Table of Contents

 

Performance Overview  
RiverFront Dynamic Core Income ETF 1
RiverFront Dynamic US Dividend Advantage ETF 3
RiverFront Dynamic US Flex-Cap ETF 6
RiverFront Strategic Income Fund 9
Disclosure of Fund Expenses 11
Report of Independent Registered Public Accounting Firm 12
Financial Statements  
Schedules of Investments  
RiverFront Dynamic Core Income ETF 13
RiverFront Dynamic US Dividend Advantage ETF 16
RiverFront Dynamic US Flex-Cap ETF 18
RiverFront Strategic Income Fund 20
Statements of Assets and Liabilities 23
Statements of Operations 24
Statements of Changes in Net Assets  
RiverFront Dynamic Core Income ETF 25
RiverFront Dynamic US Dividend Advantage ETF 26
RiverFront Dynamic US Flex-Cap ETF 27
RiverFront Strategic Income Fund 28
Financial Highlights 29
Notes to Financial Statements 33
Additional Information 41
Board Considerations Regarding Approval of Investment Advisory Agreement and Investment Sub-Advisory Agreements 42
Trustees & Officers 44

 

alpsfunds.com

   

 

RiverFront Dynamic Core Income ETF  
Performance Overview November 30, 2022 (Unaudited)

 

Investment Objective

RiverFront Dynamic Core Income ETF (the “Fund” or "RFCI") seeks total return, with an emphasis on income as the source of that total return. The Fund seeks to achieve its investment objective by investing in a global portfolio of fixed income securities of various maturities, ratings and currency denominations.

 

Market Recap

Over the Fund's last calendar year, fixed income markets were extremely volatile as yields on the 10-year Treasury ranged from 1.51% to closing as high as 4.25% on October 24th. The move up in interest rates was attributed to rising inflation prompting the Federal Reserve (Fed) to change its monetary policy from Quantitative Easing (QE) to Quantitative Tightening (QT). Since March, the Fed has attempted to tighten financial conditions to fight inflation through rate increases and balance sheet reduction in the form of QT. The Fed chose to front-load rate hikes to avoid a repeat of the late 1970s and early 1980s, when inflation appeared to peak only to rear its head and climb higher. Over the last six meetings, the Fed incrementally raised the Fed funds target range from 0% to 4%.

 

Fund-Level Attribution

RFCI navigated this environment over the last year by investing in investment grade and high yield companies at the front-end of the curve with maturities inside of 5 years and maintaining a short duration relative to the Bloomberg Aggregate Bond Index. The Fund limited its Treasury exposure mostly to the long-end of the curve to serve as a shock-absorber during periods of risk-off.

 

Outlook

Given the monetary backdrop and recent interest rate hikes going into 2023, RiverFront anticipates that the Fund will continue to have a shorter duration relative to the Bloomberg U.S. Aggregate Bond Index. However, as interest rates rise and the Fed nears the end of its rate hiking cycle in 2023, the Fund will opportunistically look to close the duration gap. Additionally, RiverFront anticipates the Fund will continue to focus primarily on adding credit risk over taking on interest rate risk given that the bond market has priced in recession for early 2023, which RiverFront believes is premature. RiverFront believes that the Fed’s terminal Fed funds rate range will be between 5.00% - 5.25%, and the 10-year Treasury could rise to between 4.50%- 4.75%, hence the Fund’s expected focus on credit over interest rate risk in the first half of 2023.

 

Performance (as of November 30, 2022)

 

  1 Year 5 Year Since Inception^
RiverFront Dynamic Core Income ETF – NAV -9.02% 0.56% 0.64%
RiverFront Dynamic Core Income ETF – Market Price* -8.78% 0.58% 0.67%
Bloomberg U.S. Aggregate Bond Total Return Index -12.84% 0.21% 0.34%

 

Total Expense Ratio (per the current prospectus) is 0.51%.

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Total return figures assume reinvestment of dividends and capital gains distributions, if any. The table does 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 of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data please visit www.alpsfunds.com or call 1.866.759.5679.

 

Net Asset Value (NAV) is an exchange-traded fund’s per-share value. The per-share dollar amount of the fund is derived by dividing the total value of all the securities in its portfolio, less any liabilities, by the number of fund shares outstanding. Market Price is the price at which a share can currently be traded in the market. Information detailing the number of days the Market Price of the Fund was greater than the Fund’s NAV and the number of days it was less than the Fund’s NAV can be obtained at www.alpsfunds.com.

 

^

The Fund commenced operations on June 14, 2016.

* Market Price means the official closing price of a share or, if it more accurately reflects the market value of a share at the time as of which the Fund calculates current net asset value per share, the price that is the midpoint of the bid-ask spread as of that time. It does not represent the returns an investor would receive if shares were traded at other times.

 

Bloomberg U.S. Aggregate Bond Total Return Index is a broad-based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass-throughs), ABS, and CMBS (agency and non-agency). The index is reported on a total return basis, which assumes reinvestment of any dividends and distributions realized during a given time period. The index is not actively managed and does not reflect any deductions for fees, expenses or taxes. One cannot invest directly in an index. Index performance does not reflect fund performance.

 

The RiverFront Dynamic Core Income ETF is not suitable for all investors. Investments in the Fund are subject to investment risks, including possible loss of the principal amount invested.

 

The Fund’s shares are not individually redeemable. Investors buy and sell shares of the Fund on a secondary market. Only market makers or “authorized participants” may trade directly with the Fund, typically in blocks of 25,000 shares.

 

ALPS Portfolio Solutions Distributor, Inc., a FINRA member, is the Distributor for the RiverFront Dynamic Core Income ETF.

 

1 | November 30, 2022

   

 

RiverFront Dynamic Core Income ETF  
Performance Overview November 30, 2022 (Unaudited)

 

Top 10 Holdings*^ (as of November 30, 2022)

 

U.S. Treasury Bond 5/15/2032 2.875% 6.89%
U.S. Treasury Bond 5/15/2042 3.25% 6.59%
United States Treasury Bond 2/15/2028 2.75% 6.25%
United States Treasury Note 10/31/2025 3.00% 3.12%
Ford Motor Credit Co. LLC 11/4/2027 7.35% 2.54%
Public Service Enterprise Group, Inc. 11/15/2027 5.85% 2.51%
Goldman Sachs Group, Inc. 11/1/2024 5.7% 2.47%
Royal Bank of Canada 11/1/2027 6.00% 2.40%
Morgan Stanley 11/24/2025 5.00% 2.31%
FNB Corp. 8/25/2025 5.15% 2.21%
Total % of Top 10 Holdings 37.29%

 

* % of Total Investments.

^ Excludes Money Market Fund.

 

Asset Allocation* (as of November 30, 2022)

 

 

Future holdings are subject to change.

 

Growth of $10,000 (as of November 30, 2022)

 

Comparison of Change in Value of $10,000 Investment in the Fund and the Fund’s benchmark

 

 

The chart above compares historical performance of a hypothetical investment of $10,000 in the Fund since inception with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance does not guarantee future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

2 | November 30, 2022

   

 

RiverFront Dynamic US Dividend Advantage ETF
Performance Overview November 30, 2022 (Unaudited)

 

Investment Objective

RiverFront Dynamic US Dividend Advantage ETF (the “Fund” or "RFDA") seeks to provide capital appreciation and dividend income. Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 65% of its net assets in a portfolio of equity securities of publicly traded U.S. companies with the potential for dividend income. Equity securities include common stocks and common or preferred shares of real estate investment trusts (“REITs”).

 

Market Recap

 

The 12-month period from November 30, 2021 to November 30, 2022 was one defined by uncertainty in the market. Early on in the fiscal year, markets began to feel the effects of high inflation and the raising of rates to counteract these higher prices. As such, the S&P 500® Total Return Index (S&P 500) produced a total return of -9.21% over the same 12-month period, well below its return from the previous year. Additionally, the changing economic background caused leadership within factor investing to flip. S&P 500® Value Index actually saw a 3.21% gain, while S&P 500® Growth Index had a total return of -22.41% over the same 12-month period from November 30, 2021 to November 30, 2022. Sector leadership had similar themes. The energy sector was the performing sector, while communication services and consumer discretionary stocks were the worst two performing sectors.

 

Fund-Level Attribution

 

RFDA posted NAV returns and market returns above the S&P 500 during the fiscal year. For the last year, the Fund has been heavily invested in value-oriented cyclical dividend payers and defensive dividend payers, with less emphasis on growth-oriented themes. This positioning benefited the portfolio throughout most of 2022, and should rates continue to increase into 2023, RiverFront believes it will continue to be beneficial. Offsetting this was the Fund’s allocation into large technology-oriented companies, which detracted from the Fund’s performance for most of 2022.

 

Outlook

 

While RiverFront expects a further slowdown into 2023, RiverFront believes that the elevated levels of inflation will fuel growth more than expected, which will benefit all equities, but particularly cyclicals and growth companies. As Federal Reserve (Fed) rate increases peak (likely in late Q1 2023, in RiverFront’s view), we will seek to opportunistically add to growth-oriented dividend stocks and potentially large cap Technology / Communications Services companies. RiverFront believes that macro challenges associated with rate increases for these large companies are real, but that the market has over-reacted in 2022 to the challenges posed by higher rates, and has underestimated the earnings power of these large companies. Following a year that was defined by economic, geopolitical and market upheaval, RiverFront believes 2023 will be a year of transitions in the following key themes:

 

Transition from a Bear to a Possible Bull market

History suggests strong forward returns after large drawdowns. While the market may have yet to bottom, once it does, the reset in valuations provides an investment opportunity, in our view.

 

Transition from Inflation worries to Recession worries

As inflation shows signs of peaking, a policy pause later in 2023 seems likely to RiverFront. While the economic ramifications of the Fed’s actions is likely to cause a recession, RiverFront believes that the recession is likely to be mild.

 

Transition from ‘T.I.N.A’ (‘There is No Alternative’) to ‘P.A.T.T.Y’ (‘Pay Attention to the Yield’)

On the equity side, RiverFront believes dividends will be an increasingly important return driver for stocks.

 

Transition from Pandemic concerns to ongoing Geopolitical fears

RiverFront believes U.S. equities are still advantaged from a geopolitical, commodity, and geographic perspective relative to Europe and Asia. RiverFront believes that, with the U.S. and China continuing to drift further apart, reshoring to the U.S. will continue.

 

Given all of the above, RiverFront believes there is modest upside for stocks for 2023. Within the U.S., RiverFront prefers cyclical sectors, small-cap and traditional ‘value’ plays, such as financials and energy.

 

3 | November 30, 2022

   

 

RiverFront Dynamic US Dividend Advantage ETF
Performance Overview November 30, 2022 (Unaudited)

 

Performance (as of November 30, 2022)

 

  1 Year 5 Year Since Inception^
RiverFront Dynamic US Dividend Advantage ETF – NAV 2.86% 9.67% 11.61%
RiverFront Dynamic US Dividend Advantage ETF – Market Price* 2.84% 9.68% 11.61%
S&P 500® Total Return Index -9.21% 10.98% 12.76%

 

Total Expense Ratio (per the current prospectus) is 0.52%.

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Total return figures assume reinvestment of dividends and capital gains distributions, if any. The table does 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 of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data please visit www.alpsfunds.com or call 1.866.759.5679.

 

Net Asset Value (NAV) is an exchange-traded fund’s per-share value. The per-share dollar amount of the fund is derived by dividing the total value of all the securities in its portfolio, less any liabilities, by the number of fund shares outstanding. Market Price is the price at which a share can currently be traded in the market. Information detailing the number of days the Market Price of the Fund was greater than the Fund’s NAV and the number of days it was less than the Fund’s NAV can be obtained at www.alpsfunds.com.

 

^ The Fund commenced operations on June 7, 2016.

* Market Price means the official closing price of a share or, if it more accurately reflects the market value of a share at the time as of which the Fund calculates current net asset value per share, the price that is the midpoint of the bid-ask spread as of that time. It does not represent the returns an investor would receive if shares were traded at other times.

 

S&P 500® Total Return Index is the Standard & Poor’s composite index of 500 stocks, a widely recognized, unmanaged index of common stock prices. The index is reported on a total return basis, which assumes reinvestment of any dividends and distributions realized during a given time period. The index is not actively managed and does not reflect any deductions for fees, expenses or taxes. One cannot invest directly in an index. Index performance does not reflect fund performance.

 

The RiverFront Dynamic US Dividend Advantage ETF is not suitable for all investors. Investments in the Fund are subject to investment risks, including possible loss of the principal amount invested.

 

The Fund’s shares are not individually redeemable. Investors buy and sell shares of the Fund on a secondary market. Only market makers or “authorized participants” may trade directly with the Fund, typically in blocks of 25,000 shares.

 

ALPS Portfolio Solutions Distributor, Inc., a FINRA member, is the Distributor for the RiverFront Dynamic US Dividend Advantage ETF.

 

4 | November 30, 2022

   

 

RiverFront Dynamic US Dividend Advantage ETF
Performance Overview November 30, 2022 (Unaudited)

 

Top 10 Holdings* (as of November 30, 2022)

 

Microsoft Corp. 6.61%
Apple, Inc. 6.14%
Merck & Co., Inc. 4.32%
Exxon Mobil Corp. 3.77%
Hewlett Packard Enterprise Co. 2.96%
Amazon.com, Inc. 2.82%
Duke Energy Corp. 2.78%
Texas Instruments, Inc. 2.74%
MDU Resources Group, Inc. 2.73%
Cisco Systems, Inc. 2.71%
Total % of Top 10 Holdings 37.58%

 

* % of Total Investments (excluding investments purchased with collateral from securities loaned)

 

Future holdings are subject to change.

 

Asset Allocation* (as of November 30, 2022)

 

 

Growth of $10,000 (as of November 30, 2022)

 

Comparison of Change in Value of $10,000 Investment in the Fund and the Fund’s benchmark

 

 

The chart above compares historical performance of a hypothetical investment of $10,000 in the Fund since inception with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance does not guarantee future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

5 | November 30, 2022

   

 

RiverFront Dynamic US Flex-Cap ETF
Performance Overview November 30, 2022 (Unaudited)

 

Investment Objective

RiverFront Dynamic US Flex-Cap ETF (the “Fund” or "RFFC") seeks to provide capital appreciation. Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 65% of its net assets in a portfolio of equity securities of publicly traded U.S. companies. Equity securities include common stocks and common or preferred shares of real estate investment trusts (“REITs”).

 

Market Recap

The 12-month period from November 30, 2021 to November 30, 2022 was one defined by uncertainty in the market. Early on in the fiscal year, markets began to feel the effects of high inflation and the raising of rates to counteract these higher prices. As such, the S&P 500® Total Return Index (S&P 500) produced a total return of -9.21% over the same 12-month period, well below its return from the previous year. Additionally, the changing economic background caused leadership within factor investing to flip. The S&P 500® Value Index actually saw a 3.21% gain, while the S&P 500® Growth Index had a total return of -22.41% over the same 12-month period from November 30, 2021 to November 30, 2022. Sector leadership had similar themes. The energy sector was the performing sector, while communication services and consumer discretionary stocks were the worst two performing sectors.

 

Fund-Level Attribution

RFFC posted NAV returns and market returns above the S&P Composite 1500® Total Return Index during the fiscal year. For the last year, the Fund has been heavily invested in value-oriented cyclical dividend payers and defensive dividend payers, with less emphasis on growth-oriented themes. This positioning benefited the portfolio throughout most of 2022, and should rates continue to increase into 2023, RiverFront believes it will continue to be beneficial. Offsetting this was the Fund’s allocation into large technology-oriented companies, which detracted from the Fund’s performance for most of 2022.

 

Outlook

While RiverFront expects a further slowdown into 2023, RiverFront believes that the elevated levels of inflation will fuel growth more than expected, which will benefit all equities, but particularly cyclicals and growth companies. As Federal Reserve (Fed) rate increases peak (likely in late Q1 2023, in RiverFront’s view), we will seek to opportunistically add to growth-oriented dividend stocks and potentially large cap Technology / Communications Services companies. RiverFront believes that macro challenges associated with rate increases for these large companies are real, but that the market has over-reacted in 2022 to the challenges posed by higher rates, and has underestimated the earnings power of these large companies. Following a year that was defined by economic, geopolitical and market upheaval, RiverFront believes 2023 will be a year of transitions in the following key themes:

 

Transition from a Bear to a Possible Bull market

History suggests strong forward returns after large drawdowns. While the market may have yet to bottom, once it does, the reset in valuations provides an investment opportunity, in our view.

 

Transition from Inflation worries to Recession worries

As inflation shows signs of peaking, a policy pause later in 2023 seems likely to RiverFront. While the economic ramifications of the Fed’s actions is likely to cause a recession, RiverFront believes that the recession is likely to be mild.

 

Transition from ‘T.I.N.A’ (‘There is No Alternative’) to ‘P.A.T.T.Y’ (‘Pay Attention to the Yield’)

On the equity side, RiverFront believes dividends will be an increasingly important return driver for stocks.

 

Transition from Pandemic concerns to ongoing Geopolitical fears

RiverFront believes U.S. equities are still advantaged from a geopolitical, commodity, and geographic perspective relative to Europe and Asia. RiverFront believes that, with the U.S. and China continuing to drift further apart, reshoring to the U.S. will continue.

 

Given all of the above, RIverFront believes there is modest upside for stocks for 2023. Within the U.S., RiverFront prefers cyclical sectors, small-cap and traditional ‘value’ plays, such as financials and energy.

 

6 | November 30, 2022

   

 

RiverFront Dynamic US Flex-Cap ETF
Performance Overview November 30, 2022 (Unaudited)

 

Performance (as of November 30, 2022)

 

  1 Year 5 Year Since Inception^
RiverFront Dynamic US Flex-Cap ETF – NAV -5.98% 6.98% 9.84%
RiverFront Dynamic US Flex-Cap ETF – Market Price* -6.02% 6.96% 9.83%
S&P Composite 1500® Total Return Index -8.80% 10.68% 12.54%

 

Total Expense Ratio (per the current prospectus) is 0.52%.

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Total return figures assume reinvestment of dividends and capital gains distributions, if any. The table does 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 of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data please visit www.alpsfunds.com or call 1.866.759.5679.

 

Net Asset Value (NAV) is an exchange-traded fund’s per-share value. The per-share dollar amount of the fund is derived by dividing the total value of all the securities in its portfolio, less any liabilities, by the number of fund shares outstanding. Market Price is the price at which a share can currently be traded in the market. Information detailing the number of days the Market Price of the Fund was greater than the Fund’s NAV and the number of days it was less than the Fund’s NAV can be obtained at www.alpsfunds.com.

 

^ The Fund commenced operations on June 7, 2016.

 

* Market Price means the official closing price of a share or, if it more accurately reflects the market value of a share at the time as of which the Fund calculates current net asset value per share, the price that is the midpoint of the bid-ask spread as of that time. It does not represent the returns an investor would receive if shares were traded at other times.

 

S&P Composite 1500® Total Return Index is the Standard & Poor’s broad-based unmanaged capitalization-weighted index comprising 1,500 stocks of Large-cap, Mid-cap, and Small-cap U.S. companies. The index is reported on a total return basis, which assumes reinvestment of any dividends and distributions realized during a given time period. The index is not actively managed and does not reflect any deductions for fees, expenses or taxes. One cannot invest directly in an index. Index performance does not reflect fund performance.

 

The RiverFront Dynamic US Flex-Cap ETF is not suitable for all investors. Investments in the Fund are subject to investment risks, including possible loss of the principal amount invested.

 

The Fund’s shares are not individually redeemable. Investors buy and sell shares of the Fund on a secondary market. Only market makers or “authorized participants” may trade directly with the Fund, typically in blocks of 25,000 shares.

 

ALPS Portfolio Solutions Distributor, Inc., a FINRA member, is the Distributor for the RiverFront Dynamic US Flex-Cap ETF.

 

7 | November 30, 2022

   

 

RiverFront Dynamic US Flex-Cap ETF
Performance Overview November 30, 2022 (Unaudited)

 

Top 10 Holdings* (as of November 30, 2022)

 

Apple, Inc. 5.86%
Microsoft Corp. 4.50%
Amazon.com, Inc. 2.40%
Exxon Mobil Corp. 2.12%
UnitedHealth Group, Inc. 2.05%
Johnson & Johnson 1.62%
Visa, Inc. 1.60%
Cisco Systems, Inc. 1.57%
AbbVie, Inc. 1.51%
Pfizer, Inc. 1.48%
Total % of Top 10 Holdings 24.71%

 

* % of Total Investments (excluding investments purchased with collateral from securities loaned)

 

Future holdings are subject to change.

 

Asset Allocation* (as of November 30, 2022)

 

 

Growth of $10,000 (as of November 30, 2022)

 

Comparison of Change in Value of $10,000 Investment in the Fund and the Fund’s benchmark

 

 

The chart above compares historical performance of a hypothetical investment of $10,000 in the Fund since inception with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance does not guarantee future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

8 | November 30, 2022

   

 

RiverFront Strategic Income Fund
Performance Overview November 30, 2022 (Unaudited)

 

Investment Objective

The RiverFront Strategic Income Fund (the “Fund” or "RIGS") seeks total return, with an emphasis on income as the source of that total return. The Fund seeks to achieve its investment objective by investing in a global portfolio of fixed income securities of various maturities, ratings and currency denominations. The Fund utilizes various investment strategies in a broad array of fixed income sectors.

 

Market Recap

Over the Fund's last calendar year, fixed income markets were extremely volatile as yields on the 10-year Treasury ranged from 1.51% to closing as high as 4.25% on October 24th. The move up in interest rates was attributed to rising inflation prompting the Federal Reserve (Fed) to change its monetary policy from Quantitative Easing (QE) to Quantitative Tightening (QT). Since March, the Fed has attempted to tighten financial conditions to fight inflation through rate increases and balance sheet reduction in the form of QT. The Fed chose to front-load rate hikes to avoid a repeat of the late 1970s and early 1980s, when inflation appeared to peak only to rear its head and climb higher. Over the last six meetings, the Fed incrementally raised the Fed funds target range from 0% to 4%.

 

Fund-Level Attribution

RIGS navigated this environment over the last year by investing in investment grade and high yield companies at the front-end of the curve with maturities inside of 5 years and maintaining a short duration relative to the Bloomberg Aggregate Bond Index. The Fund limited its Treasury exposure mostly to the long-end of the curve to serve as a shock-absorber during periods of risk-off.

 

Outlook

Given the monetary backdrop and recent interest rate spikes going into 2023, RiverFront anticipates that the Fund will continue to have a shorter duration relative to the Bloomberg U.S. Aggregate Bond Index. However, as interest rates rise and the Fed nears the end of its rate hiking cycle in 2023, the Fund will opportunistically look to close the duration gap. Additionally, the Fund will continue to focus primarily on adding credit risk over taking on interest rate risk given that the bond market has priced in recession for early 2023, which RiverFront believes is premature. RiverFront believes that the Fed’s terminal Fed funds rate range will be between 5.00% - 5.25%, and the 10-year Treasury could rise to between 4.50%- 4.75%, hence the Fund’s expected focus on credit over interest rate risk in the first half of 2023.

 

Performance (as of November 30, 2022)

 

  1 Year 5 Year Since Inception^
RiverFront Strategic Income Fund – NAV -5.20% 1.29% 2.81%
RiverFront Strategic Income Fund – Market Price* -4.88% 1.31% 2.84%
Bloomberg U.S. Aggregate Bond Total Return Index -12.84% 0.21% 1.42%

 

Total Expense Ratio (per the current prospectus) is 0.46%. The Fund’s management fees consist of a fee of 0.11% paid to the Fund’s investment adviser and a fee of 0.35% paid to the Fund’s sub-adviser.

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Total return figures assume reinvestment of dividends and capital gains distributions, if any. The table does 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 of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For most current month-end performance data please visit www.alpsfunds.com or call 1.866.759.5679.

 

Net Asset Value (NAV) is an exchange-traded fund’s per-share value. The per-share dollar amount of the Fund is derived by dividing the total value of all the securities in its portfolio, less any liabilities, by the number of Fund shares outstanding. Market Price is the price at which a share can currently be traded in the market. Information detailing the number of days the Market Price of the Fund was greater than the Fund’s NAV and the number of days it was less than the Fund’s NAV can be obtained at www.alpsfunds.com.

 

^ The Fund commenced Investment Operations on October 8, 2013.
* Market Price means the official closing price of a share or, if it more accurately reflects the market value of a share at the time as of which the Fund calculates current net asset value per share, the price that is the midpoint of the bid-ask spread as of that time. It does not represent the returns an investor would receive if shares were traded at other times.

 

Duration is a measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates. Duration is expressed as a number of years. The duration number is a calculation involving present value, yield, coupon, final maturity and call features. The bigger the duration number, the greater the interest-rate risk or reward for bond prices. Rising interest rates mean falling bond prices, while declining interest rates mean rising bond prices.

 

Bloomberg U.S. Aggregate Bond Total Return Index is a broad-based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass-throughs), ABS, and CMBS (agency and non-agency). The index is reported on a total return basis, which assumes reinvestment of any dividends and distributions realized during a given time period. The index is not actively managed and does not reflect any deductions for fees, expenses or taxes. One cannot invest directly in an index. Index performance does not reflect fund performance.

 

The RiverFront Strategic Income Fund is not suitable for all investors. Investments in the Fund are subject to investment risks, including possible loss of the principal amount invested.

 

The Fund's shares are not individually redeemable. Investors buy and sell shares of the fund on a secondary market. Only market makers or "authorized participants" may trade directly with the Fund, typically in blocks of 25,000 shares.

 

ALPS Portfolio Solutions Distributor, Inc., a FINRA member, is the distributor for the RiverFront Strategic Income Fund.

 

9 | November 30, 2022

   

 

RiverFront Strategic Income Fund
Performance Overview November 30, 2022 (Unaudited)

 

Top 10 Holdings*^ (as of November 30, 2022)

 

U.S. Treasury Bond 5/15/2042 3.25% 5.39%
U.S. Treasury Note 6/30/2029 3.25% 4.18%
U.S. Treasury Note 5/31/2024 2.50% 4.08%
U.S. Treasury Note 6/15/2025 2.875% 4.07%
Morgan Stanley 4/24/2024 3M US L + 0.847% 1.67%
Wells Fargo & Co. 9/9/2024 3.30% 1.64%
T-Mobile USA, Inc. 4/15/2026 2.625% 1.45%
Vistra Operations Co. LLC 7/15/2024 3.55% 1.31%
Goldman Sachs Group, Inc. 10/21/2025 4.25% 1.30%
Bank of America Corp. 10/22/2026 4.25% 1.30%
Total % of Top 10 Holdings 26.39%

 

* % of Total Investments.

^ Excludes Money Market Fund

 

Future holdings are subject to change.

 

Asset Allocation* (as of November 30, 2022)

 

 

Growth of $10,000 (as of November 30, 2022)

 

Comparison of Change in Value of $10,000 Investment in the Fund and the Fund’s benchmark

 

 

The chart above compares historical performance of a hypothetical investment of $10,000 in the Fund since inception with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance does not guarantee future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

10 | November 30, 2022

   

 

RiverFront ETFs  
Disclosure of Fund Expenses November 30, 2022 (Unaudited)

 

Shareholder Expense Example: As a shareholder of a Fund, you incur certain ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other funds. It is based on an investment of $1,000 invested at the beginning of the six month period and held through November 30, 2022.

 

Actual Return: The first line of the table 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 incurred 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 Period” to estimate the expenses attributable to your investment during this period.

 

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

 

The expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect any transaction costs, such as brokerage commissions and other fees to financial intermediaries. Therefore, the second line is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these costs were included, your costs would have been higher.

 

  Beginning Account Value 6/1/22 Ending Account Value 11/30/22 Expense Ratio(a) Expenses Paid During Period 6/1/22 - 11/30/22(b)
RiverFront Dynamic Core Income ETF        
Actual $1,000.00 $977.30 0.51% $2.53
Hypothetical (5% return before expenses) $1,000.00 $1,022.51 0.51% $2.59
RiverFront Dynamic US Dividend Advantage ETF      
Actual $1,000.00 $966.90 0.52% $2.56
Hypothetical (5% return before expenses) $1,000.00 $1,022.46 0.52% $2.64
RiverFront Dynamic US Flex-Cap ETF        
Actual $1,000.00 $986.90 0.52% $2.59
Hypothetical (5% return before expenses) $1,000.00 $1,022.46 0.52% $2.64
RiverFront Strategic Income Fund        
Actual $1,000.00 $984.80 0.46% $2.29
Hypothetical (5% return before expenses) $1,000.00 $1,022.76 0.46% $2.33

 

(a) Annualized, based on the Fund's most recent fiscal half year expenses.
(b) Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (183), divided by 365.

 

 

11 | November 30, 2022

   

 

RiverFront ETFs
Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ALPS ETF Trust and the Shareholders of RiverFront Dynamic Core Income ETF, RiverFront Dynamic US Dividend Advantage ETF, RiverFront Dynamic US Flex-Cap ETF, and RiverFront Strategic Income Fund

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities of RiverFront Dynamic Core Income ETF, RiverFront Dynamic US Dividend Advantage ETF, RiverFront Dynamic US Flex-Cap ETF, and RiverFront Strategic Income Fund, each a series of shares of beneficial interest in ALPS ETF Trust (the “Funds”), including the schedules of investments, as of November 30, 2022, and the related statements of operations and changes in net assets and the financial highlights for the year 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 Funds as of November 30, 2022, and the results of their operations, the changes in their net assets, and their financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America. The statements of changes in net assets for the year ended November 30, 2021 and the financial highlights for each of the years in the four-year period then ended were audited by other auditors whose report dated January 26, 2022, expressed an unqualified opinion on those financial statements and financial highlights.

 

Basis for Opinion

 

These financial statements are the responsibility of the Funds' management. Our responsibility is to express an opinion on the Funds’ 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 Funds in accordance with the U.S. federal securities law 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 audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their 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 Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risk 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 procedures included confirmation of securities owned as of November 30, 2022 by correspondence with the custodian and brokers or by other appropriate procedures where replies were not received. 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. We believe that our audits provide a reasonable basis for our opinion.

 

 

BBD, LLP

 

We have served as the auditor of one or more of the Funds in the ALPS ETF Trust since 2022.

 

Philadelphia, Pennsylvania

January 27, 2023

 

12 | November 30, 2022

   

 

RiverFront Dynamic Core Income ETF
Schedule of Investments November 30, 2022

 

Security Description   Principal Amount     Value  
CORPORATE BONDS (68.11%)            
Communications (7.55%)            
AT&T, Inc.            
2.55%, 12/01/2033   $ 751,000     $ 587,211  
Charter Communications                
Operating LLC / Charter Communications Operating Capital                
4.91%, 07/23/2025     430,000       423,067  
Comcast Corp.                
4.15%, 10/15/2028     424,000       411,004  
Discovery Communications LLC                
3.95%, 03/20/2028     754,000       676,418  
Sirius XM Radio, Inc.                
3.13%, 09/01/2026(a)     477,000       431,227  
Verizon Communications, Inc.                
2.36%, 03/15/2032     423,000       339,848  
Walt Disney Co.                
2.00%, 09/01/2029     477,000       403,115  
Total Communications             3,271,890  
                 
Consumer Discretionary (8.52%)                
Alibaba Group Holding, Ltd.                
3.60%, 11/28/2024     104,000       100,404  
3.40%, 12/06/2027     89,000       81,702  
CoreCivic, Inc.                
4.63%, 05/01/2023     97,000       96,710  
Ford Motor Co.                
9.63%, 04/22/2030     599,000       693,486  
Ford Motor Credit Co. LLC                
7.35%, 11/04/2027     961,000       999,815  
General Motors Financial Co., Inc.                
3.70%, 05/09/2023     134,000       133,163  
3.60%, 06/21/2030     419,000       358,411  
Goodyear Tire & Rubber Co.                
4.88%, 03/15/2027     430,000       399,112  
Marriott International, Inc.                
4.00%, 04/15/2028(b)     77,000       71,577  
Toyota Motor Credit Corp.                
3.95%, 06/30/2025     771,000       757,572  
Total Consumer Discretionary             3,691,952  
                 
Consumer Staples (2.91%)                
Anheuser-Busch InBev                
Worldwide, Inc.                
4.00%, 04/13/2028     491,000       474,876  
Dollar Tree, Inc.                
4.00%, 05/15/2025     805,000       788,546  
Total Consumer Staples             1,263,422  
                 
Energy (6.69%)                
Continental Resources, Inc.                
3.80%, 06/01/2024     89,000       86,590  
Enterprise Products Operating LLC                
3.35%, 03/15/2023     134,000       133,389  

 

Security Description   Principal Amount     Value  
Energy (continued)            
Hess Midstream Operations LP            
4.25%, 02/15/2030(a)   $ 430,000     $ 368,194  
Kinder Morgan Energy Partners LP                
4.25%, 09/01/2024     89,000       87,667  
Marathon Oil Corp.                
4.40%, 07/15/2027     801,000       773,722  
Sabine Pass Liquefaction LLC                
5.75%, 05/15/2024     754,000       755,111  
Schlumberger Investment SA                
3.65%, 12/01/2023     220,000       217,275  
Shell International Finance BV                
2.75%, 04/06/2030     430,000       380,774  
Williams Cos., Inc.                
3.90%, 01/15/2025     98,000       95,695  
Total Energy             2,898,417  
                 
Financials (28.80%)                
Bank of America Corp.                
4.25%, 10/22/2026     612,000       598,700  
Blackstone Private Credit Fund                
3.25%, 03/15/2027     465,000       400,397  
Chubb INA Holdings, Inc.                
3.35%, 05/03/2026     123,000       118,738  
Citigroup, Inc.                
4.45%, 09/29/2027     787,000       757,325  
6.63%, 06/15/2032     260,000       274,199  
CubeSmart LP                
2.25%, 12/15/2028     870,000       717,588  
Discover Bank                
4.65%, 09/13/2028     77,000       71,737  
FNB Corp.                
5.15%, 08/25/2025     879,000       871,204  
FS KKR Capital Corp.                
4.25%, 02/14/2025(a)     809,000       760,551  
Goldman Sachs Group, Inc.                
5.70%, 11/01/2024     961,000       972,417  
Host Hotels & Resorts LP                
4.00%, 06/15/2025     551,000       527,432  
HSBC Holdings PLC                
4.30%, 03/08/2026     77,000       74,748  
3.90%, 05/25/2026     104,000       98,858  
4.38%, 11/23/2026     787,000       754,781  
Iron Mountain, Inc.                
4.88%, 09/15/2027(a)     833,000       784,311  
JPMorgan Chase & Co.                
4.25%, 10/01/2027     507,000       494,434  
Lincoln National Corp.                
3.35%, 03/09/2025     104,000       100,203  
M&T Bank Corp.                
3M US L + 0.68%, 07/26/2023(c)     134,000       134,085  
Mitsubishi UFJ Financial Group, Inc.                
3.85%, 03/01/2026     104,000       99,854  

 

See Notes to Financial Statements.

 

 

13 | November 30, 2022

   

 

RiverFront Dynamic Core Income ETF
Schedule of Investments November 30, 2022

 

Security Description   Principal Amount     Value  
Financials (continued)            
Mizuho Financial Group, Inc.            
3M US L + 1.00%, 09/11/2024(c)   $ 253,000     $ 252,374  
Morgan Stanley                
5.00%, 11/24/2025     909,000       910,534  
3.63%, 01/20/2027     199,000       188,932  
NatWest Markets PLC                
3.48%, 03/22/2025(a)     501,000       479,894  
PNC Financial Services Group, Inc.                
3.15%, 05/19/2027     104,000       96,359  
3.45%, 04/23/2029     419,000       384,331  
Royal Bank of Canada                
6.00%, 11/01/2027     909,000       944,856  
Truist Bank                
3.30%, 05/15/2026     104,000       97,452  
Wells Fargo & Co.                
3.00%, 04/22/2026     548,000       514,308  
Total Financials             12,480,602  
                 
Health Care (3.34%)                
AbbVie, Inc.                
3.20%, 11/21/2029     430,000       391,585  
Cigna Corp.                
3.00%, 07/15/2023     124,000       122,418  
CVS Health Corp.                
4.30%, 03/25/2028     162,000       157,555  
HCA, Inc.                
5.38%, 09/01/2026     430,000       427,888  
Merck & Co., Inc.                
2.80%, 05/18/2023     249,000       246,724  
UnitedHealth Group, Inc.                
3.75%, 07/15/2025     104,000       102,094  
Total Health Care             1,448,264  
                 
Industrials (2.69%)                
3M Co.                
3.25%, 02/14/2024     220,000       216,243  
Boeing Co.                
4.88%, 05/01/2025     785,000       777,301  
CNH Industrial NV                
4.50%, 08/15/2023     104,000       103,277  
Textron, Inc.                
3.65%, 03/15/2027     77,000       72,090  
Total Industrials             1,168,911  
                 
Materials (2.82%)                
Ball Corp.                
4.00%, 11/15/2023     812,000       795,923  
DuPont de Nemours, Inc.                
4.73%, 11/15/2028     430,000       428,157  
Total Materials             1,224,080  
                 
Technology (2.03%)                
Apple, Inc.                
3.20%, 05/11/2027     430,000       412,511  

 

Security Description   Principal Amount     Value  
Technology (continued)            
Flex, Ltd.            
5.00%, 02/15/2023   $ 104,000     $ 103,905  
Oracle Corp.                
3.25%, 11/15/2027     395,000       363,344  
Total Technology             879,760  
                 
Utilities (2.76%)                
Dominion Energy, Inc.                
4.25%, 06/01/2028     77,000       73,711  
Public Service Enterprise Group, Inc.                
5.85%, 11/15/2027     961,000       988,757  
Southern Co.                
2.95%, 07/01/2023     134,000       132,527  
Total Utilities             1,194,995  
                 
TOTAL CORPORATE BONDS                
(Cost $32,256,508)             29,522,293  
                 
GOVERNMENT BONDS (22.78%)                
United States Treasury Bond                
2.75%, 02/15/2028     2,602,000       2,464,176  
2.88%, 05/15/2032     2,908,000       2,715,799  
3.25%, 05/15/2042     2,908,000       2,597,889  
United States Treasury Inflation Indexed Bonds                
2.13%, 02/15/2040(d)     110,949       119,071  
United States Treasury Note                
2.88%, 10/31/2023     758,000       745,656  
3.00%, 10/31/2025     1,270,000       1,231,057  
TOTAL GOVERNMENT BONDS                
(Cost $10,714,590)             9,873,648  

 

    7 Day Yield     Shares     Value  
SHORT TERM INVESTMENTS (8.49%)                  
Money Market Fund (8.49%)                  
State Street Institutional Treasury Plus Money Market Fund (Premier Class)     3.69 %     3,677,839       3,677,839  
                         
TOTAL SHORT TERM INVESTMENTS                        
(Cost $3,677,839)                     3,677,839  
                         
TOTAL INVESTMENTS (99.38%)                        
(Cost $46,648,937)                   $ 43,073,780  
OTHER ASSETS IN EXCESS OF LIABILITIES (0.62%)                     267,402  
NET ASSETS - 100.00%                   $ 43,341,182  

 

Investment Abbreviations:

LIBOR - London Interbank Offered Rate

 

See Notes to Financial Statements.

 

14 | November 30, 2022

   

 

RiverFront Dynamic Core Income ETF
Schedule of Investments November 30, 2022

 

Reference Rates:

3M US L - 3 Month LIBOR as of November 30, 2022 was 4.76%

 

(a) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate market value of those securities was $2,824,177, representing 6.52% of net assets.

(b) Securities were purchased pursuant to Regulation S under the Securities Act of 1933, which exempts securities offered and sold outside of the United States from registration. Such securities cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration. As of November 30, 2022, the market value of those securities was$71,577 representing 0.17% of net assets.

(c) Floating or variable rate security. Interest rate resets periodically on specific dates. The rate shown represents the coupon or interest rate in effect as of November 30, 2022. Security description includes the reference rate and spread if published and available.

 

(d) Principal amount of security is adjusted for inflation.

 

 

See Notes to Financial Statements.

 

15 | November 30, 2022

   

 

RiverFront Dynamic US Dividend Advantage ETF
Schedule of Investments November 30, 2022

 

Security Description   Shares     Value  
COMMON STOCKS (99.76%)            
Communication Services (6.16%)            
Alphabet, Inc., Class C(a)     16,522     $ 1,676,157  
AT&T, Inc.     74,662       1,439,483  
John Wiley & Sons, Inc., Class A     21,225       1,006,277  
Lumen Technologies, Inc.     152,009       831,489  
Verizon Communications, Inc.     19,624       764,944  
Total Communication Services             5,718,350  
                 
Consumer Discretionary (3.70%)                
Amazon.com, Inc.(a)     27,090       2,615,268  
PetMed Express, Inc.(b)     41,696       825,581  
Total Consumer Discretionary             3,440,849  
                 
Consumer Staples (5.71%)                
Altria Group, Inc.     17,737       826,189  
Coca-Cola Co.     22,482       1,430,080  
Colgate-Palmolive Co.     15,000       1,162,200  
Philip Morris International, Inc.     4,070       405,657  
Vector Group, Ltd.     133,697       1,484,037  
Total Consumer Staples             5,308,163  
                 
Energy (11.23%)                
Antero Midstream Corp.     135,087       1,530,536  
Devon Energy Corp.     13,542       927,898  
Equitrans Midstream Corp.     196,398       1,647,779  
Exxon Mobil Corp.     31,386       3,494,517  
Kinder Morgan, Inc.     67,319       1,287,140  
ONEOK, Inc.     23,072       1,543,978  
Total Energy             10,431,848  
                 
Financials (15.07%)                
AllianceBernstein Holding LP     51,829       2,091,300  
Annaly Capital Management, Inc.(b)     31,748       687,979  
Artisan Partners Asset                
Management, Inc., Class A     32,245       1,118,579  
Bank of America Corp.     28,814       1,090,610  
Dynex Capital, Inc.(b)     36,623       479,761  
Ellington Financial, Inc.(b)     29,166       397,824  
FNB Corp.     47,177       665,196  
Fulton Financial Corp.     44,107       819,949  
Navient Corp.     30,287       501,856  
New York Community Bancorp, Inc.(b)     76,774       717,837  
OneMain Holdings, Inc.     18,243       718,045  
Ready Capital Corp.(b)     62,380       835,892  
Rithm Capital Corp.     139,568       1,263,090  
Starwood Property Trust, Inc.     25,750       551,308  
US Bancorp     45,373       2,059,480  
Total Financials             13,998,706  
                 
Health Care (11.34%)                
AbbVie, Inc.     11,974       1,929,969  
Bristol-Myers Squibb Co.     24,218       1,944,221  
Johnson & Johnson     10,564       1,880,392  
Merck & Co., Inc.     36,349       4,002,752  

 

Security Description   Shares     Value  
Health Care (continued)            
Pfizer, Inc.     15,423     $ 773,155  
Total Health Care             10,530,489  
                 
Industrials (5.83%)                
3M Co.     3,217       405,246  
Fastenal Co.     23,740       1,222,847  
MDU Resources Group, Inc.     80,307       2,528,868  
United Parcel Service, Inc., Class B     6,621       1,256,202  
Total Industrials             5,413,163  
                 
Information Technology (25.31%)                
Apple, Inc.     38,471       5,694,862  
Broadcom, Inc.     1,792       987,446  
Cisco Systems, Inc.     50,469       2,509,319  
Hewlett Packard Enterprise Co.     163,624       2,745,611  
Intel Corp.     24,474       735,933  
Microsoft Corp.     24,040       6,133,564  
NVIDIA Corp.     7,186       1,216,087  
Texas Instruments, Inc.     14,087       2,542,140  
Western Union Co.     64,167       940,688  
Total Information Technology             23,505,650  
                 
Materials (0.94%)                
Newmont Mining Corp.     18,374       872,214  
                 
Real Estate (5.71%)                
American Assets Trust, Inc.     18,072       529,329  
Iron Mountain, Inc.     24,221       1,315,927  
Medical Properties Trust, Inc.(b)     52,842       693,287  
Piedmont Office Realty Trust, Inc., Class A     53,258       554,416  
SITE Centers Corp.     32,786       445,562  
Universal Health Realty Income Trust     33,668       1,767,233  
Total Real Estate             5,305,754  
                 
Utilities (8.76%)                
Clearway Energy, Inc., Class C     43,009       1,524,239  
Duke Energy Corp.     25,774       2,575,596  
Entergy Corp.     10,620       1,234,787  
Evergy, Inc.     10,478       620,402  
NRG Energy, Inc.     16,688       708,406  
OGE Energy Corp.     17,205       696,114  
UGI Corp.     19,998       772,923  
Total Utilities             8,132,467  
                 
TOTAL COMMON STOCKS                
(Cost $90,055,041)             92,657,653  

 

See Notes to Financial Statements.

 

16 | November 30, 2022

   

 

RiverFront Dynamic US Dividend Advantage ETF
Schedule of Investments November 30, 2022

 

    7 Day Yield     Shares     Value  
SHORT TERM INVESTMENTS (1.24%)                  
Money Market Fund (0.08%)                  
State Street Institutional Treasury Plus Money Market Fund (Premier Class)                        
(Cost $79,627)     3.69 %     79,627     $ 79,627  
                         
Investments Purchased with Collateral from Securities Loaned (1.16%)                        
State Street Navigator Securities Lending Government Money Market Portfolio, 3.86%                        
(Cost $1,074,218)             1,074,218       1,074,218  
TOTAL SHORT TERM INVESTMENTS                        
(Cost $1,153,845)                     1,153,845  
                         
TOTAL INVESTMENTS (101.00%)                        
(Cost $91,208,886)                   $ 93,811,498  
LIABILITIES IN EXCESS OF OTHER ASSETS (-1.00%)                     (930,375 )
NET ASSETS - 100.00%                   $ 92,881,123  

 

(a) Non-income producing security.
(b) Security, or a portion of the security position is currently on loan. The total market value of securities on loan is $4,152,810.

 

See Notes to Financial Statements.

 

17 | November 30, 2022

   

 

RiverFront Dynamic US Flex-Cap ETF
Schedule of Investments November 30, 2022

 

Security Description   Shares     Value  
COMMON STOCKS (99.85%)            
Communication Services (7.65%)            
Alphabet, Inc., Class A(a)     3,676     $ 371,239  
Alphabet, Inc., Class C(a)     1,747       177,233  
Comcast Corp., Class A     9,507       348,337  
EverQuote, Inc., Class A(a)     12,761       137,819  
Interpublic Group of Cos., Inc.     5,298       182,039  
Lumen Technologies, Inc.     33,730       184,503  
Magnite, Inc.(a)     3,880       43,107  
Meta Platforms, Inc., Class A(a)     1,716       202,660  
New York Times Co., Class A     2,657       97,379  
Nexstar Media Group, Inc.     1,493       283,013  
Sirius XM Holdings, Inc.(b)     26,939       174,834  
Total Communication Services             2,202,163  
                 
Consumer Discretionary (9.43%)                
ADT, Inc.     31,212       291,520  
Amazon.com, Inc.(a)     7,156       690,840  
Choice Hotels International, Inc.     640       78,861  
Clarus Corp.(b)     3,918       32,598  
Ford Motor Co.     24,106       335,073  
H&R Block, Inc.     6,171       269,734  
Home Depot, Inc.     1,028       333,062  
NIKE, Inc., Class B     1,858       203,804  
Tapestry, Inc.     9,054       341,970  
Tesla, Inc.(a)     710       138,237  
Total Consumer Discretionary             2,715,699  
                 
Consumer Staples (6.69%)                
Altria Group, Inc.     2,158       100,520  
Archer-Daniels-Midland Co.     3,042       296,595  
Coca-Cola Co.     6,319       401,952  
Colgate-Palmolive Co.     2,705       209,583  
Mondelez International, Inc., Class A     4,239       286,599  
Procter & Gamble Co.     1,958       292,055  
Sprouts Farmers Market, Inc.(a)     4,821       165,505  
Walgreens Boots Alliance, Inc.     4,204       174,466  
Total Consumer Staples             1,927,275  
                 
Energy (9.80%)                
Alto Ingredients, Inc.(a)     55,408       193,374  
Archrock, Inc.     15,851       138,062  
Coterra Energy, Inc.     7,597       212,032  
Exxon Mobil Corp.     5,464       608,362  
Kinder Morgan, Inc.     16,820       321,598  
Marathon Oil Corp.     12,738       390,165  
New Fortress Energy, Inc.(b)     6,357       323,571  
ONEOK, Inc.     2,789       186,640  
Transocean, Ltd.(a)(b)     46,178       196,257  
Williams Cos., Inc.     7,284       252,755  
Total Energy             2,822,816  
                 
Financials (8.56%)                
Arbor Realty Trust, Inc.     6,477       96,378  
Bank of America Corp.     7,046       266,691  

 

Security Description   Shares     Value  
Financials (continued)            
Berkshire Hathaway, Inc., Class B(a)     239     $ 76,145  
Citigroup, Inc.     7,376       357,072  
First Commonwealth Financial Corp.     7,352       108,221  
Hope Bancorp, Inc.     7,915       107,802  
JPMorgan Chase & Co.     3,050       421,449  
Kearny Financial Corp.     8,425       81,470  
KeyCorp     8,355       157,158  
Radian Group, Inc.     8,366       163,723  
Regions Financial Corp.     8,211       190,577  
Travelers Cos., Inc.     1,317       249,980  
US Bancorp     4,032       183,013  
Willis Towers Watson PLC     28       6,892  
Total Financials             2,466,571  
                 
Health Care (14.26%)                
Abbott Laboratories     2,409       259,160  
AbbVie, Inc.     2,686       432,930  
Cigna Corp.     731       240,419  
CVS Health Corp.     2,670       272,020  
Johnson & Johnson     2,610       464,580  
Merck & Co., Inc.     3,640       400,837  
Pacific Biosciences of                
California, Inc.(a)(b)     5,224       56,158  
Pfizer, Inc.     8,516       426,907  
Quest Diagnostics, Inc.     1,117       169,594  
Regeneron Pharmaceuticals, Inc.(a)     240       180,408  
UnitedHealth Group, Inc.     1,075       588,842  
Vertex Pharmaceuticals, Inc.(a)     740       234,136  
Zoetis, Inc.     1,381       212,867  
Zynex, Inc.(b)     12,331       169,181  
Total Health Care             4,108,039  
                 
Industrials (7.20%)                
ACCO Brands Corp.     14,061       78,320  
BWX Technologies, Inc.     1,992       121,293  
CACI International, Inc., Class A(a)     497       155,213  
Casella Waste Systems, Inc.,                
Class A(a)     2,030       174,763  
Cintas Corp.     446       205,954  
CoreCivic, Inc.(a)     10,732       142,521  
CSX Corp.     10,884       355,798  
General Dynamics Corp.     1,313       331,388  
Heidrick & Struggles                
International, Inc.     3,041       90,318  
Snap-on, Inc.     121       29,112  
United Parcel Service, Inc., Class B     2,046       388,187  
Total Industrials             2,072,867  
                 
Information Technology (27.09%)                
Adeia, Inc.     6,102       67,427  
Adobe, Inc.(a)     48       16,557  
Advanced Micro Devices, Inc.(a)     2,757       214,026  

 

See Notes to Financial Statements.

 

18 | November 30, 2022

   

 

RiverFront Dynamic US Flex-Cap ETF
Schedule of Investments November 30, 2022

 

Security Description   Shares     Value  
Information Technology (continued)            
Amdocs, Ltd.     2,422     $ 215,219  
Apple, Inc.     11,383       1,685,024  
Block, Inc., Class A(a)     1,257       85,187  
Broadcom, Inc.     614       338,332  
Cisco Systems, Inc.     9,055       450,215  
Cloudflare, Inc., Class A(a)     2,459       120,835  
Crowdstrike Holdings, Inc., Class A(a)     1,118       131,533  
Ebix, Inc.(b)     2,308       43,829  
Enphase Energy, Inc.(a)     675       216,398  
Gen Digital, Inc.     12,520       287,459  
Identiv, Inc.(a)     13,488       112,625  
Mastercard, Inc., Class A     1,186       422,690  
Maximus, Inc.     1,509       106,083  
Microsoft Corp.     5,072       1,294,070  
NCR Corp.(a)     3,979       94,979  
NVIDIA Corp.     1,015       171,768  
QUALCOMM, Inc.     1,652       208,961  
Salesforce.com, Inc.(a)     1,505       241,176  
Seagate Technology PLC     4,703       249,118  
SolarEdge Technologies, Inc.(a)     1,012       302,446  
Texas Instruments, Inc.     1,475       266,179  
Visa, Inc., Class A     2,116       459,172  
Total Information Technology             7,801,308  
                 
Materials (4.46%)                
American Vanguard Corp.     7,566       174,018  
FMC Corp.     1,680       219,475  
Glatfelter Corp.     7,864       27,288  
Mosaic Co.     4,245       217,769  
Nucor Corp.(b)     1,702       255,215  
O-I, Inc.(a)     13,794       226,360  
Sealed Air Corp.     254       13,520  
SunCoke Energy, Inc.     17,724       149,945  
Total Materials             1,283,590  
                 
Real Estate (1.84%)                
Highwoods Properties, Inc.     2,826       84,215  
Kimco Realty Corp.     8,136       186,477  
Prologis, Inc.     1,562       183,988  
SL Green Realty Corp.     1,778       74,605  
Total Real Estate             529,285  
                 
Utilities (2.87%)                
Duke Energy Corp.     1,079       107,824  
National Fuel Gas Co.     2,109       139,679  
OGE Energy Corp.     6,461       261,412  
UGI Corp.     8,186       316,389  
Total Utilities             825,304  
                 
TOTAL COMMON STOCKS                
(Cost $26,992,838)             28,754,917  

 

    7 Day Yield     Shares     Value  
SHORT TERM INVESTMENTS (1.02%)            
Money Market Fund (0.02%)                  
State Street Institutional Treasury Plus Money Market Fund (Premier Class)                        
(Cost $5,505)     3.69 %     5,505     $ 5,505  
                         
Investments Purchased with Collateral                        
from Securities Loaned (1.00%)                        
State Street Navigator Securities Lending Government Money Market Portfolio, 3.86%                        
(Cost $289,041)             289,041       289,041  
TOTAL SHORT TERM INVESTMENTS                        
(Cost $294,546)                     294,546  
                         
TOTAL INVESTMENTS (100.87%)                        
(Cost $27,287,384)                   $ 29,049,463  
LIABILITIES IN EXCESS OF OTHER ASSETS (-0.87%)                     (250,879 )
NET ASSETS - 100.00%                   $ 28,798,584  

 

(a) Non-income producing security.

(b) Security, or a portion of the security position is currently on loan. The total market value of securities on loan is $909,227.

 

See Notes to Financial Statements.

 

19 | November 30, 2022

   

 

RiverFront Strategic Income Fund  
Schedule of Investments November 30, 2022

 

Security Description   Principal Amount     Value  
CORPORATE BONDS (76.60%)            
Communications (5.89%)            
AMC Networks, Inc.            
5.00%, 04/01/2024   $ 324,000     $ 309,728  
4.75%, 08/01/2025     404,000       358,536  
CCO Holdings LLC / CCO Holdings Capital Corp.                
5.50%, 05/01/2026(a)     428,000       417,707  
CSC Holdings LLC                
5.50%, 04/15/2027(a)     835,000       766,104  
Level 3 Financing, Inc.                
3.75%, 07/15/2029(a)     980,000       709,230  
Netflix, Inc.                
4.38%, 11/15/2026     803,000       776,295  
Sirius XM Radio, Inc.                
3.13%, 09/01/2026(a)     805,000       727,752  
T-Mobile USA, Inc.                
2.63%, 04/15/2026     1,542,000       1,415,742  
WMG Acquisition Corp.                
3.75%, 12/01/2029(a)     803,000       694,041  
Total Communications             6,175,135  
                 
Consumer Discretionary (11.42%)                
Air Canada                
3.88%, 08/15/2026(a)     858,000       786,153  
Aramark Services, Inc.                
6.38%, 05/01/2025(a)     858,000       852,788  
Caesars Entertainment, Inc.                
6.25%, 07/01/2025(a)     1,012,000       1,001,052  
Ford Motor Credit Co. LLC                
2.30%, 02/10/2025     1,183,000       1,086,716  
Goodyear Tire & Rubber Co.                
5.00%, 05/31/2026     1,034,000       1,003,512  
Hilton Domestic Operating Co., Inc.                
3.75%, 05/01/2029(a)     950,000       836,309  
International Game Technology PLC                
6.50%, 02/15/2025(a)     286,000       287,798  
Las Vegas Sands Corp.                
3.20%, 08/08/2024     766,000       731,989  
Lennar Corp.                
4.75%, 11/29/2027     950,000       908,571  
MGM Resorts International                
6.00%, 03/15/2023     1,012,000       1,011,645  
Newell Brands, Inc.                
4.45%, 04/01/2026     803,000       759,044  
Nissan Motor Co., Ltd.                
3.52%, 09/17/2025(a)     950,000       879,609  
PulteGroup, Inc.                
5.50%, 03/01/2026     1,260,000       1,265,664  
Six Flags Entertainment Corp.                
4.88%, 07/31/2024(a)     573,000       551,463  
Total Consumer Discretionary             11,962,313  

 

Security Description   Principal Amount     Value  
Consumer Staples (2.31%)            
Anheuser-Busch InBev Worldwide, Inc.            
4.75%, 01/23/2029   $ 858,000     $ 856,303  
JBS USA LUX SA / JBS USA Food Co. / JBS USA Finance, Inc.                
2.50%, 01/15/2027(a)     803,000       701,388  
Spectrum Brands, Inc.                
5.75%, 07/15/2025     30,000       29,533  
US Foods, Inc.                
6.25%, 04/15/2025(a)     835,000       836,065  
Total Consumer Staples             2,423,289  
                 
Energy (3.99%)                
Cheniere Corpus Christi Holdings LLC                
7.00%, 06/30/2024     983,000       996,663  
DCP Midstream Operating LP                
5.38%, 07/15/2025     805,000       795,567  
Petroleos Mexicanos                
4.88%, 01/18/2024     825,000       807,828  
Reliance Industries, Ltd.                
4.13%, 01/28/2025(a)     793,000       768,258  
Schlumberger Holdings Corp.                
3.90%, 05/17/2028(a)     858,000       809,506  
Total Energy             4,177,822  
                 
Financials (26.81%)                
Air Lease Corp.                
4.25%, 02/01/2024     805,000       790,672  
American Express Co.                
5.85%, 11/05/2027     1,048,000       1,087,213  
Ares Capital Corp.                
3.50%, 02/10/2023     967,000       963,229  
Avolon Holdings Funding, Ltd.                
2.53%, 11/18/2027(a)     890,000       719,207  
Bank of America Corp.                
4.25%, 10/22/2026     1,294,000       1,265,879  
Blackstone Secured Lending Fund                
3.63%, 01/15/2026     942,000       876,328  
Capital One Financial Corp.                
4.20%, 10/29/2025     858,000       831,638  
Citigroup, Inc.                
4.45%, 09/29/2027     1,294,000       1,245,208  
EPR Properties                
4.75%, 12/15/2026     805,000       717,343  
FS KKR Capital Corp.                
3.40%, 01/15/2026     950,000       863,873  
                 
GLP Capital LP / GLP Financing II,Inc.                
3.35%, 09/01/2024     766,000       731,660  
Goldman Sachs Group, Inc.                
4.25%, 10/21/2025     1,294,000       1,268,392  
HAT Holdings I LLC / HAT Holdings II LLC                
3.38%, 06/15/2026(a)     879,000       757,351  

 

See Notes to Financial Statements.

 

20 | November 30, 2022

   

 

RiverFront Strategic Income Fund  
Schedule of Investments November 30, 2022

 

Security Description   Principal Amount     Value  
Financials (continued)            
Icahn Enterprises LP / Icahn Enterprises Finance Corp.            
4.75%, 09/15/2024   $ 1,013,000     $ 974,224  
Iron Mountain, Inc.                
4.88%, 09/15/2027(a)     904,000       851,161  
iStar, Inc.                
4.75%, 10/01/2024     1,065,000       1,048,699  
JPMorgan Chase & Co.                
4.25%, 10/01/2027     1,294,000       1,261,930  
Morgan Stanley                
3M US L + 0.85%, 04/24/2024(b)     1,639,000       1,627,637  
MPT Operating Partnership LP / MPT Finance Corp.                
5.25%, 08/01/2026     766,000       686,455  
NatWest Markets PLC                
3.48%, 03/22/2025(a)     802,000       768,213  
Newmark Group, Inc.                
6.13%, 11/15/2023     993,000       991,719  
Omega Healthcare Investors, Inc.                
4.38%, 08/01/2023     271,000       267,512  
5.25%, 01/15/2026     525,000       512,364  
OneMain Finance Corp.                
6.13%, 03/15/2024     1,012,000       988,269  
Royal Bank of Canada                
6.00%, 11/01/2027     1,048,000       1,089,339  
Santander Holdings USA, Inc.                
3.50%, 06/07/2024     400,000       388,132  
SBA Communications Corp.                
3.88%, 02/15/2027     1,202,000       1,099,477  
Starwood Property Trust, Inc.                
4.75%, 03/15/2025     803,000       770,248  
VICI Properties LP / VICI Note Co., Inc.                
4.25%, 12/01/2026(a)     1,123,000       1,044,994  
Wells Fargo & Co.                
3.30%, 09/09/2024     1,639,000       1,595,998  
Total Financials             28,084,364  
                 
Health Care (1.08%)                
DaVita, Inc.                
4.63%, 06/01/2030(a)     904,000       725,641  
HCA, Inc.                
5.38%, 02/01/2025     404,000       403,203  
Total Health Care             1,128,844  
                 
Industrials (5.08%)                
Boeing Co.                
4.88%, 05/01/2025     950,000       940,682  
MasTec, Inc.                
4.50%, 08/15/2028(a)     874,000       788,661  
Sensata Technologies BV                
5.00%, 10/01/2025(a)     803,000       791,714  
Stericycle, Inc.                
5.38%, 07/15/2024(a)     806,000       797,537  

 

Security Description   Principal Amount     Value  
Industrials (continued)            
TransDigm, Inc.            
6.25%, 03/15/2026(a)   $ 835,000     $ 823,600  
WESCO Distribution, Inc.                
7.13%, 06/15/2025(a)     1,164,000       1,180,022  
Total Industrials             5,322,216  
                 
Materials (10.65%)                
Alcoa Nederland Holding BV                
4.13%, 03/31/2029(a)     1,057,000       928,257  
ArcelorMittal SA                
3.60%, 07/16/2024     881,000       855,468  
Arconic Corp.                
6.00%, 05/15/2025(a)     858,000       846,970  
Ardagh Packaging Finance PLC /                
Ardagh Holdings USA, Inc.                
5.25%, 04/30/2025(a)     1,030,000       995,830  
Ball Corp.                
5.25%, 07/01/2025     642,000       640,716  
4.88%, 03/15/2026     404,000       391,452  
Berry Global, Inc.                
4.88%, 07/15/2026(a)     908,000       872,388  
Braskem Finance, Ltd.                
6.45%, 02/03/2024     371,000       371,937  
Freeport-McMoRan, Inc.                
3.88%, 03/15/2023     881,000       878,388  
5.00%, 09/01/2027     449,000       437,052  
Mauser Packaging Solutions Holding Co.                
5.50%, 04/15/2024(a)     338,000       332,533  
Methanex Corp.                
5.13%, 10/15/2027     835,000       767,085  
NOVA Chemicals Corp.                
4.88%, 06/01/2024(a)     1,012,000       986,057  
Novelis Corp.                
3.25%, 11/15/2026(a)     805,000       720,380  
Sasol Financing USA LLC                
4.38%, 09/18/2026     525,000       477,026  
Standard Industries, Inc.                
3.38%, 01/15/2031(a)     858,000       659,641  
Total Materials             11,161,180  
                 
Technology (3.85%)                
CDW LLC / CDW Finance Corp.                
3.57%, 12/01/2031     803,000       656,154  
Flex, Ltd.                
5.00%, 02/15/2023     1,033,000       1,032,057  
Gen Digital, Inc.                
5.00%, 04/15/2025(a)     667,000       647,807  
Microchip Technology, Inc.                
4.25%, 09/01/2025     874,000       850,010  
Seagate HDD Cayman                
4.75%, 06/01/2023     858,000       848,865  
Total Technology             4,034,893  

 

See Notes to Financial Statements.

 

21 | November 30, 2022

   

 

RiverFront Strategic Income Fund  
Schedule of Investments November 30, 2022

 

Security Description   Principal Amount     Value  
Utilities (5.52%)            
American Electric Power Co., Inc.            
5.75%, 11/01/2027   $ 1,048,000 $     1,074,964  
AmeriGas Partners LP / AmeriGas Finance Corp.                
5.88%, 08/20/2026     879,000       838,408  
Calpine Corp.                
5.25%, 06/01/2026(a)     428,000       410,501  
NextEra Energy Operating Partners LP                
4.25%, 07/15/2024(a)     1,160,000       1,119,500  
NRG Energy, Inc.                
3.75%, 06/15/2024(a)     803,000       776,077  
6.63%, 01/15/2027     278,000       280,462  
Vistra Operations Co. LLC                
3.55%, 07/15/2024(a)     1,333,000       1,278,062  
Total Utilities             5,777,974  
                 
TOTAL CORPORATE BONDS                
(Cost $86,460,226)             80,248,030  
                 
GOVERNMENT BONDS (16.50%)                
U.S. Treasury Note                
2.50%, 05/31/2024     4,102,000       3,977,016  
2.88%, 06/15/2025     4,102,000       3,972,371  
3.25%, 06/30/2029     4,216,000       4,076,180  
United States Treasury Bond                
3.25%, 05/15/2042     5,887,000       5,259,208  
TOTAL GOVERNMENT BONDS                
(Cost $18,064,161)             17,284,775  

 

    7 Day Yield     Shares     Value  
SHORT TERM INVESTMENTS (5.89%)                  
Money Market Fund (5.89%)                  
State Street Institutional Treasury Plus Money Market Fund (Premier Class)     3.69 %     6,170,456       6,170,456  
                         
TOTAL SHORT TERM INVESTMENTS                        
(Cost $6,170,456)                     6,170,456  
                         
TOTAL INVESTMENTS (98.99%)                        
(Cost $110,694,843)                   $ 103,703,261  
OTHER ASSETS IN EXCESS OF LIABILITIES (1.01%)                     1,056,057  
NET ASSETS - 100.00%                   $ 104,759,318  

 

(a) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate market value of those securities was $31,447,329, representing 30.02% of net assets.
(b) Floating or variable rate security. Interest rate resets periodically on specific dates. The rate shown represents the coupon or interest rate in effect as of November 30, 2022. Security description includes the reference rate and spread if published and available.

 

Investment Abbreviations:

LIBOR - London Interbank Offered Rate

 

Reference Rates:

3M US L - 3 Month LIBOR as of November 30, 2022 was 4.76%

 

See Notes to Financial Statements.

22 | November 30, 2022

   

 

RiverFront ETFs  
Statements of Assets and Liabilities November 30, 2022

 

    RiverFront Dynamic Core Income ETF     RiverFront Dynamic US Dividend Advantage ETF     RiverFront Dynamic US Flex-Cap ETF     RiverFront Strategic Income Fund  
ASSETS:                        
Investments, at value   $ 43,073,780     $ 93,811,498 (a)   $ 29,049,463 (b)   $ 103,703,261  
Dividend receivable     12,316       182,427       49,976       16,969  
Interest receivable     273,789                   1,076,069  
Receivable for investments sold     570,552                    
Due from Authorized Participant                       33,730  
Total Assets     43,930,437       93,993,925       29,099,439       104,830,029  
                                 
LIABILITIES:                                
Payable to adviser     18,703       38,584       11,814       36,981  
Payable for investments purchased                       33,730  
Payable for collateral upon return of securities loaned           1,074,218       289,041        
Due to Authorized Participant     570,552                    
Total Liabilities     589,255       1,112,802       300,855       70,711  
NET ASSETS   $ 43,341,182     $ 92,881,123     $ 28,798,584     $ 104,759,318  
                                 
NET ASSETS CONSIST OF:                                
Paid-in capital   $ 48,545,109     $ 96,311,958     $ 48,937,448     $ 123,079,439  
Total distributable earnings/(accumulated losses)     (5,203,927 )     (3,430,835 )     (20,138,864 )     (18,320,121 )
NET ASSETS   $ 43,341,182     $ 92,881,123     $ 28,798,584     $ 104,759,318  
                                 
INVESTMENTS, AT COST   $ 46,648,937     $ 91,208,886     $ 27,287,384     $ 110,694,843  
                                 
PRICING OF SHARES                                
Net Assets   $ 43,341,182     $ 92,881,123     $ 28,798,584     $ 104,759,318  
Shares of beneficial interest outstanding (Unlimited number of shares authorized, par value $0.01 per share)     1,950,000       2,075,002       675,002       4,625,000  
Net Asset Value, offering and redemption price per share   $ 22.23     $ 44.76     $ 42.66     $ 22.65  

 

(a) Includes $4,152,810 of securities on loan.
(b) Includes $909,227 of securities on loan.

 

See Notes to Financial Statements.

23 | November 30, 2022

   

 

RiverFront ETFs  
Statements of Operations For the Year Ended November 30, 2022

 

    RiverFront Dynamic Core Income ETF     RiverFront Dynamic US Dividend Advantage ETF     RiverFront Dynamic US Flex-Cap ETF     RiverFront Strategic Income Fund  
INVESTMENT INCOME:                        
Interest   $ 1,896,767     $     $     $ 3,453,211  
Dividends(a)     93,851       3,993,514       541,663       94,389  
Securities Lending Income           28,442       10,601        
Total Investment Income     1,990,618       4,021,956       552,264       3,547,600  
                                 
EXPENSES:                                
Investment adviser and sub-adviser fees (Note 3)     400,166       558,334       177,734       580,732  
Total Expenses     400,166       558,334       177,734       580,732  
NET INVESTMENT INCOME     1,590,452       3,463,622       374,530       2,966,868  
                                 
REALIZED AND UNREALIZED GAIN/(LOSS)                                
Net realized gain/(loss) on investments(b)     (4,980,857 )     35,036,588       10,867,396       (3,575,790 )
NET REALIZED GAIN/(LOSS)     (4,980,857 )     35,036,588       10,867,396       (3,575,790 )
Net change in unrealized depreciation on investments     (5,468,905 )     (36,235,123 )     (13,757,793 )     (6,970,220 )
NET CHANGE IN UNREALIZED APPRECIATION/(DEPRECIATION)     (5,468,905 )     (36,235,123 )     (13,757,793 )     (6,970,220 )
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS     (10,449,762 )     (1,198,535 )     (2,890,397 )     (10,546,010 )
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ (8,859,310 )   $ 2,265,087     $ (2,515,867 )   $ (7,579,142 )

 

(a) Net of foreign tax withholding in the amounts of $–, $–, $– and $189, respectively.
(b) Includes realized gain or loss as a result of in-kind transactions (See Note 4 in Notes to Financial Statements).

 

See Notes to Financial Statements.

 

24 | November 30, 2022

   

 

RiverFront Dynamic Core Income ETF

 

Statements of Changes in Net Assets

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021  
OPERATIONS:            
Net investment income   $ 1,590,452     $ 1,990,198  
Net realized gain/(loss)     (4,980,857 )     2,564,824  
Net change in unrealized depreciation     (5,468,905 )     (6,289,006 )
Net decrease in net assets resulting from operations     (8,859,310 )     (1,733,984 )
                 
DISTRIBUTIONS TO SHAREHOLDERS:                
From distributable earnings     (3,382,868 )     (1,962,506 )
Total distributions     (3,382,868 )     (1,962,506 )
                 
CAPITAL SHARE TRANSACTIONS:                
Proceeds from sale of shares     4,002,594       17,914,173  
Shares redeemed     (66,292,105 )     (9,068,318 )
Net increase/(decrease) from share transactions     (62,289,511 )     8,845,855  
                 
Net increase/(decrease) in net assets     (74,531,689 )     5,149,365  
                 
NET ASSETS:                
Beginning of year     117,872,871       112,723,506  
End of year   $ 43,341,182     $ 117,872,871  
                 
OTHER INFORMATION:                
CAPITAL SHARE TRANSACTIONS:                
Beginning shares     4,650,000       4,300,000  
Shares sold     175,000       700,000  
Shares redeemed     (2,875,000 )     (350,000 )
Shares outstanding, end of year     1,950,000       4,650,000  

 

See Notes to Financial Statements.

25 | November 30, 2022

   

 

RiverFront Dynamic US Dividend Advantage ETF
Statements of Changes in Net Assets

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021  
OPERATIONS:            
Net investment income   $ 3,463,622     $ 1,902,769  
Net realized gain     35,036,588       8,733,483  
Net change in unrealized appreciation/(depreciation)     (36,235,123 )     15,974,138  
Net increase in net assets resulting from operations     2,265,087       26,610,390  
                 
DISTRIBUTIONS TO SHAREHOLDERS:                
From distributable earnings     (3,342,217 )     (1,936,954 )
Total distributions     (3,342,217 )     (1,936,954 )
                 
CAPITAL SHARE TRANSACTIONS:                
Proceeds from sale of shares     54,331,616       4,577,634  
Shares redeemed     (92,897,556 )     (30,021,042 )
Net decrease from share transactions     (38,565,940 )     (25,443,408 )
                 
Net decrease in net assets     (39,643,070 )     (769,972 )
                 
NET ASSETS:                
Beginning of year     132,524,193       133,294,165  
End of year   $ 92,881,123     $ 132,524,193  
                 
OTHER INFORMATION:                
CAPITAL SHARE TRANSACTIONS:                
Beginning shares     2,950,002       3,600,002  
Shares sold     1,200,000       100,000  
Shares redeemed     (2,075,000 )     (750,000 )
Shares outstanding, end of year     2,075,002       2,950,002  

 

See Notes to Financial Statements.

26 | November 30, 2022

   

 

RiverFront Dynamic US Flex-Cap ETF
Statements of Changes in Net Assets

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021  
OPERATIONS:            
Net investment income   $ 374,530     $ 604,208  
Net realized gain     10,867,396       10,365,533  
Net change in unrealized appreciation/(depreciation)     (13,757,793 )     2,789,216  
Net increase/(decrease) in net assets resulting from operations     (2,515,867 )     13,758,957  
                 
DISTRIBUTIONS TO SHAREHOLDERS:                
From distributable earnings     (438,679 )     (679,274 )
From return of capital     (8,648 )      
Total distributions     (447,327 )     (679,274 )
                 
CAPITAL SHARE TRANSACTIONS:                
Proceeds from sale of shares     15,524,015        
Shares redeemed     (35,496,905 )     (32,744,774 )
Net decrease from share transactions     (19,972,890 )     (32,744,774 )
                 
Net decrease in net assets     (22,936,084 )     (19,665,091 )
                 
NET ASSETS:                
Beginning of year     51,734,668       71,399,759  
End of year   $ 28,798,584     $ 51,734,668  
                 
OTHER INFORMATION:                
CAPITAL SHARE TRANSACTIONS:                
Beginning shares     1,125,002       1,900,002  
Shares sold     350,000        
Shares redeemed     (800,000 )     (775,000 )
Shares outstanding, end of year     675,002       1,125,002  

 

See Notes to Financial Statements.

 

27 | November 30, 2022

   

 

RiverFront Strategic Income Fund
Statements of Changes in Net Assets

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021  
OPERATIONS:            
Net investment income   $ 2,966,868     $ 2,793,818  
Net realized gain/(loss)     (3,575,790 )     491,816  
Net change in unrealized depreciation     (6,970,220 )     (1,547,122 )
Net increase/(decrease) in net assets resulting from operations     (7,579,142 )     1,738,512  
                 
DISTRIBUTIONS TO SHAREHOLDERS:                
From distributable earnings     (3,248,534 )     (3,171,669 )
Total distributions     (3,248,534 )     (3,171,669 )
                 
CAPITAL SHARE TRANSACTIONS:                
Proceeds from sale of shares     9,753,437       43,888,656  
Shares redeemed     (37,059,629 )     (18,545,978 )
Net increase/(decrease) from share transactions     (27,306,192 )     25,342,678  
                 
Net increase/(decrease) in net assets     (38,133,868 )     23,909,521  
                 
NET ASSETS:                
Beginning of year     142,893,186       118,983,665  
End of year   $ 104,759,318     $ 142,893,186  
                 
OTHER INFORMATION:                
CAPITAL SHARE TRANSACTIONS:                
Beginning shares     5,825,000       4,800,000  
Shares sold     425,000       1,775,000  
Shares redeemed     (1,625,000 )     (750,000 )
Shares outstanding, end of year     4,625,000       5,825,000  

 

See Notes to Financial Statements.

 

28 | November 30, 2022

   

 

RiverFront Dynamic Core Income ETF
Financial Highlights For a Share Outstanding Throughout the Periods Presented

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021     For the Year Ended November 30, 2020     For the Year Ended November 30, 2019     For the Year Ended November 30, 2018  
NET ASSET VALUE, BEGINNING OF PERIOD   $ 25.35     $ 26.21     $ 25.22     $ 23.52     $ 24.60  
                                         
INCOME/(LOSS) FROM INVESTMENT OPERATIONS:                                        
Net investment income(a)     0.47       0.47       0.50       0.68       0.68  
Net realized and unrealized gain/(loss)     (2.71 )     (0.87 )     0.99       1.70       (1.10 )
Total from investment operations     (2.24 )     (0.40 )     1.49       2.38       (0.42 )
                                         
DISTRIBUTIONS:                                        
From net investment income     (0.50 )     (0.46 )     (0.50 )     (0.68 )     (0.66 )
From net realized gains     (0.38 )                        
Total distributions     (0.88 )     (0.46 )     (0.50 )     (0.68 )     (0.66 )
                                         
NET INCREASE/(DECREASE) IN NET ASSET VALUE     (3.12 )     (0.86 )     0.99       1.70       (1.08 )
NET ASSET VALUE, END OF PERIOD   $ 22.23     $ 25.35     $ 26.21     $ 25.22     $ 23.52  
TOTAL RETURN(b)     (9.02 )%     (1.51 )%     5.97 %     10.22 %     (1.74 )%
                                         
RATIOS/SUPPLEMENTAL DATA:                                        
Net assets, end of period (000s)   $ 43,341     $ 117,873     $ 112,724     $ 134,951     $ 150,527  
Ratio of expenses to average net assets     0.51 %     0.51 %     0.51 %     0.51 %     0.51 %
Ratio of net investment income to average net assets     2.03 %     1.83 %     1.94 %     2.74 %     2.83 %
Portfolio turnover rate(c)     50 %     45 %     11 %     6 %     15 %

 

(a) Based on average shares outstanding during the period.
(b) Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period and the redemption at the net asset value on the last day of the period and assuming all distributions are reinvested at the actual reinvestment prices. Total return calculated for a period of less than one year is not annualized.
(c) Portfolio turnover for periods less than one year are not annualized and does not include securities received or delivered from processing creations or redemptions in-kind.

 

See Notes to Financial Statements.

 

29 | November 30, 2022

   

 

RiverFront Dynamic US Dividend Advantage ETF
Financial Highlights For a Share Outstanding Throughout the Periods Presented

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021     For the Year Ended November 30, 2020     For the Year Ended November 30, 2019     For the Year Ended November 30, 2018  
NET ASSET VALUE, BEGINNING OF PERIOD   $ 44.92     $ 37.03     $ 33.98     $ 31.19     $ 31.39  
                                         
INCOME/(LOSS) FROM INVESTMENT OPERATIONS:                                        
Net investment income(a)     1.46       0.62       0.56       0.65       0.73  
Net realized and unrealized gain/(loss)     (0.21 )     7.90       3.08       2.81       (0.26 )
Total from investment operations     1.25       8.52       3.64       3.46       0.47  
                                         
DISTRIBUTIONS:                                        
From net investment income     (1.41 )     (0.63 )     (0.59 )     (0.67 )     (0.67 )
Total distributions     (1.41 )     (0.63 )     (0.59 )     (0.67 )     (0.67 )
                                         
NET INCREASE/(DECREASE) IN NET ASSET VALUE     (0.16 )     7.89       3.05       2.79       (0.20 )
NET ASSET VALUE, END OF PERIOD   $ 44.76     $ 44.92     $ 37.03     $ 33.98     $ 31.19  
TOTAL RETURN(b)     2.86 %     23.13 %     10.92 %     11.29 %     1.45 %
                                         
RATIOS/SUPPLEMENTAL DATA:                                        
Net assets, end of period (000s)   $ 92,881     $ 132,524     $ 133,294     $ 130,828     $ 151,293  
Ratio of expenses to average net assets     0.52 %     0.52 %     0.52 %     0.52 %     0.52 %
Ratio of net investment income to average net assets     3.23 %     1.47 %     1.68 %     2.05 %     2.27 %
Portfolio turnover rate(c)     104 %     0 %     75 %     64 %     96 %

 

(a) Based on average shares outstanding during the period.
(b) Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period and the redemption at the net asset value on the last day of the period and assuming all distributions are reinvested at the actual reinvestment prices. Total return calculated for a period of less than one year is not annualized.
(c) Portfolio turnover for periods less than one year are not annualized and does not include securities received or delivered from processing creations or redemptions in-kind.

 

See Notes to Financial Statements.

 

 

30 | November 30, 2022

 

   

 

RiverFront Dynamic US Flex-Cap ETF
Financial Highlights For a Share Outstanding Throughout the Periods Presented

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021     For the Year Ended November 30, 2020     For the Year Ended November 30, 2019     For the Year Ended November 30, 2018  
NET ASSET VALUE, BEGINNING OF PERIOD   $ 45.99     $ 37.58     $ 34.70     $ 32.79     $ 32.46  
                                         
INCOME/(LOSS) FROM INVESTMENT OPERATIONS:                                        
Net investment income(a)     0.48       0.42       0.45       0.48       0.44  
Net realized and unrealized gain/(loss)     (3.23 )     8.43       2.87 (b)     1.93       0.27 (b)
Total from investment operations     (2.75 )     8.85       3.32       2.41       0.71  
                                         
DISTRIBUTIONS:                                        
From net investment income     (0.57 )     (0.44 )     (0.44 )     (0.50 )     (0.38 )
Tax return of capital     (0.01 )                        
Total distributions     (0.58 )     (0.44 )     (0.44 )     (0.50 )     (0.38 )
                                         
NET INCREASE/(DECREASE) IN NET ASSET VALUE     (3.33 )     8.41       2.88       1.91       0.33  
NET ASSET VALUE, END OF PERIOD   $ 42.66     $ 45.99     $ 37.58     $ 34.70     $ 32.79  
TOTAL RETURN(c)     (5.98 )%     23.65 %     9.75 %     7.49 %     2.16 %
                                         
RATIOS/SUPPLEMENTAL DATA:                                        
Net assets, end of period (000s)   $ 28,799     $ 51,735     $ 71,400     $ 126,662     $ 152,464  
Ratio of expenses to average net assets     0.52 %     0.52 %     0.52 %     0.52 %     0.52 %
Ratio of net investment income to average net assets     1.10 %     0.97 %     1.34 %     1.46 %     1.30 %
Portfolio turnover rate(d)     113 %     5 %     99 %     98 %     152 %

 

(a) Based on average shares outstanding during the period.
(b) Net realized and unrealized gain on investments per share does not correlate to the aggregate of the net realized and unrealized gain/(loss) in the Statements of Operations for the period(s) presented, primarily due to the timing of the sales and repurchases of the Fund's shares in relation to the fluctuating market values for the Fund's portfolio.
(c) Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period and the redemption at the net asset value on the last day of the period and assuming all distributions are reinvested at the actual reinvestment prices. Total return calculated for a period of less than one year is not annualized.
(d) Portfolio turnover for periods less than one year are not annualized and does not include securities received or delivered from processing creations or redemptions in-kind.

 

See Notes to Financial Statements.

 

31 | November 30, 2022

   

 

 

RiverFront Strategic Income Fund
Financial Highlights For a Share Outstanding Throughout the Periods Presented

 

    For the Year Ended November 30, 2022     For the Year Ended November 30, 2021     For the Year Ended November 30, 2020     For the Year Ended November 30, 2019     For the Year Ended November 30, 2018  
NET ASSET VALUE, BEGINNING OF PERIOD   $ 24.53     $ 24.79     $ 24.69     $ 24.27     $ 25.21  
                                         
INCOME/(LOSS) FROM INVESTMENT OPERATIONS:                                        
Net investment income(a)     0.55       0.55       0.81       0.94       1.06  
Net realized and unrealized gain/(loss)     (1.82 )     (0.18 )     0.13 (b)     0.48       (0.92 )
Total from investment operations     (1.27 )     0.37       0.94       1.42       0.14  
                                         
DISTRIBUTIONS:                                        
From net investment income     (0.61 )     (0.63 )     (0.84 )     (1.00 )     (1.08 )
Total distributions     (0.61 )     (0.63 )     (0.84 )     (1.00 )     (1.08 )
                                         
                                         
NET INCREASE/(DECREASE) IN NET ASSET VALUE     (1.88 )     (0.26 )     0.10       0.42       (0.94 )
NET ASSET VALUE, END OF PERIOD   $ 22.65     $ 24.53     $ 24.79     $ 24.69     $ 24.27  
TOTAL RETURN(c)     (5.20 )%     1.52 %     3.95 %     5.96 %     0.57 %
                                         
RATIOS/SUPPLEMENTAL DATA:                                        
Net assets, end of period (000s)   $ 104,759     $ 142,893     $ 118,984     $ 167,889     $ 152,880  
                                         
Ratio of expenses excluding waiver/reimbursement to average net assets     0.46 %     0.46 %     0.46 %     0.46 %     0.46 %
Ratio of expenses including waiver/reimbursement to average net assets     0.46 %     0.46 %     0.46 %     0.46 %     0.17 %(d)
Ratio of net investment income including expenses waiver/reimbursement to average net assets     2.35 %     2.23 %     3.32 %     3.83 %     4.31 %
Portfolio turnover rate(e)     24 %     50 %     54 %     44 %     35 %

 

(a) Based on average shares outstanding during the period.
(b) Net realized and unrealized gain on investments per share does not correlate to the aggregate of the net realized and unrealized gain/(loss) in the Statements of Operations for the period(s) presented, primarily due to the timing of the sales and repurchases of the Fund's shares in relation to the fluctuating market values for the Fund's portfolio.
(c) Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period and the redemption at the net asset value on the last day of the period and assuming all distributions are reinvested at the actual reinvestment prices. Total return calculated for a period of less than one year is not annualized.
(d) Effective November 1, 2018, the Fund’s management fee consists of a fee of 0.11% paid to the Fund’s investment adviser and a fee of 0.35% paid to the Fund’s sub-adviser. The Fund’s sub-adviser ceased its voluntary waiver effective November 1, 2018.
(e) Portfolio turnover for periods less than one year are not annualized and does not include securities received or delivered from processing creations or redemptions in-kind.

 

See Notes to Financial Statements.

 

32 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

1.   ORGANIZATION

 

 

ALPS ETF Trust (the “Trust”), a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). As of November 30, 2022, the Trust consisted of twenty-three separate portfolios. Each portfolio represents a separate series of the Trust. This report pertains solely to the RiverFront Dynamic Core Income ETF, the RiverFront Dynamic US Dividend Advantage ETF, the RiverFront Dynamic US Flex-Cap ETF, and the RiverFront Strategic Income Fund (each a “Fund” and collectively, the “Funds”).

 

The investment objective of the RiverFront Dynamic Core Income ETF Fund is to seek total return, with an emphasis on income as the source of that total return. The investment objective of the RiverFront Dynamic US Dividend Advantage ETF Fund is to seek to provide capital appreciation and dividend income. The investment objective of the RiverFront Dynamic US Flex-Cap ETF Fund is to seek to provide capital appreciation. The investment objective of the RiverFront Strategic Income Fund is to seek total return, with an emphasis on income as the source of that total return. Each Fund has elected to qualify as a diversified series of the Trust under the 1940 Act

 

Each Fund’s Shares (“Shares”) are listed on the NYSE Arca, Inc. (the “NYSE Arca”). Each Fund issues and redeems Shares, at net asset value (“NAV”) in blocks of 25,000 Shares, each of which is called a “Creation Unit”. Creation Units are issued and redeemed principally in-kind for securities and/or cash. Except when aggregated in Creation Units, Shares are not redeemable securities of a Fund.

 

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

 

2.  SIGNIFICANT ACCOUNTING POLICIES

 

 

The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of the financial statements. The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. Each Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946.

 

A. Portfolio Valuation

Each Fund’s NAV is determined daily, as of the close of regular trading on the New York Stock Exchange (the “NYSE”), normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading. The NAV is computed by dividing the value of all assets of each Fund (including accrued interest and dividends), less all liabilities (including accrued expenses and dividends declared but unpaid), by the total number of shares outstanding.

 

Portfolio securities listed on any exchange other than the NASDAQ Stock Market LLC (“NASDAQ”) are valued at the last sale price on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the most recent bid and ask prices on such day. Securities traded on the NASDAQ are valued at the NASDAQ Official Closing Price as determined by NASDAQ. Portfolio securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is being determined at the close of the exchange representing the principal market for such securities. Portfolio securities traded in the over-the-counter market, but excluding securities traded on the NASDAQ, are valued at the last quoted sale price in such market.

 

Corporate bonds and United States government bonds are typically valued at the mean between the evaluated bid and ask prices formulated by an independent pricing service.

 

Each Fund’s investments are valued at market value or, in the absence of market value with respect to any portfolio securities, at fair value according to procedures adopted by the Trust’s Board of Trustees (the “Board”). Pursuant to Rule 2a-5 under the 1940 Act, the Board designated ALPS Advisors, Inc. (the "Adviser") as the valuation designee ("Valuation Designee") for each Fund to perform the fair value determinations relating to Fund investments. The Adviser may carry out its designated responsibilities as Valuation Designee through various teams and committees. When market quotations are not readily available or when events occur that make established valuation methods unreliable, securities of the Funds may be valued in good faith by the Valuation Designee. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; a security whose market price is not available from a pre-established primary pricing source or the pricing source is not willing to provide a price; a security with respect to which an event has occurred that is most likely to materially affect the value of the security after the market has closed but before the calculation of a Fund’s NAV or make it difficult or impossible to obtain a reliable market quotation; or a security whose price, as provided by the pricing service, does not reflect the security’s “fair value” due to the security being de-listed from a national exchange or the security’s primary trading market is temporarily closed at a time when, under normal conditions, it would be open. As a general principle, the current “fair value” of a security would be the amount which the owner might reasonably expect to receive from the sale on the applicable exchange or principal market. A variety of factors may be considered in determining the fair value of such securities.

 

33 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

B. Fair Value Measurements

Each Fund discloses the classification of its fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

 

Valuation techniques used to value the Funds’ investments by major category are as follows:

 

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the mean of the most recent quoted bid and ask prices on such day and are generally categorized as Level 2 in the hierarchy. Investments in open-end mutual funds are valued at their closing NAV each business day and are categorized as Level 1 in the hierarchy.

 

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For corporate bonds, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. The RiverFront Dynamic Core Income ETF and the RiverFront Strategic Income Fund may invest a significant portion of their assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions.

 

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy.

 

Various inputs are used in determining the value of each Fund’s investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments.

 

These inputs are categorized in the following hierarchy under applicable financial accounting standards:

 

Level 1 – Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date;
   
Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
   
Level 3 – Significant unobservable prices or inputs (including the Fund’s own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

 

34 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

The following is a summary of the inputs used to value the Funds’ investments as of November 30, 2022:

 

RiverFront Dynamic Core Income ETF

 

Investments in Securities at Value   Level 1 - Quoted and Unadjusted Prices     Level 2 - Other Significant Observable Inputs     Level 3 - Significant Unobservable Inputs     Total  
Corporate Bonds*   $     $ 29,522,293     $     $ 29,522,293  
Government Bonds           9,873,648             9,873,648  
Short Term Investments     3,677,839                   3,677,839  
Total   $ 3,677,839     $ 39,395,941     $     $ 43,073,780  

 

RiverFront Dynamic US Dividend Advantage ETF

 

Investments in Securities at Value   Level 1 - Quoted and Unadjusted Prices     Level 2 - Other Significant Observable Inputs     Level 3 - Significant Unobservable Inputs     Total  
Common Stocks*   $ 92,657,653     $     $     $ 92,657,653  
Short Term Investments     1,153,845                   1,153,845  
Total   $ 93,811,498     $     $     $ 93,811,498  

 

RiverFront Dynamic US Flex-Cap ETF

 

Investments in Securities at Value   Level 1 - Quoted and Unadjusted Prices     Level 2 - Other Significant Observable Inputs     Level 3 - Significant Unobservable Inputs     Total  
Common Stocks*   $ 28,754,917     $     $     $ 28,754,917  
Short Term Investments     294,546                   294,546  
Total   $ 29,049,463     $     $     $ 29,049,463  

 

RiverFront Strategic Income Fund

 

                   
Investments in Securities at Value   Level 1 - Quoted and Unadjusted Prices     Level 2 - Other Significant Observable Inputs     Level 3 - Significant Unobservable Inputs     Total  
Corporate Bonds*   $     $ 80,248,030     $     $ 80,248,030  
Government Bonds           17,284,775             17,284,775  
Short Term Investments     6,170,456                   6,170,456  
Total   $ 6,170,456     $ 97,532,805     $     $ 103,703,261  

 

* For a detailed sector breakdown, see the accompanying Schedule of Investments.

 

The Funds did not have any securities that used significant unobservable inputs (Level 3) in determining fair value and there were no transfers into or out of Level 3 during the year ended November 30, 2022.

 

C. Securities Transactions and Investment Income

Securities transactions are recorded as of the trade date. Realized gains and losses from securities transactions are recorded on the specific identification in accordance with GAAP. Dividend income and capital gains distributions, if any, are recorded on the ex-dividend date. Interest income, if any, is recorded on the accrual basis, including amortization of premiums and accretion of discounts.

 

D. Dividends and Distributions to Shareholders

Dividends from net investment income for each Fund, if any, are declared and paid monthly or as the Board may determine from time to time. Distributions of net realized capital gains earned by the Funds, if any, are distributed at least annually.

 

35 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

E. Federal Tax and Tax Basis Information

The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. GAAP. Reclassifications are made to the Funds’ capital accounts for permanent tax differences to reflect income and gains available for distribution (or available capital loss carryforwards) under income tax regulations.

 

For the year ended November 30, 2022, the following reclassifications, which had no impact on results of operations or net assets, were recorded to reflect permanent tax differences resulting primarily from in-kind transactions:

 

Fund   Paid-in Capital     Total Distributable Earnings/(Accumulated Losses)  
RiverFront Dynamic Core Income ETF   $ (3,424,267 )   $ 3,424,267  
RiverFront Dynamic US Dividend Advantage ETF     24,004,192       (24,004,192 )
RiverFront Dynamic US Flex-Cap ETF     8,537,767       (8,537,767 )
RiverFront Strategic Income Fund     (2,595,715 )     2,595,715  

 

The tax character of the distributions paid during the fiscal years ended November 30, 2022 and November 30, 2021 was as follows:

 

Fund   Ordinary Income     Long-Term Capital Gain     Return of Capital  
November 30, 2022                  
RiverFront Dynamic Core Income ETF   $ 1,672,309     $ 1,710,559     $  
RiverFront Dynamic US Dividend Advantage ETF     3,342,217              
RiverFront Dynamic US Flex-Cap ETF     438,679             8,648  
RiverFront Strategic Income Fund     3,248,534              

 

Fund   Ordinary Income     Long-Term Capital Gain     Return of Capital  
November 30, 2021                  
RiverFront Dynamic Core Income ETF   $ 1,962,506     $     $  
RiverFront Dynamic US Dividend Advantage ETF     1,936,954              
RiverFront Dynamic US Flex-Cap ETF     679,274              
RiverFront Strategic Income Fund     3,171,669              

 

The character of distributions made during the year may differ from its ultimate characterization for federal income tax purposes.

 

Under current law, capital losses maintain their character as short-term or long-term and are carried forward to the next tax year without expiration.

 

As of November 30, 2022, the following amounts are available as carry forwards to the next tax year:

 

Fund   Short-Term     Long-Term  
RiverFront Dynamic Core Income ETF   $ 1,548,757     $ 61,907  
RiverFront Dynamic US Dividend Advantage ETF     6,171,196        
RiverFront Dynamic US Flex-Cap ETF     13,271,258       8,624,493  
RiverFront Strategic Income Fund     7,632,679       3,389,052  

 

During the year ended November 30, 2022, the Funds utilized the following capital loss carryovers:

 

Fund      
RiverFront Dynamic Core Income ETF   $  
RiverFront Dynamic US Dividend Advantage ETF     11,032,391  
RiverFront Dynamic US Flex-Cap ETF     2,275,780  
RiverFront Strategic Income Fund      

 

36 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

As of November 30, 2022, the components of distributable earnings/(accumulated losses) on a tax basis for each Fund were as follows:

 

Fund   Undistributed Net Investment Income     Accumulated Net Realized Gain on Investments     Net Unrealized Appreciation on Investments     Total  
RiverFront Dynamic Core Income ETF     5,306     $ (1,610,664 )   $ (3,598,569 )   $ (5,203,927 )
RiverFront Dynamic US Dividend Advantage ETF     17,848       (6,171,196 )     2,722,513       (3,430,835 )
RiverFront Dynamic US Flex-Cap ETF           (21,895,751 )     1,756,887       (20,138,864 )
RiverFront Strategic Income Fund     1,801       (11,021,731 )     (7,300,191 )     (18,320,121 )

 

As of November 30, 2022, the cost of investments for federal income tax purposes and accumulated net unrealized appreciation/(depreciation) on investments were as follows:

 

Fund   RiverFront Dynamic Core Income ETF     RiverFront Dynamic US Dividend Advantage ETF     RiverFront Dynamic US Flex- Cap ETF     RiverFront Strategic Income Fund  
Gross appreciation (excess of value over tax cost)   $ 105,061     $ 9,306,674     $ 4,260,950     $ (195,572 )
Gross depreciation (excess of tax cost over value)     (3,703,630 )     (6,584,161 )     (2,504,063 )     (7,104,619 )
Net unrealized appreciation/(depreciation)     (3,598,569 )     2,722,513       1,756,887       (7,300,191 )
Cost of investments for income tax purposes   $ 46,672,349     $ 91,088,985     $ 27,292,576     $ 111,003,452  

 

The differences between book-basis and tax-basis are primarily due to the deferral of losses from wash sales and difference between premium amortization due to Accounting Standards Update 2017-08 and adjustments from partnership basis.

 

F. Income Taxes

 

No provision for income taxes is included in the accompanying financial statements, as each Fund intends to distribute to shareholders all taxable investment income and realized gains and otherwise comply with Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Each Fund evaluates tax positions taken (or expected to be taken) in the course of preparing the Funds’ 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.

 

As of and during the year ended November 30, 2022, each Fund did not have a liability for any unrecognized tax benefits. Each Fund files U.S. federal, state, and local tax returns as required. Each Fund’s tax returns are subject to examination by the relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return, but may extend to four years in certain jurisdictions. Each Fund’s tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

 

G. Lending of Portfolio Securities

 

The RiverFront Dynamic US Dividend Advantage ETF and the RiverFront Dynamic US Flex-Cap ETF have entered into a securities lending agreement with State Street Bank & Trust Co. (“SSB”), the Funds’ lending agent. Each Fund may lend its portfolio securities only to borrowers that are approved by SSB. Each Fund will limit such lending to not more than 33 1/3% of the value of its total assets. Each Fund’s securities held at SSB as custodian shall be available to be lent except those securities the Fund or ALPS Advisors, Inc. specifically identifies in writing as not being available for lending. The borrower pledges and maintains with the Fund collateral consisting of cash (U.S. Dollars only), securities issued or guaranteed by the U.S. government or its agencies or instrumentalities, and cash equivalents (including irrevocable bank letters of credit) issued by a person other than the borrower or an affiliate of the borrower. The initial collateral received by each Fund is required to have a value of no less than 102% of the market value of the loaned securities for U.S equity securities and a value of no less than 105% of the market value for non-U.S. equity securities. The collateral is maintained thereafter, at a market value equal to not less than 102% of the current value of the U.S. equity securities on loan and not less than 105% of the current value of the non-U.S. equity securities on loan. The market value of the loaned securities is determined at the close of each business day and any additional required collateral is delivered to each Fund on the next business day. During the term of the loan, each Fund is entitled to all distributions made on or in respect of the loaned securities. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the customary time period for settlement of securities transactions.

 

Any cash collateral received is reinvested in a money market fund managed by SSB as disclosed in the Fund’s Schedule of Investments and is reflected in the Statements of Assets and Liabilities as a payable for collateral upon return of securities loaned. Non-cash collateral, in the form of securities issued or guaranteed by the U.S. government or its agencies or instrumentalities, is not disclosed in the Fund’s Statements of Assets and Liabilities as it is held by the lending agent on behalf of the Fund, and the Fund does not have the ability to re-hypothecate these securities. Income earned by the Fund from securities lending activity is disclosed in the Statement of Operations.

 

37 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

The following is a summary of the Funds' securities lending agreement and related cash and non-cash collateral received as of November 30, 2022:

 

Fund   Market Value of Securities on Loan     Cash Collateral Received     Non-Cash Collateral Received     Total Collateral Received  
RiverFront Dynamic US Dividend Advantage ETF   $ 4,152,810     $ 1,074,218     $ 3,112,750     $ 4,186,968  
RiverFront Dynamic US Flex-Cap ETF     909,227       289,041       613,651       902,692  

 

The risks of securities lending include the risk that the borrower may not provide additional collateral when required or may not return the securities when due. To mitigate these risks, the Funds benefit from a borrower default indemnity provided by SSB. SSB’s indemnity allows for full replacement of securities lent wherein SSB will purchase the unreturned loaned securities on the open market by applying the proceeds of the collateral, or to the extent such proceeds are insufficient or the collateral is unavailable, SSB will purchase the unreturned loan securities at SSB’s expense. However, the Funds could suffer a loss if the value of the investments purchased with cash collateral falls below the value of the cash collateral received. As of November 30, 2022, Riverfront Dynamic Core Income Fund ETF and the Riverfront Strategic Income Fund did not have any securities on loan.

 

The following table reflects a breakdown of transactions accounted for as secured borrowings, the gross obligation by the type of collateral pledged or securities loaned, and the remaining contractual maturity of those transactions as of November 30, 2022:

 

RiverFront Dynamic US Dividend Advantage ETF   Remaining Contractual Maturity of the Agreements  
Securities Lending Transactions   Overnight & Continuous     Up to 30 Days     30-90 Days     Greater than 90 Days     Total  
Common Stocks   $ 1,074,218     $     $     $     $ 1,074,218  
Total Borrowings                                     1,074,218  
Gross amount of recognized liabilities for securities lending (collateral received)                             $ 1,074,218  

 

RiverFront Dynamic US Flex-Cap ETF   Remaining Contractual Maturity of the Agreements  
Securities Lending Transactions   Overnight & Continuous     Up to 30 Days     30-90 Days     Greater than 90 Days     Total  
Common Stocks   $ 289,041     $     $     $     $ 289,041  
Total Borrowings                                     289,041  
Gross amount of recognized liabilities for securities lending (collateral received)                             $ 289,041  

 

3.  INVESTMENT ADVISORY FEE AND OTHER AFFILIATED TRANSACTIONS

 

ALPS Advisors, Inc. serves as the Funds’ investment adviser pursuant to an Investment Advisory Agreement with the Trust on behalf of each Fund (the “Advisory Agreement”). Pursuant to the Advisory Agreement, each Fund pays the Adviser an annual management fee for the services and facilities it provides, payable on a monthly basis as a percentage of the relevant Fund’s average daily net assets as set out below:

 

Fund Advisory Fee
RiverFront Dynamic Core Income ETF 0.51%(a)
RiverFront Dynamic US Dividend Advantage ETF 0.52%(b)
RiverFront Dynamic US Flex-Cap ETF 0.52%(b)
RiverFront Strategic Income Fund 0.11%

 

(a) The unitary advisory fee as a percentage of net assets is subject to the following breakpoints: (i) 0.51% for average net assets up to $600 million, (ii) 0.48% for average net assets equal to or greater than $600 million.
(b) The unitary advisory fee as a percentage of net assets is subject to the following breakpoints: (i) 0.52% for average net assets up to $600 million, (ii) 0.49% for average net assets equal to or greater than $600 million.

 

Out of the unitary management fee, the Adviser pays substantially all expenses of each Fund, including the cost of transfer agency, custody, fund administration, legal, audit, trustees and other services, except for interest expenses, distribution fees or expenses, brokerage expenses, taxes and extraordinary expenses not incurred in the ordinary course of each Fund's business. The Adviser’s unitary management fee is designed to pay substantially all of each Fund's expenses and to compensate the Adviser for providing services for each Fund.

 

ALPS Fund Services, Inc., an affiliate of the Adviser, is the administrator for the Funds.

 

38 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

RiverFront Investment Group, LLC (the “Sub-Adviser”) serves as each Fund’s sub-adviser pursuant to a sub-advisory agreement with the Trust (the ‘‘Sub-Advisory Agreement’’). Pursuant to the Sub-Advisory Agreement, the Adviser pays the Sub-Adviser a sub-advisory fee out of the Adviser’s advisory fee for the services it provides besides RiverFront Strategic Income Fund, in which the Fund directly pays the Sub-Adviser. The fee is payable on a monthly basis at the annual rate of the relevant Fund’s average daily net assets as set out below:

 

Fund Sub-Advisory Fee
RiverFront Dynamic Core Income ETF 0.35%
RiverFront Dynamic US Dividend Advantage ETF 0.35%
RiverFront Dynamic US Flex-Cap ETF 0.35%
RiverFront Strategic Income Fund 0.35%

 

Effective February 16, 2022, each Trustee receives (1) a quarterly retainer of $20,000, (2) a per meeting fee of $10,000, (3) $2,500 for any special meeting held outside of a regularly scheduled board meeting, and (4) reimbursement for all reasonable out-of-pocket expenses relating to attendance at meetings. In addition, the Chairman of the Board receives a quarterly retainer of $5,000, the Chairman of the Audit Committee receives a quarterly retainer of $3,000, and the Chairman of the Nominating & Governance Committee receives a quarterly retainer of $2,000, each in connection with their respective roles. Prior to February 16, 2022, each Trustee received (1) a quarterly retainer of $10,000, (2) a per meeting fee of $5,000, (3) $1,500 for any special meeting held outside of a regularly scheduled board meeting, and (4) reimbursement for all reasonable out-of-pocket expenses relating to attendance at meetings. In addition, the Chairman of the Board and Chairman of the Audit Committee each received a quarterly retainer of $2,000, in connection with their respective roles.

 

4.   PURCHASES AND SALES OF SECURITIES

 

 

For the year ended November 30, 2022, the cost of purchases and proceeds from sales of investment securities, excluding in-kind transactions and short-term investments, were as follows:

 

Fund   Purchases     Sales  
RiverFront Dynamic Core Income ETF   $ 41,714,979     $ 34,068,075  
RiverFront Dynamic US Dividend Advantage ETF     111,744,295       112,246,757  
RiverFront Dynamic US Flex-Cap ETF     39,116,515       39,008,134  
RiverFront Strategic Income Fund     38,193,103       27,401,437  

 

For the year ended November 30, 2022, the cost of U.S. Government security purchases and proceeds from U.S. Government security sales were as follows:

 

Fund   Purchases     Sales  
RiverFront Dynamic Core Income ETF   $ 9,814,483     $ 12,702,749  
RiverFront Strategic Income Fund     23,601,598       9,054,157  

 

For the year ended November 30, 2022, the cost of in-kind purchases and proceeds from in-kind sales were as follows:

 

Fund   Purchases     Sales  
RiverFront Dynamic Core Income ETF   $ 3,825,373     $ 64,850,217  
RiverFront Dynamic US Dividend Advantage ETF     54,302,542       91,491,711  
RiverFront Dynamic US Flex-Cap ETF     15,496,108       35,436,731  
RiverFront Strategic Income Fund     9,687,437       36,708,306  

 

For the year ended November 30, 2022, the in-kind net realized gains/(losses) were as follows:

 

Fund   Net Realized Gain/(Loss)  
RiverFront Dynamic Core Income ETF   $ (3,379,697 )
RiverFront Dynamic US Dividend Advantage ETF     23,881,797  
RiverFront Dynamic US Flex-Cap ETF     8,589,304  
RiverFront Strategic Income Fund     (2,502,238 )

 

Gains on in-kind transactions are not considered taxable for federal income tax purposes and losses on in-kind transactions are also not deductible for tax purposes.

 

39 | November 30, 2022

   

 

RiverFront ETFs  
Notes to Financial Statements November 30, 2022

 

5.   CAPITAL SHARE TRANSACTIONS

 

 

Shares are created and redeemed by each Fund only in Creation Unit size aggregations of 25,000 Shares. Only broker-dealers or large institutional investors with creation and redemption agreements called Authorized Participants (“AP”) are permitted to purchase or redeem Creation Units from each Fund. Such transactions are generally permitted on an in-kind basis, with a balancing cash component to equate the transaction to the NAV per unit of each Fund on the transaction date. Cash may be substituted equivalent to the value of certain securities generally when they are not available in sufficient quantity for delivery, not eligible for trading by the AP or as a result of other market circumstances.

 

6.   RELATED PARTY TRANSACTIONS

 

 

The Riverfront Dynamic US Dividend Advantage ETF and the Riverfront Dynamic US Flex-Cap ETF engaged in cross trades between other funds in the Trust during the year ended November 30, 2022 pursuant to Rule 17a-7 under the 1940 Act. Cross trading is the buying or selling of portfolio securities between funds to which the Adviser serves as the investment adviser. The Board previously adopted procedures that apply to transactions between the Funds of the Trust pursuant to Rule 17a-7. These transactions related to cross trades during the period complied with the requirements set forth by Rule 17a- 7 and the Trust’s procedures. Transactions related to cross trades during the year ended November 30, 2022, were as follows:

 

Fund   Purchase Cost Paid     Sale Proceeds Received     Realized Gain/(Loss)on Sales  
RiverFront Dynamic US Dividend Advantage ETF   $     $ 1,092,313     $ 47,817  
RiverFront Dynamic US Flex-Cap ETF     1,092,313              

 

7.   MARKET RISK

 

 

The Funds are subject to investment and operational risks associated with financial, economic and other global market developments and disruptions, including the recent spread of an infectious respiratory illness caused by a novel strain of coronavirus (known as COVID-19), which can negatively impact the securities markets and cause each Fund to lose value. Securities in the Fund’s portfolio may underperform in comparison to securities in general financial markets, a particular financial market or other asset classes due to a number of factors, including inflation (or expectations for inflation), deflation (or expectations for deflation), interest rates, global demand for particular products or resources, market instability, debt crises and downgrades, embargoes, tariffs, sanctions and other trade barriers, regulatory events, other governmental trade or market control programs and related geopolitical events. In addition, the value of the Fund’s investments may be negatively affected by the occurrence of global events such as war, terrorism, environmental disasters, natural disasters or events, country instability, and infectious disease epidemics or pandemics.

 

The spread of COVID-19 has caused volatility, severe market dislocations and liquidity constraints in many markets, including markets for the securities each Fund holds, and may adversely affect each Fund’s investments and operations. The transmission of COVID-19 and efforts to contain its spread have resulted in travel restrictions and disruptions, closed international borders, enhanced health screenings at ports of entry and elsewhere, disruption of and delays in healthcare service preparation and delivery, quarantines, event and service cancellations or interruptions, disruptions to business operations and supply chains, and a reduction in consumer and business spending, as well as general concern and uncertainty that has negatively affected the economy. These disruptions have led to instability in the market place and the jobs market. The impact of COVID-19 could adversely affect the economies of many nations or the entire global economy, the financial well-being and performance of individual issuers, borrowers and sectors and the health of the markets generally in potentially significant and unforeseen ways.

 

The foregoing could lead to a significant economic downturn or recession, increased market volatility, a greater number of market closures, higher default rates and adverse effects on the values and liquidity of each Fund’s securities or other assets. Such impacts may adversely affect the performance of the Funds.

 

8.  SUBSEQUENT EVENTS

 

 

Subsequent events, if any, after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that there were no subsequent events to report through the issuance of these financial statements.

 

40 | November 30, 2022

   

 

RiverFront ETFs  
Additional Information November 30, 2022 (Unaudited)

 

PROXY VOTING RECORDS, POLICIES AND PROCEDURES

 

 

Information regarding how each Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 and a description of the Funds’ proxy voting policies and procedures used in determining how to vote for proxies are available without charge on the SEC’s website at www.sec.gov and upon request, by calling (toll-free) 1-866-759-5679.

 

PORTFOLIO HOLDINGS

 

 

The Fund files a complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT within 60 days after the end of the period. Copies of the Fund’s Form N-PORT are available without a charge, upon request, by contacting the Fund at 1-866-759-5679 and on the SEC’s website at https://www.sec.gov.

 

TAX INFORMATION

 

 

The Funds designate the following as a percentage of taxable ordinary income distributions, or up to the maximum amount allowable, for the calendar year ended December 31, 2021:

 

  Qualified Dividend Income Dividend Received Deduction
RiverFront Dynamic Core Income ETF 0.00% 0.00%
RiverFront Dynamic US Dividend Advantage ETF 100.00% 97.31%
RiverFront Dynamic US Flex-Cap ETF 100.00% 100.00%
RiverFront Strategic Income Fund 0.00% 0.00%

 

In early 2022, if applicable, shareholders of record received this information for the distributions paid to them by the Funds during the calendar year 2021 via Form 1099. The Funds will notify shareholders in early 2023 of amounts paid to them by the Funds, if any, during the calendar year 2022.

 

41 | November 30, 2022

   

 

RiverFront ETFs  
Board Considerations Regarding Approval of Investment Advisory Agreement and Investment Sub-Advisory Agreements November 30, 2022 (Unaudited)

 

At a meeting held on June 21, 2022 via electronic means (video-conference), the Board of Trustees of the Trust (the “Board” or the “Trustees”), including the Trustees who are not “interested persons” of the Trust within the meaning of the Investment Company Act of 1940, as amended (the “Independent Trustees”), evaluated a proposal to approve the continuance of (i) the Investment Advisory Agreement between the Trust and ALPS Advisors, Inc. (the “Adviser” or “AAI”) with respect to the RiverFront Strategic Income Fund (“RIGS”), RiverFront Dynamic Core Income ETF (“RFCI”), RiverFront Dynamic US Dividend Advantage ETF (“RFDA”) and RiverFront Dynamic US Flex-Cap ETF (“RFFC”) (each “a Fund” and collectively the “Funds”) and (ii) the Investment Sub-Advisory Agreements between the Trust or RiverFront Investment Group, LLC (the “Sub-Adviser” or “RiverFront”) with respect to the Funds (the “RiverFront Sub-Advisory Agreements”). The Independent Trustees also met separately to consider the Investment Advisory Agreement and Investment Sub-Advisory Agreements.

 

In evaluating the Investment Advisory Agreement with respect to each Fund, the Board, including the Independent Trustees, considered various factors, including (i)the nature, extent and quality of the services provided by AAI with respect to the applicable Fund under the Investment Advisory Agreement; (ii) the advisory fees and other expenses paid by the Fund compared to those of similar funds managed by other investment advisers; (iii) the costs of the services provided to the Fund by AAI and the profits realized by AAI and its affiliates from its relationship to the Fund; (iv) the extent to which economies of scale have been or would be realized if and as the assets of the Fund grow and whether fees reflect the economies of scale for the benefit of shareholders; and (v) any additional benefits and other considerations.

 

With respect to the nature, extent and quality of the services provided by AAI under the Investment Advisory Agreement, the Board considered and reviewed information concerning the services provided under the Investment Advisory Agreements, financial information regarding AAI and its parent company, information describing AAI’s current organization and the background and experience of the persons responsible for the day-to-day management of the Funds.

 

The Board reviewed information on the performance of each Fund and its applicable benchmark, and with respect to each Fund, the FUSE performance group. Based on this review, the Board, including the Independent Trustees, found that the nature and extent of services provided to each Fund under the Investment Advisory Agreement was appropriate and that the quality was satisfactory.

 

The Board noted that the advisory fees for each Fund were unitary fees pursuant to which AAI assumes all expenses of the Funds (including the cost of transfer agency, custody, fund administration, legal, audit and other services) other than the payments under the Advisory Agreement, brokerage expenses, taxes, interest, litigation expenses and other extraordinary expenses.

 

With respect to advisory fee rates, the Board, including the Independent Trustees, noted the following:

 

The gross management fee rate for RFCI is higher than the median of its FUSE expense group. RFCI’s net expense ratio is slightly above the median of its respective FUSE expense group.

 

The gross management fee rate of each of RIGS, RFFC and RFDA is lower than the median of their respective FUSE expense groups. These Funds’ respective net expense ratios are also below the median of their respective FUSE expense groups.

 

Based on the foregoing, and the other information available to them, the Board, including the Independent Trustees, concluded that the advisory fee rate for each of the Funds were reasonable under the circumstances and in light of the quality of the services provided.

 

The Board, including the Independent Trustees, considered other benefits available to AAI because of its relationship with the Funds and concluded that the advisory fees were reasonable taking into account any such benefits.

 

The Board, including the Independent Trustees, also considered with respect to each Fund the information provided by AAI about the costs and profitability of AAI with respect to each of the Funds, including the asset levels and other factors that influence the profitability and financial viability of the Funds. The Board, including the Independent Trustees, reviewed and noted the relatively small sizes of the Funds and concluded that AAI was not realizing any economies of scale. The Independent Trustees determined that AAI should continue to keep the Board informed on an ongoing basis of any significant developments (e.g., material increases in asset levels) so as to facilitate the Independent Trustees’ evaluation of whether further economies of scale have been achieved.

 

In voting to renew the Investment Advisory Agreement, the Board, including the Independent Trustees, concluded that the terms of the Investment Advisory Agreement are reasonable and fair in light of the services to be performed, the fees paid by certain other funds, expenses to be incurred and such other matters as the members of the Board, including the Independent Trustees, considered relevant in the exercise of their reasonable business judgment. The Independent Trustees did not identify any single factor or group of factors as all important or controlling and considered all factors together.

 

42 | November 30, 2022

   

 

RiverFront ETFs  
Board Considerations Regarding Approval of Investment Advisory Agreement and Investment Sub-Advisory Agreements November 30, 2022 (Unaudited)

 

RiverFront Sub-Advisory Agreements

The Board, including the Independent Trustees, discussed the RiverFront Sub-Advisory Agreements.

 

In evaluating the RiverFront Sub-Advisory Agreements, the Board, including the Independent Trustees, considered various factors, including (i) the nature, extent and quality of the services provided by RiverFront with respect to the Funds under the RiverFront Sub-Advisory Agreements; (ii) the advisory fees and other expenses paid by the Funds compared to those of similar funds managed by other investment advisers; (iii) the profitability to RiverFront of its sub-advisory relationship with the Funds and the reasonableness of compensation to RiverFront; (iv) the extent to which economies of scale would be realized if, and as, the Funds’ assets increase, and whether the fee level in the RiverFront Sub-Advisory Agreements reflects these economies of scale; and (v) any additional benefits and other considerations.

 

With respect to the nature, extent and quality of the services provided by RiverFront under the RiverFront Sub-Advisory Agreements, the Board, including the Independent Trustees, considered and reviewed information concerning the services provided under the RiverFront Sub-Advisory Agreements, the Funds’ respective performance, financial information regarding RiverFront, information describing RiverFront’s current organization and the background and experience of the persons responsible for the day-to-day management of the Funds. Based upon their review, the Board, including the Independent Trustees, concluded that RiverFront was qualified to oversee the portfolio management of the Funds and that the services provided by RiverFront to the Funds are satisfactory. The Board, including the Independent Trustees, considered that the contractual sub-advisory fee to be paid to RiverFront from RIGS was 0.35% of RIGS’ average daily net assets out of a total management fee of 0.46% of RIGS’ average daily net assets. The Board, including the Independent Trustees, considered that the contractual sub-advisory fee to be paid to RiverFront with respect to each of RFCI, RFDA and RFFC was 0.35% of each Fund’s average daily net assets out of a total management fee of 0.51% with respect to RFCI’s average daily net assets, and 0.52% with respect to each of RFDA’s and RFFC’s average daily net assets, respectively. Based on the consideration of all factors deemed relevant by them, the Board, including the Independent Trustees, concluded that the sub-advisory fees received by RiverFront under the RiverFront Sub-Advisory Agreements were reasonable under the circumstances and in light of the quality of services provided.

 

With respect to the costs of services provided and profits realized by RiverFront, the Board, including the Independent Trustees, considered the resources involved in managing the Funds. Based on their review of the profitability of each of the Funds to RiverFront, the Board, including the Independent Trustees, concluded that the profitability of each Fund to RiverFront was not unreasonable.

 

The Board, including the Independent Trustees, also considered other benefits that have been and may be realized by RiverFront from its relationships with each Fund and concluded that the sub-advisory fees with respect to each Fund were reasonable taking into account such benefits.

 

The Board, including the Independent Trustees, noted that RIGS had increased in assets over the prior year. The Board, including the Independent Trustees, considered the extent to which economies of scale may be realized if RIGS’ assets continue to grow in size and whether fee levels reflect a reasonable sharing of such economies of scale for the benefit of the Fund’s investors. They also noted that RIGS has experienced fluctuations in assets, which makes it difficult to quantify the potential variability in net assets and thus determine the sustainability of any potential economies of scale which may exist. The Board, including the Independent Trustees, also noted that RFCI and RFDA are only beginning to reach scale in terms of assets and that RFFC had a significant decline in assets over the prior year. The Independent Trustees determined that AAI should continue to keep the Board informed on an ongoing basis of any significant developments (e.g., material increases in asset levels) so as to facilitate the Independent Trustees’ evaluation of whether further economies of scale have been achieved with respect to each Fund.

 

In voting to approve each of the RiverFront Sub-Advisory Agreements, the Board, including the Independent Trustees, concluded that the terms of each RiverFront Sub-Advisory Agreement are reasonable and fair in light of the services performed, expenses incurred and such other matters as the Board, including the Independent Trustees, considered relevant in the exercise of their reasonable business judgment. The Independent Trustees did not identify any single factor or group of factors as all important or controlling and considered all factors together.

 

43 | November 30, 2022

   

 

RiverFront ETFs  
Trustees & Officers November 30, 2022 (Unaudited)

 

The general supervision of the duties performed by the Adviser for the Fund under the Investment Advisory Agreement is the responsibility of the Board of Trustees. The Trust currently has four Trustees, each of whom have no affiliation or business connection with the Adviser or any of its affiliated persons and do not own any stock or other securities issued by the Adviser. These are the “non-interested” or “independent” Trustees (“Independent Trustees”).

 

The Independent Trustees of the Trust, their term of office and length of time served, their principal business occupations during the past five years, the number of portfolios in the Fund Complex overseen by each Independent Trustee, and other directorships, if any, held by the Trustee are shown below.

 

INDEPENDENT TRUSTEES        
Name, Address & Year of Birth* Position(s) Held with Trust Term of Office and Length of Time Served** Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen by Trustees*** Other Directorships Held by Trustees

Mary K. Anstine,

1940

Trustee

Since

March 2008

Ms. Anstine is Trustee/Director of AV Hunter Trust and Colorado Uplift Board. 38 Ms. Anstine is a Trustee of ALPS Variable Investment Trust (7 funds); Financial Investors Trust (29 funds); and Reaves Utility Income Fund.

Jeremy W. Deems,

1976

Trustee

Since

March 2008

Mr. Deems is the Co-Founder and Chief Financial Officer of Green Alpha Advisors, LLC, a registered investment advisor, and Co-Portfolio Manager of the Shelton Green Alpha Fund. 38 Mr. Deems is a Trustee of ALPS Variable Investment Trust (7 funds); Financial Investors Trust (29 funds); and Reaves Utility Income Fund; and Clough Funds Trust (1 fund).

Rick A. Pederson,

1952

Trustee

Since

March 2008

Mr. Pederson is Partner, Bow River Capital Partners (private equity management), 2003 - present; Board Member, Prosci Inc. (private business services) 2013-2016; Advisory Board Member, Citywide Banks (Colorado community bank) 2014-2017; Board Member, Strong-Bridge Consulting, 2015-2019; Board Member, IRI/ODMS Holdings LLC, 2017 - 2019; Director, National Western Stock Show (not for profit) 2010 - present; Director, History Colorado (not for profit) 2015- present; Director, Citywide Bank Advisory Board 2017-present; Trustee, Boettcher Foundation, 2018 -present.

24 Mr. Pederson is Trustee of Segall Bryant & Hamill Trust (14 funds), Principal Real Estate Income Fund (1 fund).

 

* The business address of the Trustee is c/o ALPS Advisors, Inc., 1290 Broadway, Suite 1000, Denver, Colorado 80203.
** This is the period for which the Trustee began serving the Trust. Each Trustee serves an indefinite term, until his or her successor is elected.
*** The Fund Complex includes all series of the Trust and any other investment companies for which ALPS Advisors, Inc. provides investment advisory services.

 

44 | November 30, 2022

   

 

 

RiverFront ETFs  
Trustees & Officers November 30, 2022 (Unaudited)

 

Name, Address & Year of Birth* Position(s) Held with Trust Term of Office and Length of Time Served** Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen by Trustees*** Other Directorships Held by Trustees

Edmund J. Burke,

1961

Trustee

Since

December 2017

Mr. Burke joined ALPS in 1991 and served as the President and Director of ALPS Holdings, Inc., and ALPS Advisors, Inc., and Director of ALPS Distributors, Inc., ALPS Fund Services, Inc. (“ALPS”), and ALPS Portfolio Solutions Distributor, Inc. (collectively, the “ALPS Companies”). Mr. Burke retired from the ALPS Companies in June 2019. Mr. Burke is currently a partner at ETF Action, a webbased system that provides data and analytics to registered investment advisers, (since 2020) and a Director of Alliance Bioenergy Plus, Inc., a technology company focused on emerging technologies in the renewable energy, biofuels, and bioplastics technology sectors (since 2020). 33 Mr. Burke is a Trustee of Clough Global Dividend and Income Fund (1 fund); Clough Global Equity Fund (1 fund); Clough Global Opportunities Fund (1 fund); Clough Funds Trust (1 fund); Liberty All-Star Equity Fund (1 fund); Director of the Liberty All-Star Growth Fund, Inc. (1 fund) and Financial Investors Trust (29 funds).

 

* The business address of the Trustee is c/o ALPS Advisors, Inc., 1290 Broadway, Suite 1000, Denver, Colorado 80203.
** This is the period for which the Trustee began serving the Trust. Each Trustee serves an indefinite term, until his or her successor is elected.
*** The Fund Complex includes all series of the Trust and any other investment companies for which ALPS Advisors, Inc. provides investment advisory services.

 

45 | November 30, 2022

   

 

RiverFront ETFs  
Trustees & Officers November 30, 2022 (Unaudited)

 

OFFICERS:      
Name, Address and Year of Birth of Officer* Position(s) Held with Trust Length of Time Served** Principal Occupation(s) During Past 5 Years

Laton Spahr,

1975

President Since June 2021 Mr. Spahr joined ALPS in 2019 and currently serves as President and Portfolio Manager of AAI. Prior to his current role, Mr. Spahr was a Senior Vice President and Strategy Leader of the Value & Income Team for Oppenheimer Funds from 2013 to 2019.

Matthew Sutula,

1985

Chief Compliance Officer (“CCO”) Since December 2019 Mr. Sutula joined ALPS in 2012 and currently serves as Chief Compliance Officer of AAI. Prior to his current role, Mr. Sutula served as interim Compliance Officer of the Trust (September 2019 to December 2019). Compliance Manager and Senior Compliance Analyst for AAI, as well as Compliance Analyst for AFS. Prior to joining ALPS, he spent seven years at Morningstar, Inc. in various analyst roles supporting the registered investment company databases. Mr. Sutula is also Chief Compliance Officer of Principal Real Estate Income Fund, ALPS Variable Investment Trust, Liberty All-Star Equity Fund and Liberty All-Star Growth Fund, Inc. From September 2019 to September 2022 he served as Chief Compliance Officer of RiverNorth Opportunities Fund, Inc.

Kathryn Burns,

 1976

Treasurer Since September 2018 Ms. Burns serves as Vice President, Director of Fund Operations of AAI since 2018. From 2013 to 2018, she served as Vice President and Fund Controller at AFS. Prior to joining ALPS, she worked at Old Mutual Capital where she served as Vice President and Chief Compliance Officer (2010 – 2012) and Regulatory Reporting Manager and Assistant Treasurer to the Old Mutual Funds Trusts (2006 – 2012). She also served as a CPA for PricewaterhouseCoopers LLP. Ms. Burns also serves as President of ALPS Variable Investment Trust and Principal Real Estate Income Fund. From June 2019 to September 2022 she served as President of RiverNorth Opportunities Fund, Inc. and from June 2018 to November 2021 she served as Treasurer of Boulder Growth & Income Fund, Inc.

Michael P. Lawlor,

1969

Secretary Since December 2022 Mr. Lawlor joined ALPS in January 2022, and is currently Vice President and Principal Legal Counsel. Prior to joining ALPS, Mr. Lawlor was Lead Fund Counsel at Brighthouse Financial (insurance company) (January 2007-April 2021). Mr. Lawlor also serves as Secretary of Financial Investors Trust and ALPS Variable Investment Trust.

 

* The business address of each Officer is c/o ALPS Advisors, Inc., 1290 Broadway, Suite 1000, Denver, Colorado 80203. Each Officer is deemed an affiliate of the Trust as defined under the 1940 Act.
** This is the period for which the Officer began serving the Trust. Each Officer serves an indefinite term, until his or her successor is elected.

 

The Statement of Additional Information includes additional information about the Funds' Trustees and is available, without charge, upon request by calling (toll-free) 1-866-759-5679.

 

46 | November 30, 2022

   

 

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