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Form N-CSR Eubel Brady & Suttman For: Jul 31

October 4, 2022 9:48 AM EDT

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number 811-22960  

 

Eubel Brady & Suttman Mutual Fund Trust
(Exact name of registrant as specified in charter)

 

225 Pictoria Drive, Suite 450 Cincinnati, Ohio    45246
(Address of principal executive offices) (Zip code)

 

Carol J. Highsmith

 

225 Pictoria Drive, Suite 450   Cincinnati, Ohio    45246
(Name and address of agent for service)

 

Registrant's telephone number, including area code: (513) 587-3400  

 

Date of fiscal year end: July 31  
     
Date of reporting period: July 31, 2022  

 

 

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

 
 

 

Item 1. Reports to Stockholders.

 

(a)

 

 
 
 
 
 
 
 
 
 
 
(EUBEL BRADY AND SUTTMAN LOGO)
 
 
 
 
Eubel Brady & Suttman
Income and Appreciation Fund
Ticker Symbol: EBSZX
 
 
 
Eubel Brady & Suttman
Income Fund
Ticker Symbol: EBSFX
 
 
 
Each a series of the
Eubel Brady & Suttman Mutual Fund Trust
 
 
 
 
 
ANNUAL REPORT
 
July 31, 2022
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST  
LETTER TO OUR SHAREHOLDERS July 31, 2022

 

Dear Shareholders:

 

The normalization of monetary policy seemingly began in the second half of the fiscal year ended July 31, 2022, as the era of ultra-easy money came to an end with the Federal Reserve’s (the “Fed”) increase in short-term interest rates and initial reduction of its balance sheet. After years of working to boost inflation and lower unemployment, reigning in inflation and regaining price stability are now top priorities.

 

This initial phase of transitioning to a higher interest rate environment contributed to increased volatility during the January 1, 2022 to July 31, 2022 period of the fiscal year which created a larger opportunity set for each Fund. Finally, after the ultra-low-rate environment of the last 13 or so years, we are seeing more investment candidates meeting our criteria. Our defensive bias is giving way to optimism.

 

We discuss the year in more detail, review our investment philosophy and results, and share our perspective below. We welcome your questions, comments or both. Feel free to give us a call anytime (800-391-1223).

 

A Review of the 2022 Fiscal Year

 

Fed Policy – During the first half of the Funds’ fiscal year, Fed policy was little changed from recent years. Its proverbial foot remained on the accelerator.

 

However, as inflation continued logging higher highs in the second half of the Funds’ fiscal year, the Fed changed its tone and began to vigorously tighten monetary conditions. Its back-to-back 0.75% rate increases in June 2022 and July 2022 marks the most aggressive tightening sequence since the ‘80s. After many years of doing whatever it takes to support maximum employment, jobs may now have to be sacrificed in the pursuit of lower inflation and price stability.

 

Portfolio Positioning – In the first half of the Funds’ fiscal year we maintained, through our lens, defensive posturing similar to recent years. As yields began to rise and credit spreads (number of basis points a corporate security yields over a Treasury of equal maturity) widened in

early January 2022, the number of non-convertible and convertible securities piquing our interest began to increase. With a greater number of investment opportunities possessing more favorable risk/reward attributes, we extended maturities modestly in the Eubel Brady & Suttman Income Fund (“EBSFX”) and Eubel Brady & Suttman Income and Appreciation Fund (“EBSZX”) to capture higher yields. In EBSZX we increased our convertible exposure, augmenting equity sensitivity.

 

Many investors focused on the media coverage of the inverted yield curve, prospects of a recession and myriad of geopolitical risks during the second half of the Funds’ fiscal year which contributed to elevated selling pressures. We viewed the volatility as an opportunity and separated the noise from the underlying creditworthiness and risk/reward tradeoff of individual securities in the portfolios. Knowing the investments you own and



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why you own them is always important, but especially important when economic uncertainty is elevated, in our view.

 

Investment Philosophy – Managing risks so that investors are being adequately compensated for them is an important element of our bottom-up investment philosophy. Flexibility in portfolio management can support long -term success, in our view. As such, each Fund has latitude with respect to maturity, duration (price sensitivity to a change in interest rates) and credit quality (among other factors) which allows us to invest where we find the most value.

 

Importantly, since we are not managing to a specific maturity or duration target, we can and often do hold bonds to maturity. We believe this provides our Funds an advantage over those which are more constrained and are constantly repositioning their portfolio to stay within a specific mandate.

 

Furthermore, with the Funds’ investor base being comprised of EBS clients, fund flows are considerably more stable than those of funds open to the general public. This, too, can provide the Funds advantages relative to those which may have assets under management fluctuate wildly at the whims of unknown investors’ emotions. For example, when investors exit a fund en masse during a time of panic, it can result in forced selling at an inopportune time. However, this same event can provide investment opportunities for investors with capital available (e.g., the Funds).

 

Each Fund held around 50 securities at fiscal year-end but maintained good diversification, in our view. We are inclined to generally hold fewer rather than more

securities. We believe this allows us to be more selective and provide closer oversight.

 

The composition of the EBS Funds will often be materially different than their benchmarks. You should expect their returns to diverge from the benchmarks – at times significantly. Lastly, neither Fund uses leverage (borrows money) to make investments.

 

Results For Various Periods Ended July 31, 2022 – Since inception (September 30, 2014) through July 31, 2022, the EBS Income and Appreciation Fund (“EBSZX”) posted a total annualized return of 2.87%, while its primary benchmark, the ICE BofA U.S. Yield Alternatives Index, returned 2.92%. On a five-year basis, the Fund returned 2.79% and the benchmark 3.33%. On a three-year basis, the Fund returned 3.17% and the benchmark 2.09%. On a one-year basis, the Fund returned -2.39% and the benchmark returned -14.42%. Lastly, on a six-month basis, the Fund returned -2.77% and the benchmark returned -9.98%.

 

The primary factors contributing to EBSZX’s outperformance, relative to its benchmark, during the six-month, one-year and three-year periods and underperformance in other periods are described below:

 

EBSZX’s convertible and common stock securities contracted less than the benchmark, on average, during the six-month and one-year periods.

 

During the five-year and since-inception periods, the Fund’s less equity sensitive convertible securities and non-convertible instruments contributed to its underperformance relative to its


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more equity sensitive benchmark which benefited to a greater degree from rising equity prices.

 

Although we increased EBSZX’s convertible exposure from 12.0% at the beginning of the fiscal year to 35.5% at the end, it remains well positioned to add additional convertible exposure as opportunities arise.

 

Since inception (September 30, 2014) through July 31, 2022, the EBS Income Fund (“EBSFX”) logged a total annualized return of 1.99%, while its primary benchmark, the ICE BofA U.S. Corporate & Government Master Index was up 1.95%. On a five-year basis, the Fund returned 1.82% and the benchmark 1.41%. On a three-year basis, the Fund returned 1.47% and the benchmark -0.17%. On a one-year basis, the Fund returned -2.40% and the benchmark -10.03%. Lastly, on a six-month basis, the Fund returned -1.89% and the benchmark -6.93%.

 

The primary factors contributing to EBSFX’s outperformance, relative to its benchmark, in all periods are described below:

 

EBSFX outpaced its benchmark, in part, because of its shorter duration. As yields rose, the longer duration and more interest rate sensitive benchmark contracted at a faster rate.

 

Our Perspective – In addition to copious amounts of COVID-induced liquidity in the system, onshoring of jobs, scarcity of labor and limited materials could make tamping down inflation an extended and arduous process.

Although we modestly extended maturities in each Fund during the fiscal year to enhance yield, we remain well-positioned, in our view, to navigate a changing interest rate environment.

 

After many years of ultra-low yields and the excesses such an environment promotes, modestly higher rates should be healthy for the overall economy and once again instill a degree of discipline into capital allocation decisions.

 

Although we increased convertible security exposure notably during the fiscal year, it remains lower than we prefer. Of course, we look forward to capitalizing on additional opportunities as they arise.

 

We appreciate your trust and confidence in our firm.

 

Sincerely,

 

The EBS Research Group



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Important DisclosuresPerformance data quoted in this letter or the report itself represents past performance. Past performance does not guarantee future results. The value of an investor’s shares will fluctuate, and may be worth more or less than the original cost when redeemed. Current performance may be higher or lower than performance quoted herein. Performance data, current to the most recent month end, is available by calling 1-800-391-1223.

 

The information in this “Letter To Our Shareholders” represents the opinion of the author and is not intended to be a forecast or investment advice. This publication does not constitute an offer or solicitation of any transaction in any securities. Information contained in this publication has been obtained from sources believed to be reliable, but has not been independently verified by EBS. Please note that any discussion of fund holdings, fund performance and views expressed are as of July 31, 2022 (except if otherwise stated) and are subject to change without notice.

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EUBEL BRADY & SUTTMAN INCOME AND APPRECIATION FUND
PERFORMANCE INFORMATION
July 31, 2022 (Unaudited)

 

Comparison of the Change in Value of a $10,000 Investment in
Eubel Brady & Suttman Income and Appreciation Fund versus the
ICE BofA U.S. Yield Alternatives Index, the ICE BofA U.S. Total Return Alternatives Index
and the ICE BofA 1-10 Year Corporate Index

 

(LINE GRAPH)

 

Average Annual Total Returns(a)
For the periods ended July 31, 2022
             
  1 Year   5 Years   Since
Inception(b)
 
Eubel Brady & Suttman Income and Appreciation Fund (2.39%)   2.79%   2.87%  
ICE BofA U.S. Yield Alternatives Index* (14.42%)   3.33%   2.92%  
ICE BofA U.S. Total Return Alternatives Index* (16.89%)   10.53%   8.89%  
ICE BofA 1-10 Year Corporate Index* (8.32%)   1.85%   2.37%  

 

(a)Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes dividends or distributions, if any, are reinvested in shares of the Fund.

 

(b)Represents the period from the commencement of operations (September 30, 2014) through July 31, 2022.

 

*The ICE BofA U.S. Yield Alternatives Index tracks the performance of U.S. dollar denominated convertible debt. The ICE BofA U.S. Total Return Alternatives Index tracks the performance of U.S. dollar denominated convertible debt with more equity sensitivity than typically found in the Yield Alternatives Index, on average. The ICE BofA 1-10 Year Corporate Index tracks the performance of U.S. dollar denominated investment grade corporate debt publicly issued in the U.S. domestic market with a remaining term to final maturity less than 10 years. The Fund does not invest solely in securities included in these indices and may invest in other types of securities.

 

The performance in the chart represents past performance. Performance shown above does not reflect the deduction of taxes a shareholder would pay on fund distributions or the redemption of shares. Current performance may be higher or lower than the performance data presented above. Investment return and principal value will fluctuate; shares, when redeemed, may be worth more or less than their original cost. As presented in the Fund’s prospectus dated December 1, 2021, the Fund’s total operating expense ratio was 0.28% of the Fund’s average daily net assets. Each Index is unmanaged and does not reflect the deduction of fees associated with a mutual fund. The Fund’s performance reflects the deduction of these fees. Investors cannot invest directly in an index.

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EUBEL BRADY & SUTTMAN INCOME FUND
PERFORMANCE INFORMATION
July 31, 2022 (Unaudited)

 

Comparison of the Change in Value of a $10,000 Investment in
Eubel Brady & Suttman Income Fund versus
the ICE BofA U.S. Corporate & Government Master Index and
the ICE BofA U.S. Corporate & Government 1-10 Yrs Index

 

(LINE GRAPH)

 

Average Annual Total Returns(a)
For the periods ended July 31, 2022
             
  1 Year   5 Years   Since
Inception(b)
 
Eubel Brady & Suttman Income Fund (2.40%)   1.82%   1.99%  
ICE BofA U.S. Corporate & Government Master Index* (10.03%)   1.41%   1.95%  
ICE BofA U.S. Corporate & Government 1-10 Yrs Index* (6.55%)   1.36%   1.69%  

 

(a)Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes dividends or distributions, if any, are reinvested in shares of the Fund.

 

(b)Represents the period from the commencement of operations (September 30, 2014) through July 31, 2022.

 

*The ICE BofA U.S. Corporate & Government Master Index tracks the performance of U.S. dollar denominated investment grade debt publicly issued in the U.S. domestic market, including U.S. Treasury, U.S. agency, foreign government, supranational and corporate securities. The ICE BofA U.S. Corporate & Government 1-10 Yrs Index tracks the performance of U.S. dollar denominated investment grade debt publicly issued in the U.S. domestic market, including U.S. Treasury, U.S. agency, foreign government, supranational and corporate securities with a remaining term to final maturity less than 10 years. The Fund does not invest solely in securities included in these indices and may invest in other types of securities.

 

The performance in the chart represents past performance. Performance shown above does not reflect the deduction of taxes a shareholder would pay on fund distributions or the redemption of shares. Current performance may be higher or lower than the performance data presented above. Investment return and principal value will fluctuate; shares, when redeemed, may be worth more or less than their original cost. As presented in the Fund’s prospectus dated December 1, 2021, the Fund’s total operating expense ratio was 0.23% of the Fund’s average daily net assets. Each Index is unmanaged and does not reflect the deduction of fees associated with a mutual fund. The Fund’s performance reflects the deduction of these fees. Investors cannot invest directly in an index.

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EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
PORTFOLIO INFORMATION
July 31, 2022 (Unaudited)

 

Eubel Brady & Suttman Income and Appreciation Fund
Asset Allocation (% of Net Assets)

 

(PIE CHART)

 

Eubel Brady & Suttman Income Fund
Asset Allocation (% of Net Assets)

 

(PIE CHART)

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EUBEL BRADY & SUTTMAN INCOME AND APPRECIATION FUND
SCHEDULE OF INVESTMENTS
July 31, 2022

 

CORPORATE BONDS — 51.5%  Coupon   Maturity   Par Value   Value 
Communications — 3.3%                    
Discovery Communications, LLC   2.950%   03/20/23   $900,000   $897,333 
Discovery Communications, LLC   3.800%   03/13/24    2,085,000    2,077,098 
Discovery Communications, LLC   3.950%   06/15/25    1,000,000    988,663 
                   3,963,094 
Consumer Staples — 2.6%                    
Honeywell International, Inc.   0.483%   08/19/22    219,000    218,771 
Kroger Company (The)   3.850%   08/01/23    1,000,000    1,003,189 
Kroger Company (The)   2.650%   10/15/26    2,000,000    1,921,775 
                   3,143,735 
Energy — 3.3%                    
CONSOL Energy, Inc., 144A   11.000%   11/15/25    3,000,000    3,037,500 
Exxon Mobil Corporation   3.043%   03/01/26    1,000,000    997,247 
                   4,034,747 
Financials — 21.6%                    
Bank of America Corporation (3MO LIBOR + 370.5, effective 09/05/24) (a)(b)   6.250%   03/05/65    2,000,000    2,010,816 
Bank OZK (SOFR + 209, effective 10/01/26) (a)   2.750%   10/01/31    3,600,000    3,271,453 
Charles Schwab Corporation (The)   0.900%   03/11/26    3,000,000    2,753,198 
Citigroup, Inc. (SOFR + 166.7, effective 05/15/23) (a)   1.678%   05/15/24    2,359,000    2,321,501 
CNG Holdings, Inc., 144A   12.500%   06/15/24    2,700,000    2,484,000 
First Maryland Capital I (3MO LIBOR + 100) (a)   3.512%   01/15/27    2,000,000    1,883,775 
Goldman Sachs Group, Inc. (The) (3MO LIBOR + 75) (a)   2.255%   02/23/23    500,000    499,315 
JPMorgan Chase & Company (3MO LIBOR + 123) (a)   4.013%   10/24/23    2,000,000    2,000,884 
M&T Bank Corporation (3MO LIBOR + 68) (a)   3.446%   07/26/23    1,510,000    1,511,027 
NCP SNIP (c)(d)   13.500%   12/31/25    1,800,000    1,630,204 
Southern Bancshares (N.C.), Inc. (SOFR + 241, effective 06/30/26) (a)   3.125%   06/30/31    2,200,000    2,040,033 
Truist Bank (3MO LIBOR + 67) (a)   2.080%   05/15/27    2,000,000    1,851,587 
Wells Fargo & Company   3.750%   01/24/24    1,895,000    1,905,054 
                   26,162,847 

 

See accompanying notes to financial statements.

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EUBEL BRADY & SUTTMAN INCOME AND APPRECIATION FUND
SCHEDULE OF INVESTMENTS (Continued)

 

CORPORATE BONDS — 51.5%                
(Continued)  Coupon   Maturity   Par Value   Value 
Health Care — 8.8%                    
AmerisourceBergen Corporation   0.737%   05/15/23   $2,268,000   $2,227,210 
Danaher Corporation   2.200%   11/15/24    1,492,000    1,444,413 
McKesson Corporation   0.900%   12/03/25    3,900,000    3,547,208 
Thermo Fisher Scientific, Inc.   1.215%   10/18/24    3,600,000    3,437,832 
                   10,656,663 
Industrials — 5.3%                    
General Electric Company (3MO LIBOR + 100) (a)   2.829%   03/15/23    1,000,000    997,275 
Huntington Ingalls Industries, Inc.   0.670%   08/16/23    3,500,000    3,383,924 
Penske Truck Leasing Company, L.P., 144A   4.125%   08/01/23    1,130,000    1,130,313 
Republic Services, Inc.   2.500%   08/15/24    849,000    832,341 
                   6,343,853 
Materials — 4.4%                    
Ball Corporation   4.000%   11/15/23    2,000,000    1,995,000 
DowDuPont, Inc.   4.493%   11/15/25    1,345,000    1,377,897 
Steel Dynamics, Inc.   2.800%   12/15/24    2,000,000    1,950,935 
                   5,323,832 
Utilities — 2.2%                    
American Electric Power Company, Inc.   2.031%   03/15/24    2,680,000    2,607,303 
                     
Total Corporate Bonds                    
(Cost $64,561,950)                 $62,236,074 

 

CONVERTIBLE BONDS — 35.5%  Coupon   Maturity   Par Value   Value 
Communications — 9.1%                    
Airbnb, Inc.   0.000%   03/15/26   $5,000,000   $4,350,000 
Dish Network Corporation   2.375%   03/15/24    1,000,000    890,000 
Dish Network Corporation   0.000%   12/15/25    3,000,000    2,123,700 
Twitter, Inc.   0.000%   03/15/26    4,000,000    3,686,000 
                   11,049,700 

 

See accompanying notes to financial statements.

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EUBEL BRADY & SUTTMAN INCOME AND APPRECIATION FUND
SCHEDULE OF INVESTMENTS (Continued)

 

CONVERTIBLE BONDS — 35.5%                
(Continued)  Coupon   Maturity   Par Value   Value 
Consumer Discretionary — 9.2%                    
Etsy, Inc.   0.125%   09/01/27   $2,000,000   $1,798,000 
Etsy, Inc.   0.250%   06/15/28    3,000,000    2,418,000 
Ford Motor Company   0.000%   03/15/26    3,000,000    3,210,000 
Patrick Industries, Inc.   1.000%   02/01/23    2,000,000    1,975,275 
Patrick Industries, Inc., 144A   1.750%   12/01/28    2,000,000    1,715,000 
                   11,116,275 
Financials — 8.8%                    
Ares Capital Corporation   4.625%   03/01/24    2,000,000    2,151,250 
Hope Bancorp, Inc.   2.000%   05/15/38    3,720,000    3,623,768 
Prospect Capital Corporation   6.375%   03/01/25    2,272,000    2,272,000 
Redwood Trust, Inc.   4.750%   08/15/23    2,700,000    2,571,750 
                   10,618,768 
Technology — 8.4%                    
DocuSign, Inc.   0.000%   01/15/24    4,000,000    3,726,000 
Envestnet, Inc.   0.750%   08/15/25    4,000,000    3,556,000 
Guidewire Software, Inc.   1.250%   03/15/25    3,000,000    2,907,000 
                   10,189,000 
Total Convertible Bonds                    
(Cost $44,597,795)                 $42,973,743 

 

BANK DEBT — 2.6%  Coupon   Maturity   Par Value   Value 
Financials — 2.6%                    
NCP SPV Texas, L.P. Revolving Loan (Prime + 275) (a)(c)(d) (Cost $3,185,628)   8.250%   11/30/22   $3,185,628   $3,165,440 
                     
COMMON STOCKS — 1.6%   Shares   Value 
Financials — 1.6%           
Capital One Financial Corporation   $9,904   $1,087,756 
Lincoln National Corporation    15,673    804,652 
Total Common Stocks (Cost $934,971)        $1,892,408 

 

See accompanying notes to financial statements.

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EUBEL BRADY & SUTTMAN INCOME AND APPRECIATION FUND
SCHEDULE OF INVESTMENTS (Continued)

 

MONEY MARKET FUNDS — 8.2%  Shares   Value 
Invesco Short-Term Investments Trust - Treasury Portfolio - Institutional Class, 2.08% (e) (Cost $9,878,774)   9,878,774   $9,878,774 
           
Total Investments at Value — 99.4% (Cost $123,159,118)       $120,146,439 
           
Other Assets in Excess of Liabilities — 0.6%        735,207 
           
Net Assets — 100.0%       $120,881,646 

 

144A - Security was purchased in a transaction exempt from registration in compliance with Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. The total value of such securities is $8,366,813 as of July 31, 2022, representing 6.9% of net assets.
   
LIBOR - London Interbank Offered Rate
   
SOFR - Secured Overnight Financing Rate

 

(a) Variable rate security. Interest rate resets periodically. The rate shown is the effective interest rate as of July 31, 2022. For securities based on a published reference rate and spread, the reference rate and spread (in basis points) are indicated parenthetically.
   
(b) Security has a perpetual maturity.
   
(c) Illiquid security. The total fair value of these securities as of July 31, 2022 was $4,795,644, representing 4.0% of net assets.
   
(d) Security has been valued using significant unobservable inputs in good faith by the Adviser in conformity with guidelines adopted by and subject to review by the Board of Trustees. The total value of such securities is $4,795,644 as of July 31, 2022, representing 4.0% of net assets.
   
(e) The rate shown is the 7-day effective yield as of July 31, 2022.
   

See accompanying notes to financial statements.

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EUBEL BRADY & SUTTMAN INCOME FUND
SCHEDULE OF INVESTMENTS
July 31, 2022

 

CORPORATE BONDS — 86.4%  Coupon   Maturity   Par Value   Value 
Communications — 3.1%                    
Discovery Communications, LLC   3.950%   06/15/25   $6,851,000   $6,773,330 
Discovery Communications, LLC   4.900%   03/11/26    4,000,000    4,069,509 
                   10,842,839 
Consumer Staples — 6.0%                    
Kroger Company (The)   2.650%   10/15/26    11,098,000    10,663,929 
Mondelez International, Inc.   2.125%   03/17/24    10,544,000    10,337,645 
                   21,001,574 
Energy — 1.7%                    
CONSOL Energy, Inc., 144A   11.000%   11/15/25    5,700,000    5,771,250 
                     
Financials — 25.9%                    
American Express Company   2.250%   03/04/25    11,500,000    11,137,006 
Bank of America Corporation   4.200%   08/26/24    4,500,000    4,544,756 
Bank of America Corporation (3MO LIBOR + 370.5, effective 09/05/24) (a)(b)   6.250%   03/05/65    4,000,000    4,021,633 
Bank OZK (SOFR + 209, effective 10/01/26) (a)   2.750%   10/01/31    10,080,000    9,160,067 
Charles Schwab Corporation (The)   0.900%   03/11/26    12,000,000    11,012,793 
CNG Holdings, Inc., 144A   12.500%   06/15/24    6,300,000    5,796,000 
First Maryland Capital I (3MO LIBOR + 100) (a)   3.512%   01/15/27    5,000,000    4,709,437 
Goldman Sachs Group, Inc. (The) (3MO LIBOR + 75) (a)   2.255%   02/23/23    71,000    70,903 
Goldman Sachs Group, Inc. (The)   3.000%   06/13/23    5,000,000    4,956,365 
JPMorgan Chase & Company   2.700%   05/18/23    3,000,000    2,982,657 
JPMorgan Chase & Company (3MO LIBOR + 123) (a)   4.013%   10/24/23    2,115,000    2,115,935 
JPMorgan Chase & Company (3MO LIBOR + 73, effective 04/23/23) (a)   3.559%   04/23/24    1,281,000    1,278,733 
Loews Corporation   3.750%   04/01/26    10,000,000    10,068,085 
Morgan Stanley   4.875%   11/01/22    3,100,000    3,114,166 
NCP SNIP (c)(d)   13.500%   12/31/25    5,725,000    5,184,955 
Southern Bancshares (N.C.), Inc. (SOFR + 241, effective 06/30/26) (a)   3.125%   06/30/31    5,800,000    5,378,268 
Truist Bank (3MO LIBOR + 67) (a)   2.080%   05/15/27    5,788,000    5,358,494 
                   90,890,253 

 

See accompanying notes to financial statements.

12

 

EUBEL BRADY & SUTTMAN INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)

 

CORPORATE BONDS — 86.4%                
(Continued)  Coupon   Maturity   Par Value   Value 
Health Care — 24.9%                    
AbbVie, Inc.   2.900%   11/06/22   $7,275,000   $7,268,855 
AmerisourceBergen Corporation   3.400%   05/15/24    11,000,000    10,927,510 
Danaher Corporation   2.200%   11/15/24    10,858,000    10,511,682 
Elevance Health, Inc.   2.375%   01/15/25    5,500,000    5,354,341 
Laboratory Corporation of America   3.600%   02/01/25    10,000,000    9,982,423 
McKesson Corporation   0.900%   12/03/25    12,065,000    10,973,605 
Thermo Fisher Scientific, Inc.   1.215%   10/18/24    10,815,000    10,327,821 
Walgreens Boots Alliance, Inc.   0.950%   11/17/23    11,500,000    11,162,796 
Zimmer Biomet Holdings, Inc.   1.450%   11/22/24    11,500,000    10,882,389 
                   87,391,422 
Industrials — 12.2%                    
General Electric Company (3MO LIBOR + 100) (a)   2.829%   03/15/23    5,000,000    4,986,377 
Huntington Ingalls Industries, Inc.   0.670%   08/16/23    10,500,000    10,151,773 
Lockheed Martin Corporation   3.550%   01/15/26    4,974,000    5,051,943 
Penske Truck Leasing Company, L.P., 144A   2.700%   03/14/23    5,000,000    4,968,456 
Penske Truck Leasing Company, L.P., 144A   4.125%   08/01/23    1,000,000    1,000,277 
Raytheon Technology Corporation   3.950%   08/16/25    1,775,000    1,802,547 
Republic Services, Inc.   2.500%   08/15/24    11,000,000    10,784,159 
Roper Technologies, Inc.   3.650%   09/15/23    4,000,000    4,010,088 
                   42,755,620 
Materials — 9.3%                    
Ball Corporation   4.000%   11/15/23    2,000,000    1,995,000 
Ball Corporation   5.250%   07/01/25    8,836,000    8,946,450 
DowDuPont, Inc.   4.205%   11/15/23    10,700,000    10,798,737 
Steel Dynamics, Inc.   2.800%   12/15/24    11,271,000    10,994,497 
                   32,734,684 
Technology — 3.3%                    
Hewlett Packard Enterprise Company   4.900%   10/15/25    11,231,000    11,543,047 
                     
Total Corporate Bonds                    
(Cost $313,127,250)                 $302,930,689 

 

See accompanying notes to financial statements.

13

 

EUBEL BRADY & SUTTMAN INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)

 

U.S. TREASURY                
OBLIGATIONS — 5.2%  Coupon   Maturity   Par Value   Value 
U.S. Treasury Notes   0.750%   03/31/26   $10,000,000   $9,291,406 
U.S. Treasury Notes   0.375%   07/31/27    10,000,000    8,915,625 
Total U.S. Treasury Obligations                    
(Cost $19,561,771)                 $18,207,031 
                     
BANK DEBT — 1.8%  Coupon   Maturity   Par Value   Value 
Financials — 1.8%                    
NCP SPV Texas, L.P. Revolving Loan (Prime + 275) (a)(c)(d) (Cost $6,467,790)   8.250%   11/30/22   $6,467,790   $6,426,804 
                     
MONEY MARKET FUNDS — 6.0%   Shares   Value 
Invesco Short-Term Investments Trust - Treasury Portfolio - Institutional Class, 2.08% (e) (Cost $20,972,862)    20,972,862   $20,972,862 
            
Total Investments at Value — 99.4% (Cost $360,129,673)        $348,537,386 
            
Other Assets in Excess of Liabilities — 0.6%         2,218,571 
            
Net Assets — 100.0%        $350,755,957 

 

144A - Security was purchased in a transaction exempt from registration in compliance with Rule 144A of the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. The total value of such securities is $17,535,983 as of July 31, 2022, representing 5.0% of net assets.
   
LIBOR - London Interbank Offered Rate
   
SOFR - Secured Overnight Financing Rate

 

(a) Variable rate security. Interest rate resets periodically. The rate shown is the effective interest rate as of July 31, 2022. For securities based on a published reference rate and spread, the reference rate and spread (in basis points) are indicated parenthetically.
   
(b) Security has a perpetual maturity.
   
(c) Illiquid security. The total fair value of these securities as of July 31, 2022 was $11,611,759, representing 3.3% of net assets.
   
(d) Security has been valued using significant unobservable inputs in good faith by the Adviser in conformity with guidelines adopted by and subject to review by the Board of Trustees. The total value of such securities is $11,611,759 as of July 31, 2022, representing 3.3% of net assets.
   
(e) The rate shown is the 7-day effective yield as of July 31, 2022.
   

See accompanying notes to financial statements.

14

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
STATEMENTS OF ASSETS AND LIABILITIES
July 31, 2022

 

   Eubel Brady     
   & Suttman     
   Income and   Eubel Brady 
   Appreciation   & Suttman 
   Fund   Income Fund 
ASSETS          
Investments in securities:          
At cost  $123,159,118   $360,129,673 
At value (Note 2)  $120,146,439   $348,537,386 
Receivable for capital shares sold   2,944    12,598 
Dividends and interest receivable   740,668    2,529,273 
Other assets   16,343    24,549 
Total assets   120,906,394    351,103,806 
           
LIABILITIES          
Distributions payable   159    846 
Payable for capital shares redeemed   1,111    293,615 
Payable to administrator (Note 4)   10,080    22,470 
Other accrued expenses   13,398    30,918 
Total liabilities   24,748    347,849 
           
NET ASSETS  $120,881,646   $350,755,957 
           
NET ASSETS CONSIST OF:          
Paid-in capital  $122,968,180   $366,438,964 
Accumulated deficit   (2,086,534)   (15,683,007)
NET ASSETS  $120,881,646   $350,755,957 
           
Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value)   12,529,335    36,764,344 
           
Net asset value, offering price and redemption price per share (Note 2)  $9.65   $9.54 

 

See accompanying notes to financial statements.

15

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
STATEMENTS OF OPERATIONS
For the Year Ended July 31, 2022

 

   Eubel Brady     
   & Suttman     
   Income and   Eubel Brady 
   Appreciation   & Suttman 
   Fund   Income Fund 
INVESTMENT INCOME          
Dividends  $79,378   $47,000 
Interest   3,195,797    7,371,356 
Total investment income   3,275,175    7,418,356 
           
EXPENSES          
Administration fees (Note 4)   106,857    297,915 
Shareholder servicing fees (Note 6)   48,129    135,440 
Registration and filing fees   26,736    30,994 
Legal fees   27,871    27,871 
Custody and bank service fees   18,353    34,500 
Audit and tax services fees   17,840    17,840 
Trustees’ fees and expenses (Note 4)   16,370    16,370 
Insurance expense   7,298    16,860 
Shareholder reporting expenses   7,378    7,855 
Pricing fees   5,108    4,586 
Postage and supplies   3,217    3,383 
Other expenses   11,240    12,179 
Total expenses   296,397    605,793 
           
NET INVESTMENT INCOME   2,978,778    6,812,563 
           
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS          
Net realized gains (losses) from investment transactions   1,854,866    (1,575,872)
Net change in unrealized appreciation (depreciation) on investments   (7,773,072)   (13,945,763)
NET REALIZED AND UNREALIZED LOSSES ON INVESTMENTS   (5,918,206)   (15,521,635)
           
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS  $(2,939,428)  $(8,709,072)

 

See accompanying notes to financial statements.

16

 

EUBEL BRADY & SUTTMAN INCOME AND APPRECIATION FUND
STATEMENTS OF CHANGES IN NET ASSETS

 

   Year Ended   Year Ended 
   July 31, 2022   July 31, 2021 
FROM OPERATIONS          
Net investment income  $2,978,778   $2,794,291 
Net realized gains from investment transactions   1,854,866    3,435,119 
Net change in unrealized appreciation (depreciation) on investments   (7,773,072)   3,113,629 
Net increase (decrease) in net assets resulting from operations   (2,939,428)   9,343,039 
           
DISTRIBUTIONS TO SHAREHOLDERS (Note 2)   (5,164,807)   (3,444,131)
           
CAPITAL SHARE TRANSACTIONS          
Proceeds from shares sold   17,375,902    16,849,213 
Net asset value of shares issued in reinvestment of distributions to shareholders   5,162,068    3,442,296 
Payments for shares redeemed   (11,736,847)   (9,640,065)
Net increase in net assets from capital share transactions   10,801,123    10,651,444 
           
TOTAL INCREASE IN NET ASSETS   2,696,888    16,550,352 
           
NET ASSETS          
Beginning of year   118,184,758    101,634,406 
End of year  $120,881,646   $118,184,758 
           
CAPITAL SHARES ACTIVITY          
Shares sold   1,740,824    1,655,391 
Shares reinvested   514,934    341,630 
Shares redeemed   (1,175,439)   (956,608)
Net increase in shares outstanding   1,080,319    1,040,413 
Shares outstanding at beginning of year   11,449,016    10,408,603 
Shares outstanding at end of year   12,529,335    11,449,016 

 

See accompanying notes to financial statements.

17

 

EUBEL BRADY & SUTTMAN INCOME FUND
STATEMENTS OF CHANGES IN NET ASSETS

 

   Year Ended   Year Ended 
   July 31, 2022   July 31, 2021 
FROM OPERATIONS          
Net investment income  $6,812,563   $5,460,795 
Net realized gains (losses) from investment transactions   (1,575,872)   755,400 
Net change in unrealized appreciation (depreciation) on investments   (13,945,763)   2,088,437 
Net increase (decrease) in net assets resulting from operations   (8,709,072)   8,304,632 
           
DISTRIBUTIONS TO SHAREHOLDERS (Note 2)   (6,829,373)   (5,481,954)
           
CAPITAL SHARE TRANSACTIONS          
Proceeds from shares sold   159,438,628    135,505,778 
Net asset value of shares issued in reinvestment of distributions to shareholders   6,821,872    5,474,966 
Payments for shares redeemed   (111,505,198)   (35,759,813)
Net increase in net assets from capital share transactions   54,755,302    105,220,931 
           
TOTAL INCREASE IN NET ASSETS   39,216,857    108,043,609 
           
NET ASSETS          
Beginning of year   311,539,100    203,495,491 
End of year  $350,755,957   $311,539,100 
           
CAPITAL SHARES ACTIVITY          
Shares sold   16,288,700    13,631,168 
Shares reinvested   702,812    551,547 
Shares redeemed   (11,479,894)   (3,598,961)
Net increase in shares outstanding   5,511,618    10,583,754 
Shares outstanding at beginning of year   31,252,726    20,668,972 
Shares outstanding at end of year   36,764,344    31,252,726 

 

See accompanying notes to financial statements.

18

 

EUBEL BRADY & SUTTMAN INCOME AND APPRECIATION FUND
FINANCIAL HIGHLIGHTS

 

Per Share Data for a Share Outstanding Throughout Each Year

 

   Year Ended   Year Ended   Year Ended   Year Ended   Year Ended 
   July 31,   July 31,   July 31,   July 31,   July 31, 
   2022   2021   2020   2019   2018 
Net asset value at beginning of year  $10.32   $9.76   $9.81   $9.86   $9.97 
Income (loss) from investment operations:                         
Net investment income   0.25    0.26    0.34    0.32    0.27 
Net realized and unrealized gains (losses) on investments   (0.49)   0.63    (0.05)   (0.05)   (0.11)
Total from investment operations   (0.24)   0.89    0.29    0.27    0.16 
Less distributions from:                         
Net investment income   (0.25)   (0.27)   (0.34)   (0.32)   (0.27)
Net realized gains on investments   (0.18)   (0.06)            
Total distributions   (0.43)   (0.33)   (0.34)   (0.32)   (0.27)
Net asset value at end of year  $9.65   $10.32   $9.76   $9.81   $9.86 
Total return (a)   (2.39%)   9.20%   3.04%   2.82%   1.61%
Net assets at end of year (000’s)  $120,882   $118,185   $101,634   $88,796   $88,318 
Ratios/supplementary data:                         
Ratio of total expenses to average net assets   0.25%   0.26%   0.27%   0.27%   0.25%
Ratio of net investment income to average net assets   2.47%   2.59%   3.48%   3.24%   2.71%
Portfolio turnover rate   33%   50%   45%   16%   60%

 

(a)Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

See accompanying notes to financial statements.

19

 

EUBEL BRADY & SUTTMAN INCOME FUND
FINANCIAL HIGHLIGHTS

 

Per Share Data for a Share Outstanding Throughout Each Year

 

   Year Ended   Year Ended   Year Ended   Year Ended   Year Ended 
   July 31,   July 31,   July 31,   July 31,   July 31, 
   2022   2021   2020   2019   2018 
Net asset value at beginning of year  $9.97   $9.85   $9.86   $9.82   $10.00 
Income (loss) from investment operations:                         
Net investment income   0.19    0.21    0.35    0.33    0.27 
Net realized and unrealized gains (losses) on investments   (0.43)   0.12    (0.01)   0.04    (0.19)
Total from investment operations   (0.24)   0.33    0.34    0.37    0.08 
Less distributions from:                         
Net investment income   (0.19)   (0.21)   (0.35)   (0.33)   (0.26)
Net realized gains on investments                    
Total distributions   (0.19)   (0.21)   (0.35)   (0.33)   (0.26)
Net asset value at end of year  $9.54   $9.97   $9.85   $9.86   $9.82 
Total return (a)   (2.40%)   3.43%   3.49%   3.86%   0.86%
Net assets at end of year (000’s)  $350,756   $311,539   $203,495   $200,716   $198,903 
Ratios/supplementary data:                         
Ratio of total expenses to average net assets   0.18%   0.20%   0.21%   0.20%   0.20%
Ratio of net investment income to average net assets   2.01%   2.13%   3.51%   3.37%   2.69%
Portfolio turnover rate   50%   33%   27%   19%   65%

 

(a)Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

See accompanying notes to financial statements.

20

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS
July 31, 2022

 

1.Organization

 

Eubel Brady & Suttman Income and Appreciation Fund (“EBS Income and Appreciation Fund”) and Eubel Brady & Suttman Income Fund (“EBS Income Fund”) (individually, a “Fund” and collectively, the “Funds”) are each a no-load diversified series of Eubel Brady & Suttman Mutual Fund Trust (the “Trust”), an open-end management investment company organized as an Ohio business trust on April 22, 2014.

 

The investment objective of EBS Income and Appreciation Fund is to provide total return through a combination of current income and capital appreciation.

 

The investment objective of EBS Income Fund is to preserve capital, produce income and maximize total return.

 

2.Significant Accounting Policies

 

The Funds follow accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, “Financial Services – Investment Companies,” including Accounting Standards Update 2013-08. The following is a summary of significant accounting policies followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

 

New Accounting Pronouncement — In March 2020, the FASB issued Accounting Standards Update No. 2020-04 (“ASU 2020-04”), “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the London Interbank Offered Rate (“LIBOR”) and other interbank-offered based reference rates at the end of 2021. ASU 2020-04 is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. Management is currently assessing the impact, if any.

 

Securities Valuation — Securities that are traded on any stock exchange are generally valued at the last quoted sale price. Lacking a last sale price, an exchange traded security is generally valued at its last bid price. Securities traded on NASDAQ are generally valued at the NASDAQ Official Closing Price. Investments representing shares of other open-end investment companies, including money market funds, are valued at their net asset value (“NAV”) as reported by such companies. The Funds typically use an independent pricing service to determine the value of their fixed income securities. The pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of fixed income

21

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

securities without regard to sale or bid prices. Commercial paper may be valued at amortized cost, which under normal circumstances approximates market value.

 

If Eubel Brady & Suttman Asset Management, Inc. (the “Adviser”), the investment adviser to the Funds, determines that a price provided by the pricing service does not accurately reflect the market value of the securities or, when prices are not readily available from the pricing service, securities are valued at fair value as determined in good faith by the Adviser in conformity with guidelines adopted by and subject to review by the Board of Trustees of the Trust (the “Board”).

 

GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurements.

 

Various inputs are used in determining the value of each Fund’s investments. These inputs are summarized in the three broad levels listed below:

 

Level 1 – quoted prices in active markets for identical securities

 

Level 2 – other significant observable inputs

 

Level 3 – significant unobservable inputs

 

Certain fixed income securities held by the Funds are classified as Level 2 since the values are typically provided by an independent pricing service that utilizes various “other significant observable inputs” as discussed above. Other fixed income securities (including certain corporate bonds and bank debt) held by the Funds, are classified as Level 3 since the values for these securities are based on prices derived from one or more significant inputs that are unobservable. The inputs or methodology used are not necessarily an indication of the risks associated with investing in those securities. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is based on the lowest level input that is significant to the fair value measurement.

22

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

The following is a summary of each Fund’s investments and the inputs used to value the investments as of July 31, 2022 by security type:

 

EBS Income and Appreciation Fund:

   Level 1   Level 2   Level 3   Total 
Corporate Bonds  $   $60,605,870   $1,630,204   $62,236,074 
Convertible Bonds       42,973,743        42,973,743 
Bank Debt           3,165,440    3,165,440 
Common Stocks   1,892,408            1,892,408 
Money Market Funds   9,878,774            9,878,774 
Total  $11,771,182   $103,579,613   $4,795,644   $120,146,439 
                     

 

EBS Income Fund:

   Level 1   Level 2   Level 3   Total 
Corporate Bonds  $   $297,745,734   $5,184,955   $302,930,689 
U.S. Treasury Obligations       18,207,031        18,207,031 
Bank Debt           6,426,804    6,426,804 
Money Market Funds   20,972,862            20,972,862 
Total  $20,972,862   $315,952,765   $11,611,759   $348,537,386 
                     

 

The following is a reconciliation of Level 3 investments of the Funds for which significant unobservable inputs were used to determine fair value for the year ended July 31, 2022:

 

EBS Income and Appreciation Fund

                   Net change   Value 
   Value as of               in unrealized   as of 
Investments  July 31,       Sales/   Realized   appreciation   July 31, 
in Securities  2021   Purchases   maturities   gains   (depreciation)   2022 
Corporate Bonds  $2,438,016   $1,846,601   $(2,376,967)  $11,929   $(289,375)  $1,630,204 
Bank Debt   2,289,137    1,144,979    (228,324)       (40,352)   3,165,440 
Total  $4,727,153   $2,991,580   $(2,605,291)  $11,929   $(329,727)  $4,795,644 
                               

23

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

EBS Income Fund

                   Net change     
   Value as of               in unrealized   Value as of 
Investments  July 31,       Sales/   Realized   appreciation   July 31, 
in Securities  2021   Purchases   maturities   gains   (depreciation)   2022 
Corporate Bonds  $5,319,307   $5,826,674   $(5,186,110)  $26,026   $(800,942)  $5,184,955 
Bank Debt   4,647,643    2,324,655    (463,568)       (81,926)   6,426,804 
Total  $9,966,950   $8,151,329   $(5,649,678)  $26,026   $(882,868)  $11,611,759 
                               

 

The total change in unrealized appreciation (depreciation) included on the Statements of Operations attributable to Level 3 investments still held at July 31, 2022 is ($210,148) and ($621,971) for EBS Income and Appreciation Fund and EBS Income Fund, respectively.

 

The following table summarizes the valuation techniques used and unobservable inputs developed by the Adviser in conformity with guidelines adopted by and subject to review by the Board to determine the fair value of the Level 3 investments.

 

EBS Income and Appreciation Fund

                Weighted
                Average of
   Fair Value at   Valuation  Unobservable  Value/  Unobservable
   July 31, 2022   Technique  Input1  Range  Inputs
Corporate Bonds  $1,630,204   Management’s
Estimate of Future
Cash Flows
  Discount Rate2  17.16%  N/A
Bank Debt  $3,165,440   DCF Model  Discount Rate2  10.36%  N/A

 

EBS Income Fund

                Weighted
                Average of
   Fair Value at   Valuation  Unobservable  Value/  Unobservable
   July 31, 2022   Technique  Input1  Range  Inputs
Corporate Bonds  $5,184,955   Management’s
Estimate of Future
Cash Flows
  Discount Rate2  17.16%  N/A
Bank Debt  $6,426,804   DCF Model  Discount Rate2  10.36%  N/A

 

DCF - Discounted Cash Flow

 

1Significant increases and decreases in the unobservable inputs used to determine fair value of Level 3 assets could result in significantly higher or lower fair value measurements. An increase to the unobservable input would result in a decrease to the fair value. A decrease to the unobservable input would have the opposite effect.

 

2The Discount Rate used is determined by the Adviser by employing a reference benchmark, adjusted by a credit spread.

24

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

There were no derivative instruments held by the Funds as of or during the year ended July 31, 2022.

 

Share Valuation — The NAV per share of each Fund is calculated daily by dividing the total value of its assets, less liabilities, by the number of shares outstanding. The offering price and redemption price per share of each Fund is equal to its NAV per share.

 

Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

 

Investment Income, Investment Transactions and Realized Capital Gains and Losses — Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the security received. Interest income is recorded as earned. Discounts and premiums on fixed income securities are amortized using the effective interest method. Investment transactions are accounted for on trade date. Realized capital gains and losses on investments sold are determined on a specific identification basis.

 

Expenses — Expenses of the Trust that are directly identifiable to a specific Fund are charged to that Fund. Expenses which are not readily identifiable to a specific Fund are allocated in such a manner as deemed equitable.

 

Distributions to Shareholders — Distributions to shareholders of net investment income, if any, are paid monthly. Capital gain distributions, if any, are distributed to shareholders annually. Distributions are based on amounts calculated in accordance with applicable federal income tax regulations, which may differ from GAAP. These differences are due primarily to differing treatments of income and realized capital gains on various investment securities held by the Funds, timing differences and differing characterizations of distributions made by the Funds. Dividends and distributions are recorded on the ex-dividend date. The tax character of distributions paid during the years ended July 31, 2022 and 2021 was as follows:

 

   Years      Long-Term   Total 
   Ended  Ordinary Income   Capital Gains   Distributions 
Eubel Brady & Suttman Income and Appreciation Fund  07/31/22  $4,234,753   $930,054   $5,164,807 
   07/31/21  $3,444,131   $   $3,444,131 
Eubel Brady & Suttman Income Fund  07/31/22  $6,829,373   $   $6,829,373 
   07/31/21  $5,481,954   $   $5,481,954 

25

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

Federal Income Tax — Each Fund has qualified and intends to continue to qualify each year as a “regulated investment company” under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Qualification generally will relieve the Funds of liability for federal income taxes to the extent 100% of their net investment income and net realized capital gains are distributed in accordance with the Code.

 

In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also each Fund’s intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.

 

The following information is computed on a tax basis for each item as of July 31, 2022:

 

   EBS     
   Income and   EBS 
   Appreciation   Income 
   Fund   Fund 
Tax cost of investments  $123,257,659   $360,129,673 
Gross unrealized appreciation  $1,691,410   $152,467 
Gross unrealized depreciation   (4,802,630)   (11,744,754)
Net unrealized depreciation on investments   (3,111,220)   (11,592,287)
Undistributed ordinary income   21,253     
Undistributed long-term gains   1,003,433     
Accumulated capital and other losses       (4,090,720)
Accumulated deficit  $(2,086,534)  $(15,683,007)
           

 

The difference between the federal income tax cost of investments and the Schedule of Investments cost for EBS Income and Appreciation Fund is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature and are primarily due to basis adjustments related to the Fund’s holdings in convertible bonds.

 

As of July 31, 2022, the Funds had the following capital loss carryforwards (“CLCFs”) for federal income tax purposes:

 

   EBS Income and     
   Appreciation   EBS Income 
   Fund   Fund 
Short-term  $   $1,406,245 
Long-term       2,684,475 
   $   $4,090,720 
           

26

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

These CLCFs, which do not expire, may be utilized in future years to offset net realized capital gains, if any, prior to distributing such gains to shareholders.

 

For the year ended July 31, 2022, EBS Income Fund reclassified $1,010 of accumulated deficit against paid-in capital on the Statements of Assets and Liabilities. Such reclassification, the result of permanent differences between the financial statement and income tax reporting requirements, had no effect on the Fund’s net assets or NAV per share.

 

The Funds recognize the tax benefits or expenses of uncertain tax positions only when the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has reviewed each Fund’s tax positions for all open tax years (generally, three years) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements. Each Fund identifies its major tax jurisdiction as U.S. Federal.

 

3.Unfunded Loan Commitment

 

At July 31, 2022, unfunded loan commitments for the Funds were as follows:

 

      Unfunded 
Fund  Borrower  Commitment 
EBS Income and Appreciation Fund  NCP SVP Texas, L.P.  $114,372 
EBS Income Fund  NCP SVP Texas, L.P.  $232,210 

 

Pursuant to an Asset-Based Lending Credit Agreement between the Funds and NCP SVP Texas, L.P. (the “Borrower”), the Borrower has agreed to pay the Funds a commitment fee equal to 0.25% of the average daily unfunded commitment balance, which is included within interest income on the Statements of Operations.

 

4.Transactions with Related Parties

 

Certain officers of the Trust are also officers of the Adviser, of Ultimus Fund Solutions, LLC (“Ultimus”), the administrative services agent, shareholder servicing and transfer agent, and accounting services agent for the Funds, or of Ultimus Fund Distributors, LLC (the “Distributor”), the principal underwriter and exclusive agent for the distribution of shares of the Funds.

 

Investment Adviser — Under the terms of the Management Agreement between the Trust and the Adviser, the Adviser manages each Fund’s investments subject to oversight by the Board. The Funds do not pay the Adviser investment advisory fees under the Management Agreement. However, prior to investing in a Fund, a prospective shareholder must enter into an investment advisory agreement with the Adviser that calls for the payment of an advisory fee based upon a percentage of all assets (including shares of the Funds) managed by the Adviser on behalf

27

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

of the prospective shareholder. The fee schedule may be negotiable at the time the account is opened and is generally based upon the value of assets held in the client’s account and the style of management.

 

The Adviser has entered into an agreement with the Funds under which it has agreed to reimburse Fund expenses to the extent necessary to limit total annual operating expenses (excluding brokerage costs, taxes, interest, acquired fund fees and expenses, expenses incurred pursuant to the Funds’ Shareholder Servicing Plan and extraordinary expenses) to an amount not exceeding 0.35% of each Fund’s average daily net assets. Any payments by the Adviser of expenses which are a Fund’s obligation are subject to repayment by the Fund for a period of three years following the date on which such expenses were paid, provided that the repayment does not cause the Fund’s total annual operating expenses to exceed the lesser of: (i) the expense limitation in effect at the time such expenses were reimbursed; and (ii) the expense limitation in effect at the time the Adviser seeks reimbursement of such expenses. This agreement is currently in effect until December 1, 2023. No expense reimbursements were required during the year ended July 31, 2022.

 

Administrator — Ultimus provides administration, fund accounting and transfer agency services to each Fund. The Funds pay Ultimus fees in accordance with the agreements for such services. In addition, the Funds pay out-of-pocket expenses including, but not limited to, postage, supplies and certain costs related to the pricing of the Funds’ portfolio securities.

 

Compensation of Trustees — Trustees and officers affiliated with the Adviser or Ultimus are not compensated by the Funds for their services. Each Trustee who is not an interested person of the Trust receives from the Funds a fee of $2,625 for attendance at each meeting of the Board, in addition to reimbursement of travel and other expenses incurred in attending the meetings. The Chairperson of the Audit and Governance Committee receives an additional annual fee of $1,000, paid quarterly.

 

5.Securities Transactions

 

During the year ended July 31, 2022, cost of purchases and proceeds from sales and maturities of investment securities, other than short-term investments and U.S. government securities, were as follows:

 

   EBS Income and     
   Appreciation   EBS Income 
   Fund   Fund 
Purchases of investment securities  $59,463,724   $256,028,228 
Proceeds from sales and maturities of investment securities  $31,730,891   $89,348,502 
           

28

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

During the year ended July 31, 2022, cost of purchases and proceeds from sales and maturities of long-term U.S. government securities were as follows:

 

   EBS Income and     
   Appreciation   EBS Income 
   Fund   Fund 
Purchases of investment securities  $   $31,898,690 
Proceeds from sales and maturities of investment securities  $   $40,262,793 
           

 

6.Shareholder Servicing Plan

 

The Funds have adopted a Shareholder Servicing Plan (the “Plan”) which allows each Fund to make payments to financial organizations (including payments directly to the Adviser and the Distributor) for providing account administration and account maintenance services to Fund shareholders. The annual fees paid under the Plan may not exceed an amount equal to 0.25% of each Fund’s average daily net assets. During the year ended July 31, 2022, EBS Income and Appreciation Fund and EBS Income Fund incurred $48,129 and $135,440, respectively, of shareholder servicing fees pursuant to the Plan. No payments were made to the Adviser or the Distributor during the year ended July 31, 2022.

 

7.Contingencies and Commitments

 

The Funds indemnify the Trust’s officers and Trustees for certain liabilities that might arise from the performance of their duties to the Funds. Additionally, in the normal course of business the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

8.Sector Risk

 

If a Fund has significant investments in the securities of issuers in industries within a particular sector, any development affecting that sector will have a greater impact on the value of the net assets of the Fund than would be the case if the Fund did not have significant investments in that sector. In addition, this may increase the risk of loss of an investment in the Fund and increase the volatility of the Fund’s NAV per share. From time to time, circumstances may affect a particular sector and the

29

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 

companies within such sector. For instance, economic or market factors, regulation or deregulation, and technological or other developments may negatively impact all companies in a particular sector and therefore the value of the Fund’s portfolio will be adversely affected. As of July 31, 2022, EBS Income and Appreciation Fund and EBS Income Fund had 34.6% and 27.7%, respectively, of the value of its net assets invested in securities within the Financials sector.

 

9.Subsequent Events

 

The Funds are required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statements of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Funds are required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events.

30

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

 

To the Shareholders and Board of Trustees of
Eubel Brady & Suttman Mutual Fund Trust

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Eubel Brady & Suttman Income and Appreciation Fund and Eubel Brady & Suttman Income Fund (the “Funds”), each a series of Eubel Brady & Suttman Mutual Fund Trust, as of July 31, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the related notes, and the financial highlights for each of the five years in the period then ended (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of July 31, 2022, the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

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 laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of July 31, 2022, by correspondence with the custodians and brokers. 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.

 

We have served as the Funds’ auditor since 2014.

 

COHEN & COMPANY, LTD.
Cleveland, Ohio
September 28, 2022

31

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
ABOUT YOUR FUNDS’ EXPENSES (Unaudited)

 

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Funds, you incur ongoing costs, including shareholder servicing fees and other operating expenses. These ongoing costs, which are deducted from each Fund’s gross income, directly reduce the investment return of the Funds.

 

A mutual fund’s ongoing costs are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The examples below are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period (February 1, 2022 through July 31, 2022).

 

The table below illustrates each Fund’s ongoing costs in two ways:

 

Actual fund return – This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is based on each Fund’s actual return, and the fourth column shows the dollar amount of operating expenses that would have been paid by an investor who started with $1,000 in each Fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, 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 given for the Funds under the heading “Expenses Paid During Period.”

 

Hypothetical 5% return – This section is intended to help you compare the Funds’ ongoing costs with those of other mutual funds. It assumes that each Fund had an annual return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the returns used are not the Funds’ actual returns, the results do not apply to your investment. The example is useful in making comparisons because the U.S. Securities and Exchange Commission (the “SEC”) requires all mutual funds to calculate expenses based on a 5% return. You can assess each Fund’s ongoing costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that expenses shown in the table are meant to highlight and help you compare ongoing costs only. They will not help you determine the relative total costs of owning different funds. The Funds do not charge transaction fees, such as purchase or redemption fees, nor do they impose any sales loads.

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

32

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
ABOUT YOUR FUNDS’ EXPENSES (Unaudited) (Continued)

 

More information about the Funds’ expenses can be found in this report. For additional information on operating expenses and other shareholder costs, please refer to the Funds’ prospectus.

 

  Beginning Ending   Expenses
  Account Value Account Value Expense Paid During
  February 1, 2022 July 31, 2022 Ratio(a) Period(b)
EBS Income and Appreciation Fund        
Based on Actual Fund Return $  1,000.00 $    972.30 0.24% $ 1.17
Based on Hypothetical 5% Fund Return (before expenses) $  1,000.00 $ 1,023.60 0.24% $ 1.20
         
EBS Income Fund        
Based on Actual Fund Return $  1,000.00 $    981.10 0.17% $ 0.84
Based on Hypothetical 5% Fund Return (before expenses) $  1,000.00 $ 1,023.95 0.17% $ 0.85

 

(a)Annualized, based on each Fund’s most recent one-half year expenses.

 

(b)Expenses are equal to each Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

33

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
OTHER INFORMATION (Unaudited)

 

The Trust files a complete listing of portfolio holdings for the Funds with the SEC as of the end of the first and third quarters of each fiscal year as an exhibit to Form N-PORT. These filings are available upon request by calling 1-800-391-1223. Furthermore, you may obtain a copy of the filings on the SEC’s website at www.sec.gov.

 

A description of the policies and procedures that the Funds use to vote proxies relating to portfolio securities is available without charge upon request by calling toll-free 1-800-391-1223, or on the SEC’s website at www.sec.gov. Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available without charge upon request by calling toll-free 1-800-391-1223, or on the SEC’s website at www.sec.gov.

 

FEDERAL TAX INFORMATION (Unaudited)

 

For the fiscal year ended July 31, 2022, EBS Income and Appreciation Fund designated $930,054 as long-term capital gain distributions.

 

Qualified Dividend Income – EBS Income and Appreciation Fund and EBS Income Fund designates 1.83% and 0%, respectively, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for the reduced tax rate.

 

Dividends Received Deduction – Corporate shareholders are generally entitled to take the dividends received deduction on the portion of a fund’s dividend distribution that qualifies under tax law. For EBS Income and Appreciation Fund and EBS Income Fund’s fiscal year 2022 ordinary income dividends, 1.83% and 0%, respectively, qualifies for the corporate dividends received deduction.

34

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
BOARD OF TRUSTEES AND EXECUTIVE OFFICERS
(Unaudited)

 

The Board has overall responsibility for management of the Trust’s affairs. The Trustees serve during the lifetime of the Trust and until its termination, or until death, resignation, retirement, or removal. The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations. The officers have been elected for an annual term. The following are the Trustees and executive officers of the Trust:

 

Name, Address and
Date of Birth
Length of
Time Served
Position(s)
Held with
Trust
Principal Occupation(s)
During Past 5 Years and
Directorships of Public
Companies Within Past 5 Years
Number of
Portfolios in
Fund Complex
Overseen
by Trustee
Interested Trustees:        
Scott E. Lundy, CFP*
c/o Eubel Brady & Suttman
10100 Innovation Drive,
Ste. 410
Dayton, OH 45342
Year of birth: 1976
Since July 2014 President and Trustee Executive Vice President and Principal of Eubel Brady & Suttman Asset Management, Inc., the Funds’ investment adviser, since 2003; Chief Compliance Officer of Eubel Brady & Suttman Asset Management, Inc. from March 2016 to April 2019 2
Independent Trustees:
Virginia A. Boeckman
c/o Eubel Brady & Suttman
10100 Innovation Drive,
Ste. 410
Dayton, OH 45342
Year of birth: 1960
Since March 2017 Trustee Manager, SAP Finance Application Development & Support for CareSource Ohio (non-profit managed healthcare provider) from January 2017 to present; Senior Project Manager, Finance at LexisNexis (an information service provider) from 2008 to 2017 2
Kathryn E. Borchers
c/o Eubel Brady & Suttman
10100 Innovation Drive,
Ste. 410
Dayton, OH 45342
Year of birth: 1963
Since June 2021 Trustee Director, Employee Analytics and Data Solutions, Dayton Children’s Hospital from June 2022 to present; Senior Director, Human Resource (HR) Operations for CareSource Ohio (non-profit managed healthcare provider) from October 2016 to May 2022 2
Christopher C. Young
c/o Eubel Brady & Suttman
10100 Innovation Drive,
Ste. 410
Dayton, OH 45342
Year of birth: 1962

Chairman Since July 2016

Trustee

Since July 2014

Trustee and Chairman Chief Strategy Officer, Elementus Minerals LLC from July 2021 to present; Vice President, Sales of New Day Aluminum (aluminum manufacturer) from October 2016 to June 2021 2

35

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
BOARD OF TRUSTEES AND EXECUTIVE OFFICERS
(Unaudited) (Continued)

 

Name, Address and
Date of Birth
Length of
Time Served
Position(s)
Held with
Trust
Principal Occupation(s)
During Past 5 Years
Executive Officers:
Terri L. King, IACCP®
Eubel Brady & Suttman
10100 Innovation Drive,
Ste. 410
Dayton, OH 45342
Year of Birth: 1961
Since July 2014 Chief Compliance Officer Chief Compliance Officer of Eubel Brady & Suttman Asset Management, Inc., the Funds’ investment adviser from April 2019 to present; Compliance Manager from 2003 to 2019
Angela A. Simmons
Ultimus Fund Solutions, LLC
225 Pictoria Drive
Ste. 450
Cincinnati, OH 45246
Year of Birth: 1975
Since January 2022 Treasurer Vice President of Financial Administration of Ultimus Fund Solutions, LLC from January 2022 to present; Assistant Vice President from 2015 to 2022
Ronald L. Eubel
Eubel Brady & Suttman
10100 Innovation Drive,
Ste. 410
Dayton, OH 45342
Year of Birth: 1960
Since July 2014 Secretary Co-Chief Investment Officer and Principal of Eubel Brady & Suttman Asset Management, Inc., the Funds’ investment adviser since 1993

 

*Scott E. Lundy, as an affiliated person of Eubel Brady & Suttman Asset Management, Inc, the Funds’ investment adviser, is considered an “interested person” of the Trust within the meaning of Section 2(a) (19) of the Investment Company Act of 1940.

 

Additional information about members of the Board and executive officers is available in the Funds’ Statement of Additional Information (“SAI”). To obtain a free copy of the SAI, please call 1-800-391-1223.

36

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
(Unaudited)

 

The Board of Trustees, including all of the Independent Trustees voting separately, has reviewed and approved the continuance of the Investment Advisory Agreement between the Trust, on behalf of the Eubel Brady & Suttman Income and Appreciation Fund (the “Appreciation Fund”) and the Eubel Brady & Suttman Income Fund (the “Income Fund”) (the Income and Appreciation Fund and the Income Fund are referred to collectively as the “Funds”), and the Adviser. Approval took place at an in-person meeting held on June 27, 2022, at which all Trustees were present, including all of the Independent Trustees.

 

In the course of their consideration of the continuation of the Investment Advisory Agreement, the Independent Trustees were advised by independent legal counsel and received materials from such counsel discussing the legal standards for their consideration of the proposed approval of the continuation of the Investment Advisory Agreement on behalf of the Funds. The Independent Trustees received and reviewed a substantial amount of information provided by the Adviser in response to requests from independent legal counsel. Prior to voting, the Independent Trustees met with and asked questions of representatives of the Adviser and also met separately with their independent legal counsel.

 

In considering the Investment Advisory Agreement and reaching their conclusions with respect to the continuation of the Investment Advisory Agreement, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors described below.

 

Nature, Extent and Quality of Services

 

The Trustees received and considered various data and information regarding the nature, extent and quality of services provided to the Funds by the Adviser. The Trustees specifically considered the depth and quality of the investment management process utilized for the Funds, the responsibilities of the members of the Research Group who oversee the daily portfolio management operations, and the longevity of their employment with the Adviser. The Trustees noted that the Adviser had taken advantage of opportunities that were presented in the markets, beginning in 2022 when equity prices began to decline in tandem with increasing yields and a widening of credit spreads. They were mindful that the Adviser used available cash held in the Appreciation Fund to increase its convertible exposure and noted that the percentage of convertibles held by the Fund reached its highest level since 2017. The Independent Trustees were mindful that the Income Fund’s orientation towards the shorter end of the yield curve, minimal government exposures and extent of available cash, allowed it to outperform its benchmarks during the one-year period ended March 31, 2022. The Independent Trustees further noted that the conservative nature of the Funds has generally allowed them to achieve effective relative performance during periods of downside volatility. The Independent Trustees then considered the host of ancillary

37

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
(Unaudited) (Continued)

 

services provided to the Funds that go beyond furnishing investment advice, including compliance and risk management services and portfolio execution. After further discussion, the Board concluded that it was satisfied with the nature, extent and quality of the investment advisory services provided to the Funds by the Adviser.

 

Expenses and Performance

 

The Trustees next considered information regarding each Fund’s expense ratio and also considered comparative expense information for each Fund’s peer group, as presented by the Adviser. The Appreciation Fund’s overall expense ratio was compared to funds within the Morningstar category of “Convertible Bond Funds” (no load). The Trustees noted that the overall expense ratio of the Appreciation Fund, which does not include a charge for advisory fees paid at the client account level, is lower than the average expense ratio for Convertible Bond Funds. The Trustees also considered the range of advisory fees charged by the Adviser at the client account level and applied that range to the overall expense ratio of the Appreciation Fund to estimate total costs to underlying shareholders. The Income Fund’s overall expense ratio was compared to funds within the Morningstar category of “Multisector Bond Funds” (no load). The Trustees noted that the overall expense ratio of the Income Fund, which did not include a charge for advisory fees at the client account level, is lower than the average expense ratio for Multisector Bond Funds. The Trustees also considered the range of advisory fees charged by the Adviser at the client account level and applied that range to the overall expense ratio of the Income Fund to estimate total costs to underlying shareholders. The Trustees found that the expense ratio for each Fund, which included an estimated advisory fee charged at the client account level, was within the range of the average expense ratios for the peer groups presented and concluded that each Fund’s expense ratio was reasonable. The Trustees also considered the ancillary services that are offered by the Adviser at no additional charge to shareholders. The Trustees also observed that the Adviser has committed to extending the expense cap arrangement with each Fund for an additional annual period. The Trustees next discussed each Fund’s performance record over short and longer-term periods ended March 31, 2022, as compared to the performance of its benchmark indices and Morningstar category. The Trustees noted that each Fund had exceeded the performance of its benchmark index and Morningstar category average for the year ended March 31, 2022 and considered that the relatively high levels of cash held by the Funds allowed the Adviser to capitalize upon opportunities that were presented in the markets. The Trustees noted that they had heard the reasons for the Funds’ relative performance results and considered the Adviser’s views that the relative outperformance of the Appreciation Fund for the one-year period and relative underperformance for the five-year period was due to its lower equity sensitivity, while the relative outperformance of the Income Fund for the one-year period and relative underperformance for the five-year period was due to its shorter duration and lower government securities exposures. The Trustees discussed

38

 

EUBEL BRADY & SUTTMAN MUTUAL FUND TRUST
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
(Unaudited) (Continued)

 

the performance of the Adviser’s separately-managed account (“SMA”) strategies that hold shares of the Funds. The Trustees noted that the Adviser does not sub-advise any accounts with similar investment objectives as the Funds. After considering each factor, the Independent Trustees concluded that the Adviser has demonstrated a satisfactory performance record for each Fund.

 

Investment Advisory Fee Rates

 

The Trustees considered that the Adviser is being compensated by each client under the terms described in their respective SMA client agreements and the Adviser does not charge an investment advisory fee at the Fund level. The Trustees reviewed and considered the range of advisory fees payable to the Adviser for SMA services and compared such information with the fees charged by the other funds in the relevant Morningstar peer group for each Fund. The Trustees concluded that the advisory fee ranges charged at the SMA account level were reasonable in relation to the average rates for the peer groups presented, and the clients generally received more services for their fees.

 

Profitability

 

The Trustees reviewed information regarding the Adviser’s cost of providing services to the Funds and the methods that were used to determine profitability. They discussed the profits of the Adviser and the other ancillary benefits that the Adviser receives with regard to providing advisory services to the Funds and concluded that these profits are not excessive. Following a discussion of the profits and expenses of the Adviser, it was the conclusion of the Independent Trustees that the profits of the Adviser are not unreasonable and represent a fair and entrepreneurial profit, in light of the quality and scope of services (which go well beyond managing the Funds) that are provided by the Adviser.

 

Economies of Scale

 

The Trustees discussed economies of scale, noting that the Funds do not pay a direct advisory fee, and that each Fund is operating below the agreed upon expense cap. The Trustees noted that the Adviser has generally provided for breakpoints in its advisory fees charged at the client account level, thus allowing its clients to recognize economies of scale as their accounts grow.

39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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EBS-AR-22

 

 

(b)Not applicable

 

 

 

 

 
 

 

 

Item 2.Code of Ethics.

 

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. Pursuant to Item 12(a)(1), a copy of registrant’s code of ethics is filed as an exhibit to this Form N-CSR. During the period covered by this report, the code of ethics has not been amended, and the registrant has not granted any waivers, including implicit waivers, from the provisions of the code of ethics.

 

Item 3.Audit Committee Financial Expert.

 

The registrant’s board of trustees has determined that the registrant has at least one audit committee financial expert serving on its audit committee. The name of the audit committee financial expert is Virginia A. Boeckman. Ms. Boeckman is “independent” for purposes of this item.

 

Item 4.Principal Accountant Fees and Services.

 

(a)Audit Fees. The aggregate fees billed for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $30,000 and $30,000 with respect to the registrant’s fiscal years ended July 31, 2022 and July 31, 2021, respectively.

 

(b)Audit-Related Fees. No fees were billed in the last fiscal year for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item.

 

(c)Tax Fees. The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $6,000 and $6,000 with respect to the registrant’s fiscal years ended July 31, 2022, and July 31, 2021, respectively. The services comprising these fees are the preparation of the registrant’s federal income and excise tax returns.

 

(d)All Other Fees. No fees were billed in the last fiscal year for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item.

 

(e)(1)The audit committee has not adopted pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

 

(e)(2)None of the services described in paragraph (b) through (d) of this Item were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)Less than 50% of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

 

(g)During the fiscal years ended July 31, 2022 and July 31, 2021, aggregate non-audit fees of $6,000 and $6,000, respectively, were billed by the registrant’s principal accountant for services rendered to the registrant. No non-audit fees were billed in the last fiscal year by the registrant’s principal accountant for services rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.
 
 
(h)The principal accountant has not provided any non-audit services to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant.

 

(i)Not applicable

 

(j)Not applicable

 

 

Item 5.Audit Committee of Listed Registrants.

 

Not applicable

 

Item 6.Schedule of Investments.

 

(a)Not applicable [schedule filed with Item 1]

 

(b)Not applicable

 

Item 7.Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable

 

Item 8.Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable

 

Item 9.Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable

 

Item 10.Submission of Matters to a Vote of Security Holders.

 

The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

 

Item 11.Controls and Procedures.

 

(a) Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.

 

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

 

 

 
 
Item 12.Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable.

 

Item 13.Exhibits.

 

File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.

 

(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Attached hereto

 

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto

 

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons: Not applicable

(a)(4) Change in the registrant’s independent public accountants: Not applicable.

(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto

 

Exhibit 99.CODE ETH Code of Ethics

 

Exhibit 99.CERT Certifications required by Rule 30a-2(a) under the Act

 

Exhibit 99.906CERT Certifications required by Rule 30a-2(b) under the Act

 

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant) Eubel Brady & Suttman Mutual Fund Trust    
       
By (Signature and Title)* /s/ Scott E. Lundy  
    Scott E. Lundy, President  
       
Date October 4, 2022    
       
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
       
By (Signature and Title)* /s/ Scott E. Lundy  
    Scott E. Lundy, President  
       
Date October 4, 2022    
       
By (Signature and Title)* /s/ Angela A. Simmons  
    Angela A. Simmons, Treasurer  
       
Date October 4, 2022    

 

* Print the name and title of each signing officer under his or her signature.

ATTACHMENTS / EXHIBITS

cert1.htm

cert2.htm

coe.htm



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