Freedom 100 Emerging Markets ETF
Annual Report
September 30, 2022
Freedom 100 Emerging Markets ETF
TABLE OF CONTENTS
i
FREEDOM 100 EMERGING MARKETS ETF
LETTER TO SHAREHOLDERS
SEPTEMBER 30, 2022
Empower Investors Through Education | Affordable Alpha
Dear Freedom 100 Emerging Markets ETF Shareholders,
Thank you for your investment in the Freedom 100 Emerging Markets ETF (“FRDM” or the “Fund”). The information presented in this letter relates to the operations of the Fund for its fiscal year ending September 30, 2022 (“FY 2022”).
FRDM seeks to track the Life + Liberty Freedom 100 Emerging Markets Index (‘FRDM index”). The index uses a freedom-weighting methodology to capture exposure to the freest emerging markets (EMs), based on third-party quantitative personal and economic freedom metrics.
For FY 2022, FRDM was down 22.81% at its market price and down 22.96% at net asset value (NAV). For FY 2022, FRDM outperformed the Solactive GBS Emerging Markets Large & Mid Cap NTR Index, which was down 26.41%.
This year proved what FRDM investors have known all along, that autocracy risk is real. Russian stocks were marked to zero, China doubled down on Covid Zero, and FRDM had (and has) zero direct exposure to either Russian or Chinese equities. Freedom-weighting resulted in a relatively overweight position to Chilean equities. Chile – with its diversified commodity exposure - was one of the best performing EMs of the year.
The best and worst performing securities based on their contribution to the Fund’s return over FY 2022 are listed below, taking into consideration both the performance and the weighting of each security.
For FY 2022, the security with the largest positive impact on the Fund’s performance (the best performing security in the Fund’s portfolio) during the period was PT Adaro Energy Indonesia Tbk, which was up 133.86%. The second best performing security was Sociedad Quimica y Minera de Chile SA, which was up 80.85% during the period. The third best performing security for the period was PT Merdeka Copper Gold Tbk, which was up 54.34% during the period.
The worst performing security in the Fund’s portfolio during the period was TEN Square Games SA, which was down 83.58%. The second worst performing security was Top Glove Corp. Bhd, which was down 79.02% for the period. The third worst performing security was CCC SA, which was down 75.62% for the period.
Please note, returns of the best/worst performers cited above reflect the returns of the stocks during the time period held by the Fund, which was not necessarily for the entire fiscal period.
FRDM distributed income to shareholders on an annual basis.
We appreciate your continued investment in the Fund.
Sincerely,
/s/ Wesley R. Gray
Wesley R. Gray Ph.D.
Chief Executive Officer
Alpha
Architect | 19 East Eagle Road | Havertown, PA 19083 | T: 215.882.9983 | F: 216.245.3686
www.AlphaArchitect.com
1
FREEDOM 100 EMERGING MARKETS ETF
LETTER TO SHAREHOLDERS (CONTINUED)
SEPTEMBER 30, 2022
INDICES
The Life + Liberty Freedom 100 Emerging Markets Index is a freedom-weighted emerging markets equity index. The Index is designed to track the performance of a portfolio of approximately 100 equity securities listed in emerging market countries. The index does not incur any management fees, transaction costs, or expenses. The index is unmanaged and one cannot invest directly in the index.
The Solactive GBS Emerging Markets Large & Mid Cap USD Index NTR is part of the Solactive Global Benchmark Series. The index intends to track the performance of the large and mid-cap segment covering approximately the largest 85% of the free-float market capitalization in the Emerging Markets. It is calculated as a Net Total Return index in USD and weighted by free-float market capitalization.
Fund holdings and allocations are subject to change at any time and should not be considered a recommendation to buy, hold or sell any security. Please see the Schedule of Investments in this report for complete Fund holdings.
Shares are bought and sold at market price (not at net asset value, (“NAV”)), and are not individually redeemed from the Fund. Market price returns are based upon the midpoint of the bid/ask spread at the close of the exchange and does not represent the returns an investor would receive if shares were traded at other times. Brokerage commissions will reduce returns. NAVs are calculated using prices as of the close of regular trading on the exchange, normally 4:00 p.m. Eastern Time.
Opinions expressed are subject to change at any time, are not guaranteed and should not be considered investment advice.
Any offering must be preceded or accompanied by a prospectus.
RISKS
The performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost and current performance may be lower or higher than the performance quoted.
Investments involve risk. Principal loss is possible. Freedom 100 Emerging Markets ETF is subject to the same risks as the underlying securities.
Non-diversification Risk. Because the Fund is non-diversified, it may be more sensitive to economic, business, political or other changes affecting individual issuers or investments than a diversified fund, which may result in greater fluctuation in the value of the Fund’s Shares and greater risk of loss.
Freedom Style Risk. The Fund’s freedom style investment strategy limits the types and number of investment opportunities available and, as a result, may underperform other emerging markets funds that do not have a freedom focus. In addition, the Index Provider may be unsuccessful in creating an index composed only of companies in countries that benefit from significant personal and economic freedoms
Quantitative Management Risk. Investments utilizing quantitative methods may perform differently than the market as a result of characteristics and data used and changes in trends.
Foreign Security Risk. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are magnified for emerging markets.
Alpha
Architect | 19 East Eagle Road | Havertown, PA 19083 | T: 215.882.9983 | F: 216.245.3686
www.AlphaArchitect.com
2
FREEDOM 100 EMERGING MARKETS ETF
LETTER TO SHAREHOLDERS (CONTINUED)
SEPTEMBER 30, 2022
Emerging Markets Risk. The Fund may invest in companies organized in emerging market nations. Investments in securities and instruments traded in developing or emerging markets, or that provide exposure to such securities or markets, can involve additional risks relating to political, economic, or regulatory conditions not associated with investments in U.S. securities and instruments or investments in more developed international markets. Such conditions may impact the ability of the Fund to buy, sell or otherwise transfer securities, adversely affect the trading market and price for Fund shares and cause the Fund to decline in value.
Small- and Mid-Cap Company Risk . Investments in small- and mid-cap companies involve limited liquidity and greater volatility than larger companies.
Tracking Error Risk . As with all index funds, the performance of the Fund and its Index may differ from each other for a variety of reasons, including Fund operating expenses and portfolio transaction costs not incurred by an index and the Fund may not be fully invested in securities of its index or may hold securities not included in the index.
Distributed by Quasar Distributors, LLC.
Alpha
Architect | 19 East Eagle Road | Havertown, PA 19083 | T: 215.882.9983 | F: 216.245.3686
www.AlphaArchitect.com
3
FREEDOM 100 EMERGING MARKETS ETF
Freedom
100 Emerging Market ETF
Growth of $10,000 (Unaudited)
Average Annual Return* | ||||||
Since Inception | ||||||
1 Year |
(May
22,
2019) |
|||||
Freedom 100 Emerging Market ETF | (22.96%) | 1.42% | ||||
Life + Liberty Freedom 100 Emerging Markets Index | (23.17%) | 1.56% | ||||
Solactive GBS Emerging Markets Large & Mid Cap Index | (26.41%) | (0.96%) |
See “Index Overview” section for a description of the Index.
* | This chart assumes an initial gross investment of $10,000 made on May 22, 2019. Returns shown include the dividends. Past performance does not guarantee future results. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Investment return and principal value will fluctuate, so that your shares, when redeemed, may be worth more or less than the original cost. |
4
FREEDOM 100 EMERGING MARKETS ETF
Tabular
Presentation of Schedule of Investments
As of September 30, 2022 (Unaudited)
Freedom 100 Emerging Markets ETF
Sector 1 |
%
Net
Assets |
||
Financials | 23.4% | ||
Information Technology | 23.0% | ||
Materials | 20.5% | ||
Communication Services | 7.4% | ||
Consumer Staples | 7.4% | ||
Consumer Discretionary | 5.7% | ||
Industrials | 5.0% | ||
Energy | 3.1% | ||
Health Care | 2.6% | ||
Utilities | 1.2% | ||
Other 2 | 0.7% | ||
Total | 100.0% |
1. | Sector designations may be different than the sector designations presented in other Fund materials. The sector designations may represent the investment adviser’s internal sector classifications. |
2. | Cash, cash equivalents, short-term investments and other assets less liabilities. |
5
Freedom 100 Emerging Markets ETF
INDEX OVERVIEW
SEPTEMBER 30, 2022 (UNAUDITED)
Life + Liberty Freedom 100 Emerging Markets Index
The Life + Liberty Freedom 100 Emerging Markets Index is a freedom-weighted emerging markets equity index. It consists of approximately 100 equity securities listed in emerging market countries that are determined based on quantified data covering 79 personal and economic freedom factors which are categorized into three main types of freedoms: the rights to life, liberty, and property. A quantitative model is used to weigh the countries based on human and economic freedom metrics, and securities within countries are then selected based upon market capitalization and liquidity metrics.
Solactive GBS Emerging Markets Large & Mid Cap Index
The Solactive GBS Emerging Markets Large & Mid Cap USD Index NTR is part of the Solactive Global Benchmark Series. The index intends to track the performance of the large and mid-cap segment covering approximately the largest 85% of the free-float market capitalization in the Emerging Markets. It is calculated as a Net Total Return index in USD and weighted by free-float market capitalization.
6
Freedom 100 Emerging Markets ETF |
Schedule of Investments |
September 30, 2022 |
Shares | Value | |||||||
COMMON STOCKS - 97.5% | ||||||||
Brazil - 5.5% | ||||||||
654,442 | B3 S.A. - Brasil Bolsa Balcao | $ | 1,595,357 | |||||
43,755 | Banco Santander Brasil S.A. ADR | 246,778 | ||||||
328,887 | Magazine Luiza S.A. (a) | 274,969 | ||||||
108,466 | Natura & Co. Holding S.A. (a) | 297,589 | ||||||
66,230 | Rede D’Or Sao Luiz S.A. (b) | 366,243 | ||||||
88,968 | Suzano S.A. | 736,734 | ||||||
510,863 | Vale S.A. | 6,835,688 | ||||||
175,264 | WEG S.A. | 1,041,314 | ||||||
11,394,672 | ||||||||
Chile - 25.4% | ||||||||
74,742,397 | Banco de Chile | 6,576,182 | ||||||
98,418 | Banco de Credito e Inversiones S.A. | 2,501,087 | ||||||
2,248,496 | Cencosud S.A. | 2,845,433 | ||||||
103,161 | Cia Cervecerias Unidas S.A. ADR | 1,112,076 | ||||||
103,070,880 | Cia Sud Americana de Vapores S.A. | 7,102,021 | ||||||
13,685,022 | Colbun S.A. | 1,201,668 | ||||||
1,778,984 | Empresas CMPC S.A. | 2,707,225 | ||||||
626,188 | Empresas COPEC S.A. | 4,011,443 | ||||||
2,739,704 | Falabella S.A. | 5,462,370 | ||||||
209,754 | Sociedad Quimica y Minera de Chile S.A. ADR | 19,035,176 | ||||||
52,554,681 | ||||||||
Indonesia - 6.7% | ||||||||
4,200,589 | Adaro Energy Indonesia Tbk PT | 1,092,388 | ||||||
14,947,077 | Bank Central Asia Tbk PT | 8,392,547 | ||||||
7,669,231 | Barito Pacific Tbk PT | 400,397 | ||||||
1,823,628 | Chandra Asri Petrochemical Tbk PT | 287,421 | ||||||
1,995,721 | Charoen Pokphand Indonesia Tbk PT | 740,491 | ||||||
130,046 | Gudang Garam Tbk PT | 195,784 | ||||||
817,417 | Indah Kiat Pulp & Paper Tbk PT | 485,807 | ||||||
5,434,452 | Kalbe Farma Tbk PT | 653,098 | ||||||
3,709,961 | Merdeka Copper Gold Tbk PT (a) | 959,924 | ||||||
6,729,894 | Sarana Menara Nusantara Tbk PT | 545,816 | ||||||
13,753,673 | ||||||||
Malaysia - 5.6% | ||||||||
1,728,169 | Dialog Group Bhd | 741,655 | ||||||
1,223,172 | DiGi.Com Bhd | 891,594 | ||||||
1,003,904 | Genting Bhd | 969,914 | ||||||
562,684 | Hartalega Holdings Bhd | 201,435 | ||||||
231,196 | Hong Leong Bank Bhd | 1,022,109 | ||||||
168,178 | Kuala Lumpur Kepong Bhd | 750,762 | ||||||
189,449 | PPB Group Bhd | 657,781 | ||||||
1,228,639 | Press Metal Aluminium Holdings Bhd | 1,070,455 | ||||||
5,367,570 | Public Bank Bhd | 4,896,446 | ||||||
2,327,169 | Top Glove Corp. Bhd | 313,668 | ||||||
11,515,819 |
The accompanying notes are an integral part of these financial statements.
7
Freedom 100 Emerging Markets ETF |
Schedule of Investments (Continued) |
September 30, 2022 |
Shares | Value | |||||||
Mexico - 3.3% | ||||||||
1,194,485 | America Movil S.A.B. de C.V. | $ | 983,962 | |||||
66,004 | Arca Continental S.A.B. de C.V. | 475,247 | ||||||
39,140 | Becle S.A.B. de C.V. | 69,051 | ||||||
119,507 | Cemex S.A.B. de C.V. ADR (a) | 409,909 | ||||||
25,744 | Fomento Economico Mexicano S.A.B. de C.V. ADR | 1,615,436 | ||||||
111,890 | Grupo Bimbo S.A.B. de C.V. | 393,180 | ||||||
5,163 | Grupo Elektra S.A.B. de C.V. (a) | 262,504 | ||||||
241,241 | Grupo Financiero Banorte S.A.B. de C.V. | 1,545,346 | ||||||
140,595 | Grupo Financiero Inbursa S.A.B. de C.V. (a) | 223,184 | ||||||
238,976 | Grupo Mexico S.A.B. de C.V. | 807,128 | ||||||
59,724 | Sitios Latinoamerica S.A.B. de C.V. (a) | 27,194 | ||||||
6,812,141 | ||||||||
Philippines - 1.9% | ||||||||
111,912 | ACEN Corp. | 10,690 | ||||||
37,304 | Ayala Corp. | 391,970 | ||||||
242,560 | Bank of the Philippine Islands | 370,305 | ||||||
251,138 | BDO Unibank, Inc. | 477,644 | ||||||
3,981 | Globe Telecom, Inc. | 137,850 | ||||||
161,869 | International Container Terminal Services, Inc. | 432,387 | ||||||
536,747 | JG Summit Holdings, Inc. | 384,993 | ||||||
38,666 | Manila Electric Co. | 173,461 | ||||||
282,150 | Metropolitan Bank & Trust Co. | 233,420 | ||||||
13,404 | PLDT, Inc. | 344,789 | ||||||
75,135 | SM Investments Corp. | 929,175 | ||||||
3,886,684 | ||||||||
Poland - 8.1% | ||||||||
127,406 | Alior Bank S.A. (a) | 594,248 | ||||||
78,387 | Asseco Poland S.A. | 1,093,518 | ||||||
280,357 | Bank Polska Kasa Opieki S.A. | 3,433,128 | ||||||
65,195 | CCC S.A. (a) | 488,479 | ||||||
98,195 | CD Projekt S.A. | 1,984,938 | ||||||
317,159 | Cyfrowy Polsat S.A. | 1,026,933 | ||||||
71,812 | Dino Polska S.A. (a)(b) | 4,375,159 | ||||||
23,000 | Kruk S.A. | 1,095,039 | ||||||
1,657 | LPP S.A. | 2,605,724 | ||||||
6,601 | TEN Square Games S.A. | 130,105 | ||||||
16,827,271 | ||||||||
Republic of Korea - 14.4% | ||||||||
13,245 | Celltrion, Inc. | 1,624,727 | ||||||
16,214 | Hyundai Motor Co. | 2,000,259 | ||||||
35,180 | Kakao Corp. | 1,404,053 | ||||||
5,329 | LG Chem Ltd. | 1,996,466 | ||||||
1,170 | LG Household & Health Care Ltd. | 517,656 | ||||||
16,015 | NAVER Corp. | 2,166,004 | ||||||
1,913 | Samsung Biologics Co., Ltd. (a)(b) | 1,079,046 | ||||||
354,096 | Samsung Electronics Co., Ltd. | 13,142,166 | ||||||
5,297 | Samsung SDI Co., Ltd. | 2,021,501 | ||||||
64,357 | SK Hynix, Inc. | 3,738,077 | ||||||
29,689,955 |
The accompanying notes are an integral part of these financial statements.
8
Freedom 100 Emerging Markets ETF |
Schedule of Investments (Continued) |
September 30, 2022 |
Shares | Value | |||||||
South Africa - 6.2% | ||||||||
59,752 | AngloGold Ashanti Ltd. ADR | $ | 825,773 | |||||
18,825 | Capitec Bank Holdings Ltd. | 1,615,206 | ||||||
787,405 | FirstRand Ltd. | 2,642,375 | ||||||
127,762 | Gold Fields Ltd. ADR | 1,033,595 | ||||||
121,816 | Impala Platinum Holdings Ltd. | 1,141,907 | ||||||
277,715 | MTN Group Ltd. | 1,839,363 | ||||||
53,506 | Northam Platinum Holdings Ltd. (a) | 463,610 | ||||||
333,635 | Sanlam Ltd. | 950,952 | ||||||
336,477 | Sibanye Stillwater Ltd. | 780,961 | ||||||
200,151 | Standard Bank Group Ltd. | 1,592,362 | ||||||
12,886,104 | ||||||||
Taiwan - 17.3% | ||||||||
1,184,882 | Cathay Financial Holding Co., Ltd. | 1,490,946 | ||||||
755,205 | Chunghwa Telecom Co., Ltd. | 2,711,688 | ||||||
292,712 | Delta Electronics, Inc. | 2,332,550 | ||||||
175,421 | Formosa Petrochemical Corp. | 458,043 | ||||||
643,062 | Formosa Plastics Corp. | 1,754,045 | ||||||
1,083,765 | Fubon Financial Holding Co., Ltd. | 1,703,356 | ||||||
2,006,633 | Hon Hai Precision Industry Co., Ltd. | 6,446,709 | ||||||
250,616 | MediaTek, Inc. | 4,349,410 | ||||||
179,072 | Taiwan Semiconductor Manufacturing Co., Ltd. ADR | 12,277,176 | ||||||
1,871,464 | United Microelectronics Corp. | 2,107,305 | ||||||
35,631,228 | ||||||||
Thailand - 3.1% | ||||||||
148,202 | Advanced Info Service PCL | 766,156 | ||||||
1,470,687 | Bangkok Dusit Medical Services PCL | 1,150,193 | ||||||
759,199 | CP ALL PCL | 1,132,157 | ||||||
150,687 | Energy Absolute PCL | 352,548 | ||||||
563,485 | Gulf Energy Development PCL | 784,278 | ||||||
226,428 | Indorama Ventures PCL | 234,112 | ||||||
156,452 | Intouch Holdings PCL | 301,747 | ||||||
332,187 | Kasikornbank PCL | 1,268,158 | ||||||
313,699 | PTT Global Chemical PCL | 345,135 | ||||||
47,711 | Siam Makro PCL | 42,689 | ||||||
6,377,173 | ||||||||
TOTAL COMMON STOCKS (Cost $263,462,422) | 201,329,401 | |||||||
PREFERRED STOCKS - 1.8% | ||||||||
Brazil - 1.8% | ||||||||
144,881 | Banco Bradesco S.A. ADR | 533,162 | ||||||
602,615 | Itau Unibanco Holding S.A. ADR | 3,115,520 | ||||||
TOTAL PREFERRED STOCKS (Cost $3,474,427) | 3,648,682 | |||||||
RIGHTS - 0.0% (c) | ||||||||
Republic of Korea - 0.0% (c) | ||||||||
284 | Globe Telecom, Inc. (a)(d) | 1,698 | ||||||
TOTAL RIGHTS (Cost $3,070) | 1,698 |
The accompanying notes are an integral part of these financial statements.
9
Freedom 100 Emerging Markets ETF |
Schedule of Investments (Continued) |
September 30, 2022 |
Shares | Value | |||||||
MONEY MARKET FUNDS - 0.5% | ||||||||
1,157,827 | First American Government Obligations Fund - Class X, 2.77% (e) | $ | 1,157,827 | |||||
TOTAL MONEY MARKET FUNDS (Cost $1,157,827) | 1,157,827 | |||||||
TOTAL INVESTMENTS (Cost $268,097,746) - 99.8% | 206,137,608 | |||||||
Other Assets in Excess of Liabilities - 0.2% | 445,428 | |||||||
TOTAL NET ASSETS - 100.0% | $ | 206,583,036 |
Percentages are stated as a percent of net assets.
ADR - American Depository Receipt
(a) | Non-Income producing security. |
(b) | 144A Restricted Security. |
(c) | Represents less than 0.05% of net assets. |
(d) | Value determined using significant unobservable inputs. |
(e) | Rate shown is the 7-day effective yield. |
The accompanying notes are an integral part of these financial statements.
10
FREEDOM 100 EMERGING MARKETS ETF |
STATEMENTS OF ASSETS AND LIABILITIES |
September 30, 2022 |
Freedom
100
Emerging Markets ETF |
||||
Assets: | ||||
Investments in securities, at value | $ | 206,137,608 | ||
Dividends and interest receivable | 522,246 | |||
Cash | 9,466 | |||
Securities lending income receivable (Note 4) | 372 | |||
Foreign currencies, at value | 161 | |||
Spot trade receivable | 49 | |||
Total assets | 206,669,902 | |||
Liabilities: | ||||
Accrued investment advisory fees | 86,866 | |||
Total liabilities | 86,866 | |||
Net Assets | $ | 206,583,036 | ||
Net Assets Consist of: | ||||
Capital stock | $ | 261,899,008 | ||
Total distributable earnings (accumulated deficit) | (55,315,972 | ) | ||
Net Assets: | $ | 206,583,036 | ||
Calculation of Net Asset Value Per Share: | ||||
Net Assets | $ | 206,583,036 | ||
Shares Outstanding (unlimited shares of beneficial interest authorized, no par value) | 8,250,000 | |||
Net Asset Value per Share | $ | 25.04 | ||
Cost of Investments in Securities | $ | 268,097,746 | ||
Cost of Foreign Currency | $ | 339 |
The accompanying notes are an integral part of these financial statements.
11
FREEDOM 100 EMERGING MARKETS ETF |
STATEMENT OF OPERATIONS |
For the Year Ended September 30, 2022 |
Freedom
100
Emerging Markets ETF |
||||
Investment Income: | ||||
Dividend income (net of foreign withholding tax of $2,058,834) | $ | 7,273,403 | ||
Securities lending income | 6,895 | |||
Interest income | 5,962 | |||
Total investment income | 7,286,260 | |||
Expenses: | ||||
Investment advisory fees | 796,384 | |||
Overdraft fees expense | 315 | |||
Total expenses | 796,699 | |||
Net investment income | 6,489,561 | |||
Realized and Unrealized Gain (Loss) on Investments: | ||||
Net realized gain (loss) on: | ||||
Investments | 1,407,229 | |||
Foreign currency | (57,300 | ) | ||
1,349,929 | ||||
Net change in unrealized depreciation on: | ||||
Investments | (38,367,678 | ) | ||
Foreign currency | (25,573,410 | ) | ||
(63,941,088 | ) | |||
Net realized and unrealized loss on investments: | (62,591,159 | ) | ||
Net Decrease in Net Assets Resulting from Operations | $ | (56,101,598 | ) |
The accompanying notes are an integral part of these financial statements.
12
FREEDOM 100 EMERGING MARKETS ETF |
STATEMENT OF CHANGES IN NET ASSETS |
Freedom
100 Emerging
Markets ETF |
||||||||
Year
Ended
September 30, 2022 |
Year Ended September 30, 2021 |
|||||||
Increase (Decrease) in Net Assets from: | ||||||||
Operations: | ||||||||
Net investment income | $ | 6,489,561 | $ | 1,159,885 | ||||
Net realized gain on investments | 1,349,929 | 1,913,237 | ||||||
Net change in unrealized appreciation (depreciation) on investments | (63,941,088 | ) | 2,544,598 | |||||
Net increase (decrease) in net assets resulting from operations | (56,101,598 | ) | 5,617,720 | |||||
Distributions to Shareholders: | ||||||||
Net investment income | (1,572,895 | ) | (638,438 | ) | ||||
Net realized gain | (50,733 | ) | - | |||||
Total distributions | (1,623,628 | ) | (638,438 | ) | ||||
Capital Share Transactions: | ||||||||
Proceeds from shares sold | 171,834,400 | 80,506,651 | ||||||
Payments for shares redeemed | (8,473,925 | ) | (5,102,910 | ) | ||||
Transaction fees (See Note 1) | 334,309 | 172,596 | ||||||
Net increase in net assets derived from net change in capital share transactions | 163,694,784 | 75,576,337 | ||||||
Net Increase in Net Assets | 105,969,558 | 80,555,619 | ||||||
Net Assets: | ||||||||
Beginning of year | 100,613,478 | 20,057,859 | ||||||
End of year | $ | 206,583,036 | $ | 100,613,478 | ||||
Changes in Shares Outstanding | ||||||||
Shares outstanding, beginning of year | 3,050,000 | 800,000 | ||||||
Shares sold | 5,450,000 | 2,400,000 | ||||||
Shares repurchased | (250,000 | ) | (150,000 | ) | ||||
Shares outstanding, end of year | 8,250,000 | 3,050,000 |
The accompanying notes are an integral part of these financial statements.
13
FREEDOM 100 EMERGING MARKETS ETF
FINANCIAL HIGHLIGHTS
For the Year Ended September 30, 2022
Net
Asset Value,
Beginning of Period |
Net
Investment
Income (1) |
Net
Realized
and Unrealized Gains/(Losses) on Investments |
Net
Increase in
Net Asset Value Resulting from Operations |
Distributions
from Net Investment Income |
Distributions
from Realized Gains |
Total
Distributions |
Transaction
Fees (See Note 1) |
Net
Asset Value, End of Period |
Total
Return (2) |
Net
Assets, End of Period (000’s) |
Net
Expenses (3)(4) |
Net
Investment Income (3) |
Portfolio
Turnover Rate (5) |
||||||||||||||||
Freedom 100 Emerging Markets ETF | |||||||||||||||||||||||||||||
Year Ended September 30, 2022 | $32.99 | 1.22 | (8.73) | (7.51) | (0.48) | (0.02) | (0.50) | 0.06 | $25.04 | (22.96%) | $206,583 | 0.49% | 3.99% | 8% | |||||||||||||||
Year Ended September 30, 2021 | $25.07 | 0.82 | 7.33 | 8.15 | (0.35) | - | (0.35) | 0.12 | $32.99 | 32.97% | $100,613 | 0.49% | 2.49% | 22% | |||||||||||||||
Year Ended September 30, 2020 | $25.33 | 0.34 | (0.31) | 0.03 | (0.31) | - | (0.31) | 0.02 | $25.07 | 0.25% | $20,058 | 0.49% | 1.40% | 19% | |||||||||||||||
May 23, 2019 (6) to September 30, 2019 | $25.00 | 0.31 | 0.19 | 0.50 | (0.20) | - | (0.20) | 0.03 | $25.33 | 2.11% | $12,663 | 0.49% | 3.42% | 0% (7) |
(1) | Net investment income per share represents net investment income divided by the daily average shares of beneficial interest outstanding throughout the period. |
(2) | All returns reflect reinvested dividends, if any, but do not reflect the impact of taxes. Total return for a period of less than one year is not annualized. |
(3) | For periods of less than one year, these ratios are annualized. |
(4) | Net expenses include effects of any reimbursement or recoupment. |
(5) | Portfolio turnover is not annualized and is calculated without regard to short-term securities having a maturity of less than one year. |
(6) | Commencement of operations. |
(7) | Rounds to less than 0.5%. |
The accompanying Notes to the Financial St atements are an integral part of these Financial Statements.
14
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS
SEPTEMBER 30, 2022
NOTE 1 – ORGANIZATION
Freedom 100 Emerging Markets ETF (the “Fund”) is a series of the EA Series Trust (the “Trust”), which was organized as a Delaware statutory trust on October 11, 2013. The Trust is registered with the Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund commenced operations on May 23, 2019. The Fund is considered non-diversified under the 1940 Act. Non-diversified funds generally hold securities of fewer issuers than diversified funds and may be more susceptible to the risks associated with these particular issuers, or to a single economic, political or regulatory occurrence affecting these issuers. The Fund qualifies as an investment company as defined in the Financial Accounting Standards Codification Topic 946-Financial Services- Investment Companies. The Fund’s investment objective is to seek to track the total return performance, before fees and expenses, of the Life + Liberty Freedom 100 Emerging Markets Index (the “Index”).
The Index was developed in 2017 by Life + Liberty Investments, LLC, the Fund’s index provider (the “Index Provider”). The Index consists of approximately 100 equity securities listed in emerging market countries that are determined based on quantified data covering 79 personal and economic freedom factors which are categorized into three main types of freedoms: the rights to life, liberty, and property. A quantitative model is used to weigh the countries based on human and economic freedom metrics, and securities within countries are then selected based upon market capitalization and liquidity metrics.
Shares of the Freedom 100 Emerging Markets ETF are listed and traded on Cboe BZX Exchange, Inc. (“Cboe”). Market prices for the shares may be different from their net asset value (“NAV”). The Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe. Once created, shares generally trade in the secondary market at market prices that change throughout the day in share amounts less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from the Fund. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
Authorized Participants may be required to pay a transaction fee to compensate the Trust or its custodian for costs incurred in connection with creation and redemption transactions. The standard transaction fee, which is payable to the Trust’s custodian, typically applies to in-kind purchases of the Fund effected through the clearing process on any business day, regardless of the number of Creation Units purchased or redeemed that day (“Standard Transaction Fees”). Variable fees are imposed to compensate the Fund for the transaction costs associated with the cash transactions fees. Certain fund deposits consisting of cash-in-lieu or cash value may be subject to a variable charge (“Variable Transaction Fees”), which is payable to the Fund, of up to 2.00% of the value of the order in addition to the Standard Transaction Fees. Variable Transaction Fees received by the Fund, if any, are displayed in the Capital Share Transactions sections of the Statements of Changes in Net Assets.
Because, among other things, the Fund imposes transaction fees on purchases and redemptions of Shares to cover the custodial and other costs incurred by the Fund in effecting trades, the Board determined that it is not necessary to adopt policies and procedures to detect and deter market timing of the Fund’s Shares.
15
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2022
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
A. | Security Valuation . Equity securities that are traded on a national securities exchange, except those listed on the NASDAQ Global Market ® (“NASDAQ”) are valued at the last reported sale price on the exchange on which the security is principally traded. Securities traded on NASDAQ will be valued at the NASDAQ Official Closing Price (“NOCP”). If, on a particular day, an exchange-traded or NASDAQ security does not trade, then the most recent quoted bid for exchange-traded or the mean between the most recent quoted bid and ask price for NASDAQ securities will be used. Equity securities that are not traded on a listed exchange are generally valued at the last sale price in the over-the-counter market. If a non-exchange traded security does not trade on a particular day, then the mean between the last quoted closing bid and asked price will be used. Prices denominated in foreign currencies are converted to U.S. dollar equivalents at the current exchange rate, which approximates fair value. Redeemable securities issued by open-end investment companies are valued at the investment company’s applicable net asset value, with the exception of exchange-traded open-end investment companies which are priced as equity securities. |
Securities for which quotations are not readily available are valued by a committee established by the Trust’s Board of Trustees (the “Board”) in accordance with procedures established by the Board. This “fair valuation” process is designed to value the subject security at the price the Trust would reasonably expect to receive upon its current sale. When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Board. The use of “fair value” pricing by the Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of September 30, 2022, the Fund did hold a security valued by an investment committee.
As described above, the Fund may use various methods to measure the fair value of their investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
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.
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.
16
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2022
The following is a summary of the fair value classification of the Fund’s investments as of September 30, 2022:
DESCRIPTION | LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||
Freedom 100 Emerging Markets ETF | ||||||||||||||||
Assets* | ||||||||||||||||
Common Stocks | $ | 201,329,401 | $ | - | $ | - | $ | 201,329,401 | ||||||||
Preferred Stocks | 3,648,682 | - | - | 3,648,682 | ||||||||||||
Rights | - | - | 1,698 | 1,698 | ||||||||||||
Money Market Funds | 1,157,827 | - | - | 1,157,827 | ||||||||||||
Total Investments in Securities | $ | 206,135,910 | $ | - | $ | 1,698 | $ | 206,137,608 |
* | For further detail on each asset class, see the Schedule of Investments |
During the fiscal year ended September 30, 2022, the Fund did invest in a Level 3 investment and recognized the transfer to/from Level 3. Transfers between levels are recognized at the end of the reporting period.
B. | Risks. Markets may perform poorly and the returns from the securities in which the Fund invests may underperform returns from the general securities markets. Securities markets may experience periods of high volatility and reduced liquidity in response to governmental actions or intervention, economic or market developments, or other external factors. The value of a company’s securities may rise or fall in response to company, market, economic or other news. |
Foreign securities may underperform U.S. securities and may be more volatile than U.S. securities. Risks relating to investments in foreign securities (including, but not limited to, depositary receipts and participation certificates) and to securities of issuers with significant exposure to foreign markets include: currency exchange rate fluctuation; less available public information about the issuers of securities; less stringent regulatory standards; lack of uniform accounting, auditing and financial reporting standards; and country risks including less liquidity, high inflation rates, unfavorable economic practices, political instability and expropriation and nationalization risks.
The risks of foreign securities typically are greater in emerging and less developed markets. For example, in addition to the risks associated with investments in any foreign country, political, legal and economic structures in these less developed countries may be new and changing rapidly, which may cause instability and greater risk of loss. These securities markets may be less developed and securities in those markets are generally more volatile and less liquid than those in developed markets. Investing in emerging market countries may involve substantial risk due to, among other reasons, limited information; higher brokerage costs; different accounting, auditing and financial reporting standards; less developed legal systems and thinner trading markets as compared to those in developed countries; different clearing and settlement procedures and custodial services; and currency blockages or transfer restrictions. Emerging market countries also are more likely to experience high levels of inflation, deflation or currency devaluations, which could hurt their economies and securities markets. Certain emerging markets also may face other significant internal or external risks, including a heightened risk of war and ethnic, religious and racial conflicts. In addition, governments in many emerging market countries participate to a significant degree in their economies and securities markets, which may impair investment and economic growth of companies in those markets. Such markets may also be heavily reliant on foreign capital and, therefore, vulnerable to capital flight.
The risks of investing in investment companies typically reflect the risks of the types of instruments in which the investment companies invest. By investing in another investment company, the Funds become a shareholder of that investment company and bear their proportionate share of the fees and expenses of the other investment company. The Funds may be subject to statutory limits with respect to the amount they can invest in other ETFs, which may adversely affect the Funds’ ability to achieve their investment objective.
17
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS ( continued )
SEPTEMBER 30, 2022
Investments in ETFs are also subject to the following risks: (i) the market price of an ETF’s shares may trade above or below their NAV; (ii) an active trading market for an ETF’s shares may not develop or be maintained; and (iii) trading of an ETF’s shares may be halted for various reasons.
See the Fund’s Prospectus and Statement of Additional Information regarding the risks of investing in shares of the Fund.
C. | Foreign Currency. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts using the spot rate of exchange at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. |
The Fund isolates the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. That portion of gains (losses) attributable to the changes in market prices and the portion of gains (losses) attributable to changes in foreign exchange rates are included on the “Statement of Operations” under “Net realized gain (loss) – Foreign currency” and “Change in Net Unrealized Appreciation (Depreciation) – Foreign Currency,” respectively.
The Fund reports net realized foreign exchange gains or losses that arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
D. | Federal Income Taxes. The Fund intends to continue to comply with the requirements of subchapter M of the Internal Revenue Code of 1986, as amended, as necessary to qualify as a regulated investment company and distribute substantially all net taxable investment income and net realized gains to shareholders in a manner which results in no tax cost to the Fund. Therefore, no federal income tax provision is required. As of and during the fiscal year ended September 30, 2022, the Fund did not have any tax positions that did not meet the “more-likely-than-not” threshold of being sustained by the applicable tax authority. As of and during the fiscal year ended September 30, 2022, the Fund did not have liabilities for any unrecognized tax benefits. The Fund would/will recognize interest and penalties, if any, related to unrecognized tax benefits on uncertain tax positions as income tax expense in the Statement of Operations. During the fiscal year ended September 30, 2022, the Fund did not incur any interest or penalties. The Fund is subject to examination by U.S. taxing authorities for the tax periods since the Fund’s commencement of operations. |
The Fund may be subject to taxes imposed on realized and unrealized gains on securities of certain foreign countries in which the Fund invests. The foreign tax expense, if any, was recorded on an accrual basis and is included in “Net realized gain (loss) on investments” and “Net increase (decrease) in unrealized appreciation or depreciation on investments” on the accompanying Statement of Operations. The amount of foreign tax owed, if any, is included in “Payable for foreign taxes” on the accompanying Statement of Assets and Liabilities and is comprised of withholding taxes on foreign dividends and taxes on unrealized gains.
E. | Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Dividend income is recorded on the ex-dividend date, net of any foreign taxes withheld at source. Interest income is recorded on an accrual basis. Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable tax rules and regulations. |
Distributions to shareholders from net investment income and from net realized gains on securities for the Fund are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date. The Fund may distribute more frequently, if necessary, for tax purposes.
18
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS ( continued )
SEPTEMBER 30, 2022
F. | Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of increases and decreases in net assets from operations during the period. Actual results could differ from those estimates. |
G. | Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the New York Stock Exchange (“NYSE”) is closed for regular trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share. |
H. | Guarantees and Indemnifications. In the normal course of business, the Fund enter into contracts with service providers that contain general indemnification clauses. Additionally, as is customary, the Trust’s organizational documents permit the Trust to indemnify its officers and trustees against certain liabilities under certain circumstances. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be against the Fund that have not yet occurred. As of the date of this Report, no claim has been made for indemnification pursuant to any such agreement of the Fund. |
I. | Reclassification of Capital Accounts. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. In addition, the Fund’s realized net capital gains resulting from in-kind redemptions, in which shareholders exchanged Fund shares for securities held by the Fund rather than for cash. Because such gains are not taxable to the Fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital. For the fiscal year ended September 30, 2022 the following table shows the reclassifications made: |
Undistributed Net
Investment Gain (Loss) |
Accumulated Net
Realized Gain (Loss) |
Paid in
Capital |
||||||||||
Freedom 100 Emerging Markets ETF | $ | (93,097 | ) | $ | (1,665,281 | ) | $ | 1,758,378 |
NOTE 3 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS
Empowered Funds, LLC (the “Adviser”) serves as the investment adviser to the Fund. Pursuant to an investment advisory agreement (the “Advisory Agreement”) between the Trust, on behalf of the Fund, and the Adviser, the Adviser provides investment advice to the Fund and oversees the day-to-day operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Adviser is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate. The Adviser administers the Fund’s business affairs, provides office facilities and equipment and certain clerical, bookkeeping and administrative services. The Adviser agrees to pay all expenses incurred by the Fund except for the fee paid to the Adviser pursuant to the Advisory Agreement, payments under any distribution plan adopted pursuant to Rule 12b-1, brokerage expenses, acquired fund fees and expenses, taxes (including tax-related services), interest (including borrowing costs), litigation expense (including class action-related services) and other non-routine or extraordinary expenses.
U.S. Bancorp Fund Services, LLC (“Fund Services” or “Administrator”), doing business as U.S. Bank Global Fund Services, acts as the Funds’ Administrator and, in that capacity, performs various administrative and accounting services for the Funds. The Administrator prepares various federal and state regulatory filings, reports and returns for the Funds, including regulatory compliance monitoring and financial reporting; prepares reports and materials to be supplied to the trustees; monitors the activities of the Funds’ Custodian, transfer agent and fund accountant. Fund Services also serves as the transfer agent and fund accountant to the Funds. U.S. Bank N.A. (the “Custodian”), an affiliate of the Administrator, serves as the Funds’ Custodian.
19
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS ( continued )
SEPTEMBER 30, 2022
The Custodian acts as the securities lending agent (the “Securities Lending Agent”) for the Fund.
At a Board meeting held on September 26, 2022, the Board of Trustees of the Trust (the “Trustees”) including each Trustee who is not an “interested person” of the Trust, as defined in the 1940 Act (the “Independent Trustees”), approved the Advisory Agreement. Per the Advisory Agreement, the Fund pays an annual rate of 0.49% to the Adviser monthly based on average daily net assets. A description of the Board’s consideration is included in this report.
NOTE 4 – SECURITIES LENDING
On October 1, 2021, the Board approved the use of securities lending. The Fund may lend up to 33⅓% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by the Securities Lending Agent. The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any domestic loaned securities at the time of the loan, plus accrued interest. The use of loans of foreign securities, which are denominated and payable in U.S. dollars, shall be collateralized in an amount equal to 105% of the value of any loaned securities at the time of the loan plus accrued interest. The Fund receives compensation in the form of fees and earns interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss on the value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand.
The securities lending agreement provides that, in the event of a borrower’s material default, the Securities Lending Agent shall take all actions the Securities Lending Agent deems appropriate to liquidate the collateral, purchase replacement securities at the Securities Lending Agent’s expense, or pay the Fund an amount equal to the market value of the loaned securities, subject to certain limitations which are set forth in detail in the securities lending agreement between the Fund and the Securities Lending Agent.
As of the end of the current fiscal year, the Fund had loaned securities and received cash collateral for the loans. The cash collateral is invested by the Securities Lending Agent in accordance with the Trust approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the Securities Lending Agent.
As of the end of the current fiscal year, the Fund did not have any securities on loan.
The interest income earned by the Fund on the investment of cash collateral received from borrowers for the securities loaned to them (“Securities Lending Income, Net”) is reflected in the Fund’s Statement of Operations. Net securities lending income earned on collateral investments and recognized by the Fund during the current fiscal year, was as follows:
Freedom 100 Emerging Markets ETF | $ | 6,895 |
NOTE 5 – PURCHASES AND SALES OF SECURITIES
For the fiscal year ended September 30, 2022, purchases and sales of securities for the Fund, excluding short-term securities and in-kind transactions, were as follows:
Purchases | Sales | |||||||
Freedom 100 Emerging Markets ETF | $ | 115,936,548 | $ | 13,405,711 |
20
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS ( continued )
SEPTEMBER 30, 2022
For the fiscal year ended September 30, 2022, in-kind transactions associated with creations and redemptions were as follows:
Purchases | Sales | |||||||
Freedom 100 Emerging Markets ETF | $ | 73,325,958 | $ | 7,833,399 |
For the fiscal year ended September 30, 2022, short-term and long-term gains on in-kind transactions were as follows:
Short Term | Long Term | |||||||
Freedom 100 Emerging Markets ETF | $ | 919,095 | $ | 839,283 |
There were no purchases or sales of U.S. Government securities during the fiscal year.
NOTE 6 – TAX INFORMATION
The components of tax basis cost of investments and net unrealized appreciation (depreciation) for federal income tax purposes at September 30, 2022 were as follows:
Freedom
100
Emerging Markets ETF |
||||
Tax cost of Investments | $ | 269,137,087 | ||
Gross tax unrealized appreciation | 7,710,823 | |||
Gross tax unrealized depreciation | (70,707,372 | ) | ||
Net tax unrealized appreciation (depreciation) | (62,996,549 | ) | ||
Undistributed ordinary income | 5,471,928 | |||
Undistributed long-term gain | 450,271 | |||
Total distributable earnings | $ | 5,922,199 | ||
Other accumulated gain (loss) | $ | - | ||
Total accumulated gain (loss) | $ | (57,074,350 | ) |
The difference between book and tax-basis cost is attributable to the realization for tax purposes of unrealized gains on investments in REITs, partnerships, passive foreign investment companies and wash sales. Under tax law, certain capital and foreign currency losses realized after October 31 and within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.
For the fiscal year ended September 30, 2022, the Fund did not defer any qualified late year losses.
At September 30, 2022, the Fund did not have any capital loss carryforwards.
21
Freedom 100 Emerging Markets ETF
NOTES TO THE FINANCIAL STATEMENTS ( continued )
SEPTEMBER 30, 2022
NOTE 7 – DISTRIBUTIONS TO SHAREHOLDERS
The tax character of distributions paid by the Fund during the fiscal years ended September 30, 2022 and September 30, 2021, were as follows:
Fiscal Period Ended
September 30, 2022 |
Fiscal Period Ended
September 30, 2021 |
|||||||||||
Ordinary Income | Realized Gain | Ordinary Income | ||||||||||
Freedom 100 Emerging Markets ETF | $ | 1,572,895 | $ | 50,733 | $ | 638,438 |
NOTE 8 – SUBSEQUENT EVENTS
In preparing these financial statements, management of the Fund has evaluated events and transactions for potential recognition or disclosure through date the financial statements were issued. There were no transactions that occurred during the period subsequent to September 30, 2022, that materially impacted the amounts or disclosures in the Fund’s financial statements.
22
Freedom 100 Emerging Markets ETF
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
SPICER JEFFRIES LLP |
Certified Public Accountants
4601 DTC BOULEVARD ● SUITE 700
DENVER, COLORADO 80237
TELEPHONE: (303) 753-1959
FAX: (303) 753-0338
www.spicerjeffries.com
To the Shareholders and
Board of Trustees of
EA Series Trust
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Freedom 100 Emerging Markets ETF (the “Fund”, a series of EA Series Trust, the “Trust”) as of September 30, 2022, and the related statements of operations, changes in net assets, and financial highlights for the periods indicated in the table below, 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 as of September 30, 2022, and the results its operations, changes in net assets, and financial highlights, of the Fund, for the periods indicated in the table below, in conformity with accounting principles generally accepted in the United States of America.
Fund |
Statement of Operations |
Statement of Changes in Net Assets |
Financial Highlights |
Freedom 100 Emerging Markets ETF |
Year ended September 30, 2022 |
Years ended September 30, 2022 and 2021 |
Years ended September 30, 2022, 2021, and 2020, and the period from commencement of operations (May 17, 2019) through September 30, 2019. |
Basis for Opinion
These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Trust’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 Trust 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 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 Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, 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 Trust’s internal control over financial reporting. Accordingly, we express no such opinion.
23
Freedom 100 Emerging Markets ETF
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Our audit included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022, by correspondence with the custodian. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audit provides a reasonable basis for our opinion.
We have served as the auditor of one or more of the investment companies within the EA Series Trust since 2016.
Denver, Colorado
November 29, 2022
24
Freedom 100 Emerging Markets ETF
EXPENSE EXAMPLE
SEPTEMBER 30, 2022 (UNAUDITED)
As a shareholder of the Freedom 100 Emerging Markets ETF, you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the most recent six-month period and held the entire period (April 1, 2022 to September 30, 2022).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During the Period April 1, 2022 to September 30, 2022” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund’s and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. 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. If these transactional costs were included, your costs would have been higher. The information assumes the reinvestment of all dividends and distributions.
Annualized
Expense Ratio |
Beginning
Account Value April 1, 2022 |
Ending
Account Value September 30, 2022 |
Expenses Paid
During Period April 1, 2022 to September 30, 2022 |
||||||||||||
Freedom 100 Emerging Markets ETF 1 | |||||||||||||||
Actual | 0.49% | $ | 1,000.00 | $ | 733.30 | $ | 2.13 | ||||||||
Hypothetical (5% annual return before expenses) | 0.49% | 1,000.00 | 1,022.61 | 2.48 |
1. | The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 183/365, to reflect the one-half year period. |
25
Freedom 100 Emerging Markets ETF
REVIEW OF LIQUIDITY RISK MANAGEMENT PROGRAM (UNAUDITED)
Pursuant to Rule 22e-4 under the Investment Company Act of 1940, the Trust, on behalf of the series of the Trust covered by this shareholder report (the “Fund”), has adopted a liquidity risk management program (“the Program”) to govern the Trust’s approach to managing liquidity risk. Rule 22e-4 seeks to promote effective liquidity risk management, thereby reducing the risk that the Fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The Trust’s liquidity risk management program is tailored to reflect the Fund’s particular risks, but not to eliminate all adverse impacts of liquidity risk, which would be incompatible with the nature of the Fund.
The Trust’s Board of Trustees has designated the Chief Executive Officer of Empowered Funds LLC (the “Adviser) as the Program Administrator, responsible for administering the Program and its policies and procedures.
At the July 26, 2022, meeting of the Board of Trustees of the Trust, the Program Administrator provided the Trustees with a report pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the period ended March 31, 2022. The report concluded that the Program appeared effectively tailored to identify potential illiquid scenarios and to enable the Fund to deliver appropriate reporting. In addition, the report concluded that the Program is adequately operating, and its implementation has been effective. The report reflected that there were no liquidity events that impacted the Fund’s ability to timely meet redemptions without dilution to existing shareholders. The report further described material changes that were made to the Program since its implementation.
There can be no assurance that the Program will achieve its objectives in the future. Please refer to the prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.
26
Freedom 100 Emerging Markets ETF
FEDERAL TAX INFORMATION (UNAUDITED)
For the fiscal year ended September 30, 2022, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Tax Cuts and Jobs Act of 2017. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:
Freedom 100 Emerging Markets ETF | 51.63% |
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2022 was as follows:
Freedom 100 Emerging Markets ETF | 0.00% |
SHORT TERM CAPITAL GAIN
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under the Internal Revenue Section 871 (k)(2)(C) for the Fund was 0.00% (unaudited).
27
Freedom 100 Emerging Markets ETF
FOREIGN TAX CREDIT PASS THROUGH (UNAUDITED)
Pursuant to Section 853 of the Internal Revenue code, the Fund designates the following amounts as foreign taxes paid for the year ended September 30, 2022. Foreign taxes paid for financial statement purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.
Creditable Foreign
Tax Credit Paid |
Per Share
Amount |
Portion of
Ordinary Income Distribution Derived From Foreign Sourced Income |
||||||||||
Freedom 100 Emerging Markets ETF | $ | 2,058,834 | $ | 0.249556 | 100.00 | % |
Foreign taxes paid or withheld should be included in taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.
Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.
Shareholders are strongly advised to consult their own tax advisers with respect to the tax consequences of their investments in the Fund.
28
Freedom 100 Emerging Markets ETF
MANAGEMENT OF THE FUND
The table below sets forth certain information about each of the Trust’s executive officers as well as its affiliated and independent Trustees.
Name,
Address,
and Year of Birth |
Position(s)
Held with Trust |
Term
of Office
and Length of Time Served |
Principal
Occupation During
Past 5 Years |
Number
of
Funds in Fund Complex Overseen by Trustee |
Other
Directorships Held by Trustee During Past 5 Years |
Independent Trustees | |||||
Daniel Dorn Born: 1975 |
Trustee | Since 2014 | Associate Professor of Finance, Drexel University, LeBow College of Business (2003 – present). | 33 | None |
Michael
S. Pagano,
Born: 1962 |
Trustee | Since 2014 | The Robert J. and Mary Ellen Darretta Endowed Chair in Finance, Villanova University (1999 – present); Founder, Michael S. Pagano, LLC (business consulting firm) (2008 – present). | 33 | Citadel Federal Credit Union (pro bono service for non-profit) |
Chukwuemeka
(Emeka)
Born: 1983 |
Trustee | Since 2018 | Co-founder and CEO, PeopleJoy (2016 – present). | 33 | None |
Interested Trustee* | |||||
Wesley
R. Gray,
Born: 1980 |
Trustee and President | Since 2014 | Founder and Executive Managing Member, EA Advisers (2013 – present); Founder and Executive Managing Member, Empirical Finance, LLC d/b/a Alpha Architect (2010 – present). | 33 | None |
* |
Dr. Gray is an “interested person,” as defined by the Investment Company Act, because of his employment with and ownership interest in the Adviser. |
Additional information about the Affiliated Trustee and Independent Trustees is available in the Statement of Additional Information (SAI).
29
Freedom 100 Emerging Markets ETF
MANAGEMENT OF THE FUND (CONTINUED)
Officers
Name,
Address,
and Year of Birth |
Position(s)
Held with Trust |
Term
of Office
and Length of Time Served |
Principal
Occupation During
Past 5 Years |
John Vogel, Ph.D. Born: 1983 |
Treasurer and Chief Financial Officer | Since 2014 |
Managing Member, EA Advisers (2013 – present); Managing Member, Empirical Finance, LLC d/b/a Alpha Architect (2012 – present). |
Jessica D. Leighty
Born: 1981 |
Chief Compliance Officer | Since 2022 | Chief Compliance Officer, Alpha Architect (2021 – present); Chief Compliance Officer, Snow Capital (2015 – 2021). |
Patrick R. Cleary Born: 1982 |
Secretary | Since 2015 |
Managing Member, Alpha Architect, LLC (2014 – present); Chief Executive Officer of EA Advisers (2021 – present). |
Sean Hegarty Born: 1993 |
Assistant Treasurer | Since 2022 | Chief Operating Officer, EA Advisers (2022 – present); Assistant Vice President – Fund Administration, U.S. Bank Global Fund Services (2018 – 2022); Staff Accountant, Cohen & Company (2015 – 2018). |
30
Freedom 100 Emerging Markets ETF
BOARD REVIEW AND APPROVAL OF ADVISORY CONTRACTS (UNAUDITED)
The Board (the members of which are referred to as “Trustees”) of the EA Series Trust (the “Trust”) met virtually on September 26, 2022 to consider the approval of Advisory Agreement between the Trust, on behalf of the Freedom 100 Emerging Markets ETF (the “Fund”), and Empowered Funds, LLC (the “Adviser”). In accordance with Section 15(c) of the 1940 Act, the Board requested, reviewed and considered materials furnished by the Adviser relevant to the Board’s consideration of whether to approve the Advisory Agreement. In connection with considering approval of the Advisory Agreement, the Trustees who are not “interested persons” of the Trust, as that term is defined in the 1940 Act (the “Independent Trustees”), met in executive session with counsel to the Trust, who provided assistance and advice. In reaching the decision to approve the Advisory Agreement, the Board considered and reviewed information provided by the Adviser, including among other things information about its personnel, operations, financial condition, and compliance and risk management. The Board also reviewed a copy of the proposed Advisory Agreement. During their review and consideration, the Board focused on and reviewed the factors they deemed relevant, including:
Nature, Quality and Extent of Services. The Board was presented and considered information concerning the nature, quality and extent of the overall services expected to be provided by the Adviser to the Fund. In this connection, the Board considered the responsibilities of the Adviser, recognizing that the Adviser had invested significant time and effort in structuring the Trust and the Fund, obtaining the necessary exemptive relief from the Securities and Exchange Commission (“SEC”) and arranging service providers for the Fund. In addition, the Board considered that the Adviser is responsible for providing investment advisory services to the Fund, monitoring compliance with the Fund’s objectives, policies and restrictions, and carrying out directives of the Board. The Board also considered the services expected to be provided by the Adviser in the oversight of the Trust’s administrator, transfer agent and custodian. In addition, the Board evaluated the integrity of the Adviser’s personnel, the experience of the portfolio management team in managing assets and the adequacy of the Adviser’s resources. The Board also considered the Adviser’s incremental workload regarding the application of derivatives for hedging signals as needed.
Performance. The Board considered the relative performance information for the Fund. The Board utilized performance reports provided to the Board in anticipation of the meeting, as well as performance reports provided at regular Board meetings for the Fund. Peer performance information was provided in quartiles, ranging from quartile one (the worst performing) to quartile four (the best performing).
For the Freedom 100 Emerging Markets ETF (“FRDM”), the Board considered third-party peer group analysis that included performance against both other exchanged-traded funds and mutual funds, which reflected data as of June 29, 2022. It was noted that FRDM realized a negative 6% return for the prior one-year period, placing it in the fourth (highest) quartile of performance versus its ETF peers and the fourth (highest) quartile of performance against its mutual fund peers.
Comparative Fees and Expenses. In considering the advisory fees, the Board reviewed and considered the fees in light of the nature, quality and extent of the services expected to be provided by the Adviser. With respect to the advisory fee and expense ratio for each Fund, the Board also considered the fees and expense ratios versus the fees and expenses charged to other exchange-traded funds and mutual funds on both a standard and active share basis. The Board noted that there were few passively-managed and actively-managed ETFs and mutual funds using the strategies comparable to Adviser’s strategies, and it was therefore difficult to compare a Fund’s management fee and estimated expenses with the fees and expenses of comparable passively-managed and actively-managed ETFs and mutual funds.
The Board considered, among other information, the data provided in the third-party report. Fee information was provided in quartiles, ranging from quartile one (the least expensive) to quartile four (the most expensive). The Board considered the third-party peer group analysis that included comparison of the Fund’s anticipated net expense ratio against funds that were both exchanged-traded funds and mutual funds. The Freedom 100 Emerging Markets ETF’s total expense ratio (for both gross and net fees) were in the fourth (highest) quartile for ETFs and first (lowest) quartile for mutual funds. The Freedom 100 Emerging Markets ETF’s management fee was in the fourth (highest) quartile for ETFs and first (lowest) quartile for mutual funds. The Board determined that the Fund’s proposed fee levels were reasonable.
31
Freedom 100 Emerging Markets ETF
BOARD REVIEW AND APPROVAL OF ADVISORY CONTRACTS (UNAUDITED)
Costs and Profitability. The Board further considered information regarding the profits realized by the Adviser in connection with providing services to the Fund. The Advisor’s potential level of profitability was discussed, as well as the current levels of compensation paid to the Adviser’s personnel versus the market. A discussion ensued regarding the Advisor’s potential profitability in light of its fixed and variable costs. The Board reviewed estimated profit and loss information provided by the Adviser with respect to the Fund, and the costs associated with the personnel, systems and equipment necessary to manage each Fund and to meet the regulatory and compliance requirements adopted by the SEC and other regulatory bodies as well as other expenses the Adviser would pay in accordance with the Advisory Agreement. The Board also took into consideration that the Adviser agreed to pay all expenses incurred by the Fund except for the fees paid to the Adviser pursuant to the Agreement, payments under any distribution plan adopted pursuant to Rule 12b-1, brokerage expenses, acquired fund fees and expenses, taxes, interest (including borrowing costs), litigation expenses and other non-routine or extraordinary expenses.
Other Benefits. The Board further considered the extent to which the Adviser might derive ancillary benefits from Fund operations. For example, the Adviser may engage in soft dollar transactions in the future, although it did not currently plan to do so.
Economies of Scale. The Board also considered whether economies of scale would be realized by each Fund as its assets grow larger, including the extent to which this is reflected in the level of fees to be charged. The Board noted that the proposed advisory fee for the Fund does not include breakpoints, but concluded that it was still premature to meaningfully evaluate potential economies of scale.
Conclusion. No single factor was determinative of the Board’s decision to approve the Advisory Agreement; rather, the Board based its determination on the total mix of information available to it. Based on a consideration of all the factors in their totality, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement, including the compensation payable under the Agreement.
32
Freedom 100 Emerging Markets ETF
INFORMATION ABOUT PORTFOLIO HOLDINGS (UNAUDITED)
The Fund files its complete schedule of portfolio holdings for its first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Fund’s Form N-PORT is available without charge, upon request, by calling (215) 882-9983. Furthermore, you may obtain the Form N-PORT on the SEC’s website at www.sec.gov. The Fund’s portfolio holdings are posted daily on its website at https://www.freedometfs.com/ daily.
INFORMATION ABOUT PROXY VOTING (UNAUDITED)
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling (215) 882-9983, by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at https://www.freedometfs.com/.
When available, information regarding how the Fund’s voted proxies relating to portfolio securities during the twelve months ending June 30 is (1) available by calling (215) 882-9983 and (2) the SEC’s website at www.sec.gov.
FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS (UNAUDITED)
Information regarding how often shares of the Fund trades on an exchange at a price above (i.e., at premium) or below (i.e., at a discount) the NAV of the Fund is available, without charge, on the Fund’s website at https://www.freedometfs.com/.
EA Series Trust (the “Trust”) is strongly committed to preserving and safeguarding the personal financial information of any customers of the Trust. Confidentiality is extremely important to us.
Regulation S-P requires, among others, each investment company to “adopt written policies and procedures that address administrative, technical, and physical safeguards for the protection of customer records and information.” However, Pursuant to Regulation S-P’s definition of “customer,” the Trust currently does not have, nor does it anticipate having in the future, any customers. In addition, the Trust does not collect any non-public personal information from any consumers.
Nonetheless, the Trust has instituted certain technical, administrative and physical safeguards through which the Trust would seek to protect personal financial information about any customers from unauthorized use and access. First, technical procedures are used in order to limit the accessibility and exposure of Trust-maintained information contained in electronic form. If customer information were obtained by the Trust, such technical procedures would cover such information.
Second, administrative procedures that are in place, would be used to control the number and type of employees, affiliated and nonaffiliated persons, to whom customer information (if the Trust were to obtain any) would be accessible.
Third, physical safeguards have been established, which if customer information were obtained by the Trust, to prevent access to such information contained in hard-copy form.
As these procedures illustrate, the Trust realizes the importance of information confidentiality and security and emphasizes practices which are aimed at achieving those goals.
33
Adviser
Empowered Funds, LLC d/b/a EA Advisers
19 East Eagle Road
Havertown, Pennsylvania 19083
Distributor
Quasar Distributors, LLC
111 East Kilbourn Avenue, Suite 2200
Milwaukee, Wisconsin 53202
Custodian and Securities Lending Agent
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
Independent Registered Public Accounting Firm
Spicer Jeffries LLP
4601 DTC Boulevard, Suite 700
Denver, Colorado 80237
Legal Counsel
Practus, LLP
11300 Tomahawk Creek Parkway, Suite 310
Leawood, Kansas 66211
Freedom 100 Emerging Markets ETF
Symbol – FRDM
CUSIP – 02072L607