sale directly to the general public and currently
is available for investment through a USAA discretionary managed account
program. The Fund may be offered to other persons and legal entities that
USAA Asset Management Company may approve from time to time. There are no
minimum initial or subsequent purchase payment amounts for investments in the
Fund.
FUND OBJECTIVE | 1
MANAGERS' COMMENTARY ON THE FUND
USAA Asset Management Company
JOHN P. TOOHEY, CFA DAN DENBOW, CFA
WASIF A. LATIF ARNOLD J. ESPE, CFA
R. MATTHEW FREUND, CFA
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o HOW DID THE USAA MANAGED ALLOCATION FUND (THE FUND) PERFORM DURING THE
REPORTING PERIOD?
The Fund returned 3.09% during the six-month period ended November 30, 2013.
This compares to returns of -0.56% for the Barclays U.S. Aggregate Bond
Index and 11.91% for the S&P 500(R) Index.
o WHAT ELEMENTS OF YOUR POSITIONING HELPED THE FUND'S PERFORMANCE DURING
REPORTING THE PERIOD?
The Fund's domestic equity allocation made a positive contribution to
performance. The U.S. equity market delivered very strong returns during the
past six months, as growing optimism about the economic outlook helped fuel
investors' appetite for risk. Mid- and small-cap stocks performed
particularly well, since both tend to have more of a domestic focus than
their large-cap peers. This proved to be a tailwind to performance at a time
of improving economic conditions in the United States.
The non-U.S. equity portion of the Fund also delivered positive returns.
Our holdings in exchange-traded funds that invest in the developed
Refer to page 6 for benchmark definitions.
PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.
2 | USAA MANAGED ALLOCATION FUND
overseas markets performed particularly well due in part to the signs of
recovery in Europe's economy and the aggressive policies of Japan's central
bank. Our allocation to the emerging markets also produced a gain, albeit a
more modest one than our positions in the developed markets.
Emerging-markets stocks lagged due to concerns about the U.S. Federal
Reserve (the Fed) "tapering" (or reducing) the amount of U.S. Treasuries
purchased through a bond-buying program known as "quantitative easing" (or
QE) and weaker-than-expected growth in key markets such as Brazil, China,
and India.
o WHAT ELEMENTS OF YOUR POSITIONING HURT THE FUND'S PERFORMANCE?
The Fund's allocation to cash was a drag on returns. At a time in which a
typical 60%-40% stock-bond allocation generated a positive gain, a position
in cash represented a headwind to relative performance.
The Fund's bond allocation produced mixed performance during the reporting
period, during which the U.S. investment-grade bond market finished in the
red. Investors reacted negatively to the prospect of the Fed tapering the QE
program. While the Fed kept the policy intact through the close of the
reporting period, the potential for a withdrawal of support led to a
sell-off in intermediate- and long-term investment-grade bonds.
In this environment, the Fund's performance was hurt by its allocation to
funds that invested in investment-grade corporate and investment-grade
bonds. However, this was offset to some extent by our allocation to
high-yield bonds. This asset class tends to have a lower sensitivity to
interest-rate risk than the investment-grade segment of the market, which
was positive for its six-month results. High-yield bonds also were helped by
stronger economic growth and investors' continued preference for
income-producing securities.
MANAGERS' COMMENTARY ON THE FUND | 3
o WHAT IS YOUR OUTLOOK FOR THE FINANCIAL MARKETS AS WE MOVE INTO 2014?
As we look ahead to 2014, we foresee an environment in which financial
market performance may be somewhat more muted. Developed-market stocks are
more richly valued, and yields on long-term bonds are likely to trend higher
over time. What's more, we anticipate a high level of market uncertainty
stemming from shifting expectations for the country's fiscal and monetary
policies.
Accordingly, we are closely monitoring economic data to assess whether the
recent uptick in economic indicators is a sign that the U.S. economy is
about to achieve "escape velocity." If growth does indeed pick up, that
would represent a strong indication that corporate sales growth can
accelerate from its current low level. This is critical for equities, since
market performance has run far ahead of earnings growth in 2013 --
indicating that expanding valuations has been the key driver of performance.
It's, therefore, likely that investors will soon need to see an improvement
in revenues for equities to maintain their upward trajectory.
Our approach to this potentially challenging backdrop is to emphasize
fundamentals and valuations as the basis for determining the Fund's optimal
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asset allocation. We seek to construct a portfolio that is truly diversified
in that it is positioned to capitalize on a wide range of potential outcomes
regarding global growth, central bank policy, and inflation. We believe this
nimble approach -- and not one that simply seeks to "ride the wave" of
accommodative central bank policies -- will be critical to generating
outperformance in the year ahead.
Thank you for your investment in the Fund.
Diversification does not guarantee a profit or prevent a loss.
4 | USAA MANAGED ALLOCATION FUND
INVESTMENT OVERVIEW
USAA MANAGED ALLOCATION FUND (THE FUND) (Ticker Symbol: UMAFX)
--------------------------------------------------------------------------------
11/30/13 5/31/13
--------------------------------------------------------------------------------
Net Assets $1,077.1 Million $714.9 Million
Net Asset Value Per Share $11.67 $11.32
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AVERAGE ANNUAL TOTAL RETURNS AS OF 11/30/13
5/31/13-11/30/13* 1 Year Since Inception 2/01/10
3.09% 5.51% 8.52%
AVERAGE ANNUAL TOTAL RETURNS AS OF 12/31/13
1 Year Since Inception 2/01/10
4.06% 8.53%
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EXPENSE RATIO AS OF 5/31/13**
0.97%
(includes acquired fund fees and expenses of 0.23%)
THE PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND IS NO GUARANTEE OF
FUTURE RESULTS. CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN THE PERFORMANCE
DATA QUOTED. THE RETURN AND PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE, SO
THAT AN INVESTOR'S SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR
ORIGINAL COST. FOR PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH-END, VISIT
USAA.COM.
*Total returns for periods of less than one year are not annualized. This
six-month return is cumulative.
**The expense ratio represents the total annual operating expenses, before
reductions of any expenses paid indirectly and including any acquired fund fees
and expenses, as reported in the Fund's prospectus dated October 1, 2013, and is
calculated as a percentage of average net assets. This expense ratio may differ
from the expense ratio disclosed in the Financial Highlights, which excludes
acquired fund fees and expenses.
Total return measures the price change in a share assuming the reinvestment of
all net investment income and realized capital gain distributions. The total
returns quoted do not reflect adjustments made to the enclosed financial
statements in accordance with U.S. generally accepted accounting principles or
the deduction of taxes that a shareholder would pay on distributions or the
redemption of shares.
INVESTMENT OVERVIEW | 5
o CUMULATIVE PERFORMANCE COMPARISON o
[CHART OF CUMULATIVE PERFORMANCE COMPARISON]
USAA MANAGED BARCLAYS U.S.
S&P 500 INDEX ALLOCATION FUND AGGREGATE BOND INDEX
01/31/10 $10,000.00 $10,000.00 $10,000.00
02/28/10 10,309.77 10,200.00 10,037.34
03/31/10 10,931.91 10,420.00 10,025.00
04/30/10 11,104.50 10,490.00 10,129.36
05/31/10 10,217.80 10,140.00 10,214.60
06/30/10 9,682.92 9,980.00 10,374.78
07/31/10 10,361.33 10,600.00 10,485.46
08/31/10 9,893.58 10,230.00 10,620.38
09/30/10 10,776.53 11,100.00 10,631.70
10/31/10 11,186.57 11,250.00 10,669.56
11/30/10 11,188.00 11,030.00 10,608.23
12/31/10 11,935.71 11,257.84 10,493.84
01/31/11 12,218.61 11,226.51 10,506.05
02/28/11 12,637.20 11,372.71 10,532.33
03/31/11 12,642.23 11,508.48 10,538.15
04/30/11 13,016.63 11,780.00 10,671.92
05/31/11 12,869.29 11,832.22 10,811.19
06/30/11 12,654.77 11,759.12 10,779.54
07/31/11 12,397.44 11,915.76 10,950.59
08/31/11 11,723.99 12,030.64 11,110.58
09/30/11 10,899.81 11,592.02 11,191.40
10/31/11 12,091.08 12,239.51 11,203.42
11/30/11 12,064.36 11,988.87 11,193.70
12/31/11 12,187.77 12,051.67 11,316.73
01/31/12 12,733.97 12,534.63 11,416.10
02/29/12 13,284.61 12,770.50 11,413.48
03/31/12 13,721.79 12,579.56 11,350.94
04/30/12 13,635.66 12,646.95 11,476.78
05/31/12 12,816.15 11,984.28 11,580.63
06/30/12 13,344.20 12,377.39 11,585.17
07/31/12 13,529.54 12,523.40 11,744.96
08/31/12 13,834.27 12,703.11 11,752.64
09/30/12 14,191.77 12,927.74 11,768.82
10/31/12 13,929.72 12,916.51 11,791.96
11/30/12 14,010.53 12,961.44 11,810.57
12/31/12 14,138.23 13,242.58 11,793.75
01/31/13 14,870.52 13,383.21 11,711.27
02/28/13 15,072.39 13,277.74 11,769.97
03/31/13 15,637.65 13,359.77 11,779.37
04/30/13 15,938.94 13,523.84 11,898.56
05/31/13 16,311.78 13,266.02 11,686.26
06/30/13 16,092.73 12,832.41 11,505.49
07/31/13 16,911.60 13,160.55 11,521.22
08/31/13 16,421.81 12,855.85 11,462.33
09/30/13 16,936.79 13,230.86 11,570.84
10/31/13 17,715.34 13,594.16 11,664.39
11/30/13 18,255.19 13,676.19 11,620.72
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[END CHART]
Data from 1/31/10 to 11/30/13.*
The graph illustrates the comparison of a $10,000 hypothetical investment in the
USAA Managed Allocation Fund to the following benchmarks:
o The unmanaged S&P 500 Index represents the weighted average performance of a
group of 500 widely held, publicly traded stocks.
o The Barclays U.S. Aggregate Bond Index is an unmanaged index of the
Government/Corporate Index, the Mortgage-Backed Securities Index, and the
Asset-Backed Securities Index.
Past performance is no guarantee of future results, and the cumulative
performance quoted does not reflect the deduction of taxes that a shareholder
would pay on distributions or the redemption of shares. Indexes are unmanaged
and you cannot invest directly in an index.
*The performance of the Barclay's U.S. Aggregate Bond Index and the S&P 500
Index is calculated from the end of the month, January 31, 2010, while the
Fund's inception date is February 1, 2010. There may be a slight variation of
performance numbers because of this difference.
6 | USAA MANAGED ALLOCATION FUND
o ASSET ALLOCATION -- 11/30/2013 o
[PIE CHART OF ASSET ALLOCATION]
FOREIGN EXCHANGE-TRADED FUNDS* 34.8%
DOMESTIC EXCHANGE-TRADED FUNDS* 32.1%
FIXED-INCOME EXCHANGE-TRADED FUNDS* 30.6%
PRECIOUS METALS AND COMMODITY-RELATED SECURITIES 1.9%
MONEY MARKET INSTRUMENTS 0.6%
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[END CHART]
*The Fund may rely on certain Securities and Exchange Commission (SEC) exemptive
orders or rules that permit funds meeting various conditions to invest in an
exchange-traded fund (ETF) in amounts exceeding limits set forth in the
Investment Company Act of 1940, as amended, that would otherwise be applicable.
Percentages are of the net assets of the Fund and may not equal 100%.
You will find a complete list of securities that the Fund owns on pages 8-9.
INVESTMENT OVERVIEW | 7
PORTFOLIO OF INVESTMENTS
November 30, 2013 (unaudited)
MARKET
NUMBER OF VALUE
SHARES SECURITY (000)
-----------------------------------------------------------------------------------------
EQUITY SECURITIES (99.4%)
EXCHANGE-TRADED FUNDS (97.5%)
DOMESTIC EXCHANGE-TRADED FUNDS (32.1%)
400,000 iShares Core S&P Mid-Cap ETF $ 52,172
300,000 iShares Core S&P Small-Cap ETF 32,400
1,230,000 iShares Russell 1000 Value ETF 113,689
290,000 iShares Russell 2000 ETF 32,918
1,360,000 iShares S&P 500 Value ETF 114,308
----------
Total Domestic Exchange-Traded Funds 345,487
----------
FIXED-INCOME EXCHANGE-TRADED FUNDS (30.6%)
1,299,000 iShares 7-10 Year Treasury Bond ETF 132,095
500,000 iShares iBoxx High Yield Corporate Bond Fund 46,710
769,000 iShares iBoxx Investment Grade Corporate Bond Fund 88,174
1,540,000 SPDR Barclays High Yield Bond Fund 62,755
----------
Total Fixed-Income Exchange-Traded Funds 329,734
----------
FOREIGN EXCHANGE-TRADED FUNDS (34.8%)
800,000 iShares Core MSCI EAFE ETF 47,936
2,975,000 iShares MSCI EAFE ETF 197,064
1,600,000 Vanguard FTSE Emerging Markets ETF 66,368
1,340,000 WisdomTree Emerging Markets SmallCap Dividend Fund 63,516
----------
Total Foreign Exchange-Traded Funds 374,884
----------
Total Exchange-Traded Funds (cost: $954,464) 1,050,105
----------
PRECIOUS METALS AND COMMODITY-RELATED SECURITIES (1.9%)
EXCHANGE-TRADED FUNDS (1.9%)
860,000 iShares Gold Trust* 10,432
85,000 SPDR Gold Shares* 10,259
----------
Total Exchange-Traded Funds 20,691
----------
Total Precious Metals and Commodity-Related Securities
(cost: $21,377) 20,691
----------
Total Equity Securities (cost: $975,841) 1,070,796
----------
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8 | USAA MANAGED ALLOCATION FUND
MARKET
NUMBER OF VALUE
SHARES SECURITY (000)
-----------------------------------------------------------------------------------------
MONEY MARKET INSTRUMENTS (0.6%)
MONEY MARKET FUNDS (0.6%)
6,279,414 State Street Institutional Liquid Reserve Fund, 0.07%(a)
(cost: $6,279) $ 6,279
----------
TOTAL INVESTMENTS (COST: $982,120) $1,077,075
==========
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-------------------------------------------------------------------------------------------------------
($ in 000s) VALUATION HIERARCHY
-------------------------------------------------------------------------------------------------------
(LEVEL 1) (LEVEL 2) (LEVEL 3)
QUOTED PRICES OTHER SIGNIFICANT SIGNIFICANT
IN ACTIVE MARKETS OBSERVABLE UNOBSERVABLE
ASSETS FOR IDENTICAL ASSETS INPUTS INPUTS TOTAL
-------------------------------------------------------------------------------------------------------
Equity Securities:
Exchange-Traded Funds:
Domestic Exchange-
Traded Funds $ 345,487 $- $- $ 345,487
Fixed-Income Exchange-
Traded Funds 329,734 - - 329,734
Foreign Exchange-
Traded Funds 374,884 - - 374,884
Precious Metals and
Commodity-Related
Securities:
Exchange-Traded Funds 20,691 - - 20,691
Money Market Instruments:
Money Market Funds 6,279 - - 6,279
-------------------------------------------------------------------------------------------------------
Total $1,077,075 $- $- $1,077,075
-------------------------------------------------------------------------------------------------------
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For the period of June 1, 2013, through November 30, 2013, there were no
transfers of securities between levels. The Fund's policy is to recognize any
transfers into and out of the levels as of the beginning of the period in which
the event or circumstance that caused the transfer occurred.
PORTFOLIO OF INVESTMENTS | 9
NOTES TO PORTFOLIO OF INVESTMENTS
November 30, 2013 (unaudited)
o GENERAL NOTES
Market values of securities are determined by procedures and practices
discussed in Note 1 to the financial statements.
The portfolio of investments category percentages shown represent the
percentages of the investments to net assets, and, in total, may not equal
100%. Investments in foreign securities were 34.8% of net assets at November
30, 2013. A category percentage of 0.0% represents less than 0.1% of net
assets.
The Fund may rely on certain Securities and Exchange Commission (SEC)
exemptive orders or rules that permit funds meeting various conditions to
invest in an exchange-traded fund (ETF) in amounts exceeding limits set
forth in the Investment Company Act of 1940, as amended, that would
otherwise be applicable.
o SPECIFIC NOTES
(a) Rate represents the money market fund annualized seven-day yield at
November 30, 2013.
* Non-income-producing security.
See accompanying notes to financial statements.
10 | USAA MANAGED ALLOCATION FUND
STATEMENT OF ASSETS AND LIABILITIES (IN THOUSANDS)
November 30, 2013 (unaudited)
ASSETS
Investments in securities, at market value (cost of $982,120) $1,077,075
Receivables:
Capital shares sold 887
Dividends and interest 51
----------
Total assets 1,078,013
----------
LIABILITIES
Payables:
Capital shares redeemed 336
Accrued management fees 525
Other accrued expenses and payables 28
----------
Total liabilities 889
----------
Net assets applicable to capital shares outstanding $1,077,124
==========
NET ASSETS CONSIST OF:
Paid-in capital $ 998,473
Accumulated undistributed net investment income 11,407
Accumulated net realized loss on investments (27,711)
Net unrealized appreciation of investments 94,955
----------
Net assets applicable to capital shares outstanding $1,077,124
==========
Capital shares outstanding, unlimited number of shares authorized,
no par value 92,281
==========
Net asset value, redemption price, and offering price per share $ 11.67
==========
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See accompanying notes to financial statements.
FINANCIAL STATEMENTS | 11
STATEMENT OF OPERATIONS (IN THOUSANDS)
Six-month period ended November 30, 2013 (unaudited)
INVESTMENT INCOME
Dividends $ 14,190
Interest 19
--------
Total income 14,209
--------
EXPENSES
Management fees 2,930
Administration and servicing fees 244
Transfer agent's fees 244
Custody and accounting fees 52
Postage 10
Shareholder reporting fees 10
Trustees' fees 7
Professional fees 32
Other 6
--------
Total expenses 3,535
--------
NET INVESTMENT INCOME 10,674
--------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized loss (18,889)
Change in net unrealized appreciation/depreciation of:
Investments 51,929
--------
Net realized and unrealized gain 33,040
--------
Increase in net assets resulting from operations $ 43,714
========
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See accompanying notes to financial statements.
12 | USAA MANAGED ALLOCATION FUND
STATEMENTS OF CHANGES IN NET ASSETS (IN THOUSANDS)
Six-month period ended November 30, 2013 (unaudited), and year ended
May 31, 2013
------------------------------------------------------------------------------------------
11/30/2013 5/31/2013
------------------------------------------------------------------------------------------
FROM OPERATIONS
Net investment income $ 10,674 $ 10,458
Net realized loss on investments (18,889) (5,127)
Net realized gain on foreign currency transactions - 1
Change in net unrealized appreciation/depreciation
of investments 51,929 52,572
---------------------------
Increase in net assets resulting from operations 43,714 57,904
---------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income - (12,720)
Net realized gains - (13,509)
---------------------------
Distributions to shareholders - (26,229)
---------------------------
FROM CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold 379,297 221,093
Reinvested dividends - 26,229
Cost of shares redeemed (60,781) (83,953)
---------------------------
Increase in net assets from capital share transactions 318,516 163,369
---------------------------
Net increase in net assets 362,230 195,044
NET ASSETS
Beginning of period 714,894 519,850
---------------------------
End of period $1,077,124 $714,894
===========================
Accumulated undistributed net investment income:
End of period $ 11,407 $ 733
===========================
CHANGE IN SHARES OUTSTANDING
Shares sold 34,535 19,480
Shares issued for dividends reinvested - 2,322
Shares redeemed (5,385) (7,401)
---------------------------
Increase in shares outstanding 29,150 14,401
===========================
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See accompanying notes to financial statements.
FINANCIAL STATEMENTS | 13
NOTES TO FINANCIAL STATEMENTS
November 30, 2013 (unaudited)
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USAA MUTUAL FUNDS TRUST (the Trust), registered under the Investment Company Act
of 1940, as amended (the 1940 Act), is an open-end management investment company
organized as a Delaware statutory trust consisting of 52 separate funds. The
information presented in this semiannual report pertains only to the USAA
Managed Allocation Fund (the Fund), which is classified as diversified under the
1940 Act. The Fund's investment objective is to maximize total return,
consisting primarily of capital appreciation. The Fund is not offered for sale
directly to the general public and is available currently for investment through
a USAA discretionary managed account program or other persons or legal entities
that the Fund may approve from time to time.
A. SECURITY VALUATION -- The Trust's Board of Trustees (the Board) has
established the Valuation Committee (the Committee), and subject to Board
oversight, the Committee administers and oversees the Fund's valuation
policies and procedures, which are approved by the Board. Among other things,
these policies and procedures allow the Fund to utilize independent pricing
services, quotations from securities dealers, and a wide variety of sources
and information to establish and adjust the fair value of securities as
events occur and circumstances warrant.
The Committee reports to the Board on a quarterly basis and makes
recommendations to the Board as to pricing methodologies and services used by
the Fund and presents additional information to the Board regarding
application of the pricing and fair valuation policies and procedures during
the preceding quarter.
14 | USAA MANAGED ALLOCATION FUND
The Committee meets as often as necessary to make pricing and fair value
determinations. In addition, the Committee holds regular monthly meetings to
review prior actions taken by the Committee and USAA Asset Management Company
(the Manager). Among other things, these monthly meetings include a review
and analysis of back testing reports, pricing service quotation comparisons,
illiquid securities and fair value determinations, pricing movements, and
daily stale price monitoring.
The value of each security is determined (as of the close of trading on the
New York Stock Exchange (NYSE) on each business day the NYSE is open) as set
forth below:
1. Equity securities, including exchange-traded funds (ETFs), except as
otherwise noted, traded primarily on a domestic securities exchange or
the Nasdaq over-the-counter markets, are valued at the last sales price
or official closing price on the exchange or primary market on which
they trade. Equity securities traded primarily on foreign securities
exchanges or markets are valued at the last quoted sales price, or the
most recently determined official closing price calculated according to
local market convention, available at the time the Fund is valued. If no
last sale or official closing price is reported or available, the
average of the bid and asked prices generally is used.
2. Equity securities trading in various foreign markets may take place on
days when the NYSE is closed. Further, when the NYSE is open, the
foreign markets may be closed. Therefore, the calculation of the Fund's
net asset value (NAV) may not take place at the same time the prices of
certain foreign securities held by the Fund are determined. In most
cases, events affecting the values of foreign securities that occur
between the time of their last quoted sales or official closing prices
and the close of normal trading on the NYSE on a day the Fund's NAV is
calculated will not be reflected in the value of the Fund's foreign
securities. However, the Manager, an affiliate of the Fund, and the
Fund's subadviser, if applicable, will monitor for events that would
NOTES TO FINANCIAL STATEMENTS | 15
materially affect the value of the Fund's foreign securities. The Fund's
subadviser has agreed to notify the Manager of significant events it
identifies that would materially affect the value of the Fund's foreign
securities. If the Manager determines that a particular event would
materially affect the value of the Fund's foreign securities, then the
Manager, under valuation procedures approved by the Board, will consider
such available information that it deems relevant to determine a fair
value for the affected foreign securities. In addition, the Fund may use
information from an external vendor or other sources to adjust the
foreign market closing prices of foreign equity securities to reflect
what the Fund believes to be the fair value of the securities as of the
close of the NYSE. Fair valuation of affected foreign equity securities
may occur frequently based on an assessment that events that occur on a
fairly regular basis (such as U.S. market movements) are significant.
3. Investments in open-end investment companies, hedge, or other funds,
other than ETFs, are valued at their NAV at the end of each business day.
4. Debt securities purchased with original or remaining maturities of 60
days or less may be valued at amortized cost, which approximates market
value.
5. Securities for which market quotations are not readily available or are
considered unreliable, or whose values have been materially affected by
events occurring after the close of their primary markets but before the
pricing of the Fund, are valued in good faith at fair value, using
methods determined by the Manager under valuation procedures approved by
the Board. The effect of fair value pricing is that securities may not
be priced on the basis of quotations from the primary market in which
they are traded and the actual price realized from the sale of a
security may differ materially from the fair value price. Valuing these
securities at fair value is intended to cause the Fund's NAV to be more
reliable than it otherwise would be.
16 | USAA MANAGED ALLOCATION FUND
Fair value methods used by the Manager include, but are not limited to,
obtaining market quotations from secondary pricing services,
broker-dealers, or widely used quotation systems. General factors
considered in determining the fair value of securities include
fundamental analytical data, the nature and duration of any restrictions
on disposition of the securities, and an evaluation of the forces that
influenced the market in which the securities are purchased and sold.
B. FAIR VALUE MEASUREMENTS -- Fair value is defined as the price that would be
received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The
three-level valuation hierarchy disclosed in the portfolio of investments is
based upon the transparency of inputs to the valuation of an asset or
liability as of the measurement date. The three levels are defined as
follows:
Level 1 -- inputs to the valuation methodology are quoted prices (unadjusted)
in active markets for identical securities.
Level 2 -- inputs to the valuation methodology are other significant
observable inputs, including quoted prices for similar securities, inputs
that are observable for the securities, either directly or indirectly, and
market-corroborated inputs such as market indices.
Level 3 -- inputs to the valuation methodology are unobservable and
significant to the fair value measurement, including the Manager's own
assumptions in determining the fair value.
The inputs or methodologies used for valuing securities are not necessarily
an indication of the risks associated with investing in those securities.
C. FEDERAL TAXES -- The Fund's policy is to comply with the requirements of the
Internal Revenue Code applicable to regulated investment companies and to
distribute substantially all of its income to its shareholders. Therefore, no
federal income tax provision is required.
NOTES TO FINANCIAL STATEMENTS | 17
D. INVESTMENTS IN SECURITIES -- Security transactions are accounted for on the
date the securities are purchased or sold (trade date). Gains or losses from
sales of investment securities are computed on the identified cost basis.
Dividend income, less foreign taxes, if any, is recorded on the ex-dividend
date. If the ex-dividend date has passed, certain dividends from foreign
securities are recorded upon notification. Interest income is recorded daily
on the accrual basis. Discounts and premiums are amortized over the life of
the respective securities, using the effective yield method for long-term
securities and the straight-line method for short-term securities.
E. EXPENSES PAID INDIRECTLY -- Through arrangements with the Fund's custodian
and other banks utilized by the Fund for cash management purposes, realized
credits, if any, generated from cash balances in the Fund's bank accounts may
be used to directly reduce the Fund's expenses. For the six-month period
ended November 30, 2013, there were no custodian and other bank credits.
F. INDEMNIFICATIONS -- Under the Trust's organizational documents, its officers
and trustees are indemnified against certain liabilities arising out of the
performance of their duties to the Trust. In addition, in the normal course
of business, the Trust enters into contracts that contain a variety of
representations and warranties that provide general indemnifications. 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. However, the Trust expects the risk of loss to be remote.
G. USE OF ESTIMATES -- The preparation of financial statements in conformity
with U.S. generally accepted accounting principles requires management to
make estimates and assumptions that may affect the reported amounts in the
financial statements.
(2) LINE OF CREDIT
The Fund participates in a joint, short-term, revolving, committed loan
agreement of $500 million with USAA Capital Corporation (CAPCO), an affiliate of
the Manager. The purpose of the agreement is to meet
18 | USAA MANAGED ALLOCATION FUND
temporary or emergency cash needs, including redemption requests that might
otherwise require the untimely disposition of securities. Subject to
availability, the Fund may borrow from CAPCO an amount up to 5% of the Fund's
total assets at an interest rate based on the London Interbank Offered Rate
(LIBOR).
The USAA Funds that are party to the loan agreement are assessed facility fees
by CAPCO in the amount of 7.0 basis points of the amount of the committed loan
agreement. The facility fee rate remains unchanged from September 30, 2012, to
September 30, 2013. The facility fees are allocated among the Funds based on
their respective average net assets for the period.
For the six-month period ended November 30, 2013, the Fund paid CAPCO facility
fees of $3,000, which represents 1.4% of the total fees paid to CAPCO by the
USAA Funds. The Fund had no borrowings under this agreement during the six-month
period ended November 30, 2013.
(3) DISTRIBUTIONS
The tax basis of distributions and accumulated undistributed net investment
income will be determined based upon the Fund's tax year-end of May 31, 2014, in
accordance with applicable tax law.
Distributions of net investment income and realized gains from security
transactions not offset by capital losses are made annually in the succeeding
fiscal year or as otherwise required to avoid the payment of federal taxes.
Under the Regulated Investment Company Modernization Act of 2010 (the Act), a
fund is permitted to carry forward net capital losses indefinitely.
Additionally, such capital losses that are carried forward will retain their
character as short-term and/or long-term capital losses. Post-enactment capital
loss carryforwards must be used before pre-enactment capital loss carryforwards.
As a result, pre-enactment capital loss carryforwards may be more likely to
expire unused.
At May 31, 2013, the Fund had no pre-enactment or post-enactment capital loss
carryforwards, for federal income tax purposes.
NOTES TO FINANCIAL STATEMENTS | 19
For the six-month period ended November 30, 2013, the Fund did not incur any
income tax, interest, or penalties, and has recorded no liability for net
unrecognized tax benefits relating to uncertain income tax positions. On an
ongoing basis the Manager will monitor its tax positions to determine if
adjustments to this conclusion are necessary. The statute of limitations on the
Fund's tax return filings generally remain open for the three preceding fiscal
reporting year-ends and remain subject to examination by the Internal Revenue
Service and state taxing authorities.
(4) INVESTMENT TRANSACTIONS
Cost of purchases and proceeds from sales/maturities of securities, excluding
short-term securities, for the six-month period ended November 30, 2013, were
$854,212,000 and $463,908,000, respectively.
As of November 30, 2013, the cost of securities, including short-term
securities, for federal income tax purposes, was approximately the same as that
reported in the financial statements.
Gross unrealized appreciation and depreciation of investments as of November 30,
2013, were $95,641,000 and $686,000, respectively, resulting in net unrealized
appreciation of $94,955,000.
(5) TRANSACTIONS WITH MANAGER
A. MANAGEMENT FEES -- The Manager provides investment management services to
the Fund pursuant to an Advisory Agreement. Under this agreement, the
Manager is responsible for managing the business and affairs of the Fund and
for directly managing the day-to-day investment of the Fund's assets,
subject to the authority of and supervision by the Board. The Manager is
also authorized to select (with approval of the Board and without
shareholder approval) one or more subadvisers to manage the actual
day-to-day investment of a portion of the Fund's assets. For the period
ended November 30, 2013, there were no subadvisers. The Fund's management
fees are accrued daily and paid monthly at an annualized rate of 0.60% of
the Fund's average net assets for the fiscal year. For the six-month period
20 | USAA MANAGED ALLOCATION FUND
ended November 30, 2013, the Fund incurred total management fees, paid or
payable to the Manager, of $2,930,000.
B. ADMINISTRATION AND SERVICING FEES -- The Manager provides certain
administration and servicing functions for the Fund. For such services, the
Manager receives a fee accrued daily and paid monthly at an annualized rate
of 0.05% of the Fund's average net assets for the fiscal year. For the
six-month period ended November 30, 2013, the Fund incurred administration
and servicing fees, paid or payable to the Manager, of $244,000.
In addition to the services provided under its Administration and Servicing
Agreement with the Fund, the Manager also provides certain compliance and
legal services for the benefit of the Fund. The Board has approved the
reimbursement of a portion of these expenses incurred by the Manager. For
the six-month period ended November 30, 2013, the Fund reimbursed the
Manager $11,000 for these compliance and legal services. These expenses are
included in the professional fees on the Fund's statement of operations.
C. TRANSFER AGENT'S FEES -- USAA Transfer Agency Company, d/b/a USAA
Shareholder Account Services (SAS), an affiliate of the Manager, provides
transfer agent services to the Fund. The Fund's transfer agent's fees are
accrued daily and paid monthly at an annualized rate of 0.05% of the Fund's
average net assets for the fiscal year. For the six-month period ended
November 30, 2013, the Fund incurred transfer agent's fees, paid or payable
to SAS, of $244,000.
D. UNDERWRITING SERVICES -- USAA Investment Management Company provides
exclusive underwriting and distribution of the Fund's shares on a continuing
best-efforts basis and receives no commissions or fees for this service.
(6) TRANSACTIONS WITH AFFILIATES
Certain trustees and officers of the Fund are also directors, officers, and/or
employees of the Manager. None of the affiliated trustees or Fund officers
received any compensation from the Fund.
NOTES TO FINANCIAL STATEMENTS | 21
(7) SECURITY TRANSACTIONS WITH AFFILIATED FUNDS
During the six-month period ended November 30, 2013, in accordance with
affiliated transaction procedures approved by the Board, purchases and sales of
security transactions were executed between the Fund and the following
affiliated USAA Funds at the then-current market price with no brokerage
commissions incurred.
NET REALIZED
COST TO LOSS TO
SELLER PURCHASER PURCHASER SELLER
-----------------------------------------------------------------------------
USAA Real USAA Managed
Return Fund Allocation Fund $2,857,000 $(346,000)
|
22 | USAA MANAGED ALLOCATION FUND
(8) FINANCIAL HIGHLIGHTS
Per share operating performance for a share outstanding throughout each period
is as follows:
SIX-MONTH
PERIOD ENDED PERIOD ENDED
NOVEMBER 30, YEAR ENDED MAY 31, MAY 31,
-------------------------------------------------------------------------------
2013 2013 2012 2011 2010***
-------------------------------------------------------------------------------
Net asset value at
beginning of period $ 11.32 $ 10.67 $ 11.33 $ 10.14 $ 10.00
--------------------------------------------------------------------------
Income (loss) from
investment operations:
Net investment income .11 .18 .32(a) .30(a) .05(a)
Net realized and
unrealized gain (loss) .24 .95 (.18)(a) 1.36(a) .09(a),(b)
--------------------------------------------------------------------------
Total from investment
operations .35 1.13 .14(a) 1.66(a) .14(a)
--------------------------------------------------------------------------
Less distributions from:
Net investment income - (.23) (.32) (.22) -
Realized capital gains - (.25) (.48) (.25) -
--------------------------------------------------------------------------
Total distributions - (.48) (.80) (.47) -
--------------------------------------------------------------------------
Net asset value at
end of period $ 11.67 $ 11.32 $ 10.67 $ 11.33 $ 10.14
==========================================================================
Total return (%)* 3.09 10.70 1.29 16.69 1.40
Net assets at end
of period (000) $1,077,124 $714,894 $519,850 $474,503 $281,793
Ratios to average
net assets:**
Expenses (%)(d) .72(c) .74 .74 .75 .83(c)
Net investment income (%) 2.18(c) 1.68 2.87 2.80 1.32(c)
Portfolio turnover (%) 50 65(f) 125(f) 249(e) 52
|
* Assumes reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. generally accepted accounting principles and could differ from the
Lipper reported return. Total returns for periods of less than one year are
not annualized.
** For the six-month period ended November 30, 2013, average net assets were
$976,603,000.
*** Fund commenced operations on February 1, 2010.
(a) Calculated using average shares.
(b) Reflected a net realized and unrealized gain per share, whereas the
statement of operations reflected a net realized and unrealized loss for the
period. The difference in realized and unrealized gains and losses was due
to the timing of sales and repurchases of shares in relation to fluctuating
market values for the portfolio.
(c) Annualized. The ratio is not necessarily indicative of 12 months of
operations.
(d) Reflects total operating expenses of the Fund before reductions of any
expenses paid indirectly. The Fund's expenses paid indirectly decreased the
expense ratios by less than 0.01%.
(e) Reflects increased trading activity due to asset allocation strategies.
(f) Reflects decreased trading activity due to asset allocation strategies.
NOTES TO FINANCIAL STATEMENTS | 23
EXPENSE EXAMPLE
November 30, 2013 (unaudited)
EXAMPLE
As a shareholder of the Fund, you incur two types of costs: direct costs, such
as wire fees, redemption fees, and low balance fees; and indirect costs,
including management fees, transfer agency fees, and other Fund operating
expenses. This example is intended to help you understand your indirect costs,
also referred to as "ongoing costs" (in dollars), of investing in the Fund and
to compare these costs with the ongoing costs of investing in other mutual
funds.
The example is based on an investment of $1,000 invested at the beginning of the
period and held for the entire six-month period of June 1, 2013, through
November 30, 2013.
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 at the beginning of the period, 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 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
24 | USAA MANAGED ALLOCATION FUND
account balance or expenses you paid for the period. You may use this
information to compare the ongoing costs of investing in the Fund and other
funds. To do so, compare this 5% hypothetical example with the 5% hypothetical
examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any direct costs, such as wire fees,
redemption fees, or low balance fees. Therefore, the second line of the table is
useful in comparing ongoing costs only, and will not help you determine the
relative total costs of owning different funds. In addition, if these direct
costs were included, your costs would have been higher.
EXPENSES PAID
BEGINNING ENDING DURING PERIOD*
ACCOUNT VALUE ACCOUNT VALUE JUNE 1, 2013 -
JUNE 1, 2013 NOVEMBER 30, 2013 NOVEMBER 30, 2013
-------------------------------------------------------------
Actual $1,000.00 $1,030.90 $3.67
Hypothetical
(5% return before expenses) 1,000.00 1,021.46 3.65
|
* Expenses are equal to the Fund's annualized expense ratio of 0.72%, which is
net of any expenses paid indirectly, multiplied by the average account value
over the period, multiplied by 183 days/365 days (to reflect the
one-half-year period). The Fund's ending account value on the first line in
the table is based on its actual total return of 3.09% for the six-month
period of June 1, 2013, through November 30, 2013.
EXPENSE EXAMPLE | 25
TRUSTEES Daniel S. McNamara
Robert L. Mason, Ph.D.
Barbara B. Ostdiek, Ph.D.
Michael F. Reimherr
Paul L. McNamara
Jefferson C. Boyce
--------------------------------------------------------------------------------
ADMINISTRATOR AND USAA Asset Management Company
INVESTMENT ADVISER P.O. Box 659453
San Antonio, Texas 78265-9825
--------------------------------------------------------------------------------
UNDERWRITER AND USAA Investment Management Company
DISTRIBUTOR P.O. Box 659453
San Antonio, Texas 78265-9825
--------------------------------------------------------------------------------
TRANSFER AGENT USAA Shareholder Account Services
9800 Fredericksburg Road
San Antonio, Texas 78288
--------------------------------------------------------------------------------
CUSTODIAN AND State Street Bank and Trust Company
ACCOUNTING AGENT P.O. Box 1713
Boston, Massachusetts 02105
--------------------------------------------------------------------------------
INDEPENDENT Ernst & Young LLP
REGISTERED PUBLIC 100 West Houston St., Suite 1800
ACCOUNTING FIRM San Antonio, Texas 78205
--------------------------------------------------------------------------------
MUTUAL FUND Under "My Accounts" on
SELF-SERVICE 24/7 usaa.com select "Investments,"
AT USAA.COM then "Mutual Funds"
OR CALL Under "Investments" view
(800) 531-USAA account balances, or click
(8722) "I want to...," and select
the desired action.
--------------------------------------------------------------------------------
|
Copies of the Manager's proxy voting policies and procedures, approved by the
Trust's Board of Trustees for use in voting proxies on behalf of the Fund, are
available without charge (i) by calling (800) 531-USAA (8722); (ii) at USAA.COM;
and (iii) in summary within the Statement of Additional Information on the SEC's
website at HTTP://WWW.SEC.GOV. Information regarding how the Fund voted proxies
relating to portfolio securities during the most recent 12-month period ended
June 30 is available without charge (i) at USAA.COM; and (ii) on the SEC's
website at HTTP://WWW.SEC.GOV.
The Fund files its complete schedule of portfolio holdings with the SEC for the
first and third quarters of each fiscal year on Form N-Q. These Forms N-Q are
available at no charge (i) by calling (800) 531-USAA (8722); (ii) at USAA.COM;
and (iii) on the SEC's website at HTTP://WWW.SEC.GOV. These Forms N-Q also may
be reviewed and copied at the SEC's Public Reference Room in Washington, D.C.
Information on the operation of the Public Reference Room may be obtained by
calling (800) 732-0330.
USAA
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