Form N-Q Starboard Investment For: May 31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-Q
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-22298
Starboard Investment Trust
(Exact name of registrant as specified in charter)
(Exact name of registrant as specified in charter)
116 South Franklin Street, Post Office Box 69, Rocky Mount, North Carolina 27802
(Address of principal executive offices) (Zip code)
Paracorp Inc.
2140 South Dupont Hwy, Camden, DE 19934
(Name and address of agent for service)
2140 South Dupont Hwy, Camden, DE 19934
(Name and address of agent for service)
Registrant's telephone number, including area code: 252-972-9922
Date of fiscal year end: August 31
Date of reporting period: May 31, 2018
ITEM 1. SCHEDULE OF INVESTMENTS
ROUMELL OPPORTUNISTIC VALUE FUND
|
|||||||||
Schedule of Investments
|
|||||||||
(Unaudited)
|
|||||||||
As of May 31, 2018
|
|||||||||
Shares
|
Cost
|
Value (Note 1)
|
|||||||
COMMON STOCKS - 49.80%
|
|||||||||
Consumer Discretionary - 1.98%
|
|||||||||
*
|
Destination XL Group, Inc.
|
781,756
|
1,628,011
|
$
|
1,328,985
|
||||
1,328,985
|
|||||||||
Energy - 3.50%
|
|||||||||
*
|
SandRidge Energy, Inc.
|
161,910
|
2,740,978
|
2,354,172
|
|||||
2,354,172
|
|||||||||
Financials - 7.69%
|
|||||||||
*
|
Dundee Corp.
|
1,755,000
|
3,276,328
|
2,456,649
|
|||||
*
|
Great Elm Capital Group, Inc.
|
100,000
|
340,016
|
370,000
|
|||||
*
|
Hallmark Financial Services, Inc.
|
237,330
|
2,442,066
|
2,340,074
|
|||||
5,166,723
|
|||||||||
Health Care - 3.03%
|
|||||||||
*
|
Paratek Pharmaceuticals, Inc.
|
194,578
|
2,595,454
|
2,033,340
|
|||||
2,033,340
|
|||||||||
Industrials - 2.02%
|
|||||||||
*
|
HC2 Holdings, Inc.
|
221,000
|
1,204,178
|
1,359,150
|
|||||
1,359,150
|
|||||||||
Information Technology - 27.80%
|
|||||||||
*
|
A10 Networks, Inc.
|
322,270
|
1,959,355
|
2,072,196
|
|||||
*
|
Edgewater Technology, Inc.
|
339,617
|
2,329,317
|
1,837,328
|
|||||
*
|
GSI Technology, Inc.
|
240,649
|
1,315,139
|
1,833,745
|
|||||
*
|
Liquidity Services, Inc.
|
736,171
|
4,273,235
|
4,159,366
|
|||||
Marchex, Inc.
|
1,089,050
|
3,084,590
|
2,940,435
|
||||||
*
|
Sierra Wireless, Inc.
|
94,750
|
1,473,222
|
1,553,900
|
|||||
*
|
The Rubicon Project, Inc.
|
1,822,580
|
5,351,465
|
4,283,063
|
|||||
18,680,033
|
|||||||||
Materials - 1.01%
|
|||||||||
*
|
Colossus Minerals, Inc.
|
1,266,157
|
1,670,969
|
1,267
|
|||||
*
|
Eldorado Gold Corp.
|
607,110
|
666,183
|
679,963
|
|||||
681,230
|
|||||||||
Real Estate - 2.77%
|
|||||||||
*
|
Five Point Holdings LLC
|
167,000
|
2,313,917
|
1,863,720
|
|||||
1,863,720
|
|||||||||
Total Common Stocks (Cost $38,664,423)
|
33,467,353
|
||||||||
CLOSED-END FUND - 4.31%
|
|||||||||
Medley Capital Corp.
|
818,070
|
4,719,370
|
2,895,968
|
||||||
Total Closed-End Fund (Cost $4,719,370)
|
2,895,968
|
||||||||
(Continued)
|
ROUMELL OPPORTUNISTIC VALUE FUND
|
||||||||||
Schedule of Investments - Continued
|
||||||||||
(Unaudited)
|
||||||||||
As of May 31, 2018
|
||||||||||
Value (Note 1)
|
||||||||||
PREFERRED STOCKS - 19.81%
|
Interest Rate
|
Maturity Date
|
Shares
|
Cost
|
||||||
B. Riley Financial, Inc.
|
7.250%
|
12/31/2027
|
62,740
|
$
|
1,568,448
|
$
|
1,550,619
|
|||
Capital Southwest Corp.
|
5.950%
|
12/15/2022
|
70,000
|
1,750,000
|
1,836,800
|
|||||
Eagle Point Credit Co., Inc.
|
6.750%
|
9/30/2027
|
53,420
|
1,335,933
|
1,362,210
|
|||||
Great Elm Capital Corp.
|
6.500%
|
9/18/2022
|
67,780
|
1,694,943
|
1,732,999
|
|||||
MVC Capital, Inc.
|
6.250%
|
11/30/2022
|
83,260
|
2,082,067
|
2,135,619
|
|||||
Newtek Business Services Corp.
|
6.250%
|
3/1/2023
|
74,700
|
1,867,873
|
1,907,838
|
|||||
Oaktree Specialty Lending Corp.
|
5.875%
|
10/30/2024
|
27,183
|
679,470
|
686,099
|
|||||
Oxford Square Capital Corp.
|
6.500%
|
3/30/2024
|
81,940
|
2,051,493
|
2,100,122
|
|||||
Total Preferred Stocks (Cost $13,030,227)
|
13,312,306
|
|||||||||
|
|
|
||||||||
U.S. TREASURY SECURITIES - 14.71%
|
Par
|
Interest Rate
|
Maturity Date
|
|||||||
*
|
United States Treasury Bill
|
2,018,000
|
0.000%
|
7/19/2018
|
2,013,139
|
|||||
United States Treasury Note (a)
|
5,500,000
|
1.000%
|
3/15/2019
|
5,448,438
|
||||||
United States Treasury Note
|
2,500,000
|
1.750%
|
3/31/2022
|
2,422,070
|
||||||
Total U.S. Treasury Securities (Cost $9,996,727)
|
9,883,647
|
|||||||||
Strike
|
Exercise
|
|||||||||
Shares
|
Price
|
Date
|
||||||||
WARRANTS - 0.01%
|
||||||||||
*
|
Colossus Minerals, Inc. (b)
|
633,881
|
$
|
1.00 |
3/17/2019
|
6,339
|
||||
Warrants (Cost $526)
|
6,339
|
|||||||||
SHORT-TERM INVESTMENT - 9.38%
|
Shares
|
|||||||||
Federated Treasury Obligations Fund - Institutional
|
||||||||||
Class Shares, 1.62% §
|
6,301,426
|
6,301,426
|
||||||||
Total Short-Term Investment (Cost $6,301,426)
|
6,301,426
|
|||||||||
Total Value of Investments (Cost $72,712,700) - 98.02%
|
$
|
65,867,039
|
||||||||
Total Value of Options Written (Premiums Received $142,572) - (0.08)%
|
(52,700)
|
|||||||||
Other Assets Less Liabilities - 2.06%
|
1,384,553
|
|||||||||
Net Assets - 100%
|
$
|
67,198,892
|
||||||||
*
|
Non-income producing investment
|
|||||||||
§
|
Represents 7 day effective yield
|
|||||||||
(a)
|
All or a portion of this security is held in a margin account at the broker for options written.
|
|||||||||
(b)
|
Security is fair valued using the pricing policies approved by the Fund's Board of Trustees. In determining the price of the security, the Board of Trustees considered the issuer, terms, and the size of the Fund's investment in the security. As of November 30, 2017, the security represents 0.01% of net assets and is not considered a material portion of the Fund.
|
|||||||||
(Continued)
|
ROUMELL OPPORTUNISTIC VALUE FUND
|
||||||||||
Schedule of Investments - Schedule of Options Written
|
||||||||||
(Unaudited)
|
||||||||||
As of May 31, 2018
|
||||||||||
Number of
Contracts
|
Exercise
Price
|
Expiration
Date
|
Notional
Value
|
Value (Note 1)
|
||||||
PUT OPTIONS WRITTEN - 0.08%
|
||||||||||
*
|
Signet Jewelers Ltd.
|
620
|
$
|
35.00 |
7/20/2018
|
$
|
2,666,000
|
$
|
52,700
|
|
Total Put Options Written (Premiums Received $142,572)
|
52,700
|
|||||||||
Total Options Written (Premiums Received $142,572)
|
$
|
52,700
|
||||||||
(Continued)
|
ROUMELL OPPORTUNISTIC VALUE FUND
|
|||||||||
Schedule of Investments - Continued
|
|||||||||
(Unaudited)
|
|||||||||
As of May 31, 2018
|
|||||||||
|
|||||||||
Summary of Investments
|
|||||||||
by Sector
|
% of Net
|
||||||||
Assets
|
Value
|
||||||||
Consumer Discretionary
|
1.98%
|
$
|
1,328,985
|
||||||
Energy
|
3.50%
|
2,354,172
|
|||||||
Financials
|
7.69%
|
5,166,723
|
|||||||
Health Care
|
3.03%
|
2,033,340
|
|||||||
Industrials
|
2.02%
|
1,359,150
|
|||||||
Information Technology
|
27.80%
|
18,680,033
|
|||||||
Materials
|
1.01%
|
681,230
|
|||||||
Real Estate
|
2.77%
|
1,863,720
|
|||||||
Closed-End Fund
|
4.31%
|
2,895,968
|
|||||||
Preferred Stocks
|
19.81%
|
13,312,306
|
|||||||
U.S. Treasury Securities
|
14.71%
|
9,883,647
|
|||||||
Warrants
|
0.01%
|
6,339
|
|||||||
Short-Term Investment
|
9.38%
|
6,301,426
|
|||||||
Put Options Written
|
-0.08%
|
(52,700)
|
|||||||
Other Assets Less Liabilities
|
2.06%
|
1,384,553
|
|||||||
Total
|
100.00%
|
$
|
67,198,892
|
||||||
Aggregate cost for financial reporting and federal income tax purposes is the same. Unrealized appreciation (depreciation) of investments for financial reporting and federal income tax purposes is as follows:
|
|||||||||
Aggregate gross unrealized appreciation
|
$
|
1,306,455
|
|||||||
Aggregate gross unrealized depreciation
|
(8,062,244)
|
||||||||
Net unrealized depreciation
|
$
|
(6,755,789)
|
|||||||
(Continued)
|
ROUMELL OPPORTUNISTIC VALUE FUND
|
|||||||||
Schedule of Investments - Continued
|
|||||||||
(Unaudited)
|
|||||||||
As of May 31, 2018
|
|||||||||
Note 1 - Investment Valuation
|
|||||||||
The Roumell Opportunistic Value Fund (the "Fund") records its investments in securities at fair value. Under generally accepted accounting principles ("GAAP"), fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date.
|
|||||||||
In determining fair value, the Fund uses various valuation approaches. GAAP establishes a fair value hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.
|
|||||||||
Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund's assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1: quoted prices in active markets for identical investments
Level 2: other significant observable inputs (including quoted prices for similar investments, interest rates, credit risk, etc.)
Level 3: significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)
|
|||||||||
The availability of valuation techniques and observable inputs can vary from security to security and is affected by a wide variety of factors including the type of security, whether the security is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the securities existed.
|
|||||||||
Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for securities categorized in Level 3. In certain cases, 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 in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.
|
|||||||||
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Fund's own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many securities. This condition could cause a security to be reclassified to a lower level within the fair value hierarchy.
|
|||||||||
(Continued)
|
ROUMELL OPPORTUNISTIC VALUE FUND
|
|||||||||||||
Schedule of Investments - Continued
|
|||||||||||||
(Unaudited)
|
|||||||||||||
As of May 31, 2018
|
|||||||||||||
Note 1 - Investment Valuation - Continued
|
|||||||||||||
Securities listed on an exchange or quoted on a national market system are valued at the last sales price as of 4:00 p.m. Eastern Time. Securities traded in the NASDAQ over-the-counter market are generally valued at the NASDAQ Official Closing Price. Other securities traded in the over-the-counter market and listed securities for which no sale was reported on that date are valued at the most recent bid price. Securities and assets for which representative market quotations are not readily available or which cannot be accurately valued using the Fund's normal pricing procedures are valued at fair value as determined in good faith under policies approved by the Trustees.
|
|||||||||||||
Options are valued at the mean between their bid and ask prices as reported on their primary exchange as of 4:00 p.m. Eastern Time (the "Valuation Time"). An option may be valued using Fair Valuation when (i) the option does not trade on the valuation date; and (ii) reliable last quoted bid and ask prices as of the Valuation Time are not readily available.
|
|||||||||||||
Fair value pricing may be used, for example, in situations where (i) a portfolio security is so thinly traded that there have been no transactions for that security over an extended period of time; (ii) the exchange on which the portfolio security is principally traded closes early; or (iii) trading of the portfolio security is halted during the day and does not resume prior to the Fund's net asset value calculation. A portfolio security's "fair value" price may differ from the price next available for that portfolio security using the Fund's normal pricing procedures. Instruments with maturities of 60 days or less are valued at amortized cost, which approximates market value.
|
|||||||||||||
The Fund has adopted ASC Topic 820, Fair Value Measurements. ASC Topic 820 defines fair value, establishes a frame work for measuring fair value and expands disclosure about fair value measurements.The Fund has adopted FASB guidance updating ASC Topic 820 titled, "Determining Fair Value When the Volume and Level of Activity for the Asset or Liability have Significantly Decreased and Identifying Transactions that are not Orderly" which provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or liability, when a transaction that is not orderly, and how that information must be incorporated into fair value measurement. The guidance emphasizes that even if there has been a significant decrease in volume and level of activity for an asset or liability and regardless of the valuation techniques used, the objective of a fair value measurement remains the same.
|
|||||||||||||
The following table summarizes the classification of the Fund's investments by the above fair value hierarchy levels as of May 31, 2018:
|
|||||||||||||
Assets
|
Total
|
Level 1
|
Level 2
|
Level 3 (a)
|
|||||||||
Common Stocks
|
$
|
33,467,353 |
$
|
33,467,353 |
$
|
- |
$
|
- | |||||
Closed-End Fund
|
2,895,968
|
2,895,968
|
-
|
-
|
|||||||||
Preferred Stocks
|
13,312,306
|
13,312,306
|
-
|
-
|
|||||||||
U.S. Treasury Securities
|
9,883,647
|
-
|
9,883,647
|
-
|
|||||||||
Warrants
|
6,339
|
-
|
-
|
6,339
|
|||||||||
Short-Term Investment
|
6,301,426
|
6,301,426
|
-
|
-
|
|||||||||
Put Options Written
|
(52,700)
|
-
|
(52,700)
|
-
|
|||||||||
Total
|
$
|
65,814,339 |
$
|
55,977,053 |
$
|
9,830,947 |
$
|
6,339 | |||||
(a)
|
At the beginning and end of the reporting period, Level 3 investments were not considered a material portion of the Fund, and hence, reconciliation is not provided.
|
||||||||||||
ITEM 2. CONTROLS AND PROCEDURES
|
|
(a)
|
The Principal Executive Officers and Principal Financial Officers have concluded that the registrant's disclosure controls and procedures are effective based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the Investment Company Act of 1940 and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 as of a date within 90 days of the filing of this report.
|
(b)
|
There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
ITEM 3. EXHIBITS
|
|
Certifications required pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 are filed herewith as Exhibit A.
|
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.
Starboard Investment Trust
|
|
/s/ Katherine M. Honey
|
|
Date: July 30, 2018
|
Katherine M. Honey
President and Principal Executive Officer
|
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.
/s/ Katherine M. Honey
|
|
Date: July 30, 2018
|
Katherine M. Honey
President and Principal Executive Officer
|
/s/ Ashley E. Harris
|
|
Date: July 30, 2018
|
Ashley E. Harris
Treasurer and Principal Financial Officer
|
EXHIBIT A
CERTIFICATIONS PURSUANT TO RULE 30a-2(a)
UNDER THE INVESTMENT COMPANY ACT OF 1940
I, Katherine M. Honey, certify that:
1. I have reviewed this report on Form N-Q of the Roumell Opportunistic Value Fund, a series of the Starboard Investment Trust;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the schedule of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: July 30, 2018
|
/s/ Katherine M. Honey
|
Katherine M. Honey
President and Principal Executive Officer
|
CERTIFICATIONS PURSUANT TO RULE 30a-2(a)
UNDER THE INVESTMENT COMPANY ACT OF 1940
I, Ashley E. Harris, certify that:
1. I have reviewed this report on Form N-Q of the Roumell Opportunistic Value Fund, a series of the Starboard Investment Trust;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the schedule of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: July 30, 2018
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/s/ Ashley E. Harris
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Ashley E. Harris
Treasurer and Principal Financial Officer
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