01/10/2025 | Press release | Distributed by Public on 01/10/2025 15:51
Fund (Ticker) | Costs of a $10,000 investment |
Costs paid as a percentage of a $10,000 investment |
Genter Dividend Income Fund (GDIIX) |
$144 | 1.25% |
AVERAGE ANNUAL TOTAL RETURN | 1 Year | 5 Years | 10 Years |
Genter Dividend Income Fund (GDIIX) | 31.00% | 10.08% | 9.10% |
S&P 500 Value Index | 31.70% | 12.34% | 10.47% |
MSCI US Investable Market High Dividend Yield (Gross) Index | 32.73% | 9.74% | 9.66% |
S&P 500 Index | 38.02% | 15.27% | 13.00% |
Fund net assets | $33,935,057 |
Total number of portfolio holdings | 33 |
Total advisory fees paid (net) | $80,919 |
Portfolio turnover rate as of the end of the reporting period | 41% |
JPMorgan Chase & Co. | 4.5% |
M&T Bank Corp. | 4.5% |
AT&T, Inc. | 4.3% |
Enbridge, Inc. | 4.0% |
Altria Group, Inc. | 4.0% |
Chevron Corp. | 3.9% |
Cisco Systems, Inc. | 3.8% |
Air Products and Chemicals, Inc. | 3.7% |
Blackrock, Inc. | 3.6% |
Comcast Corp. - Class A | 3.4% |
(b) Not applicable.
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant's principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.
The registrant undertakes to provide to any person without charge, upon request, a copy of its code of ethics by mail when they call the registrant at 1-833-297-2587.
Item 3. Audit Committee Financial Expert.
The registrant's board of trustees has determined that there is at least one audit committee financial expert serving on its audit committee. William H. Young is the "audit committee financial expert" and is considered to be "independent" as each term is defined in Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. "Audit services" refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. "Audit-related services" refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. "Tax services" refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no "other services" provided by the principal accountant. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.
Genter Dividend Income Fund |
FYE 10/31/2024 |
FYE 10/31/2023 |
|
(a) | Audit Fees | $17,200 | $16,650 |
(b) | Audit-Related Fees | N/A | N/A |
(c) | Tax Fees | $2,800 | $2,800 |
(d) | All Other Fees | N/A | N/A |
(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.
(e)(2) The percentage of fees billed by Tait, Weller, & Weller LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:
Genter Dividend Income Fund |
FYE 10/31/2024 |
FYE 10/31/2023 |
Audit-Related Fees | 0% | 0% |
Tax Fees | 0% | 0% |
All Other Fees | 0% | 0% |
(f) | All of the principal accountant's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal accountant. |
The following table indicates the non-audit fees billed or expected to be billed by the registrant's accountant for services to the registrant and to the registrant's investment advisor (and any other controlling entity, etc.-not sub-advisor) for the last two years. The audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment advisor is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant's independence.
Genter Dividend Income Fund |
FYE 10/31/2024 |
FYE 10/31/2023 |
|
(g) | Registrant Non-Audit Related Fees | N/A | N/A |
(h) | Registrant's Investment Advisor | N/A | N/A |
(i) | Not applicable. |
(j) | Not applicable. |
Item 5. Audit Committee of Listed Registrants.
(a) | Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934). |
(b) | Not applicable. |
Item 6. Investments.
(a) | Schedule of Investments is included as part of the report to shareholders filed under Item 7 of this Form. |
(b) | Not Applicable. |
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
Genter Dividend Income Fund
Ticker Symbol: (GDIIX)
ANNUAL FINANCIALS AND OTHER INFORMATION
October 31, 2024
Genter Dividend Income Fund
A series of Investment Managers Series Trust
Table of Contents
Item 7. Financial Statements and Financial Highlights | ||
Schedule of Investments | 1 | |
Statement of Assets and Liabilities | 4 | |
Statement of Operations | 5 | |
Statements of Changes in Net Assets | 6 | |
Financial Highlights | 7 | |
Notes to Financial Statements | 8 | |
Report of Independent Registered Public Accounting Firm | 15 | |
Supplemental Information | 16 |
This report and the financial statements contained herein are provided for the general information of the shareholders of the Genter Dividend Income Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.
https://funddocs.filepoint.com/gentercm/
Item 7: Financial Statements and Financial Highlights for Open-End Management Investment Companies.
Genter Dividend Income Fund
SCHEDULE OF INVESTMENTS
As of October 31, 2024
Number of Shares |
Value | |||||||
COMMON STOCKS - 97.1% | ||||||||
BASIC MATERIALS - 5.9% | ||||||||
4,110 | Air Products and Chemicals, Inc. | $ | 1,276,278 | |||||
15,000 | Dow, Inc. | 740,700 | ||||||
2,016,978 | ||||||||
COMMUNICATIONS - 13.9% | ||||||||
65,700 | AT&T, Inc. | 1,480,878 | ||||||
23,540 | Cisco Systems, Inc. | 1,289,286 | ||||||
26,400 | Comcast Corp. - Class A | 1,152,888 | ||||||
17,000 | Corning, Inc. | 809,030 | ||||||
4,732,082 | ||||||||
CONSUMER, CYCLICAL - 2.6% | ||||||||
2,250 | Home Depot, Inc. | 885,938 | ||||||
CONSUMER, NON-CYCLICAL - 26.9% | ||||||||
4,850 | AbbVie, Inc. | 988,770 | ||||||
24,790 | Altria Group, Inc. | 1,350,063 | ||||||
16,300 | Bristol-Myers Squibb Co. | 909,051 | ||||||
19,600 | CVS Health Corp. | 1,106,616 | ||||||
9,890 | Gilead Sciences, Inc. | 878,430 | ||||||
5,989 | Johnson & Johnson | 957,402 | ||||||
38,925 | Kenvue, Inc. | 892,550 | ||||||
8,600 | Medtronic PLC1 | 767,550 | ||||||
5,100 | Merck & Co., Inc. | 521,832 | ||||||
12,800 | Tyson Foods, Inc. - Class A | 749,952 | ||||||
9,122,216 | ||||||||
ENERGY - 10.5% | ||||||||
8,805 | Chevron Corp. | 1,310,360 | ||||||
33,700 | Enbridge, Inc.1 | 1,361,480 | ||||||
7,400 | Phillips 66 | 901,468 | ||||||
3,573,308 | ||||||||
FINANCIAL - 15.3% | ||||||||
1,250 | Blackrock, Inc. | 1,226,288 | ||||||
5,600 | Capital One Financial Corp. | 911,624 | ||||||
6,900 | JPMorgan Chase & Co. | 1,531,248 | ||||||
7,755 | M&T Bank Corp. | 1,509,743 | ||||||
5,178,903 | ||||||||
INDUSTRIAL - 11.7% | ||||||||
8,100 | CRH PLC1 | 772,983 | ||||||
9,900 | Emerson Electric Co. | 1,071,873 | ||||||
2,065 | Lockheed Martin Corp. | 1,127,593 |
1
Genter Dividend Income Fund
SCHEDULE OF INVESTMENTS - Continued
As of October 31, 2024
Number of Shares |
Value | |||||||
COMMON STOCKS (Continued) | ||||||||
INDUSTRIAL (Continued) | ||||||||
7,420 | United Parcel Service, Inc. - Class B | $ | 994,725 | |||||
3,967,174 | ||||||||
TECHNOLOGY - 4.8% | ||||||||
3,150 | Broadcom, Inc. | 534,775 | ||||||
5,290 | International Business Machines Corp. | 1,093,549 | ||||||
1,628,324 | ||||||||
UTILITIES - 5.5% | ||||||||
15,700 | Evergy, Inc. | 948,908 | ||||||
10,940 | Sempra | 912,068 | ||||||
1,860,976 | ||||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $22,513,512) | 32,965,899 | |||||||
SHORT-TERM INVESTMENTS - 2.9% | ||||||||
968,263 | Fidelity Investments Money Market Treasury Portfolio - Institutional, 4.616%2 | 968,263 | ||||||
TOTAL SHORT-TERM INVESTMENTS | ||||||||
(Cost $968,263) | 968,263 | |||||||
TOTAL INVESTMENTS - 100.0% | ||||||||
(Cost $23,481,775) | 33,934,162 | |||||||
Other Assets in Excess of Liabilities - 0.0% | 895 | |||||||
TOTAL NET ASSETS - 100.0% | $ | 33,935,057 |
PLC - Public Limited Company
1 | Foreign security denominated in U.S. Dollars. |
2 | The rate is the annualized seven-day yield at period end. |
See Accompanying Notes to Financial Statements.
2
Genter Dividend Income Fund
SUMMARY OF INVESTMENTS
As of October 31, 2024
Security Type/Sector |
Percent of Total Net Assets |
Common Stocks | |
Consumer, Non-cyclical | 26.9% |
Financial | 15.3% |
Communications | 13.9% |
Industrial | 11.7% |
Energy | 10.5% |
Basic Materials | 5.9% |
Utilities | 5.5% |
Technology | 4.8% |
Consumer, Cyclical | 2.6% |
Total Common Stocks | 97.1% |
Short-Term Investments | 2.9% |
Total Investments | 100.0% |
Other Assets in Excess of Liabilities | 0.0% |
Total Net Assets | 100.0% |
See Accompanying Notes to Financial Statements.
3
Genter Dividend Income Fund
STATEMENT OF ASSETS AND LIABILITIES
As of October 31, 2024
Assets: | ||||
Investments, at value (cost $23,481,775) | $ | 33,934,162 | ||
Receivables: | ||||
Fund shares sold | 13,482 | |||
Dividends and interest | 59,297 | |||
Prepaid expenses | 21,425 | |||
Total Assets | 34,028,366 | |||
Liabilities: | ||||
Payables: | ||||
Fund shares redeemed | 1,456 | |||
Advisory fees | 23,885 | |||
Distribution fees (Note 7) | 7,135 | |||
Fund accounting and administration fees | 7,216 | |||
Transfer agent fees and expenses | 1,792 | |||
Custody fees | 2,658 | |||
Auditing fees | 19,996 | |||
Trustees' deferred compensation (Note 3) | 16,668 | |||
Chief Compliance Officer fees | 2,200 | |||
Trustees' fees and expenses | 646 | |||
Accrued other expenses | 9,657 | |||
Total Liabilities | 93,309 | |||
Commitments and contingencies (Note 3) | ||||
Net Assets | $ | 33,935,057 | ||
Components of Net Assets: | ||||
Paid-in capital (par value of $0.01 per share with an unlimited number of shares authorized) | $ | 21,259,311 | ||
Total distributable earnings (accumulated deficit) | 12,675,746 | |||
Net Assets | $ | 33,935,057 | ||
Shares of beneficial interest issued and outstanding | 1,508,721 | |||
Net asset value per share | $ | 22.49 |
See Accompanying Notes to Financial Statements.
4
Genter Dividend Income Fund
STATEMENT OF OPERATIONS
For the Year Ended October 31, 2024
Investment income: | ||||
Dividends (net of foreign withholdings taxes of $11,274) | $ | 1,104,187 | ||
Interest | 29,835 | |||
Total investment income | 1,134,022 | |||
Expenses: | ||||
Advisory fees | 278,601 | |||
Distribution fees (Note 7) | 77,389 | |||
Fund accounting and administration fees | 73,572 | |||
Transfer agent fees and expenses | 23,701 | |||
Custody fees | 11,318 | |||
Registration fees | 24,632 | |||
Auditing fees | 21,550 | |||
Legal fees | 19,966 | |||
Shareholder reporting fees | 16,956 | |||
Chief Compliance Officer fees | 14,606 | |||
Trustees' fees and expenses | 13,095 | |||
Miscellaneous | 5,047 | |||
Insurance fees | 4,195 | |||
Interest expense | 142 | |||
Total expenses | 584,770 | |||
Advisory fees waived | (166,726 | ) | ||
Advisory fees waived voluntary waiver | (30,956 | ) | ||
Net expenses | 387,088 | |||
Net investment income (loss) | 746,934 | |||
Realized and Unrealized Gain: | ||||
Net realized gain (loss) on investments | 2,202,332 | |||
Net change in unrealized appreciation/depreciation on investments | 5,448,771 | |||
Net realized and unrealized gain (loss) | 7,651,103 | |||
Net Increase (Decrease) in Net Assets from Operations | $ | 8,398,037 |
See Accompanying Notes to Financial Statements.
5
Genter Dividend Income Fund
STATEMENTS OF CHANGES IN NET ASSETS
For the Year Ended October 31, 2024 |
For the Year Ended October 31, 2023 |
|||||||
Increase (Decrease) in Net Assets from: | ||||||||
Operations: | ||||||||
Net investment income (loss) | $ | 746,934 | $ | 734,045 | ||||
Net realized gain (loss) on investments | 2,202,332 | 78,940 | ||||||
Net change in unrealized appreciation/depreciation on investments | 5,448,771 | (1,817,153 | ) | |||||
Net increase (decrease) in net assets resulting from operations | 8,398,037 | (1,004,168 | ) | |||||
Distributions to Shareholders: | ||||||||
From distributable earnings | (832,639 | ) | (1,655,117 | ) | ||||
Total distributions to shareholders | (832,639 | ) | (1,655,117 | ) | ||||
Capital Transactions: | ||||||||
Net proceeds from shares sold | 5,937,449 | 6,133,324 | ||||||
Reinvestment of distributions | 697,572 | 1,390,128 | ||||||
Cost of shares redeemed1 | (9,310,245 | ) | (6,173,503 | ) | ||||
Net increase (decrease) in net assets from capital transactions | (2,675,224 | ) | 1,349,949 | |||||
Total increase (decrease) in net assets | 4,890,174 | (1,309,336 | ) | |||||
Net Assets: | ||||||||
Beginning of period | 29,044,883 | 30,354,219 | ||||||
End of period | $ | 33,935,057 | $ | 29,044,883 | ||||
Capital Share Transactions: | ||||||||
Shares sold | 293,028 | 324,742 | ||||||
Shares reinvested | 35,159 | 73,991 | ||||||
Shares redeemed | (465,658 | ) | (325,906 | ) | ||||
Net increase (decrease) in capital share transactions | (137,471 | ) | 72,827 |
1 | Net of redemption fee proceeds of $9 and $0, respectively. |
See Accompanying Notes to Financial Statements.
6
Genter Dividend Income Fund
FINANCIAL HIGHLIGHTS
Per share operating performance.
For a capital share outstanding throughout each period.
For the Year Ended October 31 | ||||||||||||||||||||
2024 | 2023 | 2022 | 2021 | 2020 | ||||||||||||||||
Net asset value, beginning of period | $ | 17.64 | $ | 19.29 | $ | 20.05 | $ | 14.55 | $ | 17.46 | ||||||||||
Income from Investment Operations: | ||||||||||||||||||||
Net investment income (loss)1 | 0.49 | 0.45 | 0.43 | 0.38 | 0.39 | |||||||||||||||
Net realized and unrealized gain (loss) | 4.90 | (1.06 | ) | (0.35 | ) | 5.49 | (1.89 | ) | ||||||||||||
Total from investment operations | 5.39 | (0.61 | ) | 0.08 | 5.87 | (1.50 | ) | |||||||||||||
Less Distributions: | ||||||||||||||||||||
From net investment income | (0.49 | ) | (0.48 | ) | (0.41 | ) | (0.37 | ) | (0.40 | ) | ||||||||||
From net realized gain | (0.05 | ) | (0.56 | ) | (0.43 | ) | - | (1.01 | ) | |||||||||||
Total distributions | (0.54 | ) | (1.04 | ) | (0.84 | ) | (0.37 | ) | (1.41 | ) | ||||||||||
Redemption fee proceeds1 | - | 2 | - | - | - | - | 2 | |||||||||||||
Net asset value, end of period | $ | 22.49 | $ | 17.64 | $ | 19.29 | $ | 20.05 | $ | 14.55 | ||||||||||
Total return3 | 31.00 | % | (3.41 | )% | 0.36 | % | 40.72 | % | (9.55 | )% | ||||||||||
Ratios and Supplemental Data: | ||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 33,935 | $ | 29,045 | $ | 30,354 | $ | 27,558 | $ | 18,394 | ||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||
Before fees waived and expenses absorbed | 1.89 | % | 1.86 | % | 1.84 | % | 1.93 | % | 2.17 | % | ||||||||||
After fees waived and expenses absorbed | 1.25 | % | 1.25 | % | 1.25 | % | 1.25 | % | 1.25 | % | ||||||||||
Ratio of net investment income to average net assets: | ||||||||||||||||||||
Before fees waived and expenses absorbed | 1.77 | % | 1.80 | % | 1.61 | % | 1.36 | % | 1.59 | % | ||||||||||
After fees waived and expenses absorbed | 2.41 | % | 2.41 | % | 2.20 | % | 2.04 | % | 2.51 | % | ||||||||||
Portfolio turnover rate | 41 | % | 49 | % | 43 | % | 25 | % | 55 | % |
1 | Based on average shares outstanding. |
2 | Amount represents less than $0.01 per share. |
3 | Total returns would have been lower had expenses not been waived or absorbed by the Advisor. Returns shown include Rule 12b-1 fees of up to 0.25% and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
See Accompanying Notes to Financial Statements.
7
Genter Dividend Income Fund
NOTES TO FINANCIAL STATEMENTS
October 31, 2024
Note 1 - Organization
Genter Dividend Income Fund (the ''Fund'') was organized as a diversified series of Investment Managers Series Trust, a Delaware statutory trust (the "Trust") which is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the "1940 Act"). Prior to May 16, 2022, the Fund was known as RNC Genter Dividend Income Fund. The Fund's primary investment objective is to provide long-term capital appreciation and current income. The Fund commenced investment operations on December 31, 2008.
The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 "Financial Services-Investment Companies".
Note 2 - Accounting Policies
The following is a summary of the significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.
(a) Valuation of Investments
The Fund values equity securities at the last reported sale price on the principal exchange or in the principal over the counter ("OTC") market in which such securities are traded, as of the close of regular trading on the NYSE on the day the securities are being valued or, if the last-quoted sales price is not readily available, the securities will be valued at the last bid or the mean between the last available bid and ask price. Securities traded on the NASDAQ are valued at the NASDAQ Official Closing Price ("NOCP"). Investments in an open-end investment companies are valued at the daily closing net asset value of the respective investment company. Debt securities are valued by utilizing a price supplied by independent pricing service providers. The independent pricing service providers may use various valuation methodologies including matrix pricing and other analytical pricing models as well as market transactions and dealer quotations. These models generally consider such factors as yields or prices of bonds of comparable quality, type of issue, coupon, maturity, ratings and general market conditions. If a price is not readily available for a portfolio security, the security will be valued at fair value (the amount which the Fund might reasonably expect to receive for the security upon its current sale). The Board of Trustees has designated the Advisor as the Fund's valuation designee (the "Valuation Designee") to make all fair value determinations with respect to the Fund's portfolio investments, subject to the Board's oversight. As the Valuation Designee, the Advisor has adopted and implemented policies and procedures to be followed when the Fund must utilize fair value pricing.
(b) Investment Transactions, Investment Income and Expenses
Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis. Withholding taxes on foreign dividends, if applicable, are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country's tax rules and rates and are disclosed in the Statement of Operations. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld. The Fund records a reclaim receivable based on a number of factors, including a jurisdiction's legal obligation to pay reclaims as well as payment history and market convention. Discounts on debt securities are accreted or amortized to interest income over the lives of the respective securities using the effective interest method. Premiums for callable debt securities are amortized to the earliest call date, if the call price was less than the purchase price. If the call price was not at par and the security was not called, the security is amortized to the next call price and date. Expenses incurred by the Trust with respect to more than one fund are allocated in proportion to the net assets of each fund except where allocation of direct expenses to each Fund or an alternative allocation method can be more appropriately made.
8
Genter Dividend Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
October 31, 2024
(c) Federal Income Taxes
The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized gains to its shareholders. Therefore, no provision is made for federal income or excise taxes. Due to the timing of dividend distributions and the differences in accounting for income and realized gains and losses for financial statement and federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains and losses are recorded by the Fund.
Accounting for Uncertainty in Income Taxes (the "Income Tax Statement") requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Fund's tax returns to determine whether these positions meet a "more-likely-than-not" standard that, based on the technical merits, have a more than fifty percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the "more-likely-than-not" recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.
The Income Tax Statement requires management of the Fund to analyze tax positions taken in the prior three open tax years, if any, and tax positions expected to be taken in the Fund's current tax year, as defined by the IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of and during the open years ended October 31, 2021-2023 and as of and during the year ended October 31, 2024, the Fund did not have a liability for any unrecognized tax benefits. The Fund has no examination in progress and is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
(d) Distributions to Shareholders
The Fund will make distributions of net investment income monthly and net capital gains, if any, at least annually. Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income, expense and gain (loss) items for financial statement and tax purposes.
(e) Illiquid Securities.
Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a Liquidity Risk Management Program ("LRMP") that requires, among other things, that the Fund limits its illiquid investments that are assets to no more than 15% of net assets. An illiquid investment is any security which may not reasonably be expected to be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. If the Advisor, at any time, determines that the value of illiquid securities held by the Fund exceeds 15% of its net asset value, the Advisor will take such steps as it considers appropriate to reduce them as soon as reasonably practicable in accordance with the Fund's written LRMP.
Note 3 - Investment Advisory and Other Agreements
The Trust, on behalf of the Fund, entered into an Investment Advisory Agreement (the "Agreement") with RNC Capital Management LLC, a California limited liability company doing business as Genter Capital Management LLC (formerly, RNC Genter Capital Management LLC) (the "Advisor"). Under the terms of the Agreement, the Fund pays a monthly investment advisory fee to the Advisor at the annual rate of 0.90% of the Fund's average daily net assets. The Advisor has voluntarily agreed to reduce its management fee from 0.90% to 0.80% of the Fund's average daily assets until further notice. The Advisor may terminate this voluntary waiver at any time. The Advisor will not seek recoupment of any advisory fees it waives pursuant to this voluntary waiver. The Advisor has contractually agreed to waive its fees and/or pay for operating expenses to ensure that total annual operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses, as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, and acquisition or extraordinary expenses such as litigation expenses) do not exceed 1.25% of the Fund's average daily net assets. This agreement is in effect until February 28, 2027, and it may be terminated before that date only by the Trust's Board of Trustees.
9
Genter Dividend Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
October 31, 2024
For the year ended October 31, 2024, the Advisor waived advisory fees of $197,682 ($30,956 were voluntarily waived). The Advisor is permitted to seek reimbursement from the Fund, subject to certain limitations, of fees waived or payments made to the Fund for a period ending three full fiscal years after the date of the waiver or payment. This reimbursement may be requested from the Fund if the reimbursement will not cause the Fund's annual expense ratio to exceed the lesser of (a) the expense limitation amount in effect at the time such fees were waived or payments made, or (b) the expense limitation amount in effect at the time of the reimbursement. The Advisor will not seek recoupment of any advisory fees it waives pursuant to the voluntary advisory fees waiver discussed above. At October 31, 2024, the amount of these potentially recoverable expenses was $464,445. The Advisor may recapture all or a portion of this amount no later than October 31, of the years stated below:
2025 | 142,963 | |||
2026 | 154,756 | |||
2027 | 166,726 | |||
Total | $ | 464,445 |
UMB Fund Services, Inc. ("UMBFS") serves as the Fund's fund accountant, transfer agent and co-administrator; and Mutual Fund Administration, LLC ("MFAC") serves as the Fund's other co-administrator. UMB Bank, n.a., an affiliate of UMBFS, serves as the Fund's custodian. The Fund's allocated fees incurred for fund accounting, fund administration, transfer agency and custody services for the year ended October 31, 2024 are reported on the Statement of Operations.
IMST Distributors, LLC, a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), serves as the Fund's distributor (the "Distributor"). The Distributor does not receive compensation from the Fund for its distribution services; the Advisor pays the Distributor a fee for its distribution-related services.
Certain trustees and officers of the Trust are employees of UMBFS or MFAC. The Fund does not compensate trustees and officers affiliated with the Fund's co-administrators. For the year ended October 31, 2024, the Fund's allocated fees incurred to Trustees who are not affiliated with the Fund's co-administrators are reported on the Statement of Operations.
The Fund's Board of Trustees has adopted a Deferred Compensation Plan (the "Plan") for the Independent Trustees that enables Trustees to elect to receive payment in cash or the option to select various fund(s) in the Trust in which their deferred accounts shall be deemed to be invested. If a trustee elects to defer payment, the Plan provides for the creation of a deferred payment account. The Fund's liability for these amounts is adjusted for market value changes in the invested fund(s) and remains a liability to the Fund until distributed in accordance with the Plan. The Trustees Deferred compensation liability under the Plan constitutes a general unsecured obligation of the Fund and is disclosed in the Statement of Assets and Liabilities. Contributions made under the plan and the change in unrealized appreciation/depreciation and income are included in the Trustees' fees and expenses in the Statement of Operations.
10
Genter Dividend Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
October 31, 2024
Dziura Compliance Consulting, LLC provides Chief Compliance Officer ("CCO") services to the Trust. The Fund's allocated fees incurred for CCO services for the year ended October 31, 2024, are reported on the Statement of Operations.
Note 4 - Federal Income Taxes
At October 31, 2024, gross unrealized appreciation and depreciation of investments, based on cost for federal income tax purposes were as follows:
Cost of investments | $ | 23,507,064 | ||
Gross unrealized appreciation | $ | 10,593,253 | ||
Gross unrealized depreciation | (166,155 | ) | ||
Net unrealized appreciation | $ | 10,427,098 |
The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.
GAAP requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or asset value per share. For the year ended October 31, 2024, there was no reclassification between financial and tax reporting.:
As of October 31, 2024, the components of accumulated earnings/(deficit) on a tax basis were as follows:
Undistributed ordinary income | $ | 207,563 | ||
Undistributed long-term capital gains | 2,057,753 | |||
Accumulated earnings | 2,265,316 |
Accumulated capital and other losses | - | |||
Unrealized appreciation on investments | 10,427,098 | |||
Unrealized deferred compensation | (16,668 | ) | ||
Total accumulated earnings | $ | 12,675,746 |
The tax character of distributions paid during the fiscal years ended October 31, 2024 and October 31, 2023 were as follows:
Distribution paid from: | 2024 | 2023 | ||||||
Ordinary income | $ | 753,612 | $ | 772,906 | ||||
Net long-term capital gains | 79,027 | 882,211 | ||||||
Total taxable distributions | $ | 832,639 | $ | 1,655,117 |
11
Genter Dividend Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
October 31, 2024
Note 5 - Redemption Fee
The Fund may impose a redemption fee of 2.00% of the total redemption amount on all shares redeemed within 30 days of purchase. For the year ended October 31, 2024 and the year ended October 31, 2023, the Fund received $9 and $0, respectively, in redemption fees.
Note 6 - Investment Transactions
For the year ended October 31, 2024, purchases and sales of investments, excluding short-term investments, were $12,469,689 and $14,709,551, respectively.
Note 7 - Distribution Plan
The Trust, on behalf of the Fund, has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the 1940 Act that allows the Fund to pay distribution fees for the sale and distribution of its shares. The Plan provides for the payment of distribution fees at the annual rate of up to 0.25% of average daily net assets, payable to IMST Distributors, LLC.
For the year ended October 31, 2024, distribution fees incurred are disclosed on the Statement of Operations.
Note 8 - Indemnifications
In the normal course of business, the Fund enters into contracts that contain a variety of representations which provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund expects the risk of loss to be remote.
Note 9 - Fair Value Measurements and Disclosure
Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or a liability, when a transaction is not orderly, and how that information must be incorporated into a fair value measurement.
Under Fair Value Measurements and Disclosures, various inputs are used in determining the value of the Fund's investments. These inputs are summarized into three broad Levels as described below:
● | Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. |
● | Level 2 - Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data. |
● | Level 3 - Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund's own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available. |
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
12
Genter Dividend Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
October 31, 2024
The inputs used to measure fair value may fall into different Levels of the fair value hierarchy. In such cases, for disclosure purposes, the Level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest Level input that is significant to the fair value measurement in its entirety.
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the inputs used, as of October 31, 2024, in valuing the Fund's assets carried at fair value:
Level 1 | Level 2** | Level 3** | Total | |||||||||||||
Investments | ||||||||||||||||
Common Stocks* | $ | 32,965,899 | $ | - | $ | - | $ | 32,965,899 | ||||||||
Short-Term Investments | 968,263 | - | - | 968,263 | ||||||||||||
Total Investments | $ | 33,934,162 | $ | - | $ | - | $ | 33,934,162 |
* | All common stocks and exchanged traded funds held in the Fund are Level 1 securities. For a detailed break-out of common stocks by major industry classification, please refer to the Schedule of Investments. |
** | The Fund did not hold any Level 2 or 3 securities at period end. |
Note 10 - Market Disruption and Geopolitical Risks
Certain local, regional or global events such as war, acts of terrorism, the spread of infectious illnesses and/or other public health issues, financial institution instability or other events may have a significant impact on a security or instrument. These types of events and other like them are collectively referred to as "Market Disruptions and Geopolitical Risks" and they may have adverse impacts on the worldwide economy, as well as the economies of individual countries, the financial health of individual companies and the market in general in significant and unforeseen ways. Some of the impacts noted in recent times include but are not limited to embargos, political actions, supply chain disruptions, bank failures, restrictions to investment and/or monetary movement including the forced selling of securities or the inability to participate impacted markets. The duration of these events could adversely affect the Fund's performance, the performance of the securities in which the Fund invests and may lead to losses on your investment. The ultimate impact of "Market Disruptions and Geopolitical Risks" on the financial performance of the Fund's investments is not reasonably estimable at this time. Management is actively monitoring these events.
Note 11 - New Accounting Pronouncement
Effective January 24, 2023, the SEC adopted rule and form amendments to require mutual funds and exchange-traded funds (ETFs) to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information deemed important for retail investors to assess and monitor their fund investments. Other information, including financial statements, will no longer appear in the funds' streamlined shareholder reports but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024. The Funds have adopted procedures in accordance with the SEC's rules and form amendments.
13
Genter Dividend Income Fund
NOTES TO FINANCIAL STATEMENTS - Continued
October 31, 2024
Note 12 - Events Subsequent to the Fiscal Period End
The Fund has adopted financial reporting rules regarding subsequent events which require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet. Management has evaluated the Fund's related events and transactions that occurred through the date of issuance of the Fund's financial statements.
The Fund declared the payment of a distribution paid on December 18, 2024, to shareholders of record on December 17, 2024 as follows:
Long Term Capital Gain | Short Term Capital Gain | Income | ||||||||
$ | 1.37420 | $ | 0.10192 | $ | 0.03488 |
There were no other events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund's financial statements.
14
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees of
Investment Managers Series Trust
and the Shareholders of the Genter Dividend Income Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of the Genter Dividend Income Fund (the "Fund"), a series of Investment Managers Series Trust, including the schedule of investments, as of October 31, 2024, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2024, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the auditor of one or more of the funds in the Trust since 2007.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2024 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.
TAIT, WELLER & BAKER LLP |
Philadelphia, Pennsylvania
December 30, 2024
15
Genter Dividend Income Fund
SUPPLEMENTAL INFORMATION (Unaudited)
Tax Information
Long-Term Capital Gain Designation
For the period ended October 31, 2024, the Fund designates $79,027 as a 20% rate gain distribution for purposes of the dividends paid deduction.
Corporate Dividends Received Deduction
For the period ended October 31, 2024, 100% of the dividends to be paid from net investment income, including short-term capital gains (if any) from the Fund, qualifies for the dividends received deduction available to corporate shareholders.
Qualified Dividend Income
For the period ended September 30, 2024, 100% of dividends to be paid from net investment income, including short-term capital gains (if any) from the Fund, is designated as qualified dividend income.
16
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies.
Not applicable.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
This information is included in Item 7, as part of the financial statements.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contact.
Not applicable.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 15. Submission of Matters to a Vote of Security Holders.
The registrant has not made any material changes to the procedures by which shareholders may recommend nominees to the registrant's Board of Trustees.
Item 16. Controls and Procedures.
(a) | The Registrant's Principal Executive Officer and Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the "Act")) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant's service provider. |
(b) | There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. |
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 18. Recovery of Erroneously Awarded Compensation.
(a) Not Applicable.
(b) Not Applicable.
Item 19. Exhibits.
(a) | (2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant's securities are listed. Instruction to paragraph (a)(2). Not Applicable. |
(a) | (3) A separate certification for each principal executive and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)). Filed herewith |
(a) | (4) Not Applicable. |
(a) | (5) Not Applicable. |
(b) | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | Investment Managers Series Trust | |
By (Signature and Title) | /s/ Maureen Quill | |
Maureen Quill, President and Principal Executive Officer | ||
Date | 1/10/2025 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title) | /s/ Maureen Quill | |
Maureen Quill, President and Principal Executive Officer | ||
Date | 1/10/2025 | |
By (Signature and Title) | /s/ Rita Dam | |
Rita Dam, Treasurer and Principal Financial Officer | ||
Date | 1/10/2025 |