Item 1. Reports to Stockholders.
Table of Contents
The Cushing
®
MLP Premier Fund
Performance
Report
Dear Fellow Shareholders,
The Cushing
®
MLP Premier Fund (the Fund) ended its fiscal year with positive performance. For the twelve month period
ended November 30, 2013, the Funds Class I Shares delivered a 17.37% total return, versus a total return of 30.30% for the S&P 500 Index (Total Return). As a reminder, the Fund is subject to fees and expenses and is taxed as a regular
corporation for federal income tax purposes, while the S&P 500 Index does not include taxes, fees and expenses. The Funds Class A Shares and Class C Shares are subject to additional fees and expenses, which would reduce their total
return relative to Class I Shares. We are pleased to report that the Funds Class I shares received a 5-star Overall Morningstar Rating among 94 Energy Equity funds for the period ended 11/30/2013 (derived from a weighted average of the
Funds three-, five-, and ten-year risk adjusted return measure).
In particular, the Fund benefited from overweight positions in the
Natural Gas Gatherers and Processors, Crude Oil and Refined Products and General Partners (GP) subsectors. For the Natural Gas Gatherers and Processors segment, we seek to own master limited partnerships (MLPs) that have some or all of the following
characteristics: a strong management team, good assets with a competitive position in a key market or an emerging basin, predominantly fixed fee contracts and visible growth through organic projects and/or drop-down acquisitions. We
believe the benefits of these traits more than offset the near-term headwinds from a currently challenging natural gas liquid (NGL) pricing environment.
MLPs exposed to the build-out of crude oil infrastructure continued to benefit from the U.S. energy Renaissance. U.S. onshore crude oil production was significant for the period, which we
believe not only supported continued volume growth for crude-levered MLPs, but also provided a wealth of infrastructure investment opportunities in order to satisfy producers needs to get their product to market.
The Fund owned a number of GPs, including both C-corp and MLP GPs during the period. While historically lower yielding, GPs are leveraged to the growth of
the underlying MLP and can possess considerable option value. Over the past couple of years, several GP equities have benefited from merger and acquisition (M&A) activity and restructurings.
Overall, we seek to strike an appropriate balance of investing the Funds assets in historically stable, higher yielding MLPs with lower yielding,
higher growth potential MLPs. Additionally, we generally seek to avoid outsized positions in any single name and prefer equities with good trading liquidity.
Solid MLP fundamentals contributed positive performance across the board as measured by the subsector averages. However, company/subsector specific issues and heightened investor scrutiny led to increased
return dispersions within each subsector, as illustrated by the chart below which, we believe, continues to underscore the importance of stock selection in the current MLP environment.
1
Fiscal Year Dispersion of Stock Performance By and Within Subsectors
Depicts average, highest and lowest price return of constituents for each subsector for the period from
December 1, 2012 through November 30, 2013.
Represents price performance only, does not include effect of distributions.
Source: Bloomberg. Based on universe of all publicly traded MLPs.
Industry Overview and Themes
Recent key themes that impacted MLPs during the period
included: GP restructurings, MLP-ification (assets moving into MLP structures), large-scale liquefied natural gas (LNG) export project developments, natural gas pipeline conversion projects, liquefied petroleum gas (LPG) export capacity
expansions, and M&A announcements (including MLP consolidation). We want to stress that while the midstream industry has continued to evolve in a dramatic fashion, what has remained the same is that shifting dynamics create both challenges and
opportunities for individual MLPs (which we refer to as the haves and the have-nots).
The Fund remained overweight in
the GP subsector, as these entities continued to grow at above-average distribution rates and took steps to unlock shareholder value. For example, ONEOK, Inc. (NYSE: OKE) is transitioning to a pure-play GP and has announced plans to separate its
natural gas utility business into a new public entity. Additionally, Energy Transfer Equity, LP (NYSE: ETE) continued its simplification process to a more pure-play GP with 1) the close of the sale of a local distribution company (LDC)
business and 2) the purchase of an interest in the GP cash flows of Sunoco Logistics Partners, LP (NYSE: SXL) in exchange for units of Energy Transfer Partners, LP (NYSE: ETP) previously held at ETE.
Larger C-corp. energy companies continue to validate the MLP structure as the preferred way to own midstream assets as well as a means to unlock the GP
value potential for shareholders, as reflected in completed and near-term announced offerings by Western Refining Logistics LP (NYSE: WNRL), Devon Midstream Partners LP (NASDAQ: DVNM), QEP Midstream Partners LP (NYSE: QEPM), Valero Energy Partners
LP (NYSE: VLP), and Arc Logistics Partners LP (NYSE: ARCX). Additionally, there were numerous announcements by other energy companies, such as Dominion Resources Inc. (NYSE: D), to either form or explore the formation of MLPs.
New shale resource development has positioned the U.S. as a growing exporter of LPG and new LPG export projects continue to be announced and developed at
a rapid pace. Typically, these projects are capable of handling propane and butane and are designed to provide pricing support for both. In general,
2
these projects are emblematic of the trend to focus more and more on demand centers located in areas such as the Gulf Coast, where our nations growing supplies can better access global
markets.
Large-scale projects to export LNG have received key approvals from the U.S. Department of Energy (DOE). In a recent report
1
, Bentek Energy forecasted 5.7 billion cubic feet per day (bcf/d) of
supply from the four proposed LNG export terminals in the U.S. Southeast by 2023 from 0 bcf/d today. For example, ETP/ETE announced that the DOE granted authorization for the Lake Charles, LA facility owned by ETP/ETE to export LNG to non-free trade
agreement (FTA) countries. With a planned in-service date of 2019, ETP/ETE estimate the capital expenditure for this project to exceed $10 billion.
Many midstream natural gas businesses have been addressing the rapidly changing dynamics of crude oil and natural gas supply/demand by converting legacy natural gas pipelines to other product services
(like crude oil or NGLs), finding new outlets for their gas such as various growing power and industrial markets (e.g. Mexico and the U.S. Gulf Coast and Southeast), or other optimization strategies such as backhaul service (particularly heading
away from the Marcellus/Utica).
MLPs have remained active with mergers and acquisitions. Due to intense competition, purchase multiples are
generally not as attractive as those for organic projects; however, acquisitions can be a way for an MLP to establish or grow a foothold in a new region. Additionally, the trend of MLP consolidation, while gradual, has continued, and we see other
distressed, higher yielding MLPs as potential targets. Importantly, all of this supports our theme of owning GPs in the case of the Regency Energy Partners, LP (NYSE: RGP) acquisition of PVR Partners, LP (NYSE: PVR) and the Crestwood
Midstream Partners, LP (NYSE: CMLP) purchase of Bakken assets, the GP benefited disproportionately (ETE and Crestwood Equity Partners, LP (NYSE: CEQP), respectively).
The MLP space as a whole has benefited from strong flows of capital into MLP-focused open-end mutual funds (OEFs), exchange-traded funds (ETFs) and exchange-traded notes (ETNs), although such flows
declined towards the end of the year. Regardless, MLP-focused fund flows are something we continue to watch very closely. As the chart below illustrates, the relationship between MLP performance and MLP-focused fund flows is hard to deny.
1
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Source: Bentek Energy, Son of a Beast Utica Triggers Regional Role Reversal, October, 2013.
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3
Year-To-Date Alerian MLP Index (Total Return) (AMZ) Versus MLP-Focused Fund Flows
Source: Bloomberg.
This supply of new capital has been matched reasonably well by the demand for capital from MLPs. According to a recent report by Wells Fargo
2
, MLPs raised $40.5 billion in equity and $32.4 billion in debt year-to-date. MLPs are increasingly using at-the-market
offerings (ATMs), which allows companies to efficiently issue equity into the secondary market on an as/when needed basis, minimizing market disruption and partially satisfying capital funding needs. According to the Wells Fargo report,
approximately $3.9 billion was raised through ATM programs year-to-date versus $1.5 billion raised in 2012. Of particular note, the asset class saw the first ten-figure raise, as Williams Partners, LP (NYSE: WPZ) raised $1.2 billion in a single
equity offering. In short, the capital markets remained healthy and wide open for the asset class.
Closing
In summary, the MLP industry has continued to grow, mature and evolve and at a rapid pace. As an example of how much the industry is
changing, in a recent Bentek Energy article
3
, the author
noted, These market changes, particularly the role reversals of the U.S. Northeast and Southeast regions, will require a widespread repurposing of the nations pipeline grid, and will forcefully redirect gas flow patterns, gas prices and
basis relationships. Whether it is the Marcellus/Utica in the Northeast or the Permian basin in Texas, we believe robust production growth expands and extends the cap-ex cycle further and will result in the entire infrastructure build-out
being bigger and longer than we anticipated even just two years ago. These quickly emerging themes will create opportunities and challenges for the space as a whole.
With the recent announcement by the Fed to commence quantitative easing tapering, equities including MLPs may experience some volatility. The focus on tapering over the summer led to market
weakness, which was particularly pronounced in defensive stocks and interest rate sensitive equity subsectors (such as real estate investment trusts (REITs), utilities and, to a much lesser extent, MLPs), as well as investment grade and
high yield bonds.
Nonetheless, we remain focused on the favorable long-term fundamental attributes of MLPs and the potential for attractive
total returns based on current yield and expected distribution growth. We at
2
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Source: MLP Monthly: December 2013. Wells Fargo Securities Equity Research. December 5, 2013.
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3
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Source: Bentek Energy, Son of a Beast Utica Triggers Regional Role Reversal, October, 2013.
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4
Swank Capital, LLC and Cushing
®
MLP Asset Management, LP
truly appreciate your support, and we look forward to helping you achieve your investment goals in the coming year.
Sincerely,
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Jerry V. Swank
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Daniel L. Spears
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Chairman and Chief Executive Officer
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President
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Opinions expressed above are subject to change at any time, are not guaranteed and should not be considered investment
advice.
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible. There is a risk to the future viability of the ongoing operation of MLPs that return investors capital in the form of
distributions. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual stock volatility than a diversified fund. The Fund will invest
in Master Limited Partnerships (MLPs), which concentrate investments in the natural resource sector and are subject to the risks of energy prices and demand and the volatility of commodity investments. Damage to facilities and infrastructure of MLPs
may significantly affect the value of an investment and may incur environmental costs and liabilities due to the nature of their business. MLPs are subject to significant regulation and may be adversely affected by changes in the regulatory
environment. Investments in smaller companies involve additional risks such as limited liquidity and greater volatility. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in
accounting methods. MLPs are subject to certain risks inherent in the structure of MLPs, including complex tax structure risks, the limited ability for election or removal of management, limited voting rights, potential dependence on parent
companies or sponsors for revenues to satisfy obligations, and potential conflicts of interest between partners, members and affiliates.
The Fund does not receive the same tax benefits as a direct investment in an MLP. The Fund is organized as a C corporation and is subject
to U.S. federal income tax on its taxable income at the corporate tax rate (currently as high as 35%) as well as state and local income taxes. The potential tax benefits of investing in MLPs depend on them being treated as partnerships for federal
income tax purposes. If the MLP is deemed to be a corporation then its income would be subject to federal taxation at the entity level, reducing the amount of cash available for distribution to the Fund which could result in a reduction of the
Funds value.
The Fund accrues deferred income taxes for future tax liabilities associated with the portion of MLP distributions
considered to be a tax-deferred return of capital and for any net operating gains as well as capital appreciation of its investments. This deferred tax liability is reflected in the daily NAV and as a result the Funds after-tax performance
could differ significantly from the underlying assets even if the pre-tax performance is closely tracked.
Fund holdings and sector
allocations are subject to change at any time and are not recommendations to buy or sell any security. Please refer to the Schedule of Investments for a complete list of fund holdings.
For each fund with at least a three-year history, Morningstar calculates a Morningstar Rating based on a Morningstar Risk
Adjusted Return measure that accounts for variation in a funds monthly performance (including the effects of sales charges, loads, and redemption fees), placing more emphasis on downward variations and rewarding consistent performance. The top
10% of funds in each category receive 5 stars, the next 22.5% receive 4 stars, the next 35% receive 3 stars, the next 22.5% receive 2 stars and the bottom 10% receive 1 star. (Each share class is counted as a fraction of one fund within this scale
and rated separately, which may cause slight variations in the distribution percentages.) The Cushing
®
MLP Premier Fund-Class I Shares received 5 stars among 94 Equity
Energy funds for the 3 year period ending 11/30/2013. Morningstar Rating is for the I share class only; other classes may have different performance characteristics.
©
2014 Morningstar, Inc. All Rights Reserved. The information contained herein (1) is proprietary to Morningstar (2) may not be copied or distributed and
(3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Past performance is no guarantee of future performance.
The S&P 500 Index is an unmanaged index of common stocks that is frequently used as a general measure of stock market performance. The
index does not include fees or expenses. It is not possible to invest directly in an index.
Cushing MLP Asset Management, LP, the investment
adviser to the Cushing Funds, is wholly owned by Swank Capital, LLC.
This report must be preceded or accompanied by a current prospectus.
The Cushing
®
MLP Premier Fund is
distributed by Quasar Distributors, LLC
5
The Cushing
®
MLP Premier Fund Class A
Growth of a $10,000
Investment
Average Annual Returns
November 30, 2013
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1 Year
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5 Year
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Since
Inception
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Class A (without sales load)
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16.91
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%
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n/a
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8.70
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%
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Class A (with sales load)
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10.19
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%
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n/a
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6.65
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%
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Class C (without sales load)
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16.05
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%
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n/a
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7.85
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%
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Class C (with sales load)
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15.05
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%
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n/a
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7.85
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%
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Class I
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17.37
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%
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n/a
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8.97
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%
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S&P 500 Index (Total Return)
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30.30
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%
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n/a
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17.60
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%
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Performance data quoted represents past performance; past performance does not guarantee future results. The investment
return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted.
Performance data current as of the most recent quarter end may be obtained by visiting www.cushingfunds.com.
Class A, Class C and Class I
shares were first available on October 20, 2010.
Class A performance has been restated to reflect the maximum sales charge of 5.75%. Class C
performance would reflect the maximum contingent deferred sales charge (CDSC) of 1.00%, terminating on the anniversary date of your purchase of shares. Class I is not subject to a sales charge.
The S&P 500 Index is an unmanaged index of common stocks that is frequently used as a general measure of stock market performance. This index does not
include fees or expenses. It is not possible to invest directly in an index.
The graph and table do not reflect the deduction of taxes that
a shareholder would pay on Fund distributions or the redemption of the Fund shares.
6
The Cushing
®
MLP Premier Fund
Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; and exchange
fees; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare
these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from June 1, 2013 to November 30, 2013.
Actual Expenses
For each
class, the first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.
Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled Expenses Paid During Period to estimate the
expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
For each class, the second line of the table below provides information about hypothetical account values and hypothetical expenses based on the
Funds actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account
balance or expense you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and
do not reflect current and deferred income tax expense (which may be significantly higher or lower) or any transactional costs, such as sales charges (loads) or exchange fees. Therefore, the second line of the table for each class is useful in
comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If current and deferred income tax expense and transaction costs were included, your costs would have been higher.
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Beginning
Account
Value
(6/1/2013)
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Ending
Account
Value
(11/30/2013)
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Expenses
Paid
During
Period
1
(6/1/2013 to
11/30/2013)
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Annualized
Expense
Ratio
2
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Class A Actual
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$
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1,000.00
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$
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1,064.30
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$
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8.54
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1.65
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%
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Class A Hypothetical
(5% return before expenses)
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$
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1,000.00
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$
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1,016.80
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$
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8.34
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1.65
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%
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Class C Actual
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$
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1,000.00
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$
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1,060.30
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$
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12.40
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2.40
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%
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Class C Hypothetical
(5% return before expenses)
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$
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1,000.00
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$
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1,013.04
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$
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12.11
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2.40
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%
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Class I Actual
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$
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1,000.00
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$
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1,066.40
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$
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7.25
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1.40
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%
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Class I Hypothetical
(5% return before expenses)
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$
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1,000.00
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$
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1,018.05
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$
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7.08
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1.40
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%
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1
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Expenses are equal to the Funds annualized expense ratio multiplied by the average account value over the period, multiplied by 183 days (the
number of days in the most recent period)/365 days (to reflect the period).
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2
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Annualized expense ratio excludes current and deferred income tax expense.
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7
The Cushing
®
MLP Premier Fund
Allocation of Portfolio Assets
(1)
(Unaudited)
November 30, 2013
(Expressed as a Percentage of Total Investments)
(1)
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Fund holdings and sector allocations are subject to change, and there is no assurance that the Fund will continue to hold any particular security.
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(2)
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Master Limited Partnerships and Related Companies
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8
The Cushing
®
Renaissance Advantage Fund
Performance Report
Dear Fellow Shareholders,
The Cushing
®
Renaissance Advantage Fund (the Fund) commenced operations on April 1, 2013. As discussed in the letter
accompanying the Funds semi-annual report to shareholders, the core of the Funds investment thesis is the belief that dramatic changes in the domestic oil and gas landscape, both in terms of production volume growth and prices relative
to the rest of the world, have led to a revival and growth in the U.S. energy, industrial and manufacturing sectors. We believe this has implications for energy, manufacturing, transportation, utilities, and other industries, providing a variety of
investment options for the Fund.
Equity markets in general had a strong year, as illustrated by the S&P 500 Indexs approximate 27%
return from April 1 through November 30, 2013. The market seems to be taking in stride the Feds announced intention to taper its asset purchase programs; the concern is that this may translate to higher interest rates, which is
potentially harmful for stock prices. However, the counterbalance to higher interest rates is the fact that the macroeconomic backdrop has continued to improve, albeit slowly, as evidenced by rising leading indicators, expectations for 5-10%
earnings growth through 2015 (based on Bloomberg S&P 500 earnings estimates), and a shrinking unemployment rate.
Indicators for the
sectors we monitor were more consistent at year end than they were at mid-year, and generally higher, with oil up slightly versus at our mid-year update but about 12% off its summer peak; natural gas was higher at the end of the period thanks to the
onset of winter; natural gas liquids (NGLs) tracked higher with natural gas; refining margins staged a fourth quarter comeback; and petrochemical margins were higher despite the recent strength in gas-based feedstock cost as ethylene and propylene
prices kept pace.
Fund Performance
For the eight month period from the Funds inception through November 30, 2013, the Funds Class I Shares delivered a 14.97% total return, versus a total return 17.26% for the S&P 500 Index
(Total Return). The Funds Class A Shares and Class C Shares are subject to additional fees and expenses, which would reduce their total return relative to Class I Shares. The largest individual contributors to the Funds performance for
the period were United Rentals Inc. (NYSE: URI), Tesoro Corporation (NYSE: TSO), and Phillips 66 (NYSE: PSX). TSO and PSX benefitted from a rally in refining margins late in the year and an increase in the value of affiliated midstream operations,
while URI benefited from a rebound in non-residential construction spending and an early-cycle bias toward equipment rental over purchase. The largest detractors from the Funds performance were Franks International NV (NYSE: FI), Cabot Oil
& Gas Corporation (NYSE: COG), and EOG Resources, Inc. (NYSE: EOG). FI had a successful initial public offering, but disappointed Wall Street expectations with its first quarterly earnings announcement. Both COG and EOG were hurt by commodity
price movements COG experienced wider Northeast natural gas basis differentials while EOG experienced lower crude oil realizations.
Outlook
We believe the domestic energy,
industrial and manufacturing Renaissance has manifested itself first through margin or volume growth driven by natural gas-based feedstock cost for U.S. petrochemical companies that is a fraction of their global competitors whose feedstock is priced
off crude oil or the
9
increase in crude-by-rail volumes benefiting railroads who move oil from newer basins. In fact, we believe the margin benefits for some of these subsectors began as early as 2011. However, as we
look at the natural progression of the Renaissance theme, we believe a large, long-term opportunity still exists as new found profitability is just beginning to drive capital expenditures to expand production capacity, logistics/transportation
capabilities, and export capabilities. Finally, we believe economic recovery, especially in Europe and emerging markets, can augment growth through gross domestic product (GDP)-linked volume expansion; to date, the Renaissance theme has taken hold
despite a tepid economic recovery and elevated unemployment. We believe the end result for the companies benefiting from this opportunity can be higher multiples driven fundamentally by bigger margins, cleaner balance sheets, higher dividends or
share buybacks, and strong-for-longer profitability.
Some of the investment themes we see going into 2014 are:
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Massive project backlog growth in the engineering & construction space driven by gas monetization in the form of new petrochemical and liquefied
natural gas (LNG) investment
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Rising refining volatility/seasonality could benefit companies with large logistics opportunities
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Railroad and truck companies may continue to see growth from non-traditional products, including crude oil, chemicals, and frac sand
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Shift from resource identification to resource development in energy production favors scale and proven operators
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We believe the equity markets may ultimately move higher in 2014, though this may be a second-half event as uncertainty
around Fed tapering may inject more volatility into markets in the first half. We also believe the domestic unemployment rate could continue its slow march lower and global GDP growth may accelerate with recovery in Europe and emerging markets.
The U.S, energy, industrial, and manufacturing Renaissance is a secular growth opportunity, the benefits of which, we believe, are just
starting to be felt. We believe the Funds exposure to this growth, along with the opportunity to receive current income, can offer attractive benefits for both growth- and income-focused investors.
In closing, we at Swank Capital, LLC and Cushing
®
MLP Asset Management truly appreciate your support and we look forward to helping you achieve your investment goals during the Funds next fiscal year.
Sincerely,
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Jerry V. Swank
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Daniel L. Spears
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Chairman and Chief Executive Officer
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President
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Opinions expressed above are subject to change at any time, are not guaranteed and should not be considered investment
advice.
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible. The Fund is nondiversified, meaning it may have a significant part of its investments in fewer individual holdings than a diversified
fund. Therefore, the Fund is more exposed to individual stock volatility than a diversified fund. The Funds investments will be concentrated in the energy sector and industrial and manufacturing companies. Thus, the Fund may be subject to more
risks than if it were more broadly diversified over numerous industries and sectors of
10
the economy. Small and mid-cap companies can have limited liquidity and greater volatility than large-cap companies. Debt securities will typically decrease in value when interest rates rise.
This risk is usually greater for longer term debt securities. Lower-rated and non-rated securities present a greater risk of loss to principal and interest than higher-rated securities. MLPs are subject to certain risks inherent in the structure of
MLPs, including tax risks, limited ability to elect or remove management or the general partner or managing member, limited voting rights, except with respect to extraordinary transactions, and conflicts of interest between the general partner or
managing member and its affiliates, on the one hand, and the limited partners or members, on the other hand, including those arising from incentive distribution payments or corporate opportunities.
Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security. Please refer to the
Schedule of Investments for a complete list of fund holdings.
The S&P 500 Index is an unmanaged index of common stocks that is frequently
used as a general measure of stock market performance. The index does not include fees or expenses. It is not possible to invest directly in an index
Cushing MLP Asset Management, LP, the investment adviser to the Cushing Funds, is wholly owned by Swank Capital, LLC.
This report must be preceded or accompanied by a current prospectus.
The
Cushing
®
Renaissance Advantage Fund is distributed by Quasar Distributors, LLC
11
The Cushing
®
Renaissance Advantage Fund Class A
Growth of a
$10,000 Investment
Average Annual Returns
November 30, 2013
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1 Year
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5 Year
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Since
Inception
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Class A (without sales load)
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n/a
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n/a
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14.92
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%
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Class A (with sales load)
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n/a
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n/a
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|
8.32
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%
|
|
|
|
|
Class C (without sales load)
|
|
n/a
|
|
n/a
|
|
|
14.47
|
%
|
Class C (with sales load)
|
|
n/a
|
|
n/a
|
|
|
13.47
|
%
|
|
|
|
|
Class I
|
|
n/a
|
|
n/a
|
|
|
14.97
|
%
|
|
|
|
|
S&P 500 Index (Total Return)
|
|
n/a
|
|
n/a
|
|
|
17.26
|
%
|
Performance data quoted represents past performance; past performance does not guarantee future results. The investment
return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted.
Performance data current as of the most recent quarter end may be obtained by visiting www.cushingfunds.com.
Class A, Class C and Class I
shares were first available on April 2, 2013.
Class A performance has been restated to reflect the maximum sales charge of 5.75%.
Class C performance would reflect the maximum contingent deferred sales charge (CDSC) of 1.00%, terminating on the anniversary date of your purchase of shares. Class I is not subject to a sales charge.
The S&P 500 Index is an unmanaged index of common stocks that is frequently used as a general measure of stock market performance. This index does not
include fees or expenses. It is not possible to invest directly in an index.
The graph and table do not reflect the deduction of taxes that
a shareholder would pay on Fund distributions or the redemption of the Fund shares.
12
The Cushing
®
Renaissance Advantage Fund
Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; and exchange
fees; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare
these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from June 1, 2013 to November 30, 2013.
Actual Expenses
For each
class, the first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.
Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled Expenses Paid During Period to estimate the
expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
For each class, the second line of the table below provides information about hypothetical account values and hypothetical expenses based on the
Funds actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account
balance or expense you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and
do not reflect any transactional costs, such as sales charges (loads) or exchange fees. Therefore, the second line of the table for each class is useful in comparing ongoing costs only, and will not help you determine the relative total costs of
owning different funds. If transaction costs were included, your costs would have been higher.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
Account
Value
(6/1/2013)
|
|
|
Ending
Account
Value
(11/30/2013)
|
|
|
Expenses
Paid
During
Period
1
(6/1/2013 to
11/30/2013)
|
|
|
Annualized
Expense
Ratio
|
|
Class A Actual
|
|
$
|
1,000.00
|
|
|
$
|
1,101.80
|
|
|
$
|
10.54
|
|
|
|
2.00
|
%
|
Class A Hypothetical
(5% return before expenses)
|
|
$
|
1,000.00
|
|
|
$
|
1,015.04
|
|
|
$
|
10.10
|
|
|
|
2.00
|
%
|
Class C Actual
|
|
$
|
1,000.00
|
|
|
$
|
1,099.10
|
|
|
$
|
14.47
|
|
|
|
2.75
|
%
|
Class C Hypothetical
(5% return before expenses)
|
|
$
|
1,000.00
|
|
|
$
|
1,011.28
|
|
|
$
|
13.87
|
|
|
|
2.75
|
%
|
Class I Actual
|
|
$
|
1,000.00
|
|
|
$
|
1,101.80
|
|
|
$
|
9.22
|
|
|
|
1.75
|
%
|
Class I Hypothetical
(5% return before expenses)
|
|
$
|
1,000.00
|
|
|
$
|
1,016.29
|
|
|
$
|
8.85
|
|
|
|
1.75
|
%
|
1
|
Expenses are equal to the Funds annualized expense ratio multiplied by the average account value over the period, multiplied by 183 days (the
number of days in the most recent period)/365 days (to reflect the period).
|
13
The Cushing
®
Renaissance Advantage Fund
Allocation of Portfolio
Assets
(1)
(Unaudited)
November 30, 2013
(Expressed as a Percentage of Total Investments)
(1)
|
Fund holdings and sector allocations are subject to change, and there is no assurance that the Fund will continue to hold any particular security.
|
(2)
|
Master Limited Partnerships and Related Companies
|
14
The Cushing
®
Royalty Energy Income Fund
Performance Report
Dear Fellow Shareholders,
The Cushing
®
Royalty Energy Income Fund (the Fund) ended the fiscal year with positive performance. For the twelve
month period ended November 30, 2013, the Funds Class I Shares delivered a 1.49% total return, versus a total return of 30.30% for the S&P 500 Index (Total Return). Of note, the Fund is subject to fees and expenses and is taxed as a
regular corporation for federal income tax purposes, while the S&P 500 Index does not include taxes, fees and expenses. The Funds Class A Shares and Class C Shares are subject to additional fees and expenses, which would reduce their
total return relative to Class I Shares.
Energy Trust and Upstream MLP Market Review
2013 proved to be a challenging year in the upstream master limited partnership (MLP) sector and for the U.S. royalty trusts and Canadian royalty trusts
and exploration and production (E&P) companies (Energy Trusts) sectors due to a number of negative events that impacted these sectors. The first half of the Funds fiscal year was marked with challenging operating conditions including
extreme cold weather and pipeline and infrastructure constraints, as well as weak natural gas liquid (NGL) and natural gas prices. In the second half of the year, a series of negative Barrons articles and continued pressure from a short sale
investment advisory firm on Linn Energy (NASDAQ: LINE) precipitated an informal inquiry by the U.S. Securities and Exchange Commission (SEC). This announcement had an immediate negative impact on the upstream MLP sector. The uncertainty created by
the inquiry drove investors to sell virtually any upstream MLP and sent unit prices lower, thus creating a cloud of uncertainty over the whole group of upstream MLPs. Much of the concern centered on put hedge accounting (such as the
methodology utilized by LINE) and maintenance capital allocation necessary to sustain the business model.
Since the announcement of the SEC
inquiry, a number of positive events have occurred, and we believe momentum is improving going into 2014. Most importantly, although the informal SEC inquiry into LINE is still ongoing, the SEC declared LINEs registration statement to issue
additional shares effective and the companys planned merger with Berry Petroleum (NYSE: BRY) has been finalized. Furthermore, upstream MLP management teams have been actively working to clarify, defend and detail their accounting methodology
for determining maintenance capital expenditures. Due at least in part to this persistent cloud of uncertainty over the upstream MLP sector, there was a wider than historically typical spread between the yield of the upstream and
midstream MLP sectors during the period. We remain optimistic that as this uncertainty diminishes, upstream MLP yields and yield spreads to midstream MLPs can revert to the mean historical relationships over time.
As the upstream MLP sector continues to develop and mature, we believe more upstream MLPs could adopt an alternative equity structure similar to LINE and
LinnCo., LLC (NASDAQ: LNCO) in order to maintain their competiveness and cost of capital. LINE originally offered LNCO as a security structured as a corporation, rather than a partnership, designed only to own LINE units. The corporate structure was
intended to allow LNCO investors to receive essentially the same distribution from LINEs operations (less corporate level taxes), yet eliminate the complications of receiving a partnerships K-1 tax form. Additionally, company management
anticipated that the LNCO equity structure could increase the companys access to capital from a larger universe of Form K-1 averse investors, such as institutional and IRA investors. Now that LINE has essentially proven that the LNCO structure
can be a viable vehicle for
15
buying other upstream companies outright, rather than just packages of oil and natural gas assets, we believe other upstream MLPs may seek to utilize similar structures to compete with LINE.
Because this alternative equity structure may offer cost of capital advantages as well as tax advantages for acquisitions, those upstream MLPs without such a structures may be at a competitive disadvantage.
Turning briefly to the Energy Trust sector, we continued to significantly underweight this sector due to declining cash flows and poor production
performance. We believe good value exists in owning certain Energy Trusts with perpetual or long-term lives, and diversified royalty or mineral interests in multiple fields, counties, and states. However, as we have seen in some of the newer trust
structures, such as the drilling trusts which have an obligation by the sponsor to drill a specified number of wells, results have continued to disappoint, thus validating our initial concerns and reasons for maintaining low or no
exposure to the sector. Because of the limited opportunities in the Energy Trust sector we have added a few select MLPs that pay a variable distribution. These variable distribution MLPs have attractive yields, and based on our proprietary
fundamental research, may offer compelling total return prospects.
Energy Commodity Market Review
Crude oil prices remained relatively robust through the Funds fiscal year, generally trading between $90/barrel (bbl) and $110/bbl. Domestically,
crude oil production from shale resources continued to increase, and U.S. imports of crude oil continued to decline; however, internationally, supplies from large producing countries such as Libya, Iran, Iraq, Nigeria, and others remained subject to
significant political, economic, and social unrest risk. Natural gas prices also remained relatively robust, generally trading between $3.10/million British Thermal Units (mmBTUs) and $4.40/mmBTUs. We are encouraged by what we view as an improving
equilibrium in the North American natural gas market as supply growth has slowed, while demand growth has been emerging and new potential demand from LNG exports has the potential to become more likely over the next several years.
Distributions
We were pleased to
be able to maintain the Funds quarterly distribution rate at $0.40 per share during its second fiscal year of operation. This was achieved through active portfolio management and the appropriate utilization of leverage. Over time, the
Funds distributions will vary based upon the distributions received from underlying investments. The underlying investments have both direct and indirect commodity exposure, so significant moves in commodity prices over long periods of time
can and will have an effect on future distributions by the Fund.
Closing
In summary, the MLP industry has continued to grow, mature and evolve and at a rapid pace. While 2013 proved to be a tumultuous year in the upstream MLP
sector, we remain focused on the favorable long-term fundamental attributes of upstream MLPs, select Energy Trusts and variable distribution MLPs and the potential for attractive total returns based on current yield and expected distribution growth.
We believe the thesis of growth of the upstream MLP sector through acquisitions of mature, low-decline producing assets could continue to look very favorable as the U.S. Shale Revolution continues and E&P companies seek alternatives
to fund their shale development opportunities. Furthermore, we believe upstream MLP valuations and yields look attractive relative to midstream MLPs owing to the sectors discount as a result of the controversy surrounding LINE. Now that
LINNs merger with Berry Petroleum has been finalized and uncertainty is diminishing, we believe the sector could be poised for a recovery in the Funds next fiscal year.
With the recent announcement by the Fed to commence quantitative easing tapering, equities (including MLPs) may experience some volatility. The focus on tapering over the summer of 2013 led
16
to market weakness, which was particularly pronounced in defensive stocks and interest rate sensitive equity subsectors (such as real estate investment trusts (REITs), utilities and,
to a much lesser extent, MLPs), as well as investment grade and high yield bonds.
Nonetheless, we remain focused on the
favorable long-term fundamental attributes of upstream MLPs and Energy Trusts and the potential for attractive total returns based on current yield and expected distribution growth. We at Swank Capital, LLC and Cushing
®
MLP Asset Management, LP truly appreciate your support, and we look forward to helping you achieve your investment
goals for the remainder of the Funds fiscal year.
Sincerely,
|
|
|
|
|
|
|
|
|
|
Jerry V. Swank
|
|
|
|
Daniel L. Spears
|
Chairman and Chief Executive Officer
|
|
|
|
President
|
Opinions expressed above are subject to change at any time, are not guaranteed and should not be considered investment
advice.
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible. There is a risk to the future viability of the ongoing operation of MLPs that return investors capital in the form of
distributions. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual stock volatility than a diversified fund. The Fund invests in
U.S. royalty trusts, Canadian royalty trusts, Canadian exploration & production companies and Master Limited Partnerships (MLPs), which concentrate investments in the natural resource sector and are subject to the risks of energy prices and
demand and the volatility of commodity investments. Damage to facilities and infrastructure of MLPs may significantly affect the value of an investment and may incur environmental costs and liabilities due to the nature of their business. MLPs are
subject to significant regulation and may be adversely affected by changes in the regulatory environment. Investments in small and mid capitalization companies involve additional risks such as limited liquidity and greater volatility than large
capitalization companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. Investments in debt securities typically decrease in value when interest rates
rise. This risk is usually greater for longer-term debt securities. MLPs are subject to certain risks inherent in the structure of MLPs, including complex tax structure risks, the limited ability for election or removal of management, limited voting
rights, potential dependence on parent companies or sponsors for revenues to satisfy obligations, and potential conflicts of interest between partners, members and affiliates. There is a risk to the future viability of the ongoing operation of MLPs
that return investors capital in the form of distribution.
An investment in the Fund has different tax consequences than a direct
investment in an MLP, U.S. royalty trust, Canadian royalty trust or Canadian exploration and production company. The Fund is organized as a C corporation and is subject to U.S. federal income tax on its taxable income at the corporate
tax rate (currently as high as 35%) as well as state and local income taxes. The potential tax benefits of investing in MLPs depend upon them being treated as partnerships for federal income tax purposes. If the MLP is deemed to be a corporation
then its income would be subject to federal taxation at the entity level, reducing the amount of cash available for distribution to the Fund which could result in a reduction of the Funds value.
The Fund accrues deferred income taxes for future tax liabilities associated with the portion of MLP distributions considered to be a tax-deferred
return of capital and for any net operating gains as well as capital appreciation of its investments. This deferred tax liability is reflected in the daily NAV and as a result the Funds after-tax performance could differ significantly from the
underlying assets even if the pre-tax performance is closely tracked.
Diversification does not assure a profit or protect against a
loss in a declining market.
Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or
sell any security. Please refer to the Schedule of Investments for a complete list of fund holdings.
The S&P 500 Index is an unmanaged
index of common stocks that is frequently used as a general measure of stock market performance. The index does not include fees or expenses. It is not possible to invest directly in an index.
Cushing MLP Asset Management, LP, the investment adviser to the Cushing Funds, is wholly owned by Swank Capital, LLC.
This report must be preceded or accompanied by a current prospectus.
The
Cushing
®
Royalty Energy Income Fund is distributed by Quasar Distributors, LLC
17
The Cushing
®
Royalty Energy Income Fund Class A
Growth of a
$10,000 Investment
Average Annual Returns
November 30, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year
|
|
|
5 Year
|
|
Since
Inception
|
|
Class A (without sales load)
|
|
|
1.23
|
%
|
|
n/a
|
|
|
2.15
|
%
|
Class A (with sales load)
|
|
|
(4.57
|
)%
|
|
n/a
|
|
|
(2.04
|
)%
|
|
|
|
|
Class C (without sales load)
|
|
|
0.48
|
%
|
|
n/a
|
|
|
1.44
|
%
|
Class C (with sales load)
|
|
|
(0.44
|
)%
|
|
n/a
|
|
|
1.44
|
%
|
|
|
|
|
Class I
|
|
|
1.49
|
%
|
|
n/a
|
|
|
2.42
|
%
|
|
|
|
|
S&P 500 Index (Total Return)
|
|
|
30.30
|
%
|
|
n/a
|
|
|
24.59
|
%
|
Performance data quoted represents past performance; past performance does not guarantee future results. The investment
return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted.
Performance data current as of the most recent quarter end may be obtained by visiting www.cushingfunds.com.
Class A, Class C and Class I
shares were first available on July 2, 2012.
Class A performance has been restated to reflect the maximum sales charge of 5.75%. Class C
performance would reflect the maximum contingent deferred sales charge (CDSC) of 1.00%, terminating on the anniversary date of your purchase of shares. Class I is not subject to a sales charge.
The S&P 500 Index is an unmanaged index of common stocks that is frequently used as a general measure of stock market performance. This index does not
include fees or expenses. It is not possible to invest directly in an index.
The graph and table do not reflect the deduction of taxes that
a shareholder would pay on Fund distributions or the redemption of the Fund shares.
18
The Cushing
®
Royalty Energy Income Fund
Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; and exchange
fees; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare
these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from June 1, 2013 to November 30, 2013.
Actual Expenses
For each
class, the first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.
Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled Expenses Paid During Period to estimate the
expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
For each class, the second line of the table below provides information about hypothetical account values and hypothetical expenses based on the
Funds actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account
balance or expense you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and
do not reflect current and deferred income tax expense (which may be significantly higher or lower) or any transactional costs, such as sales charges (loads) or exchange fees. Therefore, the second line of the table for each class is useful in
comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If current and deferred income tax expense and transaction costs were included, your costs would have been higher.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
Account
Value
(6/1/2013)
|
|
|
Ending
Account
Value
(11/30/2013)
|
|
|
Expenses
Paid
During
Period
1
(6/1/2013 to
11/30/2013)
|
|
|
Annualized
Expense
Ratio
2
|
|
Class A Actual
|
|
$
|
1,000.00
|
|
|
$
|
1,003.60
|
|
|
$
|
10.05
|
|
|
|
2.00
|
%
|
Class A Hypothetical
(5% return before expenses)
|
|
$
|
1,000.00
|
|
|
$
|
1,015.04
|
|
|
$
|
10.10
|
|
|
|
2.00
|
%
|
Class C Actual
|
|
$
|
1,000.00
|
|
|
$
|
999.80
|
|
|
$
|
13.79
|
|
|
|
2.75
|
%
|
Class C Hypothetical
(5% return before expenses)
|
|
$
|
1,000.00
|
|
|
$
|
1,011.28
|
|
|
$
|
13.87
|
|
|
|
2.75
|
%
|
Class I Actual
|
|
$
|
1,000.00
|
|
|
$
|
1,004.60
|
|
|
$
|
8.79
|
|
|
|
1.75
|
%
|
Class I Hypothetical
(5% return before expenses)
|
|
$
|
1,000.00
|
|
|
$
|
1,016.29
|
|
|
$
|
8.85
|
|
|
|
1.75
|
%
|
1
|
Expenses are equal to the Funds annualized expense ratio multiplied by the average account value over the period, multiplied by 183 days (the
number of days in the most recent period)/365 days (to reflect the period).
|
2
|
Annualized expense ratio excludes current and deferred income tax expense.
|
19
The Cushing
®
Royalty Energy Income Fund
Allocation of Portfolio
Assets
(1)
(Unaudited)
November 30, 2013
(Expressed as a Percentage of Total Investments)
(1)
|
Fund holdings and sector allocations are subject to change, and there is no assurance that the Fund will continue to hold any particular security.
|
(2)
|
Master Limited Partnerships and Related Companies
|
20
The Cushing
®
MLP Premier Fund
Schedule of Investments
|
November 30, 2013
|
|
|
|
|
|
|
|
|
|
COMMON STOCK 13.0%
(1)
|
|
Shares
|
|
|
Fair Value
|
|
|
|
|
|
|
|
|
|
|
General Partnership 4.2%
(1)
|
|
|
|
|
|
|
|
|
United States 4.2%
(1)
|
|
|
|
|
|
|
|
|
Targa Resources Corp.
|
|
|
663,100
|
|
|
$
|
53,770,779
|
|
|
|
|
|
|
|
|
|
|
Large Cap Diversified 8.8%
(1)
|
|
|
|
|
|
|
|
|
United States 8.8%
(1)
|
|
|
|
|
|
|
|
|
ONEOK, Inc.
|
|
|
1,031,800
|
|
|
|
59,916,626
|
|
Williams Companies, Inc.
|
|
|
1,490,700
|
|
|
|
52,502,454
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
112,419,080
|
|
|
|
|
|
|
|
|
|
|
Total Common Stock (Cost $139,954,466)
|
|
|
|
|
|
$
|
166,189,859
|
|
|
|
|
|
|
|
|
|
|
MASTER LIMITED PARTNERSHIPS AND
RELATED COMPANIES
89.0%
(1)
|
|
|
|
|
|
|
Crude Oil/Refined Products Pipelines and Storage 1.6%
(1)
|
|
|
|
|
|
|
|
|
United States 1.6%
(1)
|
|
|
|
|
|
|
|
|
Blueknight Energy Partners, L.P.
|
|
|
2,214,200
|
|
|
$
|
20,392,782
|
|
|
|
|
|
|
|
|
|
|
Crude Oil & Refined Products 14.0%
(1)
|
|
|
|
|
|
|
|
|
United States 14.0%
(1)
|
|
|
|
|
|
|
|
|
Buckeye Partners, L.P.
|
|
|
375,000
|
|
|
|
25,533,750
|
|
Genesis Energy, L.P.
|
|
|
1,111,000
|
|
|
|
57,638,680
|
|
Nustar Energy, L.P.
|
|
|
659,500
|
|
|
|
35,184,325
|
|
Sunoco Logistics Partners, L.P.
|
|
|
379,700
|
|
|
|
26,875,166
|
|
Tesoro Logistics, L.P.
|
|
|
656,600
|
|
|
|
33,650,750
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
178,882,671
|
|
|
|
|
|
|
|
|
|
|
Large Cap Diversified 26.5%
(1)
|
|
|
|
|
|
|
|
|
United States 26.5%
(1)
|
|
|
|
|
|
|
|
|
Enbridge Energy Partners, L.P.
|
|
|
1,351,800
|
|
|
|
40,675,662
|
|
Energy Transfer Partners, L.P.
|
|
|
1,003,312
|
|
|
|
54,339,378
|
|
Enterprise Products Partners, L.P.
|
|
|
853,625
|
|
|
|
53,752,766
|
|
Kinder Morgan Management, LLC
(2)
|
|
|
522,667
|
|
|
|
40,020,589
|
|
Magellan Midstream Partners, L.P.
|
|
|
757,615
|
|
|
|
47,078,196
|
|
ONEOK Partners, L.P.
|
|
|
248,600
|
|
|
|
13,315,016
|
|
Plains All American Pipeline, L.P.
|
|
|
797,905
|
|
|
|
41,147,961
|
|
Williams Partners, L.P.
|
|
|
928,800
|
|
|
|
47,731,032
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
338,060,600
|
|
|
|
|
|
|
|
|
|
|
General Partnerships 8.8%
(1)
|
|
|
|
|
|
|
|
|
United States 8.8%
(1)
|
|
|
|
|
|
|
|
|
Alliance Holdings GP, L.P.
|
|
|
349,000
|
|
|
|
19,191,510
|
|
Crestwood Equity Partners, L.P.
|
|
|
1,800,500
|
|
|
|
27,691,690
|
|
Energy Transfer Equity, L.P.
|
|
|
883,300
|
|
|
|
66,044,341
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
112,927,541
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Gatherers & Processors 24.5%
(1)
|
|
|
|
|
|
|
|
|
United States 24.5%
(1)
|
|
|
|
|
|
|
|
|
Access Midstream Partners, L.P.
|
|
|
1,203,300
|
|
|
|
67,589,361
|
|
Atlas Pipeline Partners, L.P.
|
|
|
1,156,100
|
|
|
|
40,417,256
|
|
Crosstex Energy, L.P.
|
|
|
1,645,700
|
|
|
|
43,841,448
|
|
MarkWest Energy Partners, L.P.
|
|
|
607,400
|
|
|
|
41,953,118
|
|
PVR Partners, L.P.
|
|
|
1,286,500
|
|
|
|
31,776,550
|
|
Regency Energy Partners, L.P.
|
|
|
496,800
|
|
|
|
12,111,984
|
|
Targa Resources Partners, L.P.
|
|
|
805,000
|
|
|
|
41,095,250
|
|
Western Gas Partners, L.P.
|
|
|
540,600
|
|
|
|
34,425,408
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
313,210,375
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Transportation & Storage 1.2%
(1)
|
|
|
|
|
|
|
|
|
United States 1.2%
(1)
|
|
|
|
|
|
|
|
|
Boardwalk Pipeline Partners, L.P.
|
|
|
572,467
|
|
|
|
15,078,781
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
21
The Cushing
®
MLP Premier Fund
Schedule of Investments
|
November 30, 2013 (Continued)
|
|
|
|
|
|
|
|
|
|
MASTER LIMITED PARTNERSHIPS AND
RELATED COMPANIES (Continued)
|
|
Shares
|
|
|
Fair Value
|
|
|
|
|
|
|
|
|
|
|
Propane 6.0%
(1)
|
|
|
|
|
|
|
|
|
United States 6.0%
(1)
|
|
|
|
|
|
|
|
|
NGL Energy Partners, L.P.
|
|
|
1,649,652
|
|
|
$
|
53,580,697
|
|
NGL Energy Partners, L.P.
(3)(5)
|
|
|
200,000
|
|
|
|
6,212,000
|
|
Suburban Propane Partners, L.P.
|
|
|
366,617
|
|
|
|
16,824,054
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
76,616,751
|
|
|
|
|
|
|
|
|
|
|
Shipping 1.4%
(1)
|
|
|
|
|
|
|
|
|
Republic of the Marshall Islands 1.4%
(1)
|
|
|
|
|
|
|
|
|
Capital Product Partners, L.P.
|
|
|
1,975,576
|
|
|
|
17,701,161
|
|
|
|
|
|
|
|
|
|
|
Upstream 5.0%
(1)
|
|
|
|
|
|
|
|
|
United States 5.0%
(1)
|
|
|
|
|
|
|
|
|
BreitBurn Energy Partners, L.P.
|
|
|
1,939,500
|
|
|
|
36,675,945
|
|
Linn Energy, LLC
|
|
|
882,800
|
|
|
|
26,854,776
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
63,530,721
|
|
|
|
|
|
|
|
|
|
|
Total Master Limited Partnerships and Related Companies (Cost $885,748,432)
|
|
|
|
|
|
$
|
1,136,401,383
|
|
|
|
|
|
|
|
|
|
|
PREFERRED STOCK 1.4%
(1)
|
|
|
|
|
|
|
Crude Oil/Refined Products Pipelines and Storage 1.4%
(1)
|
|
|
|
|
|
|
|
|
United States 1.4%
(1)
|
|
|
|
|
|
|
|
|
Blueknight Energy Partners, L.P.
|
|
|
1,902,541
|
|
|
$
|
17,389,225
|
|
|
|
|
|
|
|
|
|
|
Total Preferred Stock (Cost $15,439,547)
|
|
|
|
|
|
$
|
17,389,225
|
|
|
|
|
|
|
|
|
|
|
SHORT-TERM INVESTMENTS
INVESTMENT COMPANIES
3.2%
(1)
|
|
|
|
|
|
|
United States 3.2%
(1)
|
|
|
|
|
|
|
|
|
AIM Short-Term Treasury Portfolio Fund Institutional Class,
0.02%
(4)
|
|
|
8,249,811
|
|
|
$
|
8,249,811
|
|
Fidelity Government Portfolio Fund Institutional Class, 0.01%
(4)
|
|
|
8,249,811
|
|
|
|
8,249,811
|
|
Fidelity Money Market Portfolio Institutional Class, 0.05%
(4)
|
|
|
8,249,811
|
|
|
|
8,249,811
|
|
First American Government Obligations Fund Class Z, 0.01%
(4)
|
|
|
8,249,811
|
|
|
|
8,249,811
|
|
Invesco STIC Prime Portfolio, 0.06%
(4)
|
|
|
8,249,812
|
|
|
|
8,249,812
|
|
|
|
|
|
|
|
|
|
|
Total Short-Term Investments (Cost $41,249,056)
|
|
|
|
|
|
$
|
41,249,056
|
|
|
|
|
|
|
|
|
|
|
TOTAL INVESTMENTS 106.6%
(1)
(COST $1,082,391,501)
|
|
|
|
|
|
$
|
1,361,229,523
|
|
Liabilities in Excess of Other Assets (6.6)%
(1)
|
|
|
|
|
|
|
(83,878,101
|
)
|
|
|
|
|
|
|
|
|
|
TOTAL NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS 100.0%
(1)
|
|
|
|
|
|
$
|
1,277,351,422
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Calculated as a percentage of net assets applicable to common shareholders.
|
(2)
|
Security distributions are paid-in-kind.
|
(4)
|
Rate reported is the current yield as of November 30, 2013.
|
(5)
|
Fair valued by the Adviser using the Funds valuation procedures and subsequently ratified by the Board of Trustees. The position was acquired on
November 5, 2013 at $5,918,000 and the fair value accounted for 0.49% of the Funds net assets as of November 30, 2013.
|
See Accompanying Notes to the Financial Statements.
22
The Cushing
®
Renaissance Advantage Fund
Schedule of Investments
|
November 30, 2013
|
|
|
|
|
|
|
|
|
|
COMMON STOCK 62.4%
(1)
|
|
Shares
|
|
|
Fair Value
|
|
Chemicals 7.5%
(1)
|
|
|
|
|
|
|
|
|
United States 5.7%
(1)
|
|
|
|
|
|
|
|
|
CF Industrial Holdings, Inc.
|
|
|
850
|
|
|
$
|
184,773
|
|
The Dow Chemical Co.
|
|
|
11,000
|
|
|
|
429,660
|
|
Eastman Chemical Co.
|
|
|
5,000
|
|
|
|
385,150
|
|
Westlake Chemical Corp.
|
|
|
4,300
|
|
|
|
484,094
|
|
Netherlands 1.8%
(1)
|
|
|
|
|
|
|
|
|
LyondellBasell Industries NV
|
|
|
5,892
|
|
|
|
454,745
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,938,422
|
|
|
|
|
|
|
|
|
|
|
Commercial Services & Supplies 1.2%
(1)
|
|
|
|
|
|
|
|
|
United States 1.2%
(1)
|
|
|
|
|
|
|
|
|
Mine Safety Appliances Co.
|
|
|
1,800
|
|
|
|
89,676
|
|
Tetra Technologies Inc.
(2)
|
|
|
17,500
|
|
|
|
215,950
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
305,626
|
|
|
|
|
|
|
|
|
|
|
Engineering & Construction 4.0%
(1)
|
|
|
|
|
|
|
|
|
Switzerland 1.4%
(1)
|
|
|
|
|
|
|
|
|
Foster Wheeler AG
(2)
|
|
|
12,000
|
|
|
|
363,960
|
|
United States 2.6%
(1)
|
|
|
|
|
|
|
|
|
Chart Industries Inc.
(2)
|
|
|
1,600
|
|
|
|
155,680
|
|
KBR, Inc.
|
|
|
4,500
|
|
|
|
152,235
|
|
Quanta SVCS Inc.
(2)
|
|
|
12,000
|
|
|
|
355,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,027,195
|
|
|
|
|
|
|
|
|
|
|
Exploration & Production 7.8%
(1)
|
|
|
|
|
|
|
|
|
United States 7.8%
(1)
|
|
|
|
|
|
|
|
|
Cabot Oil & Gas Corporation
|
|
|
8,500
|
|
|
|
292,825
|
|
EOG Resource Inc.
|
|
|
3,000
|
|
|
|
495,000
|
|
Noble Energy, Inc.
|
|
|
3,500
|
|
|
|
245,840
|
|
Occidental Petroleum Corporation
|
|
|
2,500
|
|
|
|
237,400
|
|
Pioneer Natural Resource Co.
|
|
|
2,000
|
|
|
|
355,500
|
|
Range Resources Corporation
|
|
|
2,400
|
|
|
|
186,360
|
|
Rosetta Resources, Inc.
(2)
|
|
|
3,961
|
|
|
|
200,308
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,013,233
|
|
|
|
|
|
|
|
|
|
|
Independent Power Producers 2.1%
(1)
|
|
|
|
|
|
|
|
|
United States 2.1%
(1)
|
|
|
|
|
|
|
|
|
Calpine Corporation
(2)
|
|
|
15,000
|
|
|
|
283,650
|
|
NRG Energy, Inc.
|
|
|
10,000
|
|
|
|
264,600
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
548,250
|
|
|
|
|
|
|
|
|
|
|
Industrials 7.0%
(1)
|
|
|
|
|
|
|
|
|
United States 7.0%
(1)
|
|
|
|
|
|
|
|
|
Flowserve Corporation
|
|
|
2,600
|
|
|
|
185,588
|
|
Lincoln Electric Holdings, Inc.
|
|
|
4,800
|
|
|
|
343,104
|
|
MRC Global, Inc.
(2)
|
|
|
8,000
|
|
|
|
244,720
|
|
Trinity Industrials, Inc.
|
|
|
8,900
|
|
|
|
461,999
|
|
United Rentals, Inc.
(2)
|
|
|
8,500
|
|
|
|
584,205
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,819,616
|
|
|
|
|
|
|
|
|
|
|
Machinery 2.3%
(1)
|
|
|
|
|
|
|
|
|
United States 2.3%
(1)
|
|
|
|
|
|
|
|
|
ITT Corporation
|
|
|
5,900
|
|
|
|
240,838
|
|
Wabash National Corporation
|
|
|
14,000
|
|
|
|
169,960
|
|
Wabtec Corporation
|
|
|
2,900
|
|
|
|
200,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
610,898
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
23
The Cushing
®
Renaissance Advantage Fund
Schedule of Investments
|
November 30, 2013 (Continued)
|
|
|
|
|
|
|
|
|
|
COMMON STOCK (Continued)
|
|
Shares
|
|
|
Fair Value
|
|
Manufacturing 3.2%
(1)
|
|
|
|
|
|
|
|
|
United States 3.2%
(1)
|
|
|
|
|
|
|
|
|
Dresser-Rand Group Inc.
(2)
|
|
|
2,900
|
|
|
$
|
163,676
|
|
Greenbrier Cos Inc.
|
|
|
13,300
|
|
|
|
415,625
|
|
Manitowoc Inc.
|
|
|
12,000
|
|
|
|
247,080
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
826,381
|
|
|
|
|
|
|
|
|
|
|
Oil and Gas Services 6.6%
(1)
|
|
|
|
|
|
|
|
|
Bermuda 1.6%
(1)
|
|
|
|
|
|
|
|
|
Seadrill, LTD
|
|
|
10,000
|
|
|
|
427,100
|
|
Netherlands 1.0%
(1)
|
|
|
|
|
|
|
|
|
Franks International N V
|
|
|
11,000
|
|
|
|
263,230
|
|
United States 4.0%
(1)
|
|
|
|
|
|
|
|
|
Cameron International Corporation
(2)
|
|
|
6,000
|
|
|
|
332,340
|
|
Dril-Quip, Inc.
(2)
|
|
|
1,400
|
|
|
|
151,984
|
|
Halliburton Co.
|
|
|
7,000
|
|
|
|
368,760
|
|
Hornbeck Offshore SVCS Inc.
(2)
|
|
|
3,600
|
|
|
|
182,268
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,725,682
|
|
|
|
|
|
|
|
|
|
|
Refining 7.4%
(1)
|
|
|
|
|
|
|
|
|
United States 7.4%
(1)
|
|
|
|
|
|
|
|
|
HollyFrontier Corporation
|
|
|
4,000
|
|
|
|
191,920
|
|
Marathon Petroleum Corporation
|
|
|
4,500
|
|
|
|
372,330
|
|
Phillips 66
|
|
|
8,000
|
|
|
|
556,880
|
|
Tesoro Corporation
|
|
|
9,000
|
|
|
|
527,670
|
|
Western Refining Inc.
|
|
|
7,000
|
|
|
|
273,490
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,922,290
|
|
|
|
|
|
|
|
|
|
|
Transportation 8.8%
(1)
|
|
|
|
|
|
|
|
|
Canada 0.7%
(1)
|
|
|
|
|
|
|
|
|
Canadian Pac, LTD
|
|
|
1,150
|
|
|
|
176,962
|
|
Marshall Islands 1.7%
(1)
|
|
|
|
|
|
|
|
|
Ardmore Shipping Corporation
(2)
|
|
|
11,011
|
|
|
|
140,831
|
|
Navigator Holdings LTD
|
|
|
11,500
|
|
|
|
243,225
|
|
Scorpio Tankers Inc.
|
|
|
6,000
|
|
|
|
68,880
|
|
United States 6.4%
(1)
|
|
|
|
|
|
|
|
|
Genesee & Wyoming Inc.
(2)
|
|
|
2,600
|
|
|
|
250,120
|
|
Kansas City Southern
|
|
|
1,400
|
|
|
|
169,428
|
|
Kirby Corp.
(2)
|
|
|
5,800
|
|
|
|
547,810
|
|
Quality Distribution Inc.
(2)
|
|
|
8,000
|
|
|
|
97,840
|
|
SAIA Inc.
(2)
|
|
|
10,750
|
|
|
|
373,347
|
|
Swift Transportation Co.
(2)
|
|
|
9,000
|
|
|
|
208,350
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,276,793
|
|
|
|
|
|
|
|
|
|
|
Utilities 4.5%
(1)
|
|
|
|
|
|
|
|
|
United States 4.5%
(1)
|
|
|
|
|
|
|
|
|
CMS Energy Corporation
|
|
|
10,900
|
|
|
|
289,286
|
|
Duke Energy Corporation
|
|
|
4,200
|
|
|
|
293,832
|
|
ITC Holdings Corporation
|
|
|
3,200
|
|
|
|
289,536
|
|
Pinnacle West Cap Corporation
|
|
|
5,400
|
|
|
|
288,144
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,160,798
|
|
|
|
|
|
|
|
|
|
|
Total Common Stock (Cost $15,069,978)
|
|
|
|
|
|
$
|
16,175,184
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
24
The Cushing
®
Renaissance Advantage Fund
Schedule of Investments
|
November 30, 2013 (Continued)
|
|
|
|
|
|
|
|
|
|
MASTER LIMITED PARTNERSHIPS AND
RELATED COMPANIES 11.1%
(1)
|
|
Shares
|
|
|
Fair Value
|
|
Crude Oil & Refined Products 2.0%
(1)
|
|
|
|
|
|
|
|
|
Unitied States 2.0%
(1)
|
|
|
|
|
|
|
|
|
Phillips 66 Partners, L.P.
|
|
|
3,400
|
|
|
$
|
111,996
|
|
Rose Rock Midstream, L.P.
|
|
|
6,000
|
|
|
|
215,220
|
|
Tesoro Logistics, L.P.
|
|
|
3,000
|
|
|
|
153,750
|
|
World Point Terminals, L.P.
(2)
|
|
|
1,900
|
|
|
|
36,784
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
517,750
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Gatherers & Processors 2.9%
(1)
|
|
|
|
|
|
|
|
|
United States 2.9%
(1)
|
|
|
|
|
|
|
|
|
Access Midstream Partners, L.P.
|
|
|
3,000
|
|
|
|
168,510
|
|
DCP Midstream Partners, L.P.
|
|
|
5,000
|
|
|
|
240,900
|
|
PVR Partners, L.P.
|
|
|
9,000
|
|
|
|
222,300
|
|
Targa Resources Partners, L.P.
|
|
|
2,200
|
|
|
|
112,310
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
744,020
|
|
|
|
|
|
|
|
|
|
|
Large Cap Divisified 0.7%
(1)
|
|
|
|
|
|
|
|
|
United States 0.7%
(1)
|
|
|
|
|
|
|
|
|
Williams Partners, L.P.
|
|
|
3,400
|
|
|
|
174,726
|
|
|
|
|
|
|
|
|
|
|
Materials 1.6%
(1)
|
|
|
|
|
|
|
|
|
United States 1.6%
(1)
|
|
|
|
|
|
|
|
|
OCI Partners, L.P.
(2)
|
|
|
16,487
|
|
|
|
409,207
|
|
|
|
|
|
|
|
|
|
|
Other 0.1%
(1)
|
|
|
|
|
|
|
|
|
Marshall Islands 0.1%
(1)
|
|
|
|
|
|
|
|
|
Seadrill Partners, LLC
|
|
|
1,200
|
|
|
|
37,896
|
|
|
|
|
|
|
|
|
|
|
Shipping 3.8%
(1)
|
|
|
|
|
|
|
|
|
Marshall Islands 3.1%
(1)
|
|
|
|
|
|
|
|
|
Capital Product Partners, L.P.
|
|
|
52,500
|
|
|
|
470,400
|
|
Navios Maritime Partners, L.P.
|
|
|
21,000
|
|
|
|
353,010
|
|
United States 0.7%
(1)
|
|
|
|
|
|
|
|
|
Cheniere Energy Partners, L.P.
|
|
|
6,000
|
|
|
|
178,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,001,730
|
|
|
|
|
|
|
|
|
|
|
Total Master Limited Partnerships and Related Companies (Cost $2,672,964)
|
|
|
|
|
|
$
|
2,885,329
|
|
|
|
|
|
|
|
|
|
|
SHORT-TERM INVESTMENTS
INVESTMENT COMPANIES
25.8%
(1)
|
|
|
|
|
|
|
United States 25.8%
(1)
|
|
|
|
|
|
|
|
|
AIM Short-Term Treasury Portfolio Fund Institutional Class,
0.02%
(3)
|
|
|
1,334,776
|
|
|
$
|
1,334,776
|
|
Fidelity Government Portfolio Fund Institutional Class, 0.01%
(3)
|
|
|
1,334,776
|
|
|
|
1,334,776
|
|
Fidelity Money Market Portfolio Institutional Class, 0.05%
(3)
|
|
|
1,334,775
|
|
|
|
1,334,775
|
|
First American Government Obligations Fund Class Z, 0.01%
(3)
|
|
|
1,334,775
|
|
|
|
1,334,775
|
|
Invesco STIC Prime Portfolio, 0.06%
(3)
|
|
|
1,334,775
|
|
|
|
1,334,775
|
|
|
|
|
|
|
|
|
|
|
Total Short-Term Investments (Cost $6,673,877)
|
|
|
|
|
|
$
|
6,673,877
|
|
|
|
|
|
|
|
|
|
|
TOTAL INVESTMENTS 99.3%
(1)
(Cost $24,416,819)
|
|
|
|
|
|
$
|
25,734,390
|
|
Other Assets in Excess of Liabilities 0.7%
(1)
|
|
|
|
|
|
|
174,914
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS 100.0%
(1)
|
|
|
|
|
|
$
|
25,909,304
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Calculated as a percentage of net assets applicable to common shareholders.
|
(2)
|
No distribution or dividend was made during the period ended November 30, 2013. As such, it is classified as a non-income producing security as of
November 30, 2013.
|
(3)
|
Rate reported is the current yield as of November 30, 2013.
|
See Accompanying Notes to the Financial Statements.
25
The Cushing
®
Royalty Energy Income Fund
Schedule of Investments
|
November 30, 2013
|
|
|
|
|
|
|
|
|
|
COMMON STOCK 14.9%
(1)
|
|
Shares
|
|
|
Fair Value
|
|
|
|
|
|
|
|
|
|
|
Upstream 14.9%
(1)
|
|
|
|
|
|
|
|
|
Canada 11.6%
(1)
|
|
|
|
|
|
|
|
|
Arc Resources LTD
|
|
|
48,976
|
|
|
$
|
1,315,952
|
|
Bonterra Energy Corp.
|
|
|
16,568
|
|
|
|
840,445
|
|
Crescent Point Energy Corporation
|
|
|
52,834
|
|
|
|
1,984,476
|
|
Enerplus Corporation
|
|
|
110,477
|
|
|
|
2,036,091
|
|
Freehold Royalties LTD
|
|
|
40,422
|
|
|
|
858,618
|
|
United States 3.3%
(1)
|
|
|
|
|
|
|
|
|
Berry Petroleum Company
|
|
|
39,586
|
|
|
|
1,991,968
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,027,550
|
|
|
|
|
|
|
|
|
|
|
Total Common Stock (Cost $8,528,161)
|
|
|
|
|
|
$
|
9,027,550
|
|
|
|
|
|
|
|
|
|
|
MASTER LIMITED PARTNERSHIPS AND
RELATED COMPANIES
74.1%
(1)
|
|
|
|
|
|
|
Coal 1.2%
(1)
|
|
|
|
|
|
|
|
|
United States 1.2%
(1)
|
|
|
|
|
|
|
|
|
Natural Resource Partners, L.P.
|
|
|
37,448
|
|
|
$
|
752,330
|
|
|
|
|
|
|
|
|
|
|
Crude Oil & Refined Products 1.7%
(1)
|
|
|
|
|
|
|
|
|
United States 1.7%
(1)
|
|
|
|
|
|
|
|
|
Delek Logistics Partners, L.P.
|
|
|
14,485
|
|
|
|
437,157
|
|
Sprague Resources, L.P.
|
|
|
34,245
|
|
|
|
590,041
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,027,198
|
|
|
|
|
|
|
|
|
|
|
Diversified General Partnerships 1.5%
(1)
|
|
|
|
|
|
|
|
|
United States 1.5%
(1)
|
|
|
|
|
|
|
|
|
Emerge Energy Services, L.P.
|
|
|
22,701
|
|
|
|
906,678
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Gatherers & Processors 1.3%
(1)
|
|
|
|
|
|
|
|
|
United States 1.3%
(1)
|
|
|
|
|
|
|
|
|
PVR Partners, L.P.
|
|
|
31,255
|
|
|
|
771,999
|
|
|
|
|
|
|
|
|
|
|
Shipping 1.5%
(1)
|
|
|
|
|
|
|
|
|
Republic of the Marshall Islands 1.5%
(1)
|
|
|
|
|
|
|
|
|
Capital Products Partners, L.P.
|
|
|
99,495
|
|
|
|
891,475
|
|
|
|
|
|
|
|
|
|
|
Upstream 65.4%
(1)
|
|
|
|
|
|
|
|
|
United States 65.4%
(1)
|
|
|
|
|
|
|
|
|
Atlas Resource Partners, L.P.
|
|
|
162,266
|
|
|
|
3,355,661
|
|
BreitBurn Energy Partners, L.P.
|
|
|
264,520
|
|
|
|
5,002,073
|
|
Dorchester Minerals, L.P.
|
|
|
73,989
|
|
|
|
1,816,430
|
|
Eagle Rock Energy Partners, L.P.
|
|
|
106,364
|
|
|
|
644,566
|
|
EV Energy Partners, L.P.
|
|
|
91,234
|
|
|
|
2,983,352
|
|
Legacy Reserves, L.P.
|
|
|
167,166
|
|
|
|
4,511,810
|
|
Linn Energy, LLC
|
|
|
132,454
|
|
|
|
4,029,251
|
|
LRR Energy, L.P.
|
|
|
90,528
|
|
|
|
1,486,470
|
|
Memorial Production Partners, L.P
|
|
|
189,827
|
|
|
|
3,787,049
|
|
MID-CON Energy Partners, L.P.
|
|
|
173,763
|
|
|
|
3,949,633
|
|
QR Energy, L.P.
|
|
|
243,465
|
|
|
|
3,990,391
|
|
Vanguard Natural Resources, LLC
|
|
|
143,335
|
|
|
|
4,090,781
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
39,647,467
|
|
|
|
|
|
|
|
|
|
|
Variable Distribution 1.5%
(1)
|
|
|
|
|
|
|
|
|
United States 1.5%
(1)
|
|
|
|
|
|
|
|
|
Northern Tier Energy, L.P.
|
|
|
34,810
|
|
|
|
884,174
|
|
|
|
|
|
|
|
|
|
|
Total Master Limited Partnerships and Related Companies (Cost $43,453,164)
|
|
|
|
|
|
$
|
44,881,321
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
26
The Cushing
®
Royalty Energy Income Fund
Schedule of Investments
|
November 30, 2013 (Continued)
|
|
|
|
|
|
|
|
|
|
ROYALTY TRUSTS 5.1%
(1)
|
|
Shares
|
|
|
Fair Value
|
|
|
|
|
|
|
|
|
|
|
Upstream 5.1%
(1)
|
|
|
|
|
|
|
|
|
United States 5.1%
(1)
|
|
|
|
|
|
|
|
|
Enduro Royalty Trust
|
|
|
71,273
|
|
|
$
|
944,367
|
|
Hugoton Royalty Trust
|
|
|
24,275
|
|
|
|
175,023
|
|
Pacific Coast Oil Trust
|
|
|
70,053
|
|
|
|
997,555
|
|
Sabine Royalty Trust
|
|
|
19,173
|
|
|
|
991,052
|
|
|
|
|
|
|
|
|
|
|
Total Royalty Trusts (Cost $3,322,173)
|
|
|
|
|
|
$
|
3,107,997
|
|
|
|
|
|
|
|
|
|
|
SHORT-TERM INVESTMENTS
INVESTMENT COMPANIES
8.6%
(1)
|
|
|
|
|
|
|
United States 8.6%
(1)
|
|
|
|
|
|
|
|
|
AIM Short-Term Treasury Portfolio Fund Institutional Class,
0.02%
(2)
|
|
|
1,041,822
|
|
|
$
|
1,041,822
|
|
Fidelity Government Portfolio Fund Institutional Class, 0.01%
(2)
|
|
|
1,041,822
|
|
|
|
1,041,822
|
|
Fidelity Money Market Portfolio Institutional Class, 0.05%
(2)
|
|
|
1,041,822
|
|
|
|
1,041,822
|
|
First American Government Obligations Fund Class Z, 0.01%
(2)
|
|
|
1,041,822
|
|
|
|
1,041,822
|
|
Invesco STIC Prime Portfolio, 0.06%
(2)
|
|
|
1,041,822
|
|
|
|
1,041,822
|
|
|
|
|
|
|
|
|
|
|
Total Short-Term Investments (Cost $5,209,110)
|
|
|
|
|
|
$
|
5,209,110
|
|
|
|
|
|
|
|
|
|
|
TOTAL INVESTMENTS 102.7%
(1)
(Cost $60,512,608)
|
|
|
|
|
|
$
|
62,225,978
|
|
Liabilities in Excess of Other Assets (2.7)%
(1)
|
|
|
|
|
|
|
(1,614,070
|
)
|
|
|
|
|
|
|
|
|
|
NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS 100.0%
(1)
|
|
|
|
|
|
$
|
60,611,908
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Calculated as a percentage of net assets applicable to common shareholders.
|
(2)
|
Rate reported is the current yield as of November 30, 2013.
|
See Accompanying Notes to the Financial Statements.
27
The Cushing
®
Funds Trust
Statements of
Assets & Liabilities
November 30, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP
Premier Fund
|
|
|
Renaissance
Advantage Fund
|
|
|
Royalty Energy
Income Fund
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments at fair value*
|
|
$
|
1,361,229,523
|
|
|
$
|
25,734,390
|
|
|
$
|
62,225,978
|
|
Receivable for Fund shares sold
|
|
|
9,294,637
|
|
|
|
207,777
|
|
|
|
228,862
|
|
Prepaid expenses
|
|
|
305,084
|
|
|
|
11,891
|
|
|
|
7,013
|
|
Dividends and interest receivable
|
|
|
1,058
|
|
|
|
23,872
|
|
|
|
59,178
|
|
Deferred offering costs
|
|
|
|
|
|
|
9,112
|
|
|
|
|
|
Receivable for investments sold
|
|
|
|
|
|
|
|
|
|
|
209,996
|
|
Cash
|
|
|
|
|
|
|
|
|
|
|
130,775
|
|
Other receivables
|
|
|
|
|
|
|
|
|
|
|
3,624
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
1,370,830,302
|
|
|
|
25,987,042
|
|
|
|
62,865,426
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax liability
|
|
|
84,583,178
|
|
|
|
|
|
|
|
64,781
|
|
Current tax liability
|
|
|
|
|
|
|
|
|
|
|
6,535
|
|
Payable for investments purchased
|
|
|
5,918,000
|
|
|
|
|
|
|
|
1,856,887
|
|
Accrued expenses and other liabilities
|
|
|
1,057,236
|
|
|
|
75,186
|
|
|
|
184,803
|
|
Payable to Adviser
|
|
|
1,026,000
|
|
|
|
1,802
|
|
|
|
137,512
|
|
Payable for Fund shares redeemed
|
|
|
885,466
|
|
|
|
|
|
|
|
|
|
Payable to Trustees
|
|
|
9,000
|
|
|
|
750
|
|
|
|
3,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
93,478,880
|
|
|
|
77,738
|
|
|
|
2,253,518
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders
|
|
$
|
1,277,351,422
|
|
|
$
|
25,909,304
|
|
|
$
|
60,611,908
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Assets Applicable to Common Shareholders Consisting of
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional paid-in capital
|
|
$
|
1,122,517,679
|
|
|
$
|
24,596,993
|
|
|
$
|
60,419,964
|
|
Accumulated net investment income (loss), net of income taxes
|
|
|
(12,574,717
|
)
|
|
|
(19,400
|
)
|
|
|
17,608
|
|
Accumulated realized gain (loss), net of income taxes
|
|
|
(11,111,418
|
)
|
|
|
14,140
|
|
|
|
(968,449
|
)
|
Net unrealized appreciation on investments, net of income taxes
|
|
|
178,519,878
|
|
|
|
1,317,571
|
|
|
|
1,142,785
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders
|
|
$
|
1,277,351,422
|
|
|
$
|
25,909,304
|
|
|
$
|
60,611,908
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*
Cost of investments
|
|
$
|
1,082,391,501
|
|
|
$
|
24,416,819
|
|
|
$
|
60,512,608
|
|
See Accompanying Notes to the Financial Statements.
28
The Cushing
®
Funds Trust
Statements of Assets & Liabilities
(Continued)
November 30, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP Premier
Fund
|
|
|
Renaissance
Advantage Fund
|
|
|
Royalty Energy
Income Fund
|
|
Class A (Unlimited shares authorized)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets
|
|
$
|
487,318,167
|
|
|
$
|
6,867,069
|
|
|
$
|
50,565,334
|
|
Shares issued and outstanding
|
|
|
22,815,424
|
|
|
|
303,154
|
|
|
|
2,773,284
|
|
Net asset value, redemption price and minimum offering price per share
|
|
$
|
21.36
|
|
|
$
|
22.65
|
|
|
$
|
18.23
|
|
Maximum offering price per share (NAV/0.9425)
|
|
$
|
22.66
|
|
|
$
|
24.03
|
|
|
$
|
19.34
|
|
Class C (Unlimited shares authorized)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets
|
|
$
|
568,837,441
|
|
|
$
|
2,262,957
|
|
|
$
|
8,379,450
|
|
Shares issued and outstanding
|
|
|
27,362,040
|
|
|
|
100,312
|
|
|
|
464,497
|
|
Net asset value, redemption price and minimum offering price per share
|
|
$
|
20.79
|
|
|
$
|
22.56
|
|
|
$
|
18.04
|
|
Class I (Unlimited shares authorized)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets
|
|
$
|
221,195,814
|
|
|
$
|
16,779,278
|
|
|
$
|
1,667,124
|
|
Shares issued and outstanding
|
|
|
10,271,243
|
|
|
|
740,553
|
|
|
|
91,077
|
|
Net asset value, redemption price and minimum offering price per share
|
|
$
|
21.54
|
|
|
$
|
22.66
|
|
|
$
|
18.30
|
|
See Accompanying Notes to the Financial Statements.
29
The Cushing
®
Funds Trust
Statements of
Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP Premier
Fund
|
|
|
Renaissance
Advantage Fund
|
|
|
Royalty Energy
Income Fund
|
|
|
|
Fiscal Year
Ended
November 30,
2013
|
|
|
Period from
April 2,
2013
(1)
through
November 30, 2013
|
|
|
Fiscal Year
Ended
November 30,
2013
|
|
Investment Income
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions received from master limited partnerships and royalty trusts
|
|
$
|
51,607,273
|
|
|
$
|
58,073
|
|
|
$
|
2,033,500
|
|
Less: return of capital on distributions
|
|
|
(49,778,124
|
)
|
|
|
(55,169
|
)
|
|
|
(1,660,684
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distribution income from master limited partnerships and royalty trusts
|
|
|
1,829,149
|
|
|
|
2,904
|
|
|
|
372,816
|
|
Dividends from common stock, net of foreign taxes withheld*
|
|
|
2,766,935
|
|
|
|
48,663
|
|
|
|
136,217
|
|
Interest income
|
|
|
13,732
|
|
|
|
109
|
|
|
|
616
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investment Income
|
|
|
4,609,816
|
|
|
|
51,676
|
|
|
|
509,649
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Advisory fees
|
|
|
10,665,934
|
|
|
|
55,010
|
|
|
|
327,876
|
|
Administrator fees
|
|
|
856,208
|
|
|
|
33,000
|
|
|
|
93,184
|
|
Transfer agent fees
|
|
|
592,958
|
|
|
|
36,000
|
|
|
|
84,361
|
|
Insurance expense
|
|
|
251,037
|
|
|
|
1,257
|
|
|
|
3,479
|
|
Reports to shareholders
|
|
|
211,916
|
|
|
|
5,000
|
|
|
|
16,363
|
|
Registration fees
|
|
|
207,039
|
|
|
|
3,654
|
|
|
|
60,989
|
|
Trustees fees
|
|
|
188,088
|
|
|
|
2,250
|
|
|
|
6,750
|
|
Fund accounting fees
|
|
|
186,748
|
|
|
|
21,900
|
|
|
|
67,605
|
|
Professional fees
|
|
|
163,449
|
|
|
|
70,626
|
|
|
|
101,189
|
|
Franchise tax expense
|
|
|
47,406
|
|
|
|
|
|
|
|
|
|
Custodian fees and other expenses
|
|
|
43,745
|
|
|
|
5,300
|
|
|
|
29,186
|
|
Organizational expenses
|
|
|
|
|
|
|
5,529
|
|
|
|
|
|
12b-1 shareholder servicing fee Class A
|
|
|
1,000,014
|
|
|
|
4,111
|
|
|
|
49,793
|
|
12b-1 shareholder servicing fee Class C
|
|
|
4,167,443
|
|
|
|
4,461
|
|
|
|
34,731
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Expenses
|
|
|
18,581,985
|
|
|
|
248,098
|
|
|
|
875,506
|
|
Recovery of previous waivers by Adviser, net/(expenses waived)
|
|
|
160,297
|
|
|
|
(162,511
|
)
|
|
|
(365,958
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Expenses
|
|
|
18,742,282
|
|
|
|
85,587
|
|
|
|
509,548
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income (Loss), before Income Taxes
|
|
|
(14,132,466
|
)
|
|
|
(33,911
|
)
|
|
|
101
|
|
Current tax expense
|
|
|
|
|
|
|
|
|
|
|
(6,535
|
)
|
Deferred tax benefit
|
|
|
5,906,185
|
|
|
|
|
|
|
|
23,540
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income (Loss)
|
|
|
(8,226,281
|
)
|
|
|
(33,911
|
)
|
|
|
17,106
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized and Unrealized Gain (Loss) on Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gain (loss) on investments, before income taxes
|
|
|
9,427,697
|
|
|
|
31,180
|
|
|
|
(1,447,312
|
)
|
Net realized loss on foreign currency and translation of other assets, before income taxes
|
|
|
|
|
|
|
|
|
|
|
(155
|
)
|
Deferred tax benefit (expense)
|
|
|
(3,363,425
|
)
|
|
|
|
|
|
|
480,788
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gain (loss) on investments
|
|
|
6,064,272
|
|
|
|
31,180
|
|
|
|
(966,679
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in unrealized appreciation of investments, before income taxes
|
|
|
222,964,377
|
|
|
|
1,317,571
|
|
|
|
1,855,047
|
|
Net unrealized depreciation on foreign currency and translation of other assets, before income taxes
|
|
|
|
|
|
|
|
|
|
|
(144,338
|
)
|
Deferred tax expense
|
|
|
(79,544,771
|
)
|
|
|
|
|
|
|
(569,141
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in unrealized appreciation of investments
|
|
|
143,419,606
|
|
|
|
1,317,571
|
|
|
|
1,141,568
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Realized and Unrealized Gain on Investments
|
|
|
149,483,878
|
|
|
|
1,348,751
|
|
|
|
174,889
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in Net Assets Applicable to Common Shareholders Resulting from Operations
|
|
$
|
141,257,597
|
|
|
$
|
1,314,840
|
|
|
$
|
191,995
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* Foreign taxes withheld
|
|
$
|
|
|
|
$
|
79
|
|
|
$
|
23,828
|
|
(1)
|
Commencement of operations.
|
See Accompanying Notes to the Financial Statements.
30
The Cushing
®
MLP Premier Fund
Statements of
Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
Operations
|
|
|
|
|
|
|
|
|
Net investment loss
|
|
$
|
(8,226,281
|
)
|
|
$
|
(3,723,557
|
)
|
Net realized gain (loss) on investments
|
|
|
6,064,272
|
|
|
|
(14,962,823
|
)
|
Net change in unrealized appreciation of investments
|
|
|
143,419,606
|
|
|
|
31,511,626
|
|
|
|
|
|
|
|
|
|
|
Net increase in net assets applicable to common shareholders resulting from operations
|
|
|
141,257,597
|
|
|
|
12,825,246
|
|
|
|
|
|
|
|
|
|
|
Dividends and Distributions to Common Shareholders
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(63,834,530
|
)
|
|
|
(28,869,395
|
)
|
|
|
|
|
|
|
|
|
|
Total dividends and distributions to common shareholders
|
|
|
(63,834,530
|
)
|
|
|
(28,869,395
|
)
|
|
|
|
|
|
|
|
|
|
Capital Share Transactions (Note 8)
|
|
|
|
|
|
|
|
|
Proceeds from shareholder subscriptions
|
|
|
727,380,349
|
|
|
|
596,931,163
|
|
Distribution reinvestments
|
|
|
42,036,389
|
|
|
|
18,744,325
|
|
Payments for redemptions (net of redemption fees of $152,553 and $114,993, respectively)
|
|
|
(220,119,043
|
)
|
|
|
(109,034,111
|
)
|
|
|
|
|
|
|
|
|
|
Net increase in net assets applicable to common shareholders from capital share transactions
|
|
|
549,297,695
|
|
|
|
506,641,377
|
|
|
|
|
|
|
|
|
|
|
Total increase in net assets applicable to common shareholders
|
|
|
626,720,762
|
|
|
|
490,597,228
|
|
Net Assets
|
|
|
|
|
|
|
|
|
Beginning of year
|
|
|
650,630,660
|
|
|
|
160,033,432
|
|
|
|
|
|
|
|
|
|
|
End of year
|
|
$
|
1,277,351,422
|
|
|
$
|
650,630,660
|
|
|
|
|
|
|
|
|
|
|
Accumulated net investment loss at the end of the year, net of income taxes
|
|
$
|
(12,574,717
|
)
|
|
$
|
(4,348,436
|
)
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
31
The Cushing
®
Renaissance Advantage Fund
Statements of Changes in Net
Assets
|
|
|
|
|
|
|
Period
from
April 2, 2013
(1)
through
November 30, 2013
|
|
Operations
|
|
|
|
|
Net investment loss
|
|
$
|
(33,911
|
)
|
Net realized gain on investments
|
|
|
31,180
|
|
Net change in unrealized appreciation of investments
|
|
|
1,317,571
|
|
|
|
|
|
|
Net increase in net assets applicable to common shareholders resulting from operations
|
|
|
1,314,840
|
|
|
|
|
|
|
Dividends and Distributions to Common Shareholders
|
|
|
|
|
Net investment income
|
|
|
|
|
Net realized gain
|
|
|
(9,382
|
)
|
Return of capital
|
|
|
(116,280
|
)
|
|
|
|
|
|
Total dividends and distributions to common shareholders
|
|
|
(125,662
|
)
|
|
|
|
|
|
Capital Share Transactions (Note 8)
|
|
|
|
|
Proceeds from shareholder subscriptions
|
|
|
24,879,137
|
|
Distribution reinvestments
|
|
|
34,701
|
|
Payments for redemptions (net of redemption fees of $1,073)
|
|
|
(193,712
|
)
|
|
|
|
|
|
Net increase in net assets applicable to common shareholders from capital share transactions
|
|
|
24,720,126
|
|
|
|
|
|
|
Total increase in net assets applicable to common shareholders
|
|
|
25,909,304
|
|
Net Assets
|
|
|
|
|
Beginning of period
|
|
|
|
|
|
|
|
|
|
End of period
|
|
$
|
25,909,304
|
|
|
|
|
|
|
Accumulated net investment loss at the end of the period
|
|
$
|
(19,400
|
)
|
|
|
|
|
|
(1)
|
Commencement of operations.
|
See Accompanying Notes to the Financial Statements.
32
The Cushing
®
Royalty Energy Income Fund
Statements of Changes in Net
Assets
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Period from
July 2,
2012
(1)
through
November 30, 2012
|
|
Operations
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
17,106
|
|
|
$
|
502
|
|
Net realized loss on investments
|
|
|
(966,679
|
)
|
|
|
(1,770
|
)
|
Net change in unrealized appreciation of investments
|
|
|
1,141,568
|
|
|
|
1,217
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in net assets applicable to common shareholders resulting from operations
|
|
|
191,995
|
|
|
|
(51
|
)
|
|
|
|
|
|
|
|
|
|
Dividends and Distributions to Common Shareholders
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(2,022,742
|
)
|
|
|
(4,186
|
)
|
|
|
|
|
|
|
|
|
|
Total dividends and distributions to common shareholders
|
|
|
(2,022,742
|
)
|
|
|
(4,186
|
)
|
|
|
|
|
|
|
|
|
|
Capital Share Transactions (Note 8)
|
|
|
|
|
|
|
|
|
Proceeds from shareholder subscriptions
|
|
|
64,250,671
|
|
|
|
776,181
|
|
Distribution reinvestments
|
|
|
1,563,074
|
|
|
|
3,836
|
|
Payments for redemptions (net of redemption fees of $1,099 and $0, respectively)
|
|
|
(4,146,870
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in net assets applicable to common shareholders from capital share transactions
|
|
|
61,666,875
|
|
|
|
780,017
|
|
|
|
|
|
|
|
|
|
|
Total increase in net assets applicable to common shareholders
|
|
|
59,836,128
|
|
|
|
775,780
|
|
Net Assets
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
775,780
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
End of period
|
|
$
|
60,611,908
|
|
|
$
|
775,780
|
|
|
|
|
|
|
|
|
|
|
Accumulated net investment income at the end of the period, net of income taxes
|
|
$
|
17,608
|
|
|
$
|
502
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Commencement of operations.
|
See Accompanying Notes to the Financial Statements.
33
The Cushing
®
MLP Premier Fund Class A Shares
Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
|
Year Ended
November 30,
2011
|
|
|
Period From
October 20, 2010
(1)
through
November 30, 2010
|
|
Per Common Share Data
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
19.48
|
|
|
$
|
19.92
|
|
|
$
|
20.28
|
|
|
$
|
|
|
Public offering price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment loss
(3)
|
|
|
(0.12
|
)
|
|
|
(0.13
|
)
|
|
|
(0.14
|
)
|
|
|
(0.02
|
)
|
Net realized and unrealized gain on investments
|
|
|
3.34
|
|
|
|
1.02
|
|
|
|
1.07
|
|
|
|
0.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
3.22
|
|
|
|
0.89
|
|
|
|
0.93
|
|
|
|
0.28
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(1.34
|
)
|
|
|
(1.34
|
)
|
|
|
(1.30
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(1.34
|
)
|
|
|
(1.34
|
)
|
|
|
(1.30
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redemption Fees Retained
(3)
|
|
|
0.00
|
(4)
|
|
|
0.01
|
|
|
|
0.01
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
21.36
|
|
|
$
|
19.48
|
|
|
$
|
19.92
|
|
|
$
|
20.28
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investment Return
|
|
|
16.91
|
%
|
|
|
4.56
|
%
|
|
|
4.55
|
%
|
|
|
1.40
|
%
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
34
The Cushing
®
MLP Premier Fund Class A Shares
Financial
Highlights
(Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
|
Year Ended
November 30,
2011
|
|
|
Period From
October 20, 2010
(1)
through
November 30, 2010
|
|
Supplemental Data and Ratios
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
487,318,167
|
|
|
$
|
306,054,220
|
|
|
$
|
81,865,313
|
|
|
$
|
696,702
|
|
Ratio of expenses (including net deferred income tax (benefit) expense) to average net assets after waiver and recoupment
(6)(7)(8)
(9)
|
|
|
9.59
|
%
|
|
|
3.37
|
%
|
|
|
2.32
|
%
|
|
|
5.52
|
%
|
Ratio of net investment loss (including net deferred income tax (benefit) expense) to average net assets before waiver and
recoupment
(6)(7)
|
|
|
(9.10
|
)%
|
|
|
(3.01
|
)%
|
|
|
(2.92
|
)%
|
|
|
(44.02
|
)%
|
Ratio of net investment loss (including net deferred income tax (benefit) expense) to average net assets after waiver and
recoupment
(6)(7)
|
|
|
(9.12
|
)%
|
|
|
(2.95
|
)%
|
|
|
(1.95
|
)%
|
|
|
(5.32
|
)%
|
Ratio of net investment loss (excluding net deferred income tax (benefit) expense) to average net assets before waiver and
recoupment
(6)(7)
|
|
|
(1.16
|
)%
|
|
|
(1.29
|
)%
|
|
|
(2.26
|
)%
|
|
|
(40.15
|
)%
|
Ratio of net investment loss (excluding net deferred income tax (benefit) expense) to average net assets after waiver and
recoupment
(6)(7)
|
|
|
(1.18
|
)%
|
|
|
(1.23
|
)%
|
|
|
(1.29
|
)%
|
|
|
(1.45
|
)%
|
Portfolio turnover rate
(10)
|
|
|
27.29
|
%
|
|
|
43.32
|
%
|
|
|
72.32
|
%
|
|
|
0.74
|
%
(5)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the fiscal year ended November 30, 2013, the average shares outstanding were 19,395,366
for Class A. For the fiscal year ended November 30, 2012, the average shares outstanding were 10,744,614 for Class A. For the fiscal year ended November 30, 2011, the average shares outstanding were 1,591,086 for Class A. For the period
from October 20, 2010 to November 30, 2010, the average shares outstanding were 28,746 for Class A.
|
(4)
|
Amount is less than $0.01.
|
(6)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(7)
|
For the year ended November 30, 2013, the Fund accrued $77,002,011 in net deferred tax expense, of which $31,765,943 is attributable to Class A.
For the year ended November 30, 2012, the Fund accrued $7,120,938 in net deferred tax expense, of which $3,616,649 was attributable to Class A. For the year ended November 30, 2011, the Fund accrued $452,365 in net deferred tax expense, of
which $212,282 was attributable to Class A. For the period from October 20, 2010 to November 30, 2010, the Fund accrued $7,864 in net deferred tax expense, of which $2,596 was attributable to Class A.
|
(8)
|
The ratio of expenses including net deferred income tax expense to average net assets before waiver and recoupment was 9.57%, 3.43%, 3.29% and 44.22%
for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to November 30, 2010, respectively.
|
(9)
|
The ratio of expenses excluding net deferred income tax expense to average net assets before waiver and recoupment was 1.63%, 1.71%, 2.62% and 40.35%
for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to November 30, 2010, respectively. The ratio of expenses excluding net deferred income tax
expense to average net assets after waiver and recoupment was 1.65%, 1.65%, 1.65%, and 1.65% for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to November 30, 2010,
respectively.
|
(10)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
35
The Cushing
®
MLP Premier Fund Class C Shares
Financial
Highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
|
Year Ended
November 30,
2011
|
|
|
Period From
October 20, 2010
(1)
through
November 30, 2010
|
|
Per Common Share Data
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
19.14
|
|
|
$
|
19.73
|
|
|
$
|
20.26
|
|
|
$
|
|
|
Public offering price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment loss
(3)
|
|
|
(0.27
|
)
|
|
|
(0.27
|
)
|
|
|
(0.29
|
)
|
|
|
(0.04
|
)
|
Net realized and unrealized gain on investments
|
|
|
3.26
|
|
|
|
1.02
|
|
|
|
1.06
|
|
|
|
0.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
2.99
|
|
|
|
0.75
|
|
|
|
0.77
|
|
|
|
0.26
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(1.34
|
)
|
|
|
(1.34
|
)
|
|
|
(1.30
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(1.34
|
)
|
|
|
(1.34
|
)
|
|
|
(1.30
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redemption Fees Retained
(3)
|
|
|
0.00
|
(4)
|
|
|
0.00
|
(4)
|
|
|
0.00
|
(4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
20.79
|
|
|
$
|
19.14
|
|
|
$
|
19.73
|
|
|
$
|
20.26
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investment Return
|
|
|
16.05
|
%
|
|
|
3.82
|
%
|
|
|
3.69
|
%
|
|
|
1.30
|
%
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
36
The Cushing
®
MLP Premier Fund Class C Shares
Financial
Highlights
(Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
|
Year Ended
November 30,
2011
|
|
|
Period From
October 20, 2010
(1)
through
November 30, 2010
|
|
Supplemental Data and Ratios
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
568,837,441
|
|
|
$
|
252,472,600
|
|
|
$
|
50,320,805
|
|
|
$
|
597,548
|
|
Ratio of expenses (including net deferred income tax (benefit) expense) to average net assets after waiver and recoupment
(6)(7)(8)
(9)
|
|
|
10.34
|
%
|
|
|
4.12
|
%
|
|
|
3.07
|
%
|
|
|
6.27
|
%
|
Ratio of net investment loss (including net deferred income tax (benefit) expense) to average net assets before waiver and
recoupment
(6)(7)
|
|
|
(9.85
|
)%
|
|
|
(3.76
|
)%
|
|
|
(3.67
|
)%
|
|
|
(44.77
|
)%
|
Ratio of net investment loss (including net deferred income tax (benefit) expense) to average net assets after waiver and
recoupment
(6)(7)
|
|
|
(9.87
|
)%
|
|
|
(3.70
|
)%
|
|
|
(2.70
|
)%
|
|
|
(6.07
|
)%
|
Ratio of net investment loss (excluding net deferred income tax (benefit) expense) to average net assets before waiver and
recoupment
(6)(7)
|
|
|
(1.91
|
)%
|
|
|
(2.04
|
)%
|
|
|
(3.01
|
)%
|
|
|
(40.90
|
)%
|
Ratio of net investment loss (excluding net deferred income tax (benefit) expense) to average net assets after waiver and
recoupment
(6)(7)
|
|
|
(1.93
|
)%
|
|
|
(1.98
|
)%
|
|
|
(2.04
|
)%
|
|
|
(2.20
|
)%
|
Portfolio turnover rate
(10)
|
|
|
27.29
|
%
|
|
|
43.32
|
%
|
|
|
72.32
|
%
|
|
|
0.74
|
%
(5)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the fiscal year ended November 30, 2013, the average shares outstanding were 20,654,584
for Class C. For the fiscal year ended November 30, 2012, the average shares outstanding were 7,357,860 for Class C. For the fiscal year ended November 30, 2011, the average shares outstanding were 1,113,805 for Class C. For the period
from October 20, 2010 to November 30, 2010, the average shares outstanding were 17,000 for Class C.
|
(4)
|
Amount is less than $0.01.
|
(6)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(7)
|
For the year ended November 30, 2013, the Fund accrued $77,002,011 in net deferred tax expense, of which $33,095,235 is attributable to Class C.
For the year ended November 30, 2012, the Fund accrued $7,120,938 in net deferred tax expense, of which $2,431,321 was attributable to Class C. For the year ended November 30, 2011, the Fund accrued $452,365 in net deferred tax expense, of
which $147,543 was attributable to Class C. For the period from October 20, 2010 to November 30, 2010, the Fund accrued $7,864 in net deferred tax expense, of which $1,536 was attributable to Class C.
|
(8)
|
The ratio of expenses including net deferred income tax expense to average net assets before waiver and recoupment was 10.32%, 4.18%, 4.04% and 44.97%
for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to November 30, 2010, respectively.
|
(9)
|
The ratio of expenses excluding net deferred income tax expense to average net assets before waiver and recoupment was 2.38%, 2.46%, 3.37% and 41.10%
for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to November 30, 2010, respectively. The ratio of expenses excluding net deferred income tax
expense to average net assets after waiver and recoupment was 2.40%, 2.40%, 2.40%, and 2.40% for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to
November 30, 2010, respectively.
|
(10)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
37
The Cushing
®
MLP Premier Fund Class I Shares
Financial
Highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
|
Year Ended
November 30,
2011
|
|
|
Period From
October 20, 2010
(1)
through
November 30, 2010
|
|
Per Common Share Data
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
19.57
|
|
|
$
|
19.96
|
|
|
$
|
20.28
|
|
|
$
|
|
|
Public offering price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment loss
(3)
|
|
|
(0.07
|
)
|
|
|
(0.08
|
)
|
|
|
(0.09
|
)
|
|
|
(0.02
|
)
|
Net realized and unrealized gain on investments
|
|
|
3.36
|
|
|
|
1.02
|
|
|
|
1.07
|
|
|
|
0.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
3.29
|
|
|
|
0.94
|
|
|
|
0.98
|
|
|
|
0.28
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(1.34
|
)
|
|
|
(1.34
|
)
|
|
|
(1.30
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(1.34
|
)
|
|
|
(1.34
|
)
|
|
|
(1.30
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redemption Fees Retained
(3)
|
|
|
0.02
|
|
|
|
0.01
|
|
|
|
0.00
|
(4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
21.54
|
|
|
$
|
19.57
|
|
|
$
|
19.96
|
|
|
$
|
20.28
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investment Return
|
|
|
17.37
|
%
|
|
|
4.81
|
%
|
|
|
4.75
|
%
|
|
|
1.40
|
%
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
38
The Cushing
®
MLP Premier Fund Class I Shares
Financial
Highlights
(Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
|
Year Ended
November 30,
2011
|
|
|
Period From
October 20, 2010
(1)
through
November 30, 2010
|
|
Supplemental Data and Ratios
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
221,195,814
|
|
|
$
|
92,103,840
|
|
|
$
|
27,847,314
|
|
|
$
|
1,532,804
|
|
Ratio of expenses (including net deferred income tax (benefit) expense) to average net assets after waiver and recoupment
(6)(7)(8)
(9)
|
|
|
9.34
|
%
|
|
|
3.12
|
%
|
|
|
2.07
|
%
|
|
|
5.27
|
%
|
Ratio of net investment loss (including net deferred income tax (benefit) expense) to average net assets before waiver and
recoupment
(6)(7)
|
|
|
(8.85
|
)%
|
|
|
(2.76
|
)%
|
|
|
(2.67
|
)%
|
|
|
(43.77
|
)%
|
Ratio of net investment loss (including net deferred income tax (benefit) expense) to average net assets after waiver and
recoupment
(6)(7)
|
|
|
(8.87
|
)%
|
|
|
(2.70
|
)%
|
|
|
(1.70
|
)%
|
|
|
(5.07
|
)%
|
Ratio of net investment loss (excluding net deferred income tax (benefit) expense) to average net assets before waiver and
recoupment
(6)(7)
|
|
|
(0.91
|
)%
|
|
|
(1.04
|
)%
|
|
|
(2.01
|
)%
|
|
|
(39.90
|
)%
|
Ratio of net investment loss (excluding net deferred income tax (benefit) expense) to average net assets after waiver and
recoupment
(6)(7)
|
|
|
(0.93
|
)%
|
|
|
(0.98
|
)%
|
|
|
(1.04
|
)%
|
|
|
(1.20
|
)%
|
Portfolio turnover rate
(10)
|
|
|
27.29
|
%
|
|
|
43.32
|
%
|
|
|
72.32
|
%
|
|
|
0.74
|
%
(5)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the fiscal year ended November 30, 2013, the average shares outstanding were 7,354,295 for
Class I. For the fiscal year ended November 30, 2012, the average shares outstanding were 3,178,322 for Class I. For the fiscal year ended November 30, 2011, the average shares outstanding were 689,489 for Class I. For the period from
October 20, 2010 to November 30, 2010, the average shares outstanding were 41,124 for Class I.
|
(4)
|
Amount is less than $0.01.
|
(6)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(7)
|
For the year ended November 30, 2013, the Fund accrued $77,002,011 in net deferred tax expense, of which $12,140,833 is attributable to Class I.
For the year ended November 30, 2012, the Fund accrued $7,120,938 in net deferred tax expense, of which $1,072,968 was attributable to Class I. For the year ended November 30, 2011, the Fund accrued $452,365 in net deferred tax expense, of
which $92,540 was attributable to Class I. For the period from October 20, 2010 to November 30, 2010, the Fund accrued $7,864 in net deferred tax expense, of which $3,732 was attributable to Class I.
|
(8)
|
The ratio of expenses including net deferred income tax expense to average net assets before waiver and recoupment was 9.32%, 3.18%, 3.04% and 43.97%
for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to November 30, 2010, respectively.
|
(9)
|
The ratio of expenses excluding net deferred income tax expense to average net assets before waiver and recoupment was 1.38%, 1.46%, 2.37%, and 40.10%
for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to November 30, 2010, respectively. The ratio of expenses excluding net deferred income tax
expense to average net assets after waiver and recoupment was 1.40%, 1.40%, 1.40%, and 1.40% for the fiscal years ended November 30, 2013, November 30, 2012, November 30, 2011, and the period from October 20, 2010 to
November 30, 2010, respectively.
|
(10)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
39
The Cushing
®
Renaissance Advantage Fund Class A Shares
Financial Highlights
|
|
|
|
|
|
|
Period
From
April 2, 2013
(1)
through
November 30, 2013
|
|
Per Common Share Data
(2)
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
|
|
Public offering price
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
Net investment loss
(3)
|
|
|
(0.12
|
)
|
Net realized and unrealized gain on investments
|
|
|
3.09
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
2.97
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
Net investment income
|
|
|
|
|
Net realized gain
|
|
|
(0.02
|
)
|
Return of capital
|
|
|
(0.30
|
)
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(0.32
|
)
|
|
|
|
|
|
Redemption Fees Retained
(3)
|
|
|
0.00
|
(4)
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
22.65
|
|
|
|
|
|
|
Total Investment Return
|
|
|
14.92
|
%
(5)
|
|
|
|
|
|
Supplemental Data and Ratios
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
6,867,069
|
|
Ratio of expenses to average net assets after waiver
(6)(7)
|
|
|
2.00
|
%
|
Ratio of net investment loss to average net assets before waiver
(6)
|
|
|
(4.48
|
)%
|
Ratio of net investment loss to average net assets after waiver
(6)
|
|
|
(0.83
|
)%
|
Portfolio turnover rate
(8)
|
|
|
23.44
|
%
(5)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the period from April 2, 2013 to November 30, 2013, the average shares outstanding
were 114,618 for Class A.
|
(4)
|
Amount is less than $0.01.
|
(6)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(7)
|
The ratio of expenses to average net assets before waiver was 5.65% for the period from April 2, 2013 to November 30, 2013.
|
(8)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
40
The Cushing
®
Renaissance Advantage Fund Class C Shares
Financial Highlights
|
|
|
|
|
|
|
Period
From
April 2, 2013
(1)
through
November 30, 2013
|
|
Per Common Share Data
(2)
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
|
|
Public offering price
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
Net investment loss
(3)
|
|
|
(0.23
|
)
|
Net realized and unrealized gain on investments
|
|
|
3.11
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
2.88
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
Net investment income
|
|
|
|
|
Net realized gain
|
|
|
(0.02
|
)
|
Return of capital
|
|
|
(0.30
|
)
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(0.32
|
)
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
22.56
|
|
|
|
|
|
|
Total Investment Return
|
|
|
14.47
|
%
(4)
|
|
|
|
|
|
Supplemental Data and Ratios
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
2,262,957
|
|
Ratio of expenses to average net assets after waiver
(5)(6)
|
|
|
2.75
|
%
|
Ratio of net investment loss to average net assets before waiver
(5)
|
|
|
(5.23
|
)%
|
Ratio of net investment loss to average net assets after waiver
(5)
|
|
|
(1.58
|
)%
|
Portfolio turnover rate
(7)
|
|
|
23.44
|
%
(4)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the period from April 2, 2013 to November 30, 2013, the average shares outstanding were 31,014
for Class C.
|
(5)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(6)
|
The ratio of expenses to average net assets before waiver was 6.40% for the period from April 2, 2013 to November 30, 2013.
|
(7)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
41
The Cushing
®
Renaissance Advantage Fund Class I Shares
Financial Highlights
|
|
|
|
|
|
|
Period
From
April 2, 2013
(1)
through
November 30, 2013
|
|
Per Common Share Data
(2)
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
|
|
Public offering price
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
Net investment loss
(3)
|
|
|
(0.08
|
)
|
Net realized and unrealized gain on investments
|
|
|
3.06
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
2.98
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
Net investment income
|
|
|
|
|
Net realized gain
|
|
|
(0.02
|
)
|
Return of capital
|
|
|
(0.30
|
)
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(0.32
|
)
|
|
|
|
|
|
Redemption Fees Retained
(3)
|
|
|
0.00
|
(4)
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
22.66
|
|
|
|
|
|
|
Total Investment Return
|
|
|
14.97
|
%
(5)
|
|
|
|
|
|
Supplemental Data and Ratios
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
16,779,278
|
|
Ratio of expenses to average net assets after waiver
(6)
(7)
|
|
|
1.75
|
%
|
Ratio of net investment loss to average net assets before waiver
(6)
|
|
|
(4.23
|
)%
|
Ratio of net investment loss to average net assets after waiver
(6)
|
|
|
(0.58
|
)%
|
Portfolio turnover rate
(8)
|
|
|
23.44
|
%
(5)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the period from April 2, 2013 to
November 30, 2013, the average shares outstanding were
160,846 for Class I.
|
(4)
|
Amount is less than $0.01.
|
(6)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(7)
|
The ratio of expenses to average net assets before waiver was 5.40% for the period from April 2, 2013 to November 30, 2013.
|
(8)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
42
The Cushing
®
Royalty Energy Income Fund Class A Shares
Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Period From
July 2,
2012
(1)
through
November 30, 2012
|
|
Per Common Share Data
(2)
|
|
|
|
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
19.58
|
|
|
$
|
|
|
Public offering price
|
|
|
|
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
|
|
|
|
Net investment income
(3)
|
|
|
0.03
|
|
|
|
0.07
|
|
Net realized and unrealized gain on investments
|
|
|
0.22
|
|
|
|
0.31
|
|
|
|
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
0.25
|
|
|
|
0.38
|
|
|
|
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(1.60
|
)
|
|
|
(0.80
|
)
|
|
|
|
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(1.60
|
)
|
|
|
(0.80
|
)
|
|
|
|
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
18.23
|
|
|
$
|
19.58
|
|
|
|
|
|
|
|
|
|
|
Total Investment Return
|
|
|
1.23
|
%
|
|
|
1.81
|
%
(4)
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
43
The Cushing
®
Royalty Energy Income Fund Class A Shares
Financial Highlights
(Continued)
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Period From
July 2,
2012
(1)
through
November 30, 2012
|
|
Supplemental Data and Ratios
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
50,565,334
|
|
|
$
|
296,861
|
|
Ratio of expenses (including net current and deferred income tax (benefit) expense) to average net assets after waiver
(5)(6)(7)
(8)
|
|
|
2.29
|
%
|
|
|
1.95
|
%
|
Ratio of net investment loss (including net current and deferred income tax (benefit) expense) to average net assets before
waiver
(5)(6)
|
|
|
(1.70
|
)%
|
|
|
(437.12
|
)%
|
Ratio of net investment income (including net current and deferred income tax (benefit) expense) to average net assets after
waiver
(5)(6)
|
|
|
(0.19
|
)%
|
|
|
0.55
|
%
|
Ratio of net investment loss (excluding net current and deferred income tax (benefit) expense) to average net assets before
waiver
(5)(6)
|
|
|
(1.41
|
)%
|
|
|
(437.17
|
)%
|
Ratio of net investment income (excluding net current and deferred income tax (benefit) expense) to average net assets after
waiver
(5)(6)
|
|
|
0.10
|
%
|
|
|
0.50
|
%
|
Portfolio turnover rate
(9)
|
|
|
61.96
|
%
|
|
|
17.31
|
%
(4)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the fiscal year ended November 30, 2013, the average shares outstanding were 1,079,818 for
Class A. For the period from July 2, 2012 to November 30, 2012, the average shares outstanding were 3,666 for Class A.
|
(5)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(6)
|
For the year ended November 30, 2013, the Fund accrued $71,348 in net current and deferred tax expense of which $58,510 is attributable to Class
A. For the period from July 2, 2012 to November 30, 2012, the Fund accrued $31 in net current and deferred tax benefit, of which $13 was attributable to Class A.
|
(7)
|
The ratio of expenses including net current and deferred income tax expense to average net assets before waiver was 3.80% and 439.62% for the year
ended November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively.
|
(8)
|
The ratio of expenses excluding net current and deferred income tax benefit to average net assets before waiver was 3.51% and 439.67% for the year
ended November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively. The ratio of expenses excluding net deferred income tax benefit to average net assets after waiver was 2.00% and 2.00% for the year ended
November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively.
|
(9)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
44
The Cushing
®
Royalty Energy Income Fund Class C Shares
Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Period
From
July 2, 2012
(1)
through
November 30, 2012
|
|
Per Common Share Data
(2)
|
|
|
|
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
19.53
|
|
|
$
|
|
|
Public offering price
|
|
|
|
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
|
|
|
|
Net investment income (loss)
(3)
|
|
|
(0.11
|
)
|
|
|
0.01
|
|
Net realized and unrealized gain on investments
|
|
|
0.22
|
|
|
|
0.32
|
|
|
|
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
0.11
|
|
|
|
0.33
|
|
|
|
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(1.60
|
)
|
|
|
(0.80
|
)
|
|
|
|
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(1.60
|
)
|
|
|
(0.80
|
)
|
|
|
|
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
18.04
|
|
|
$
|
19.53
|
|
|
|
|
|
|
|
|
|
|
Total Investment Return
|
|
|
0.48
|
%
|
|
|
1.56
|
%
(4)
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
45
The Cushing
®
Royalty Energy Income Fund Class C Shares
Financial Highlights
(Continued)
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Period
From
July 2, 2012
(1)
through
November 30, 2012
|
|
Supplemental Data and Ratios
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
8,379,450
|
|
|
$
|
401,485
|
|
Ratio of expenses (including net current and deferred income tax (benefit) expense) to average net assets after waiver
(5)(6)(7)
(8)
|
|
|
3.04
|
%
|
|
|
2.70
|
%
|
Ratio of net investment loss (including net current and deferred income tax (benefit) expense) to average net assets before
waiver
(5)(6)
|
|
|
(2.45
|
)%
|
|
|
(437.87
|
)%
|
Ratio of net investment income (loss) (including net current and deferred income tax (benefit) expense) to average net assets
after waiver
(5)(6)
|
|
|
(0.94
|
)%
|
|
|
(0.20
|
)%
|
Ratio of net investment loss (excluding net current and deferred income tax (benefit) expense) to average net assets before
waiver
(5)(6)
|
|
|
(2.16
|
)%
|
|
|
(437.92
|
)%
|
Ratio of net investment loss (excluding net current and deferred income tax (benefit) expense) to average net assets after
waiver
(5)(6)
|
|
|
(0.65
|
)%
|
|
|
(0.25
|
)%
|
Portfolio turnover rate
(9)
|
|
|
61.96
|
%
|
|
|
17.31
|
%
(4)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the fiscal year ended November 30, 2013, the average shares outstanding were 189,070 for
Class C. For the period from July 2, 2012 to November 30, 2012, the average shares outstanding were 2,782 for Class C.
|
(5)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(6)
|
For the year ended November 30, 2013, the Fund accrued $71,348 in net current and deferred tax expense, of which $10,203 is attributable to Class
C. For the period from July 2, 2012 to November 30, 2012, the Fund accrued $31 in net current and deferred tax benefit, of which $10 was attributable to Class C.
|
(7)
|
The ratio of expenses including net current and deferred income tax expense to average net assets before waiver was 4.55% and 440.37% for the year
ended November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively.
|
(8)
|
The ratio of expenses excluding net current and deferred income tax benefit to average net assets before waiver was 4.26% and 440.42% for the year
ended November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively. The ratio of expenses excluding deferred income tax benefit to average net assets after waiver was 2.75% and 2.75% for the year ended
November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively.
|
(9)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
46
The Cushing
®
Royalty Energy Income Fund Class I Shares
Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Period From
July 2,
2012
(1)
through
November 30, 2012
|
|
Per Common Share Data
(2)
|
|
|
|
|
|
|
|
|
Net Asset Value, beginning of period
|
|
$
|
19.60
|
|
|
$
|
|
|
Public offering price
|
|
|
|
|
|
|
20.00
|
|
Income from Investment Operations:
|
|
|
|
|
|
|
|
|
Net investment income
(3)
|
|
|
0.08
|
|
|
|
0.10
|
|
Net realized and unrealized gain on investments
|
|
|
0.22
|
|
|
|
0.30
|
|
|
|
|
|
|
|
|
|
|
Total increase from investment operations
|
|
|
0.30
|
|
|
|
0.40
|
|
|
|
|
|
|
|
|
|
|
Less Distributions to Common Shareholders:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
|
|
|
|
|
|
Return of capital
|
|
|
(1.60
|
)
|
|
|
(0.80
|
)
|
|
|
|
|
|
|
|
|
|
Total distributions to common shareholders
|
|
|
(1.60
|
)
|
|
|
(0.80
|
)
|
|
|
|
|
|
|
|
|
|
Net Asset Value, end of period
|
|
$
|
18.30
|
|
|
$
|
19.60
|
|
|
|
|
|
|
|
|
|
|
Total Investment Return
|
|
|
1.49
|
%
|
|
|
1.91
|
%
(4)
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
47
The Cushing
®
Royalty Energy Income Fund Class I Shares
Financial Highlights
(Continued)
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Period From
July 2,
2012
(1)
through
November 30, 2012
|
|
Supplemental Data and Ratios
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders, end of period
|
|
$
|
1,667,124
|
|
|
$
|
77,434
|
|
Ratio of expenses (including net current and deferred income tax (benefit) expense) to average net assets after waiver
(5)(6)(7)
(8)
|
|
|
2.04
|
%
|
|
|
1.70
|
%
|
Ratio of net investment loss (including net current and deferred income tax (benefit) expense) to average net assets before
waiver
(5)(6)
|
|
|
(1.45
|
)%
|
|
|
(436.87
|
)%
|
Ratio of net investment income (including net current and deferred income tax (benefit) expense) to average net assets after
waiver
(5)(6)
|
|
|
0.06
|
%
|
|
|
0.80
|
%
|
Ratio of net investment loss (excluding net current and deferred income tax (benefit) expense) to average net assets before
waiver
(5)(6)
|
|
|
(1.16
|
)%
|
|
|
(436.92
|
)%
|
Ratio of net investment income (excluding net current and deferred income tax (benefit) expense) to average net assets after
waiver
(5)(6)
|
|
|
0.35
|
%
|
|
|
0.75
|
%
|
Portfolio turnover rate
(9)
|
|
|
61.96
|
%
|
|
|
17.31
|
%
(4)
|
(1)
|
Commencement of operations.
|
(2)
|
Information presented relates to a share of common stock outstanding for the entire period.
|
(3)
|
Calculated using average shares outstanding method. For the fiscal year ended November 30, 2013, the average shares outstanding were 48,075 for
Class I. For the period from July 2, 2012 to November 30, 2012, the average shares outstanding were 2,030 for Class I.
|
(5)
|
For periods less than one full year all income and expenses are annualized except organizational costs as they are expensed as incurred, and the
portion of the waiver used to offset the organizational costs.
|
(6)
|
For the year ended November 30, 2013, the Fund accrued $71,348 in net current and deferred tax expense, of which $2,635 is attributable to Class
I. For the period from July 2, 2012 to November 30, 2012, the Fund accrued $31 in net current and deferred tax benefit, of which $8 was attributable to Class I.
|
(7)
|
The ratio of expenses including net current and deferred income tax expense to average net assets before waiver was 3.55% and 439.37% for the year
ended November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively.
|
(8)
|
The ratio of expenses excluding net current and deferred income tax benefit to average net assets before waiver was 3.26% and 439.42% for the year
ended November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively. The ratio of expenses excluding deferred income tax benefit to average net assets after waiver was 1.75% and 1.75% for the year ended
November 30, 2013 and the period from July 2, 2012 to November 30, 2012, respectively.
|
(9)
|
Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
|
See Accompanying Notes to the Financial Statements.
48
The Cushing
®
Funds Trust
Notes to Financial
Statements
November 30, 2013
1. Organization
The Cushing Funds Trust (the Trust) (formerly known as The Cushing MLP Funds Trust) was
organized on May 27, 2010 as a statutory trust under the laws of the state of Delaware. It is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The Trust is managed by Cushing
®
MLP Asset Management, LP (the Adviser). The Trusts Declaration of Trust permits the Trustees to
establish separate series each, a Fund (collectively, the Funds), each of which may issue separate classes of shares. The Trust currently has three Funds, The Cushing
®
MLP Premier Fund (Premier), The Cushing
®
Royalty Energy Income Fund (Royalty Energy), and The Cushing
®
Renaissance Advantage Fund (Renaissance Advantage).
Premiers investment objective is to seek to produce current income and capital appreciation. Premier commenced operations on October 20, 2010.
Renaissance Advantages investment objective is to seek to high total return with an emphasis on current income. Renaissance Advantage commenced
operations on April 2, 2013.
Royalty Energys investment objective is to seek to high total return with an emphasis on current
income. Royalty Energy commenced operations on July 2, 2012.
Each Fund within the Trust offers three classes of shares, Class A,
Class C and Class I. Class A shares are subject to a 5.75% front-end sales charge. Class C shares have no sales charge, but are subject to a 1.00% contingent deferred sales charge. Class C shares do not convert to Class A shares of the
Fund. Class I shares have no sales charge.
2. Significant Accounting Policies
A. Use of Estimates
The
preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, recognition of distribution income
and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.
B. Investment Valuation
The
Funds use the following valuation methods to determine fair value as either fair value for investments for which market quotations are available, or if not available, the fair value, as determined in good faith pursuant to such policies and
procedures as may be approved by the Trusts Board of Trustees (Board of Trustees) from time to time. The valuation of the portfolio securities of the Funds currently includes the following processes:
(i) The fair value of each security listed or traded on any recognized securities exchange or automated quotation system will
be the last reported sale price at the relevant valuation date on the composite tape or on the principal exchange on which such security is traded. If no sale is reported on that date, the Adviser utilizes, when available, pricing quotations from
principal market makers. Such quotations may be obtained from third-party pricing services or directly from investment brokers and dealers in the secondary market. Generally, a Funds loan and bond positions are not traded on exchanges and
consequently are valued based on market prices received from third-party services or broker-dealer sources.
49
(ii) Listed options on debt securities are valued at the average of the bid price
and the ask price. Unlisted options on debt or equity securities are valued based upon their composite bid prices if held long, or their composite ask prices if held short. Futures are valued at the last sale price on the commodities exchange on
which they trade.
(iii) Each Funds non-marketable investments will generally be valued in such manner as the
Adviser determines in good faith to reflect their fair values under procedures established by, and under the general supervision and responsibility of, the Board of Trustees. The pricing of all assets that are fair valued in this manner will be
subsequently reported to and ratified by the Board of Trustees.
The Funds may engage in short sale transactions. For financial statement
purposes, an amount equal to the settlement amount, if any, is included in the Statements of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the fair value of the short positions.
Subsequent fluctuations in market prices of securities sold short may require purchasing the securities at prices which may differ from the fair value reflected on the Statements of Assets and Liablities. When a Fund sells a security short, it must
borrow the security sold short and deliver it to the broker-dealer through which it made the short sale. A gain, limited to the price at which the Fund sold the security short, or a loss, unlimited in size, will be recognized under the termination
of a short sale. Each Fund is also subject to the risk that it may be unable to reacquire a security to terminate a short position except at a price substantially in excess of the last quoted price. Each Fund is liable for any dividends paid on
securities sold short and such amounts would be reflected as dividend expense in the Statements of Operations. A Funds obligation to replace a borrowed security will be secured by collateral deposited with the broker-dealer. Each Fund also
will be required to segregate similar collateral to the extent, if any, necessary so that the value of both collateral amounts in the aggregate is at all times equal to at least 100% of the fair value of the securities sold short. None of the Funds
held any securities sold short for the fiscal year ended November 30, 2013.
C. Security Transactions, Investment Income and
Expenses
Security transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains and losses are
reported on a specific identified cost basis. Interest income is recognized on an accrual basis, including amortization of premiums and accretion of discounts. Distributions are recorded on the ex-dividend date. Distributions received from each of
the Funds investments in energy-related U.S. royalty trusts and Canadian royalty trusts and exploration and production companies (collectively, Energy Trusts) and master limited partnerships (MLPs) generally are
comprised of ordinary income, capital gains and return of capital from the Energy Trusts or MLPs. The Funds record investment income on the ex-date of the distributions. For financial statement purposes, the Funds use return of capital and income
estimates to allocate the dividend income received. Such estimates are based on historical information available from each Energy Trust, MLP and other industry sources. These estimates may subsequently be revised based on information received from
Energy Trusts or MLPs after their tax reporting periods are concluded, as the actual character of these distributions is not known until after the fiscal year end of the Funds.
Each Fund estimates the allocation of investment income and return of capital for the distributions received from MLPs within the Statements of Operations. For the fiscal year ended November 30, 2013,
Premier estimates approximately 5% of distributions received from MLPs to be from investment income with the remaining balance as return of capital. Royalty Energy estimates approximately 9% of the distributions received from MLPs to be from
investment income with the remaining balance as return of capital. Renaissance Advantage estimates approximately 5% of the distributions received from MLPs to be from investment income with the remaining balance as return of capital.
50
Expenses are recorded on an accrual basis. Royalty Energy and Renaissance Advantage capitalized initial
offering costs incurred in connection with the formation of each Fund. These costs consisted of legal fees pertaining to preparing each Funds initial registration statement, printing costs, and SEC and state registration fees. The initial
capitalized offering costs are amortized over a 12 month period from the commencement of operations. For the period from December 1, 2012 through November 30, 2013, $23,726 has been amortized and included in professional fees in Royalty
Energys Statement of Operations. As of November 30, 2013, Royalty Energy had no remaining balance of unamortized offering costs. For the period April 2, 2013 (commencement of operations) through November 30, 2013, $18,376 has been
amortized and included in professional fees in Renaissance Advantages Statement of Operations. At November 30, 2013, Renaissance Advantages remaining balance of unamortized offering costs was $9,112. Organizational costs relating to
incorporation and legal fees associated with the formation of Renaissance Advantage of $5,529 has been expensed and is included in its Statement of Operations.
D. Distributions to Shareholders
Distributions to common shareholders were
recorded on each ex-dividend date. The character of distributions to common shareholders made during the period may differ from their ultimate characterization for federal income tax purposes. For the fiscal year ended November 30, 2013,
Premiers distributions were expected to be comprised of 100% return of capital. For the fiscal year ended November 30, 2013, Royalty Energys distributions were expected to be comprised of 100% return of capital. For the period from April
2, 2013 (commencement of operations) to November 30, 2013, Renaissance Advantages distributions were expected to be comprised of 7%, or $9,382, short-term gains and 93%, or $116,280, return of capital. For federal income tax purposes,
distributions of short-term capital gains are treated as ordinary income distributions. In addition, on an annual basis, Renaissance Advantage may distribute additional capital gains in the last calendar quarter, if necessary, to meet minimum
distribution requirements and thus avoid being subject to excise taxes. The tax character of distributions paid for each Fund for the fiscal year ended November 30, 2013 will be determined in early 2014.
E. Federal Income Taxation
Premier and Royalty Energy, taxed as corporations, are obligated to pay federal and state income tax on their taxable income. Currently, the maximum
marginal regular federal income tax rate for a corporation is 35%. Premier and Royalty Energy may each be subject to a 20% federal alternative minimum tax on their respective federal alternative minimum taxable income to the extent that their
respective alternative minimum tax exceeds their respective regular federal income tax.
Premier invests its assets primarily in MLPs, which
generally are treated as partnerships for federal income tax purposes. As a limited partner in MLPs, Premier reports its allocable share of each MLPs taxable income in computing its own taxable income.
Royalty Energy invests its assets primarily in Energy Trusts and MLPs. U.S. royalty trusts are generally not subject to U.S. federal corporate income
taxation at the trust or entity level. Instead, each unitholder of the U.S. royalty trust is required to take into account its share of all items of the U.S. royalty trusts income, gain, loss, deduction and expense. It is possible that the
Funds share of taxable income from a U.S. royalty trust may exceed the cash actually distributed to it from the U.S. royalty trust in a given year. In such a case, Royalty Energy will have less after-tax cash available for distribution to
shareholders. Canadian royalty trusts are taxed as regular Canadian corporations and are now subject to double taxation at both the corporate level and on the income distributed to investors. MLPs are generally treated as partnerships
for federal income tax purposes. As a limited partner in MLPs, the Royalty Energy reports its allocable share of each MLPs taxable income in computing its own taxable income.
51
Premier and Royalty Energys respective tax expense or benefit is included in the Statements of
Operations based on the component of income or gains (losses) to which such expense or benefit relates. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes. A valuation allowance is recognized if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be
realized.
The Funds recognize in the financial statements the impact of a tax position, if that position is more- likely-than-not to be
sustained on examination by the taxing authorities, based on the technical merits of the position. Tax benefits resulting from such a position are measured as the amount that has a greater than fifty percent likelihood on a cumulative basis to be
sustained on examination.
Renaissance Advantage intends to qualify each year for special tax treatment afforded to, a regulated investment
company (RIC) under Subchapter M of the Internal Revenue Code of 1986, as amended (IRC). In order to qualify as a RIC, Renaissance Advantage must, among other things, satisfy income, asset diversification and distribution
requirements. As long as it so qualifies, Renaissance Advantage will not be subject to U.S. federal income tax to the extent that it distributes annually its investment company taxable income (which includes ordinary income and the excess of net
short-term capital gain over net long-term capital loss) and its net capital gain (i.e., the excess of net long-term capital gain over net short-term capital loss). Renaissance Advantage intends to distribute at least annually
substantially all of such income and gain. If Renaissance Advantage retains any investment company taxable income or net capital gain, it will be subject to U.S. federal income tax on the retained amount at regular corporate tax rates. In addition,
if the Renaissance Advantage fails to qualify as a RIC for any taxable year, it will be subject to U.S. federal income tax on all of its income and gains at regular corporate tax rates.
F. Cash and Cash Equivalents
The Funds consider all highly liquid investments
purchased with initial maturity equal to or less than three months to be cash equivalents.
G. Cash Flow Information
Premier and Royalty Energy make distributions from investments and Renaissance Advantage intends to make distributions from investments,
which include the amount received as cash distributions from MLPs, common stock dividends and interest payments. These activities are reported in the Statements of Changes in Net Assets.
H. Indemnifications
Under the Trusts organizational documents, its
officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Trust and each Fund. In addition, in the normal course of business, the Trust may enter into contracts that provide general
indemnification to other parties. The Trusts maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred, and may not occur. However, the Trust has not
had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
I. Recent Accounting
Pronouncement
In December 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update
(ASU) 2011-11 Balance Sheet (Topic 210) Disclosures about Offsetting Assets and Liabilities. ASU 2011-11 requires new disclosures for recognized financial instruments and derivative instruments that are either offset on the
balance sheet in accordance with the offsetting guidance in ASC 210-20-45 or ASC 815-10-45 or are subject to an enforceable master netting arrangement or similar arrangement. ASU 2011-11 is effective for periods beginning on or after January 1,
2013 and must be applied retrospectively.
52
In January 2013, the FASB issued ASU No. 2013-01 Clarifying the Scope of Disclosures about
Offsetting Assets and Liabilities (ASU 2013-01) which amended Accounting Standards Codification Subtopic 210-20, Balance Sheet Offsetting. ASU 2013-01 clarified the scope of ASU No. 2011-11 Disclosures about Offsetting
Assets and Liabilities (ASU 2011-11). ASU 2013-01 clarifies the scope of ASU 2011-11 as applying to derivatives accounted for in accordance with Topic 815, Derivatives and Hedging, including bifurcated embedded derivatives,
repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are offset either in accordance with other requirements of U.S. GAAP or subject to an enforceable master netting arrangement
or similar agreement. The guidance in ASU 2013-01 and ASU 2011-11 is effective for interim and annual periods beginning on or after January 1, 2013. Adoption of ASU 2011-11 will have no effect on the Funds net assets. Management has
evaluated ASU 2013-01 and ASU 2011-11 and determined that there is no impact to the Funds financial statements.
3. Concentrations of Risk
Premiers investment objective is to seek to produce current income and capital appreciation. Premier seeks to achieve its investment objective by investing, under normal market conditions, at least
80% of its net assets, plus any borrowings for investment purposes (collectively, Managed Assets), in MLP investments.
Renaissance
Advantages investment objective is to seek a high total return with an emphasis on current income. Renaissance Advantage will seek to achieve its investment objective by investing, under normal market conditions, at least 80% of its Managed
Assets in (i) companies across the energy supply chain spectrum, including upstream, midstream and downstream energy companies, as well as oil and gas services companies, (ii) energy-intensive chemical, metal and industrial and
manufacturing companies and engineering and construction companies that the Adviser expects to benefit from growing energy production and lower feedstock costs relative to global costs, and (iii) transportation and logistics companies providing
solutions to the U.S. manufacturing industry.
Royalty Energys investment objective is to seek a high total return with an emphasis on
current income. Royalty Energy will seek to achieve its investment objective by investing, under normal market conditions, at least 80% of its Managed Assets, plus any borrowings for investment purposes in public and private securities of Energy
Trusts, exploration and production MLPs and securities of other companies based in North America that are generally engaged in the same lines of business as those in which Energy Trusts and MLPs engage.
4. Agreements and Related Party Transactions
Each Fund has entered into an Investment Management Agreement (the Agreement) with the Adviser. Under the terms of each Agreement, each Fund pays the Adviser a fee, payable at the end of each
calendar month, at an annual rate of 1.10% for Premier, 1.35% for Royalty Energy and 1.25% for Renaissance Advantage of the average daily value of the respective Funds Managed Assets during such month for the services and facilities provided
by the Adviser to the respective Fund.
The Adviser has agreed to waive a portion of its management fee and reimburse the Funds expenses,
as applicable, until at least April 1, 2014, such that fund operating expenses (exclusive of any front-end load, contingent deferred sales charge, 12b-1 fees, taxes, brokerage commissions, expenses incurred in connection with any merger or
reorganization, acquired fund fees and expenses, or extraordinary expenses such as litigation) will not exceed 1.40% for each of Premiers Class A Shares, Class C Shares and Class I Shares, 1.75% for each of Renaissance
Advantages Class A Shares, Class C Shares and Class I Shares, 1.75% for each of Royalty Energys Class A Shares, Class C Shares and Class I Shares, and subject to possible recoupment from the Funds in future years on a
rolling three year basis (within the three years after the fees have been waived) if such recoupment can be achieved within the foregoing expense limits. Such waiver and reimbursement may not be terminated without the consent of the Board
53
of Trustees prior to April 1, 2014 and may be modified or terminated by the Adviser at any time after April 1, 2014. The Advisers earned and waived or recouped fees for the fiscal
year ended November 30, 2013 as follows:
|
|
|
|
|
|
|
|
|
|
|
Advisory Fees
Earned
|
|
|
Advisory Fees
Recouped/
(Waived)
|
|
Premier
|
|
$
|
10,665,934
|
|
|
$
|
160,297
|
|
Renaissance Advantage
|
|
|
55,010
|
|
|
|
(162,511
|
)
|
Royalty Energy
|
|
|
327,876
|
|
|
|
(365,958
|
)
|
Waived fees and reimbursed Fund expenses, including prior period expenses, are subject to potential recovery by year of
expiration. The Advisers waived fees and each Funds reimbursed expenses that are subject to potential recovery are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premier
|
|
Fiscal Year Incurred
|
|
Amount
Reimbursed
|
|
|
Amount
Recouped
|
|
|
Amount
Subject to
Potential
Recovery
|
|
|
Year of
Expiration
|
|
November 30, 2010
|
|
$
|
140,836
|
|
|
$
|
140,836
|
|
|
$
|
|
|
|
|
2013
|
|
November 30, 2011
|
|
|
660,867
|
|
|
|
161,056
|
|
|
|
499,811
|
|
|
|
2014
|
|
November 30, 2012
|
|
|
278,283
|
|
|
|
|
|
|
|
278,283
|
|
|
|
2015
|
|
November 30, 2013
|
|
|
132,405
|
|
|
|
|
|
|
|
132,405
|
|
|
|
2016
|
|
|
Renaissance Advantage
|
|
Fiscal Year Incurred
|
|
Amount
Reimbursed
|
|
|
Amount
Recouped
|
|
|
Amount
Subject to
Potential
Recovery
|
|
|
Year of
Expiration
|
|
November 30, 2013
|
|
$
|
162,511
|
|
|
$
|
|
|
|
$
|
162,511
|
|
|
|
2016
|
|
|
Royalty Energy
|
|
Fiscal Year Incurred
|
|
Amount
Reimbursed
|
|
|
Amount
Recouped
|
|
|
Amount
Subject to
Potential
Recovery
|
|
|
Year of
Expiration
|
|
November 30, 2012
|
|
$
|
307,192
|
|
|
$
|
|
|
|
$
|
307,192
|
|
|
|
2015
|
|
November 30, 2013
|
|
|
365,958
|
|
|
|
|
|
|
|
365,958
|
|
|
|
2016
|
|
The Funds have not recorded a liability for potential recoupment of the full amount waived or reimbursed by the Adviser on
November 30, 2013, due to the current assessment that a recoupment of the full amount is unlikely.
The Funds have engaged U.S. Bancorp Fund
Services, LLC to serve as their administrator. Premier and Royalty Energy each pays the administrator a monthly fee computed at an annual rate of 0.08% of the first $300,000,000 of the respective Funds average daily net assets, 0.07% on the
next $500,000,000 of average daily net assets and 0.04% on the balance of the respective Funds average daily net assets, with a minimum annual fee of $40,000. Renaissance Advantage each pays the administrator a monthly fee computed at an
annual rate of 0.07% of the first $500,000,000 of its average daily net assets, 0.06% on the next $500,000,000 of average daily net assets and 0.04% on the balance of its average daily net assets, with a minimum annual fee of $40,000.
U.S. Bancorp Fund Services, LLC also serves as the each Funds transfer agent and dividend paying agent.
U.S. Bank, N.A. serves as the custodian for each of the Funds. Each Fund pays the custodian a monthly fee computed at an annual rate of 0.004% of the
respective Funds average daily market value, with a minimum annual fee of $4,800.
54
5. Income Taxes
Deferred income taxes reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting and tax purposes. Components of the Premier and
Royalty Energy deferred tax assets and liabilities as of November 30, 2013 are as follows:
|
|
|
|
|
Premier
|
|
|
|
|
Deferred tax assets:
|
|
|
|
|
Net operating loss carryforward
|
|
$
|
16,156,200
|
|
Capital loss carryforward
|
|
|
4,205,689
|
|
|
|
|
|
|
Total deferred tax assets
|
|
|
20,361,889
|
|
Less deferred tax liabilities:
|
|
|
|
|
Net unrealized appreciation on investments in securities
|
|
|
104,945,067
|
|
|
|
|
|
|
Net deferred tax liability
|
|
$
|
84,583,178
|
|
|
|
|
|
|
Royalty Energy
|
|
|
|
|
Deferred tax assets:
|
|
|
|
|
Capital loss carryforward
|
|
$
|
481,729
|
|
Less deferred tax liabilities:
|
|
|
|
|
Net unrealized depreciation on investments in securities
|
|
|
553,045
|
|
|
|
|
|
|
Net deferred tax liability
|
|
$
|
71,316
|
|
|
|
|
|
|
The net operating loss carryforward and capital loss carryforward are available to offset future taxable income. Premier
and Royalty Energy have the following net operating loss and capital loss amounts:
|
|
|
|
|
|
|
|
|
Premier
|
|
|
|
|
Fiscal Year Ended Net Operating Loss
|
|
Amount
|
|
|
Expiration
|
|
November 30, 2010
|
|
$
|
3,330
|
|
|
|
November 30, 2030
|
|
November 30, 2011
|
|
|
541,249
|
|
|
|
November 30, 2031
|
|
November 30, 2012
|
|
|
9,226,669
|
|
|
|
November 30, 2032
|
|
November 30, 2013
|
|
|
35,360,791
|
|
|
|
November 30, 2033
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
45,132,039
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended Capital Loss
|
|
Amount
|
|
|
Expiration
|
|
November 30, 2012
|
|
$
|
11,788,568
|
|
|
|
November 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
Royalty Energy
|
|
|
|
|
Fiscal Year Ended Capital Loss
|
|
Amount
|
|
|
Expiration
|
|
November 30, 2012
|
|
$
|
2,914
|
|
|
|
November 30, 2017
|
|
November 30, 2013
|
|
|
1,289,448
|
|
|
|
November 30, 2018
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,292,362
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For corporations, capital losses can only be used to offset capital gains and cannot be used to offset ordinary income.
The capital loss may be carried forward for five years and, accordingly, would begin to expire as of November 30, 2017. The net operating loss can be carried forward for 20 years and, accordingly, would begin to expire as of
November 30, 2030.
55
Total income tax benefit (current and deferred) differs from the amount computed by applying the federal
statutory income tax rate of 35% to net investment income and realized and unrealized gains (losses) on investments before taxes for the year ended November 30, 2013, as follows:
|
|
|
|
|
|
|
|
|
|
|
Premier
|
|
|
Royalty
Energy
|
|
Income tax provision (benefit) at the federal statutory rate of 35%
|
|
$
|
76,390,863
|
|
|
$
|
65,240
|
|
State income tax (benefit), net of federal benefit
|
|
|
1,475,435
|
|
|
|
6,535
|
|
Permanent differences, net
|
|
|
(662,735
|
)
|
|
|
(337
|
)
|
Foreign taxes withheld
|
|
|
|
|
|
|
23,828
|
|
Provision to return
|
|
|
(91,460
|
)
|
|
|
(90
|
)
|
Tax expense (benefit) due to change in effective state rates
|
|
|
(110,092
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total tax expense (benefit)
|
|
$
|
77,002,011
|
|
|
$
|
95,176
|
|
|
|
|
|
|
|
|
|
|
At November 30, 2013, the tax cost basis of investments, gross unrealized appreciation and depreciation of investments for
federal income tax purposes were as follows:
|
|
|
|
|
|
|
|
|
|
|
Premier
|
|
|
Royalty Energy
|
|
Tax cost of investments
|
|
$
|
1,067,133,700
|
|
|
$
|
60,665,199
|
|
|
|
|
|
|
|
|
|
|
Gross unrealized appreciation
|
|
$
|
294,095,823
|
|
|
$
|
1,713,680
|
|
Gross unrealized depreciation
|
|
|
|
|
|
|
(152,901
|
)
|
|
|
|
|
|
|
|
|
|
Net unrealized appreciation (depreciation)
|
|
$
|
294,095,823
|
|
|
$
|
1,560,779
|
|
|
|
|
|
|
|
|
|
|
It is Renaissance Advantages intention to qualify as a RIC under Subchapter M of the IRC and distribute all of its
taxable income. Accordingly, no provision for federal income taxes is required in its financial statements.
The amount and character of income
and capital gain distributions to be paid, if any, are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles. These differences are primarily due to differences in the
timing of recognition of gains or losses on investments. Permanent book and tax basis differences resulted in the reclassifications of $14,511 to accumulated net investment loss, $(7,658) to accumulated net realized gain and $(6,853) to additional
paid-in capital.
The following information is provided on a tax basis as of November 30, 2013:
|
|
|
|
|
Cost of investments
|
|
$
|
24,415,573
|
|
|
|
|
|
|
Gross unrealized appreciation
|
|
$
|
1,593,987
|
|
Gross unrealized depreciation
|
|
|
(275,170
|
)
|
|
|
|
|
|
Net unrealized appreciation
|
|
|
1,318,817
|
|
Other accumulated losses
|
|
|
(6,506
|
)
|
|
|
|
|
|
Total accumulated earnings
|
|
$
|
1,312,311
|
|
|
|
|
|
|
Each of the Funds recognizes the tax benefits of uncertain tax positions only where the position is more likely than
not to be sustained assuming examination by tax authorities. Management has analyzed each Funds tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken
on U.S. tax returns and state tax returns filed since inception of the Fund. No income tax returns are currently under examination. The tax periods since inception of each
56
Fund remain subject to examination by the tax authorities in the United States. Due to the nature of the Funds investments, each Fund may be required to file income tax returns in several
states. The Funds are not aware of any tax positions for which it is reasonably expected that the total amounts of unrecognized tax benefits will change materially in the next 12 months.
6. Fair Value Measurements
Various inputs that are used in
determining the fair value of each Funds investments 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 (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk,
etc.)
|
|
|
|
Level 3 significant unobservable inputs (including the Funds own assumptions in determining the fair value of investments)
|
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with
investing in those securities.
These inputs are summarized in the three levels listed below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premier
|
|
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
|
Description
|
|
Fair Value
at
November 30,
2013
|
|
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level
3)
|
|
Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
(a)
|
|
$
|
166,189,859
|
|
|
$
|
166,189,859
|
|
|
$
|
|
|
|
$
|
|
|
Master Limited Partnerships and Related Companies
(a)
|
|
|
1,136,401,383
|
|
|
|
1,130,189,383
|
|
|
|
6,212,000
|
|
|
|
|
|
Preferred Stock
(a)
|
|
|
17,389,225
|
|
|
|
|
|
|
|
17,389,225
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Equity Securities
|
|
|
1,319,980,467
|
|
|
|
1,296,379,242
|
|
|
|
23,601,225
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-Term
Investments
|
|
|
41,249,056
|
|
|
|
41,249,056
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other
|
|
|
41,249,056
|
|
|
|
41,249,056
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,361,229,523
|
|
|
$
|
1,337,628,298
|
|
|
$
|
23,601,225
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Renaissance Advantage
|
|
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
|
Description
|
|
Fair Value
at November
30,
2013
|
|
|
Quoted Prices in
Active Markets for
Identical Assets
(Level
1)
|
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level
3)
|
|
Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
(a)
|
|
$
|
16,175,184
|
|
|
$
|
16,175,184
|
|
|
$
|
|
|
|
$
|
|
|
Master Limited Partnerships and Related Companies
(a)
|
|
|
2,885,329
|
|
|
|
2,885,329
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Equity Securities
|
|
|
19,060,513
|
|
|
|
19,060,513
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-Term Investments
|
|
|
6,673,877
|
|
|
|
6,673,877
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other
|
|
|
6,673,877
|
|
|
|
6,673,877
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
25,734,390
|
|
|
$
|
25,734,390
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
57
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royalty Energy
|
|
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
|
Description
|
|
Fair
Value
at November 30,
2013
|
|
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
|
|
Significant Other
Observable
Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level
3)
|
|
Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock
(a)
|
|
$
|
9,027,550
|
|
|
$
|
9,027,550
|
|
|
$
|
|
|
|
$
|
|
|
Master Limited Partnerships and Related Companies
(a)
|
|
|
44,881,321
|
|
|
|
44,881,321
|
|
|
|
|
|
|
|
|
|
Royalty Trusts
(a)
|
|
|
3,107,997
|
|
|
|
3,107,997
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Equity Securities
|
|
|
57,016,868
|
|
|
|
57,016,868
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-Term Investments
|
|
|
5,209,110
|
|
|
|
5,209,110
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other
|
|
|
5,209,110
|
|
|
|
5,209,110
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
62,225,978
|
|
|
$
|
62,225,978
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
All other industry classifications are identified in the Schedule of Investments for each Fund. The Funds did not hold Level 3 investments at any time during the fiscal
year ended November 30, 2013.
|
Transfers into and out of each level are measured at fair value at the end of the fiscal year.
There were no transfers between any levels during the fiscal year ended November 30, 2013.
7. Investment
Transactions
For the fiscal year ended November 30, 2013, the Funds purchased (at cost) and sold securities (proceeds) in the amounts
listed below (excluding short-term securities):
|
|
|
|
|
|
|
|
|
|
|
Purchases
|
|
|
Sales
|
|
Premier
|
|
$
|
761,952,279
|
|
|
$
|
267,239,237
|
|
Renaissance Advantage
|
|
|
19,476,983
|
|
|
|
1,710,054
|
|
Royalty Energy
|
|
|
71,958,690
|
|
|
|
14,162,538
|
|
58
8. Common Stock
Transactions of shares of the Funds were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premier
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30,
2013
|
|
|
Year Ended
November 30,
2012
|
|
Class A Shares
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
Sold
|
|
$
|
246,225,433
|
|
|
|
11,952,231
|
|
|
$
|
286,204,644
|
|
|
|
14,349,836
|
|
Dividends Reinvested
|
|
|
17,705,745
|
|
|
|
860,037
|
|
|
|
9,625,046
|
|
|
|
486,770
|
|
Redeemed (net of redemption fees of $20,811 and $76,364, respectively)
|
|
|
(116,617,817
|
)
|
|
|
(5,704,382
|
)
|
|
|
(63,584,395
|
)
|
|
|
(3,238,710
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
147,313,361
|
|
|
|
7,107,886
|
|
|
$
|
232,245,295
|
|
|
|
11,597,896
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class C Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
Sold
|
|
$
|
305,638,465
|
|
|
|
15,150,103
|
|
|
$
|
211,745,751
|
|
|
|
10,860,766
|
|
Dividends Reinvested
|
|
|
17,709,279
|
|
|
|
879,092
|
|
|
|
6,122,100
|
|
|
|
314,605
|
|
Redeemed (net of redemption fees of $10,872 and $10,364, respectively)
|
|
|
(37,493,626
|
)
|
|
|
(1,861,074
|
)
|
|
|
(10,262,405
|
)
|
|
|
(531,402
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
285,854,118
|
|
|
|
14,168,121
|
|
|
$
|
207,605,446
|
|
|
|
10,643,969
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class I Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
Sold
|
|
$
|
175,516,451
|
|
|
|
8,438,876
|
|
|
$
|
98,980,768
|
|
|
|
4,966,373
|
|
Dividends Reinvested
|
|
|
6,621,365
|
|
|
|
319,125
|
|
|
|
2,997,179
|
|
|
|
151,446
|
|
Redeemed (net of redemption fees of $120,870 and $28,265, respectively)
|
|
|
(66,007,600
|
)
|
|
|
(3,192,290
|
)
|
|
|
(35,187,311
|
)
|
|
|
(1,807,550
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
116,130,216
|
|
|
|
5,565,711
|
|
|
$
|
66,790,636
|
|
|
|
3,310,269
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Renaissance Advantage
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period From April 2,
2013
(1)
through
November 30, 2013
|
|
|
|
|
|
|
|
Class A Shares
|
|
Amount
|
|
|
Shares
|
|
|
|
|
|
|
|
Sold
|
|
$
|
6,480,526
|
|
|
|
304,043
|
|
|
|
|
|
|
|
|
|
Dividends Reinvested
|
|
|
8,256
|
|
|
|
370
|
|
|
|
|
|
|
|
|
|
Redeemed (net of redemption fees of $212)
|
|
|
(27,308
|
)
|
|
|
(1,259
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
6,461,474
|
|
|
|
303,154
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class C Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
Sold
|
|
$
|
2,193,696
|
|
|
|
102,391
|
|
|
|
|
|
|
|
|
|
Dividends Reinvested
|
|
|
11,886
|
|
|
|
532
|
|
|
|
|
|
|
|
|
|
Redeemed
|
|
|
(58,997
|
)
|
|
|
(2,611
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
2,146,585
|
|
|
|
100,312
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class I Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
Sold
|
|
$
|
16,204,915
|
|
|
|
744,767
|
|
|
|
|
|
|
|
|
|
Dividends Reinvested
|
|
|
14,559
|
|
|
|
652
|
|
|
|
|
|
|
|
|
|
Redeemed (net of redemption fees of $861)
|
|
|
(107,407
|
)
|
|
|
(4,866
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
16,112,067
|
|
|
|
740,553
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Commencement of operations.
|
59
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royalty Energy
|
|
|
|
|
|
|
|
|
|
|
Year Ended
November 30, 2013
|
|
|
Period From
July 2, 2012
(1)
through
November 30,
2012
|
|
Class A Shares
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
Sold
|
|
$
|
53,563,024
|
|
|
|
2,858,554
|
|
|
$
|
299,181
|
|
|
|
15,082
|
|
Dividends Reinvested
|
|
|
1,382,405
|
|
|
|
74,461
|
|
|
|
1,627
|
|
|
|
81
|
|
Redeemed (net of redemption fees of $1,019 and $0, respectively)
|
|
|
(3,238,482
|
)
|
|
|
(174,894
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
51,706,947
|
|
|
|
2,758,121
|
|
|
$
|
300,808
|
|
|
|
15,163
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class C Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
Sold
|
|
$
|
8,531,695
|
|
|
|
456,759
|
|
|
$
|
399,500
|
|
|
|
20,517
|
|
Dividends Reinvested
|
|
|
111,264
|
|
|
|
6,044
|
|
|
|
897
|
|
|
|
44
|
|
Redeemed
|
|
|
(344,089
|
)
|
|
|
(18,867
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
8,298,870
|
|
|
|
443,936
|
|
|
$
|
400,397
|
|
|
|
20,561
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class I Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
Sold
|
|
$
|
2,155,952
|
|
|
|
113,127
|
|
|
$
|
77,500
|
|
|
|
3,885
|
|
Dividends Reinvested
|
|
|
69,405
|
|
|
|
3,703
|
|
|
|
1,312
|
|
|
|
65
|
|
Redeemed (net of redemption fees of $80 and $0, respectively)
|
|
|
(564,299
|
)
|
|
|
(29,703
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
|
|
$
|
1,661,058
|
|
|
|
87,127
|
|
|
$
|
78,812
|
|
|
|
3,950
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Commencement of operations.
|
9. Subsequent Events
Premier declared a distribution of $0.335 per share payable on January 27, 2014 to shareholders of record on January 23, 2014.
Renaissance Advantage declared a distribution of $0.14 per share payable on January 27, 2014 to shareholders of record on January 23, 2014.
Royalty Energy declared a distribution of $0.40 per share payable on January 27, 2014 to shareholders of record on January 23, 2014.
60
The Cushing
®
Funds Trust
Report of
Independent Registered Public Accounting Firm
The Board of Trustees and Shareholders of
The Cushing Funds Trust:
We have audited the accompanying statements of assets and liabilities, including the schedule of investments, of The Cushing Funds Trust (comprising,
respectively, The Cushing MLP Premier Fund, The Cushing Renaissance Advantage Fund, and The Cushing Royalty Energy Income Fund) as of November 30, 2013, and the related statements of operations, statements of changes in net assets, and the
financial highlights for each of the periods indicated therein, except as noted below. These financial statements and financial highlights are the responsibility of the Funds management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits. The financial highlights of The Cushing MLP Premier Fund for the period from October 20, 2010 (commencement of operations) to November 30, 2010, were audited by other
auditors whose report dated, January 27, 2011, expressed an unqualified opinion on those financial highlights.
We conducted our audits in
accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights
are free of material misstatement. We were not engaged to perform an audit of the Funds internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall
financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2013, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not
received. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial
highlights referred to above present fairly, in all material respects, the financial position of each of the respective portfolios constituting The Cushing Funds Trust at November 30, 2013, and the results of their operations, the changes in
their net assets and the financial highlights for each of the periods indicated therein, except as noted in the first paragraph of this report, in conformity with U.S. generally accepted accounting principles.
Dallas, Texas
January 29, 2014
61
The Cushing
®
Funds Trust
Trustees and
Executive Officers (Unaudited)
November 30, 2013
Set forth below is information with respect to
each of the Trustees and executive officers of the Trust, including their principal occupations during the past five years. The business address of the Fund, its Trustees and executive officers is 8117 Preston Road, Suite 440, Dallas, Texas 75225.
Board of Trustees
|
|
|
|
|
|
|
|
|
|
|
Name and
Year of Birth
|
|
Position(s) Held
with the Trust
|
|
Term of
Office and
Length of
Time
Served
|
|
Principal
Occupations
During
Past
Five Years
|
|
Number of
Portfolios
in Fund
Complex
(1)
Overseen
by Trustee
|
|
Other Directorships Held by Trustee During the
Past
Five Years
|
Independent Trustees
|
|
|
|
|
|
|
|
|
Brian R. Bruce
(1955)
|
|
Trustee and Chairman of the Audit Committee
|
|
Trustee since 2010
|
|
Chief Executive Officer, Hillcrest Asset Management, LLC (2008 to present) (registered investment adviser). Previously, Director of Southern Methodist Universitys Encap
Investment and LCM Group Alternative Asset Management Center (2006 to 2011). Chief Investment Officer of Panagora Asset Management, Inc. (1999 to 2007) (investment management company).
|
|
7
|
|
CM Advisers Family of Funds (2 series) (2003 to present) and Dreman Contrarian Funds (2 series) (2007 to present).
|
|
|
|
|
|
|
Edward N. McMillan
(1947)
|
|
Trustee and Lead Independent Trustee
|
|
Trustee since 2010
|
|
Retired. Private Investor with over 35 years of experience in asset management, investment banking and general business matters.
|
|
7
|
|
None
|
|
|
|
|
|
|
Ronald P. Trout
(1939)
|
|
Trustee and Chairman of the Nominating and Corporate Governance Committee
|
|
Trustee since 2010
|
|
Retired. Previously, founding partner and Senior Vice President of Hourglass Capital Management, Inc. (1989 to 2002) (investment management company).
|
|
7
|
|
Dorchestor Minerals, L.P. (2008 to present) (acquisition, ownership and administration of natural gas and crude oil royalty, net profits and leasehold interests in the
U.S.)
|
Interested Trustees
|
|
|
|
|
|
|
|
|
Jerry V. Swank
(1951)
(2)
|
|
Trustee, Chairman of the Board, Chief Executive Officer
|
|
Trustee since 2010
|
|
Managing Partner of the Adviser and founder of Swank Capital, LLC (2000 to present).
|
|
7
|
|
E-T Energy Ltd. (2008 to present) (developing, operating, producing and selling recoverable bitumen); Central Energy Partners, LP (storage and transportation of refined petroleum
products and petrochemicals).
|
(1)
|
The Fund Complex includes each series of the Trust and each other registered investment company for which the Adviser serves as investment
adviser. As of November 30, 2013, there were seven funds in the Fund Complex.
|
(2)
|
Mr. Swank is an interested person of the Fund, as defined under the Investment Company Act of 1940, as amended, by virtue of his
position as Managing Partner of the Adviser.
|
62
Executive Officers
The following provides information regarding the executive officers of the Fund who are not Trustees. Officers serve at the pleasure of the Board of Trustees and until his or her successor is appointed
and qualified or until his or her earlier resignation or removal.
|
|
|
|
|
|
|
Name and
Year of Birth
|
|
Position(s) Held
with the Trust
|
|
Term of
Office and
Length of
Time
Served
|
|
Principal Occupations During Past Five
Years
|
Daniel L. Spears
(1972)
|
|
President
|
|
Officer since 2010
|
|
Partner and portfolio manager of the Adviser (2006 present); Previously, Investment banker at Banc of America Securities, LLC (1998 to 2006).
|
|
|
|
|
John H. Alban
(1963)
|
|
Chief Financial Officer and Treasurer
|
|
Officer since 2010
|
|
Chief Operating Officer (COO) and Chief Financial Officer (CFO) of the Adviser (2010 present); Previously, CAO of NGP Energy Capital
Management (2007 2009); COO of Spinnerhawk Capital Management, L.P. (2005 2007).
|
|
|
|
|
Barry Y. Greenberg
(1963)
|
|
Chief Compliance Officer and Secretary
|
|
Officer since 2010
|
|
General Counsel and Chief Compliance Officer (CCO) of the Adviser; Partner at Akin Gump Strauss Hauer & Feld LLP (2005 2010); Vice President, Legal,
Compliance & Administration at American Beacon Advisors (1995 2005); Attorney and Branch Chief at the U.S. Securities and Exchange Commission (1988 1995).
|
|
|
|
|
Elizabeth F. Toudouze
(1962)
|
|
Executive Vice President
|
|
Officer since 2010
|
|
President, Partner and portfolio manager of the Adviser (2005-present). Previously, ran a family office.
|
|
|
|
|
J. Parker Roy
(1964)
|
|
Vice President
|
|
Officer since 2010
|
|
Senior Managing Director of the Adviser (2010 present); National Business Development Director and other positions at Morgan Stanley Smith Barney
(1995 2010).
|
|
|
|
|
Judd B. Cryer
(1973)
|
|
Vice President
|
|
Officer since 2012
|
|
Managing Director and Senior Research Analyst of the Adviser (2005 present). Previously, a consulting engineer at
Utility Engineering Corp. (1999 2003) and a project manager with Koch John Zink Company (1996 1998).
|
63
The Cushing
®
Funds Trust
Additional
Information (Unaudited)
November 30, 2013
Investment Policies and Parameters
The Commodity Futures Trading Commission (CFTC) amended Rule 4.5, which permits investment advisers to registered investment
companies to claim an exclusion from the definition of commodity pool operator with respect to a fund provided certain requirements are met. In order to permit the Adviser to continue to claim this exclusion with respect to the Funds under the
amended rule, the Funds limit their transactions in futures, options of futures and swaps (excluding transactions entered into for bona fide hedging purposes, as defined under CFTC regulations) such that either: (i) the aggregate
initial margin and premiums required to establish its futures, options on futures and swaps do not exceed 5% of the liquidation value of each Funds portfolio, after taking into account unrealized profits and losses on such positions; or
(ii) the aggregate net notional value of its futures, options on futures and swaps does not exceed 100% of the liquidation value of each Funds portfolio, after taking into account unrealized profits and losses on such positions. The Funds
and the Adviser do not believe that complying with the amended rule will limit the Funds ability to use futures, options and swaps to the extent that it has used them in the past.
Trustee and Officer Compensation
The Funds do not currently compensate any of its trustees
who are interested persons nor any of its officers. For the fiscal year ended November 30, 2013, the aggregate compensation paid to the independent trustees was $187,533 by Premier, $3,000 by Royalty Energy, and $1,500 by Renaissance Advantage.
The Funds did not pay any special compensation to any of its trustees or officers. The Funds continuously monitor standard industry practices and this policy is subject to change. Each of the Funds Statement of Additional Information includes
additional information about the Trustees and is available, without charge, upon request by calling the Fund toll-free at
(877) 9-MLPFUNDS
(877-965-7386), on the Funds website at
www.cushingfunds.com, and on the SECs website at www.sec.gov.
Cautionary Note Regarding Forward-Looking Statements
This report contains forward-looking statements as defined under the U.S. federal securities laws. Generally, the words believe,
expect, intend, estimate, anticipate, project, will and similar expressions identify forward-looking statements, which generally are not historical in nature. Forward-looking
statements are subject to certain risks and uncertainties that could cause actual results to materially differ from the Funds historical experience and its present expectations or projections indicated in any forward-looking statements. These
risks include, but are not limited to, changes in economic and political conditions; regulatory and legal changes; MLP industry risk; leverage risk; valuation risk; interest rate risk; tax risk; and other risks discussed in the Funds filings
with the SEC. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. The Funds undertake no obligation to update or revise any forward-looking statements made herein. There is no assurance
that the Funds investment objectives will be attained.
Proxy Voting Policies
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities owned by each of the
Funds and information regarding how each Fund voted
64
proxies relating to the portfolio of securities during the 12-month period ended June 30 are available to shareholders (i) without charge, upon request by calling the Fund toll-free at
(877) 9-MLPFUNDS (877-965-7386) and on the Funds website at www.cushingfunds.com; and (ii) on the SECs website at www.sec.gov.
Form N-Q
The Funds file their complete schedule of portfolio holdings for the first and
third quarters of each fiscal year with the SEC on Form N-Q. The Funds Form N-Qs and statements of additional information are available without charge by visiting the SECs website at www.sec.gov. In addition, you may review and copy the
Funds Form N-Qs at the SECs Public Reference Room in Washington D.C. You may obtain information on the operation of the Public Reference Room by calling (800) SEC-0330.
Privacy Policy
In order to conduct its business, the Funds collects and maintains certain
nonpublic personal information about its shareholders of record with respect to their transactions in shares of each of the Funds securities. This information includes the shareholders address, tax identification or Social Security
number, share balances, and dividend elections. We do not collect or maintain personal information about shareholders whose share balances of our securities are held in street name by a financial institution such as a bank or broker.
We do not disclose any nonpublic personal information about you, the Funds other shareholders or the Funds former shareholders to
third parties unless necessary to process a transaction, service an account, or as otherwise permitted by law.
To protect your personal
information internally, we restrict access to nonpublic personal information about the Funds shareholders to those employees who need to know that information to provide services to our shareholders. We also maintain certain other safeguards
to protect your nonpublic personal information.
Householding
In an effort to decrease costs, the Funds intend to reduce the number of duplicate prospectuses, annual and semi-annual reports, proxy statements and other similar documents you receive by sending only
one copy of each to those addresses shared by two or more accounts and to shareholders the Transfer Agent reasonably believes are from the same family or household. Once implemented, if you would like to discontinue householding for your accounts,
please call toll-free at 1-877-965-7386 to request individual copies of these documents. Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request.
This policy does not apply to account statements.
Tax Information
Renaissance Advantage designates 100% of its ordinary income distribution for the year ended November 30, 2013 as qualified dividend income and 0% of the dividends paid from net ordinary income qualify
for the dividends received deduction available to corporate shareholders.
65
The Cushing
®
MLP Premier Fund
The
Cushing
®
Renaissance Advantage Fund
The Cushing
®
Royalty Energy Income Fund
TRUSTEES
Brian R. Bruce
Ronald P. Trout
Edward N. McMillan
Jerry V. Swank
EXECUTIVE OFFICERS
Jerry V. Swank
Chief Executive Officer
Daniel L.
Spears
President
John H.
Alban
Chief Financial Officer and Treasurer
Barry Y. Greenberg
Chief Compliance Officer and Secretary
Elizabeth F. Toudouze
Executive Vice
President
J. Parker Roy
Vice President
Judd B. Cryer
Vice President
INVESTMENT ADVISER
Cushing
®
MLP Asset Management, LP
8117 Preston Road, Suite 440
Dallas, TX 75225
ADMINISTRATOR
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, 3rd Floor
Milwaukee, WI 53202
CUSTODIAN
U.S. Bank, N.A.
1555 N. River Center Drive, Suite 302
Milwaukee, WI 53212
TRANSFER AGENT
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, 3rd Floor
Milwaukee, WI 53202
LEGAL COUNSEL
Skadden, Arps, Slate, Meagher & Flom LLP
Four Times Square
New York, NY 10036
INDEPENDENT
REGISTERED PUBLIC
ACCOUNTING FIRM
Ernst & Young
LLP
2323 Victory Avenue, Suite 2000
Dallas, TX 75219
NOT FDIC
INSURED | NOT BANK GUARANTEED | MAY LOSE VALUE