|
NOTES TO FINANCIAL STATEMENTS
|
The Advisors
Inner Circle Fund
(the Trust) is organized as a Massachusetts business trust under an Amended and Restated Agreement and Declaration of Trust dated February 18, 1997. The Trust is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company with 46 funds. The financial statements herein are those of the Hamlin High Dividend Equity Fund (the Fund). The Fund is diversified and its investment objective is to seek
high current income and long-term capital gain. The financial statements of the remaining funds of the Trust are presented separately. The assets of each fund are segregated, and a shareholders interest is limited to the fund in which shares
are held.
2.
|
Significant Accounting Policies:
|
The
following is a summary of the Significant Accounting Policies followed by the Fund.
Use of Estimates
The
preparation of financial statements in conformity with U.S. generally accepted accounting principles (U.S. GAAP) requires management to make estimates and assumptions that affect the fair value of assets, the reported amount of assets
and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ
from those estimates and such differences could be material.
Security Valuation
Securities listed on a
securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary
exchange or market (foreign or domestic) on which they are traded, or, if there is no such reported sale, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. The prices for foreign
securities are reported in local currency and converted to U.S. dollars using currency exchange rates.
Securities for which
market prices are not readily available are valued in accordance with Fair Value Procedures established by the Funds Board of Trustees (the Board). The Funds Fair Value Procedures are implemented
12
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|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
through a Fair Value Committee (the Committee) designated by the Board. Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures
include: the securitys trading has been halted or suspended; the security has been de-listed from a national exchange; the securitys primary trading market is temporarily closed at a time when under normal conditions it would be open;
the security has not been traded for an extended period of time; the securitys primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government imposed restrictions. When a security is
valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee. As of June 30, 2013, there were no securities valued in
accordance with the Fair Value Procedures.
In accordance with the authoritative guidance on fair value measurements and
disclosure under U.S. GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine 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 (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices
(unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:
|
|
|
Level 1 Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Fund has the ability to access at
the measurement date;
|
|
|
|
Level 2 Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk,
referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the Board, etc.); and
|
|
|
|
Level 3 Prices, inputs or exotic modeling techniques which are both significant to the fair value measurement and unobservable (supported by
little or no market activity).
|
13
|
|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several
inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.
As of June 30, 2013,
all of the Funds investments are Level 1. For details of the investment classification, reference the Schedule of Investments. For the six months ended June 30, 2013, there were no transfers between Level 1 and Level 2 assets and
liabilities. For the six months ended June 30, 2013, there were no Level 3 securities.
For the six months ended
June 30, 2013, there have been no significant changes to the Funds fair valuation methodology.
Federal Income
Taxes
It is the Funds intention to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended. Accordingly,
no provisions for Federal income taxes have been made in the financial statements.
The Fund evaluates tax positions taken or
expected to be taken in the course of preparing the Funds tax returns to determine whether it is more-likely-than-not (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority
based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Fund did not record any tax provision in the current period.
However, managements conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e., all open tax year ends, as
applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.
As of and during the six
months ended June 30, 2013, the Fund did not have a liability for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.
Security Transactions and Investment Income
Security transactions are accounted for on trade date. Costs used in
determining realized gains and losses on the sale of investment securities are based on the specific identification method. Dividend income is recorded on the ex-dividend date.
14
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|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
Interest income is recognized on the accrual basis from settlement date. Certain dividends from foreign securities will be recorded as soon as the Fund is informed of the dividend, if such
information is obtained subsequent to the ex-dividend date.
Investments in REITs
Dividend income from REITs is
recorded based on the income included in distributions received from the REIT investments using published REIT reclassifications, including some management estimates when actual amounts are not available. Distributions received in excess of this
estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ
from the estimated amounts.
Master Limited Partnerships
Entities commonly referred to as MLPs are
generally organized under state law as limited partnerships or limited liability companies. The Fund intends to primarily invest in MLPs receiving partnership taxation treatment under the Internal Revenue Code of 1986 (the Code), and
whose interests or units are traded on securities exchanges like shares of corporate stock. To be treated as a partnership for U.S. federal income tax purposes, an MLP whose units are traded on a securities exchange must receive at least
90% of its income from qualifying sources such as interest, dividends, real estate rents, gain from the sale or disposition of real property, income and gain from mineral or natural resources activities, income and gain from the transportation or
storage of certain fuels, and, in certain circumstances, income and gain from commodities or futures, forwards and options with respect to commodities. Mineral or natural resources activities include exploration, development, production, processing,
mining, refining, marketing and transportation (including pipelines) of oil and gas, minerals, geothermal energy, fertilizer, timber or industrial source carbon dioxide. An MLP consists of a general partner and limited partners (or in the case of
MLPs organized as limited liability companies, a managing member and members). The general partner or managing member typically controls the operations and management of the MLP and has an ownership stake in the partnership. The limited partners or
members, through their ownership of limited partner or member interests, provide capital to the entity, are intended to have no role in the operation and management of the entity and receive cash distributions. The MLPs themselves generally do not
pay U.S. federal income taxes. Thus, unlike investors in corporate securities, direct MLP investors are generally not
15
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|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
subject to double taxation (i.e., corporate level tax and tax on corporate dividends). Currently, most MLPs operate in the energy and/or natural resources sector.
Classes
Class specific expenses, such as distribution fees, are borne by that class of shares. Income, realized and
unrealized gains/losses and non-class specific expenses are allocated to the respective class on the basis of relative net assets.
Expenses
Expenses that are directly related to the Fund are charged to the Fund. Other operating expenses of the Trust are prorated to the funds based on the number of funds and/or relative
daily net assets.
Dividends and Distributions to Shareholders
The Fund distributes substantially all of its net
investment income semi-annually. Distributions from net realized capital gains, if any, are declared and paid annually. All distributions are recorded on ex-dividend date.
Deferred Offering Costs
Offering costs, including costs of printing initial prospectus, legal and registration fees, are amortized over twelve months from inception of the Fund. As of
June 30, 2013, the Funds offering cost have been fully amortized.
Redemption Fees
The Fund retains
redemption fees of 2.00% on redemptions of capital shares held for less than 7 days. For the six months ended June 30, 2013, the Fund retained fees of $68. Such fees are retained by the Fund for the benefit of the remaining shareholders and are
recorded as additions to fund capital.
3.
|
Transactions with Affiliates:
|
Certain
officers of the Trust are also officers of SEI Investments Global Funds Services (the Administrator), a wholly owned subsidiary of SEI Investments Company, and/or SEI Investments Distribution Co. (the Distributor). Such
officers are paid no fees by the Trust, other than the Chief Compliance Officer (CCO) as described below, for serving as officers of the Trust.
A portion of the services provided by the CCO and his staff, whom are employees of the Administrator, are paid for by the Trust as incurred. The services include regulatory oversight of the Trusts
advisors and service providers, as required by SEC regulations. The CCOs services and fees have been approved by and are reviewed by the Board.
16
|
|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
4.
|
Administration, Distribution, Shareholder Servicing, Custodian and Transfer Agent Agreements:
|
The Fund and the Administrator are parties to an Administration Agreement under which the Administrator provides management and administration services
for an annual fee equal to the higher of $100,000 per fund, plus $15,000 per additional class over two classes or 0.12% of the first $500 million, 0.10% of the next $500 million, and 0.08% on assets in excess of $1 billion of the Funds average
daily net assets.
The Fund has adopted the Distribution Plan (the Plan) for the Investor Class Shares. Under the Plan, the
Distributor, or third parties that enter into agreements with the Distributor, may receive up to 0.25% of the Funds average daily net assets attributable to Investor Class Shares as compensation for distribution services. The Distributor will
not receive any compensation for the distribution of Institutional Class Shares of the Fund. For the six months ended June 30, 2013, the Funds Investor Class Shares incurred $12,918 of distribution fees, an effective rate of 0.25%.
The Fund has entered into shareholder servicing agreements with third-party service providers pursuant to which the service providers provide
certain shareholder services to Fund shareholders (the Service Plan). Under the Service Plan, the Fund may pay service providers a fee at a rate of up to 0.25% annually of the average daily net assets attributable to Investor Class
Shares, subject to the arrangement for provision of shareholder and administrative services. For the six months ended June 30, 2013, the Funds Investor Class Shares incurred $12,918 of shareholder servicing fees, an effective rate of
0.25%.
Union Bank, N.A. acts as custodian (the Custodian) for the Fund. The Custodian plays no role in determining the investment
policies of the Fund or which securities are to be purchased or sold by the Fund.
DST Systems, Inc. serves as the transfer agent and dividend
disbursing agent for the Fund under a transfer agency agreement with the Trust.
5.
|
Investment Advisory Agreement:
|
Under the
terms of an investment advisory agreement, Hamlin Capital Management, LLC (the Adviser) provides investment advisory services to the Fund at a fee, which is calculated daily and paid monthly at an annual rate of 1.00% of the Funds
average daily net assets. The Adviser has contractually agreed to reduce fees and reimburse expenses to the extent necessary to keep the Institutional Class
17
|
|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
Shares total annual operating expenses (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses) from exceeding 1.00% of the
Funds Institutional Class Shares average daily net assets until April 30, 2014. The Adviser has contractually agreed to reduce fees and reimburse expenses to the extent necessary to keep the Investor Class Shares total annual
operating expenses (excluding 12b-1 fees, shareholder servicing fees, interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses) from exceeding 1.00% of the Funds Investor Class Shares average
daily net assets until April 30, 2014. This Agreement may be terminated: (i) by the Board, for any reason at any time; or (ii) by the Adviser, upon ninety (90) days prior written notice to the Trust, effective as of the
close of business on April 30, 2014. In addition, if at any point total annual fund operating expenses (not including excluded expenses) are below the expense cap, the Adviser may retain the difference between the total annual fund operating
expenses (not including excluded expenses) and the expense cap to recover all or a portion of its prior fee reductions or expense reimbursements made during the preceding three-year period during which this Agreement was in place. At June 30, 2013,
pursuant to the above, the amount of previously waived and reimbursed fees for the Fund for which the Adviser may seek repayment was $471,860.
|
|
|
|
|
|
|
Expense Deferred in
Period Ending,
June 30:
|
|
Subject to
Repayment until
June 30:
|
|
Hamlin High
Dividend Equity
Fund
|
|
2012
|
|
2015
|
|
|
$102,745
|
|
2013
|
|
2016
|
|
|
369,115
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
$471,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months
Ended
June 30,
2013
|
|
|
Period
Ended
December 31,
2012*
|
|
Share Transactions:
|
|
|
|
|
|
|
|
|
Institutional Class Shares
|
|
|
|
|
|
|
|
|
Issued
|
|
|
3,322,411
|
|
|
|
3,647,771
|
|
Reinvestment of Distributions
|
|
|
52,811
|
|
|
|
22,820
|
|
Redeemed
|
|
|
(430,816
|
)
|
|
|
(64,959
|
)
|
|
|
|
|
|
|
|
|
|
Net Institutional Class Shares Capital
Share Transactions
|
|
|
2,944,406
|
|
|
|
3,605,632
|
|
|
|
|
|
|
|
|
|
|
18
|
|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Six Months
Ended
June 30,
2013
|
|
|
Period
Ended
December 31,
2012*
|
|
Investor Class Shares
|
|
|
|
|
|
|
|
|
Issued
|
|
|
196,262
|
|
|
|
564,375
|
|
Reinvestment of Distributions
|
|
|
4,688
|
|
|
|
3,718
|
|
Redeemed
|
|
|
(101,372
|
)
|
|
|
(6,613
|
)
|
|
|
|
|
|
|
|
|
|
Net Investor Class Shares Capital
Share Transactions
|
|
|
99,578
|
|
|
|
561,480
|
|
|
|
|
|
|
|
|
|
|
Net Increase in Shares Outstanding From
Share Transactions
|
|
|
3,043,984
|
|
|
|
4,167,112
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Commenced operations on March 30, 2012
|
7.
|
Investment Transactions:
|
For the six
months ended June 30, 2013, the Fund made purchases of $73,343,941 and sales of $20,332,921 in investment securities other than long-term U.S. Government and short-term securities. There were no purchases or sales of long-term U.S. Government
securities.
8.
|
Federal Tax Information:
|
The amount and
character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on
investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or
credited to undistributed net investment income (loss), accumulated net realized gain (loss) or paid-in capital, as appropriate, in the period that the differences arise.
The tax character of dividends and distributions paid during the period ended December 31, 2012 was as follows:
|
|
|
|
|
|
|
|
|
|
Ordinary
Income
|
|
|
2012
|
|
|
$
|
503,939
|
|
19
|
|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
As of December 31, 2012, the components of distributable earnings on a tax basis were as follows:
|
|
|
|
|
Undistributed Ordinary Income
|
|
$
|
36,486
|
|
Unrealized Appreciation
|
|
|
1,244,616
|
|
|
|
|
|
|
Total Distributable Earnings
|
|
$
|
1,281,102
|
|
|
|
|
|
|
The Federal tax cost and aggregate gross unrealized appreciation and depreciation for the investments held by the Fund at
June 30, 2013, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal
Tax Cost
|
|
|
Aggregate
Gross
Unrealized
Appreciation
|
|
|
Aggregate
Gross
Unrealized
Depreciation
|
|
|
Net
Unrealized
Appreciation
|
|
$
|
117,083,079
|
|
|
$
|
12,588,987
|
|
|
$
|
(1,674,862
|
)
|
|
$
|
10,914,125
|
|
9.
|
Concentration of Risks:
|
The Funds
emphasis on dividend-paying stocks involves the risk that such stocks may fall out of favor with investors and underperform the market. Also, a company may reduce or eliminate its dividend.
In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Funds maximum exposure under these arrangements is dependent on future claims that may be
made against the Fund and, therefore, cannot be established; however, based on experience, the risk of loss from such claim is considered remote.
At June 30, 2013, 81% of
Institutional Class Shares total shares outstanding were held by two record shareholders and 90% of Investor Class Shares total shares outstanding were also held by one record shareholder each owning 10% or greater of the aggregate total shares
outstanding. These shareholders were comprised of omnibus accounts that were held on behalf of various individual shareholders.
The Fund has
evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no additional adjustments were required to the financial statements.
20
|
|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
|
(Unaudited)
|
|
|
|
DISCLOSURE OF FUND EXPENSES
|
|
|
All mutual funds have operating expenses. As a shareholder of a mutual fund, your
investment is affected by these ongoing costs, which include (among others) costs for fund management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment
returns.
Operating expenses such as these are deducted from the mutual funds gross income and directly reduce your final investment
return. These expenses are expressed as a percentage of the mutual funds average net assets; this percentage is known as the mutual funds expense ratio.
The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds.
The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.
The table on the
next page illustrates your Funds costs in two ways:
|
|
Actual Fund Return.
This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The
Expenses Paid During Period column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the Ending Account Value number is derived from deducting that expense cost from the Funds gross
investment return.
|
You can use this information, together with the actual amount you invested in the Fund,
to estimate the expenses you paid over that period. Simply divide your ending starting account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your
Fund under Expenses Paid During Period.
|
|
Hypothetical 5% Return.
This section helps you compare your Funds costs with those of other mutual funds. It assumes that the Fund had an
annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to make this
5% calculation. You can assess your Funds comparative cost by comparing the hypothetical result for your Fund in the Expense Paid During Period column with those that appear in the same charts in the shareholder reports for other
mutual funds.
|
21
|
|
|
THE ADVISORS INNER CIRCLE FUND
|
|
HAMLIN HIGH DIVIDEND
|
|
|
EQUITY FUND
|
|
|
JUNE 30, 2013
|
|
DISCLOSURE OF FUND EXPENSES
(Unaudited)
concluded
|
Note:
Because the return is set at 5% for comparison purposes NOT your Funds actual return the account values shown may not apply to your specific investment.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
Account
Value
1/1/13
|
|
|
Ending
Account
Value
6/30/13
|
|
|
Annualized
Expense
Ratios
|
|
|
Expenses Paid
During
Period*
|
|
Hamlin High Dividend Equity Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual Fund Return
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Institutional Class Shares
|
|
$
|
1,000.00
|
|
|
$
|
1,172.60
|
|
|
|
1.00
|
%
|
|
$
|
5.39
|
|
Investor Class Shares
|
|
|
1,000.00
|
|
|
|
1,169.70
|
|
|
|
1.50
|
|
|
|
8.07
|
|
|
|
|
|
|
Hypothetical 5% Return
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Institutional Class Shares
|
|
$
|
1,000.00
|
|
|
$
|
1,019.84
|
|
|
|
1.00
|
%
|
|
$
|
5.01
|
|
Investor Class Shares
|
|
|
1,000.00
|
|
|
|
1,017.36
|
|
|
|
1.50
|
|
|
|
7.50
|
|
*
|
Expenses are equal to the Funds annualized expense ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half
year period.)
|
22
Hamlin High Dividend Equity Fund
PO Box 219009
Kansas City, MO 64121-9009
1-855-HHD-FUND
Adviser:
Hamlin Capital Management, LLC
640 Fifth Avenue, 6th Floor
New York, NY 10019
Distributor:
SEI Investments Distribution Co.
Oaks, PA 19456
Administrator:
SEI Investments Global Funds Services
Oaks, PA 19456
Legal Counsel:
Morgan, Lewis & Bockius LLP
1701 Market Street
Philadelphia, PA 19103
This information must be preceded or accompanied by a current prospectus for the Fund.
HCM-SA-001-0200