UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-09134
Manor Investment Funds
(Exact name of registrant as specified in charter)
15 Chester Commons, Malvern, PA 19355
(Address of principal executive offices)
Daniel A. Morris
15 Chester Commons, Malvern, PA 19355
(Name and address of agent for service)
Registrant s telephone number, including area code: 610-722-0900
Date of fiscal year end: December 31
Date of reporting period: June 30, 2023
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270-30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection if information under the clearance requirement of 44 U.S.C. 3507.
Item 1. Reports to Stockholders.
Manor Fund (MNRMX)
Manor Growth Fund (MNRGX)
Manor Bond Fund (MNRBX)
Semi-Annual Report
June 30, 2023
(Unaudited)
Fund Office:
15 Chester Commons
Malvern, PA 19355
610-722-0900 800-787-3334
www.manorfunds.com
Managed by:
Smithbridge Asset Management, Inc.
Distributed by:
Foreside Funds Services, LLC
Performance quoted represents past performance and is no guarantee of future results. Current performance may be lower or higher than what is stated. Investment return and principal value will vary with market conditions so that an investor’s share, when redeemed, may be worth more or less than the original cost. Call us at 800-787-3334 for current and most recent month-end performance.
MANOR INVESTMENT FUNDS
MANOR FUND
PORTFOLIO ILLUSTRATION
JUNE 30, 2023 (UNAUDITED)
The following chart gives a visual breakdown of the Fund by the industry sectors the underlying securities represent as a percentage of the portfolio of investments.
Sectors are categorized using Morningstar® classifications.
Semi-Annual Report | 1
MANOR INVESTMENT FUNDS
GROWTH FUND
PORTFOLIO ILLUSTRATION
JUNE 30, 2023 (UNAUDITED)
The following chart gives a visual breakdown of the Fund by the industry sectors the underlying securities represent as a percentage of the portfolio of investments.
Sectors are categorized using Morningstar® classifications.
Semi-Annual Report | 2
MANOR INVESTMENT FUNDS
BOND FUND
PORTFOLIO ILLUSTRATION
JUNE 30, 2023 (UNAUDITED)
The following chart gives a visual breakdown of the Fund by the industry sectors the underlying securities represent as a percentage of the portfolio of investments.
Sectors are categorized based on asset type.
Semi-Annual Report | 3
MANOR INVESTMENT FUNDS
MANOR FUND
SCHEDULE OF INVESTMENTS
JUNE 30, 2023 (UNAUDITED)
| | | |
Shares | | | Fair Value |
| | | |
COMMON STOCKS - 92.53% | |
| | | |
Beverages - 3.28% | |
1,421 | | PepsiCo, Inc. | $ 263,198 |
| | | |
Cable & Other Pay Television Services - 2.25% | |
491 | | Charter Communications, Inc. Class A * | 180,379 |
| | | |
Cogeneration Services & Small Power Producers - 0.95% | |
3,674 | | The AES Corp. | 76,162 |
| | | |
Computer Storage Devices - 1.96% | |
2,054 | | NetApp, Inc. | 156,926 |
| | | |
Converted Paper & Paperboard Products (No Container/Boxes) - 5.13% | |
2,396 | | Avery Dennison Corp. | 411,633 |
| | | |
Crude Petroleum & Natural Gas - 4.47% | |
7,411 | | Devon Energy Corp. | 358,248 |
| | | |
Engines & Turbines - 3.69% | |
1,209 | | Cummins, Inc. | 296,398 |
| | | |
Fire, Marine & Casualty Insurance - 1.98% | |
827 | | Chubb Ltd. (Switzerland) | 159,247 |
| | | |
Hospital & Medical Service Plans - 4.65% | |
839 | | Elevance Health, Inc. | 372,759 |
| | | |
Life Insurance - 1.74% | |
2,465 | | Metlife, Inc. | 139,346 |
| | | |
National Commercial Banks - 5.70% | |
1,814 | | JP Morgan Chase & Co. | 263,828 |
1,535 | | PNC Financial Services Group, Inc. | 193,333 |
| | | 457,161 |
Operative Builders - 7.12% | |
4,695 | | D.R. Horton, Inc. | 571,335 |
| | | |
Petroleum Refining - 3.98% | |
2,721 | | Valero Energy Corp. | 319,173 |
| | | |
Pharmaceutical Preparations - 3.27% | |
1,945 | | AbbVie, Inc. | 262,050 |
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 4
MANOR INVESTMENT FUNDS
MANOR FUND
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
| | | |
Shares | | | Fair Value |
| | | |
Retail-Drug Stores and Proprietary Stores - 1.16% | |
1,352 | | CVS Health Corp. | $ 93,464 |
| | | |
Retail-Grocery Stores - 1.94% | |
3,309 | | The Kroger Co. | 155,523 |
| | | |
Retail-Lumber & Other Building Materials Dealers - 3.48% | |
1,238 | | Lowes Cos., Inc. | 279,417 |
| | | |
Search, Detection, Navigation, Guidance, Aeronautical & Nautical Systems & Instruments - 3.27% | |
576 | | Northrop Grumman Corp. | 262,541 |
| | | |
Semiconductors & Related Devices - 17.46% | |
3,885 | | Applied Materials, Inc. * | 561,538 |
1,104 | | Enphase Energy, Inc. * | 184,898 |
4,553 | | Microchip Technology, Inc. | 407,903 |
2,225 | | Skyworks Solutions, Inc. | 246,285 |
| | | 1,400,624 |
Services-Computer Programming, Data Processing, Etc. - 2.59% | |
1,733 | | Alphabet, Inc. Class A * | 207,440 |
| | | |
Services-Prepackaged Software - 6.10% | |
1,438 | | Microsoft Corp. | 489,697 |
| | | |
Transportation Services - 3.06% | |
91 | | Booking Holdings, Inc. * | 245,730 |
| | | |
Wholesale - Drugs, Proprietaries & Druggists' Sundries - 3.30% | |
1,375 | | AmerisourceBergen Corp. | 264,591 |
| | | |
TOTAL FOR COMMON STOCKS (Cost $3,496,587) - 92.53% | 7,423,042 |
| | | |
REAL ESTATE INVESTMENT TRUST - 3.90% | |
399 | | Equinix, Inc. | 312,792 |
TOTAL FOR REAL ESTATE INVESTMENT TRUST (Cost $148,511) - 3.90% | 312,792 |
| | | |
MONEY MARKET FUND - 3.63% | |
291,478 | | First American Government Obligation Fund Class Z 4.97% ** (Cost $291,478) | 291,478 |
| | | |
TOTAL INVESTMENTS (Cost $3,936,576) - 100.06% | 8,027,312 |
| | | |
LIABILITIES IN EXCESS OF OTHER ASSETS, NET - (0.06)% | (5,171) |
| | | |
NET ASSETS - 100.00% | $ 8,022,141 |
* Non-income producing securities during the period.
** Variable rate security; the coupon rate shown represents the yield at June 30, 2023.
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 5
MANOR INVESTMENT FUNDS
GROWTH FUND
SCHEDULE OF INVESTMENTS
JUNE 30, 2023 (UNAUDITED)
| | | |
Shares | | | Fair Value |
| | | |
COMMON STOCKS - 98.74% | |
| | | |
Cable & Other Pay Television Services - 2.10% | |
775 | | Charter Communications, Inc. Class A * | $ 284,712 |
| | | |
Crude Petroleum & Natural Gas - 5.91% | |
3,357 | | EOG Resources, Inc. | 384,175 |
7,103 | | Occidental Petroleum Corp. | 417,656 |
| | | 801,831 |
Electronic Computers - 13.87% | |
9,697 | | Apple, Inc. | 1,880,927 |
| | | |
Fire, Marine & Casualty Insurance - 2.36% | |
1,663 | | Chubb Ltd. (Switzerland) | 320,227 |
| | | |
Hospital & Medical Service Plans - 4.15% | |
1,170 | | Unitedhealth Group, Inc. | 562,349 |
| | | |
Measuring & Controlling Devices - 3.58% | |
930 | | Thermo Fisher Scientific, Inc. | 485,228 |
| | | |
Pharmaceutical Preparations - 12.40% | |
2,460 | | AbbVie Inc. | 331,436 |
4,802 | | Bristol-Myers Squibb Co. | 307,088 |
1,394 | | Eli Lilly & Co. | 653,758 |
541 | | Regeneron Pharmaceuticals, Inc. * | 388,730 |
| | | 1,681,012 |
Radio & TV Broadcasting & Communuications Equipment - 3.00% | |
3,413 | | Qualcomm, Inc. | 406,284 |
| | | |
Retail-Building Materials, Hardware, Garden Supply - 3.79% | |
1,935 | | The Sherwin-Williams Co. | 513,781 |
| | | |
Retail-Catalog & Mail-Order Houses - 5.21% | |
5,420 | | Amazon.com, Inc. * | 706,551 |
| | | |
Retail-Drug Stores & Proprietary Stores - 2.55% | |
5,009 | | CVS Health Corp. | 346,272 |
| | | |
Retail-Variety Stores - 2.50% | |
2,360 | | Dollar Tree, Inc. * | 338,660 |
| | | |
Semiconductors & Related Devices - 7.23% | |
1,794 | | Enphase Energy, Inc. * | 300,459 |
7,181 | | On Semiconductor Corp. * | 679,179 |
| | | 979,638 |
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 6
MANOR INVESTMENT FUNDS
GROWTH FUND
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
| | | |
Shares | | | Fair Value |
| | | |
Services-Business Services - 5.32% | |
3,613 | | Akamai Technologies, Inc. * | $ 324,700 |
1,010 | | MasterCard, Inc. Class A | 397,233 |
| | | 721,933 |
Services-Computer Programming, Data Processing, Etc. - 6.36% | |
3,580 | | Alphabet, Inc. Class A * | 428,526 |
3,580 | | Alphabet, Inc. Class C * | 433,073 |
| | | 861,599 |
Services-Equipment Rental & Leasing - 5.07% | |
1,543 | | United Rentals, Inc. | �� 687,206 |
| | | |
Services-Prepackaged Software - 7.54% | |
2,356 | | Microsoft Corp. | 802,312 |
1,043 | | Salesforce.com, Inc. * | 220,344 |
| | | 1,022,656 |
Trucking (No Local) - 3.11% | |
2,188 | | Landstar System, Inc. | 421,278 |
| | | |
Wholesale-Motor Vehicles & Motor Vehicle Parts & Supplies - 2.69% | |
6,255 | | LKQ Corp. | 364,479 |
| | | |
TOTAL FOR COMMON STOCKS (Cost $5,024,947) - 98.74% | 13,386,623 |
| | | |
MONEY MARKET FUND - 1.39% | |
188,430 | | First American Government Obligation Fund Class Z 4.97% ** (Cost $188,430) | 188,430 |
| | | |
TOTAL INVESTMENTS (Cost $5,213,377) - 100.13% | 13,575,053 |
| | | |
LIABILITIES IN EXCESS OF OTHER ASSETS, NET - (0.13)% | (17,358) |
| | | |
NET ASSETS - 100.00% | $ 13,557,695 |
* Non-income producing securities during the period.
** Variable rate security; the coupon rate shown represents the yield at June 30, 2023.
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 7
MANOR INVESTMENT FUNDS
BOND FUND
SCHEDULE OF INVESTMENTS
JUNE 30, 2023 (UNAUDITED)
| | | |
Face Amount | Fair Value |
| | | |
US TREASURY NOTES - 93.84% | |
100,000 | | US Treasury Note 1.25% Due 07/31/2023 | $ 99,695 |
225,000 | | US Treasury Note 2.50% Due 08/15/2023 | 224,255 |
400,000 | | US Treasury Note 0.50% Due 02/28/2026 | 359,250 |
150,000 | | US Treasury Note 1.50% Due 08/15/2026 | 137,063 |
100,000 | | US Treasury Note 2.875% Due 05/15/2028 | 94,309 |
325,000 | | US Treasury Note 1.75% Due 11/15/2029 | 284,870 |
175,000 | | US Treasury Note, Series C, 0.625% Due 05/15/2030 | 140,150 |
| | | |
TOTAL FOR US TREASURY NOTES (Cost $1,467,062) - 93.84% | 1,339,592 |
| | | |
MONEY MARKET FUND - 5.84% | |
Shares | | | |
83,402 | | First American Treasury Obligation Class Z 5.00% * (Cost $83,402) | 83,402 |
| | | |
TOTAL INVESTMENTS (Cost $1,550,464) - 99.68% | 1,422,994 |
| | | |
OTHER ASSETS IN EXCESS OF LIABILITIES, NET - 0.32% | 4,521 |
| | | |
NET ASSETS - 100.00% | $ 1,427,515 |
* Variable rate security; the coupon rate shown represents the yield at June 30, 2023.
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 8
MANOR INVESTMENT FUNDS
STATEMENTS OF ASSETS AND LIABILITIES
JUNE 30, 2023 (UNAUDITED)
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 9
MANOR INVESTMENT FUNDS
STATEMENTS OF OPERATIONS
For the six months ended June 30, 2023 (UNAUDITED)
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 10
MANOR INVESTMENT FUNDS
MANOR FUND
STATEMENTS OF CHANGES IN NET ASSETS
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 11
MANOR INVESTMENT FUNDS
GROWTH FUND
STATEMENTS OF CHANGES IN NET ASSETS
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 12
MANOR INVESTMENT FUNDS
BOND FUND
STATEMENTS OF CHANGES IN NET ASSETS
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 13
MANOR INVESTMENT FUNDS
MANOR FUND
FINANCIAL HIGHLIGHTS
Selected data for a share outstanding throughout each period/year.
* Per share net investment income has been determined on the basis of average shares outstanding during the year.
** Total return in the above table represents the rate that the investor would have earned or lost on an investment in the Fund assuming reinvestment of dividends.
(a) Annualized.
(b) Not annualized.
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 14
MANOR INVESTMENT FUNDS
GROWTH FUND
FINANCIAL HIGHLIGHTS
Selected data for a share outstanding throughout each period/year.
* Per share net investment income (loss) has been determined on the basis of average shares outstanding during the year.
** Total return in the above table represents the rate that the investor would have earned or lost on an investment in the Fund assuming reinvestment of dividends.
*** Less than $0.005 per share.
(a) Annualized.
(b) Not annualized.
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 15
MANOR INVESTMENT FUNDS
BOND FUND
FINANCIAL HIGHLIGHTS
Selected data for a share outstanding throughout each period/year.
* Per share net investment income has been determined on the basis of average shares outstanding during the year.
** Total return in the above table represents the rate that the investor would have earned or lost on an investment in the Fund assuming reinvestment of dividends.
(a) Annualized.
(b) Not annualized.
The accompanying notes are an integral part of these financial statements.
Semi-Annual Report | 16
MANOR INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2023 (UNAUDITED)
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Organization: Manor Investment Funds (the “Trust”) is a Delaware Business Trust, (effective January 1, 2012) comprising of Manor Fund, Growth Fund and Bond Fund (collectively the “Funds”), and is registered under the Investment Company Act of 1940, as amended, as an open-end diversified management investment company. The Trust was originally incorporated in the Commonwealth of Pennsylvania on September 13, 1995 and was dissolved by domestication in Pennsylvania on January 3, 2012. The primary investment objective of each of the Funds follows: Manor Fund – long-term capital appreciation and moderate level of income, investing primarily in common stocks of large U.S. corporations; Growth Fund – long-term capital appreciation, investing primarily in common stocks of large U.S corporations, Bond Fund – current income, investing primarily in U.S. Government obligations.
The following is a summary of the significant accounting policies followed by the Funds in the preparation of their financial statements. The Funds are investment companies and follow the accounting and reporting guidance of Accounting Standards Codification Topic 946 applicable to investment companies.
Security Valuation: All investments in securities are recorded at their estimated fair value, as described in Note 2.
Federal Income Taxes: The Funds make no provision for federal income or excise tax. The Funds intend to qualify each year as “regulated investment companies” (“RIC”) under subchapter M of the Internal Revenue Code of 1986, as amended, by complying with the requirements applicable to RICs and by distributing substantially all of their taxable income. The Funds also intend to distribute sufficient net investment income and net capital gains, if any, so that they will not be subject to excise tax on undistributed income and gains. If the required amount of net investment income or gains is not distributed, the Funds could incur a tax expense. Therefore, no federal income tax or excise provision is required.
The Funds recognize the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained, assuming examination by tax authorities. Management has analyzed the Funds’ tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years (2019-2021) or expected to be taken in the Funds’ 2022 tax returns. The Funds identify their major tax jurisdiction as U.S. Federal; however, the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.
The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the six months ended June 30, 2023, the Funds did not incur any interest or penalties.
Distributions to Shareholders: The Funds intend to distribute to their shareholders substantially all of their net realized capital gains and net investment income, if any, annually. Distributions will be recorded on ex-dividend date.
Semi-Annual Report | 17
MANOR INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
Security Transactions and Investment Income: The Funds follow industry practice and record security transactions on the trade date. The specific identification method is used for determining gains or losses for financial statements and income tax purposes. Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Discounts and premiums are amortized over the useful lives of the respective securities when determined to be material. Withholding taxes on foreign dividends will be provided for in accordance with the Funds’ understanding of the applicable country’s tax rules and rates.
Use of Estimates: The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
2. SECURITIES VALUATIONS
Processes and Structure
The Funds’ Board of Trustees has adopted guidelines for valuing securities including in circumstances in which market quotes are not readily available and has delegated to the Adviser the responsibility for determining fair value prices, subject to review by the Board of Trustees.
Hierarchy of Fair Value Inputs
The Funds utilize various methods to measure the fair value of most of their investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value. The three levels of inputs are as follows:
·
Level 1. Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
·
Level 2. Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments in active markets, interest rates, implied volatilities, credit spreads, yield curves, and market-collaborated inputs.
·
Level 3. Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing the Funds’ own assumptions about the assumptions that a market participant would use in valuing the asset or liability at measurement date, and that would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value
Semi-Annual Report | 18
MANOR INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
Fair Value Measurements
A description of the valuation techniques applied to the Funds’ major categories of assets and liabilities measured at fair value on a recurring basis follows.
Equity securities (common stocks and real estate investment trusts). Securities traded on a national securities exchange (or reported on the NASDAQ national market) are stated at the last reported sales price on the day of valuation. To the extent these securities are actively traded, and valuation adjustments are not applied, they are categorized in level 1 of the fair value hierarchy. Certain foreign securities may be fair valued using a pricing service that considers the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments such as American Depositary Receipts, financial futures, Exchange Traded Funds, and the movement of the certain indexes of securities based on a statistical analysis of the historical relationship and that are categorized in level 2. Preferred stock and other equities traded on inactive markets or valued by reference to similar instruments are also categorized in level 2.
U.S. government securities. U.S. government securities are normally valued using a model that incorporates market observable data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued principally using dealer quotations. U.S. government securities are categorized in level 1 or level 2 of the fair value hierarchy, depending on the inputs used and market activity levels for specific securities.
Short-term investments. Investments in other open-end investment companies, including money market funds, are valued at the investment company's net asset value per share. These securities will be categorized Level 1 of the fair value hierarchy.
The following table summarizes the inputs used to value each Fund’s assets measured at fair value as of June 30, 2023:
| | | | |
Manor Fund | Financial Instruments – Assets |
| | | | |
Categories | Level 1 | Level 2 | Level 3 | Fair Value |
Common Stocks * | $ 7,423,042 | $ - | $ - | $ 7,423,042 |
Real Estate Investment Trust | 312,792 | - | - | 312,792 |
Money Market Fund | 291,478 | - | - | 291,478 |
| $ 8,027,312 | $ - | $ - | $ 8,027,312 |
Semi-Annual Report | 19
MANOR INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
| | | | |
Growth Fund | Financial Instruments – Assets |
| | | | |
Categories | Level 1 | Level 2 | Level 3 | Fair Value |
Common Stocks * | $ 13,386,623 | $ - | $ - | $ 13,386,623 |
Money Market Fund | 188,430 | - | - | 188,430 |
| $ 13,575,053 | $ - | $ - | $ 13,575,053 |
| | | | |
Bond Fund | Financial Instruments – Assets |
| | | | |
Categories | Level 1 | Level 2 | Level 3 | Fair Value |
US Treasury Notes | $ - | $ 1,339,592 | $ - | $ 1,339,592 |
Money Market Fund | 83,402 | - | - | 83,402 |
| $ 83,402 | $ 1,339,592 | $ - | $ 1,422,994 |
* Industry classifications of these categories are detailed on each Fund's Schedule of Investments.
The Funds did not hold any Level 3 assets during the six months ended June 30, 2023. The Funds did not hold any derivative instruments at any time during the six months ended June 30, 2023. There were no significant transfers into or out of Level 1 or Level 2 during the period. It is the Funds’ policy to recognize transfers into and out of Level 1 and Level 2 at the end of the reporting period.
3. INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES
Investment Advisory Agreement
Under an agreement effective December 31, 2021 Smithbridge Asset Management, Inc. (“Smithbridge” or “Advisor”) acquired the assets of Morris Capital Advisors, LLC. The Board of Trustees voted to approve an investment advisory agreement with Smithbridge, effective December 31, 2021. Smithbridge assumed all duties and responsibilities previously performed by Morris Capital Advisors, LLC. At a Board of Trustees meeting on March 16, 2022 the Board voted to approve an interim investment advisory agreement and an investment advisory agreement with Smithbridge to act as investment adviser to Manor Investment Funds, pending shareholder approval. At a special meeting of shareholders held June 14, 2022 the shareholders of the Manor Fund, the Growth Fund, and the Bond Fund, voting separately, approved the new advisory agreement between the Trust and Smithbridge. Under the investment advisory agreement, the fee structure consists of a management fee not to exceed 0.75% of average net assets for the Manor Fund and the Growth Fund and a management fee not to exceed 0.50% of average net assets for the Bond Fund. The agreement also includes an administrative fee not to exceed 0.50%, 0.24% and 0.45% of average net assets for the Manor Fund, Growth Fund, and Bond Fund, respectively. Management and administrative fees are paid on a monthly basis. Expenses that may be excluded from the unified fees include such expenses as acquired fund fees or expenses.
Semi-Annual Report | 20
MANOR INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
Advisory Fees for the six months ended June 30, 2023
| | | |
| Manor Fund | Growth Fund | Bond Fund |
Advisory Fees Earned | $ 28,698 | $ 47,317 | $ 3,606 |
Advisory Fees owed to Advisor | $ 4,798 | $ 8,134 | $ 589 |
Administrative Fees for the six months ended June 30, 2023
| | | |
| Manor Fund | Growth Fund | Bond Fund |
Administrative Fees Earned | $ 19,132 | $ 15,141 | $ 3,245 |
Administrative Fees owed to Advisor | $ 3,199 | $ 2,603 | $ 531 |
Administrative Shareholder Servicing Fees
The Trust entered into an Administrative Services Agreement with Smithbridge effective January 1, 2022, under which Smithbridge, as Advisor to the Funds, provides certain services to the Trust including, but not limited to: accounting, recordkeeping, and portfolio administration of the funds; preparation, distribution, and filing of required reports; managing operational requirements and service providers; organizing and managing the Board of Trustees; and providing marketing and distribution services. Under the Administrative Services Agreement the Advisor earns a fee of 0.05% of net average assets of the Trust. This administrative shareholder services fee is included in the ordinary expenses of the Trust on an annual basis, billed monthly. The fee may be waived for assets in any fund series during periods that the Advisor serves as investment advisor to that series. For the six months ended June 30, 2023, no fees were billed or accrued for the Advisor under this agreement.
As Administrator to the Trust, the Advisor also oversees the third-party service providers. The Advisor pays all expenses related to management and administrative support for the Funds, including those third-party services currently under contract, as approved by the Board. The Advisor also pays certain financial institutions (which may include banks, brokers, securities dealers and other industry professionals) that charge a fee for providing distribution related services and/or certain administrative functions for the Fund shareholders.
Daniel A. Morris is President and Trustee of the Funds and serves as Co-Chief Investment Officer of the Advisor.
4. INVESTMENT TRANSACTIONS
Investment transactions, excluding short-term investments, for the six months ended June 30, 2023, were as follows:
| | | |
| Manor Fund | Growth Fund | Bond Fund |
Purchases | $ 465,585 | $ 616,213 | $ - |
Sales | $ 77,090 | $ 162,479 | $ 196,188 |
5. TAX MATTERS NOTE
As of December 31, 2022, the tax basis unrealized appreciation (depreciation) and cost of investment securities, including short-term investments, were as follows:
Semi-Annual Report | 21
MANOR INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
| | | |
| Manor Fund | Growth Fund | Bond Fund |
Federal tax cost of investments, including short-term investments + | $ 3,890,356 | $ 5,636,317 | $ 1,809,760 |
Gross tax appreciation of investments | $ 3,816,240 | $ 6,784,717 | $ - |
Gross tax depreciation of investments | (138,679) | (24,731) | (138,112) |
Net tax appreciation (depreciation) | $ 3,677,561 | $ 6,759,986 | $ (138,112) |
Each Fund’s distributable earnings on a tax basis are determined only at the end of each fiscal year. As of December 31, 2022, the Fund’s most recent fiscal year-end, the components of distributable earnings on a tax basis were as follows:
| | | | |
Fund |
Unrealized Appreciation (Depreciation) |
Undistributed Capital Gain (Loss) |
Capital Loss Carryforward |
Total Distributable Earnings (Deficit) |
Manor Fund | $ 3,677,561 | $ - | $ - | $ 3,677,561 |
Growth Fund + | $ 6,759,986 | $ - | $ - | $ 6,759,986 |
Bond Fund | $ (138,112) | $ - | $ (9,578) | $ (147,690) |
+ The difference between the book cost and tax cost of investments represents disallowed wash sales for tax purposes on the Growth Fund.
As of December 31, 2022, the Bond Fund has capital loss carryforwards available for federal income tax purposes, which can be used to offset future capital gains, as follows:
| | |
Long-term non-expiring | | $ (6,340) |
Short-term non-expiring | | $ (3,238) |
Total | | $ (9,578) |
Ordinary income and long-term capital gain distributions are determined in accordance with Federal income tax regulations, which may differ from the character of net investment income or net realized gains presented in the financial statements in accordance with U.S. GAAP.
There were no distributions paid during the six months ended June 30, 2023.
The tax character of distributions paid during the fiscal year ended December 31, 2022 was as follows:
| | | |
| Manor Fund | Growth Fund | Bond Fund |
Ordinary Income | $ 94,813 | $ 15,585 | $ 11,225 |
Long-term Gain | $ 241,786 | $ 612,668 | $ — |
6. INDEMNIFICATIONS
In the normal course of business, the Funds enter into contracts that contain general indemnifications to other parties. The Funds’ maximum exposure under these contracts is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. The Funds expect the risk of loss to be remote.
Semi-Annual Report | 22
MANOR INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
7. MARKET RISK
The increasing interconnectivity between global economies and financial markets increases the likelihood that events or conditions in one region or financial market may adversely impact issuers in a different country, region or financial market. Securities in the Fund may underperform due to inflation (or expectations for inflation), interest rates, global demand for particular products or resources, natural disasters, climate change and climate-related events, pandemics, epidemics, terrorism, international conflicts, regulatory events and governmental or quasi-governmental actions. The occurrence of global events similar to those in recent years, such as terrorist attacks around the world, natural disasters, social and political discord or debt crises and downgrades, among others, may result in market volatility and may have long term effects on both the U.S. and global financial markets. It is difficult to predict when similar events affecting the U.S. or global financial markets may occur, the effects that such events may have and the duration of those effects. Any such event(s) could have a significant adverse impact on the value and risk profile of the Fund. Changes in market conditions and interest rates can have the same impact on all types of securities and instruments. In times of severe market disruptions, you could lose your entire investment.
8. SECTOR RISK
The Manor Fund and Growth Fund may, at times invest a substantial portion of the portfolio in companies in the technology sector. Companies in this sector are subject to the risk of rapidly changing technological developments and highly competitive industry participants. As a result, many companies can have variable earnings and may not pay dividends, leading to higher volatility as investor expectations shift.
9. SUBSEQUENT EVENTS
Management has evaluated the impact of all other subsequent events through the date the financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure in these financial statements.
Semi-Annual Report | 23
MANOR INVESTMENT FUNDS
EXPENSE ILLUSTRATION
JUNE 30, 2023 (UNAUDITED)
Expense Example
As a shareholder of Manor Investment Funds, you incur ongoing costs which consist of management fees and administrative expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, January 1, 2023 through June 30, 2023.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During the Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in these Funds 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.
Semi-Annual Report | 24
MANOR INVESTMENT FUNDS
EXPENSE ILLUSTRATION (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
| | | |
Manor Fund | | | |
| | | |
| Beginning Account Value | Ending Account Value | Expenses Paid During the Period* |
| January 1, 2023 | June 30, 2023 | January 1, 2023 to June 30, 2023 |
| | | |
Actual | $1,000.00 | $1,045.90 | $6.34 |
Hypothetical | | | |
(5% Annual Return before expenses) | $1,000.00 | $1,018.60 | $6.26 |
| | | |
* Expenses are equal to the Fund's annualized expense ratio of 1.25%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
| | |
Manor Growth Fund | | | |
| | | |
| Beginning Account Value | Ending Account Value | Expenses Paid During the Period* |
| January 1, 2023 | June 30, 2023 | January 1, 2023 to June 30, 2023 |
| | | |
Actual | $1,000.00 | $1,129.46 | $5.23 |
Hypothetical | | | |
(5% Annual Return before expenses) | $1,000.00 | $1,019.89 | $4.96 |
| | | |
* Expenses are equal to the Fund's annualized expense ratio of .99%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
| | |
Manor Bond Fund | | | |
| | | |
| Beginning Account Value | Ending Account Value | Expenses Paid During the Period* |
| January 1, 2023 | June 30, 2023 | January 1, 2023 to June 30, 2023 |
| | | |
Actual | $1,000.00 | $1,009.24 | $4.73 |
Hypothetical | | | |
(5% Annual Return before expenses) | $1,000.00 | $1,020.08 | $4.76 |
| | | |
* Expenses are equal to the Fund's annualized expense ratio of .95%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
Semi-Annual Report | 25
MANOR INVESTMENT FUNDS
ADDITIONAL INFORMATION
JUNE 30, 2023 (UNAUDITED)
Proxy Voting Procedures
The Trust's Board of Trustees has approved proxy voting procedures for the voting of proxies relating to securities held by the Funds. Records of the Funds proxy voting records are maintained and are available for inspection. The Board is responsible for overseeing the implementation of the procedures. Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 800-787-3334; or on the Funds website at www.manorfunds.com under Fund Information, Proxy Voting, or on the SEC website at http://www.sec.gov.
Quarterly Portfolio Schedule
The Trust now files a complete schedule of investments with the SEC for the first and third quarters of each fiscal year on Form N-PORT. These forms are available on the SEC’S website at http://www.sec.gov. They may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-723-0330.
Compensation of Board of Trustees
The members of the Board of Trustees serve without compensation. Daniel A. Morris, President of Manor Investment Funds (the “Funds”), and Co-Chief Investment Officer and Portfolio Manager at Smithbridge Asset Management, Inc., and an Interested Trustee of the Funds, receives no compensation directly from the Funds. He is compensated through the management fee paid to the adviser by the Funds. The business and affairs of the Funds are managed under the direction of the Funds’ Board of Trustees. Information pertaining to the Trustees of the Funds are set forth below. The Statement of Additional Information includes additional information about the Funds’ Trustees, and is available without charge, by calling 1-800-787-3334. Each trustee may be contacted by writing to the trustee c/o Manor Investment Funds, 15 Chester Commons, Malvern, PA 19355.
Liquidity Risk Management Program
The Funds have adopted and implemented a written liquidity risk management program as required by Rule 22e-4 (the “Liquidity Rule”) under the Investment Company Act. The program is reasonably designed to assess and manage the Funds’ liquidity risk, taking into consideration, among other factors, the Funds’ investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions; its short and long-term cash flow projections; and its cash holdings and access to other funding sources.
During the fiscal six months ended June 30, 2023, the Trust’s Liquidity Risk Management Program Committee (the “Committee”) reviewed the Funds’ investments and determined that the Funds held adequate levels of cash and highly liquid investments to meet shareholder redemption activities in accordance with applicable requirements. Accordingly, the Committee concluded that (i) the Funds’ liquidity risk management program is reasonably designed to prevent violations of the Liquidity Rule and (ii) the Funds’ liquidity risk management program has been effectively implemented.
Semi-Annual Report | 26
MANOR INVESTMENT FUNDS
ADDITIONAL INFORMATION (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
Special Meeting of Shareholders
A special meeting of the shareholders of Manor Investment Funds was held on March 23, 2023 at 12 PM.
The purpose of the meeting was to vote on two proposals:
1.
To elect a new slate of Trustees for the Funds, and
2.
To conduct any additional business submitted to the Board.
Proposal 1: To elect Gregory B. Getts, Paul K Rode, and Michael Young as Trustees of the Funds. Voting results as follows:
| | | | | | | | |
Fund | Record Date Shares | Required for Quorum | |
Total Votes |
Yes |
% |
No |
Abstain |
Manor Fund | 260,025.18 | 130,013.59 | | 193,019.08 | 193,019.08 | 74.23% | - 0 - | - 0 - |
Growth Fund | 405,145.80 | 202,573.90 | | 291,536.27 | 291,536.27 | 71.96% | - 0 - | - 0 - |
Bond Fund | 145,071.46 | 72536.73 | | 64,282.54 | 64,282.54 | 44.31% | - 0 - | - 0 - |
The Proposal was approved by the shareholders of the Manor Fund and the Growth Fund. There were not sufficient shares of the Bond Fund submitted to attain a quorum.
Proposal 2: To conduct any other business submitted to the Board:
| | | | | | | | |
Fund | Record Date Shares | Required for Quorum | |
Total Votes |
Yes |
% |
No |
Abstain |
Manor Fund | 260,025.18 | 130,013.59 | | 193,019.08 | 193,019.08 | 74.23% | - 0 - | - 0 - |
Growth Fund | 405,145.80 | 202,573.90 | | 291,536.27 | 291,536.27 | 71.96% | - 0 - | - 0 - |
Bond Fund | 145,071.46 | 72,536.73 | | 64,282.54 | 64,282.54 | 44.31% | - 0 - | - 0 - |
The Proposal was approved by the shareholders of the Manor Fund and the Growth Fund. There were not sufficient shares of the Bond Fund submitted to attain a quorum.
The meeting was adjourned pending receipt of sufficient shares of the Bond Fund to attain a quorum.
The meeting was reconvened at 2:00 after additional votes were received.
Proposal 1: To elect Gregory B. Getts, Paul K Rode, and Michael Young as Trustees of the Bond Fund. Voting results as follows:
| | | | | | | | |
Fund | Record Date Shares | Required for Quorum | |
Total Votes |
Yes |
% |
No |
Abstain |
Bond Fund | 145,071.46 | 72,536.73 | | 99,729.29 | 99,729.29 | 68.74% | - 0 - | - 0 - |
The Proposal was approved by the shareholders of the Bond Fund.
Semi-Annual Report | 27
MANOR INVESTMENT FUNDS
ADDITIONAL INFORMATION (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
Proposal 2: To conduct any other business submitted to the Board:
| | | | | | | | |
Fund | Record Date Shares | Required for Quorum | |
Total Votes |
Yes |
% |
No |
Abstain |
Bond Fund | 145,071.46 | 72,536.73 | | 99,729.29 | 99.729.29 | 68.74% | - 0 - | - 0 - |
The Proposal was approved by the shareholders of the Bond Fund.
With the vote to approve the slate of new Trustees for the Funds, the Fund accepted the resignation of the prior members of the Board: Ed Szkudlapski, Frederick Myers, and James McFadden. No prior members of the previous Board continued as a Trustee.
There being no additional business for the Board, the meeting was adjourned at 2:15.
Semi-Annual Report | 28
MANOR INVESTMENT FUNDS
TRUSTEES AND OFFICERS
JUNE 30, 2023 (UNAUDITED)
The Officers and Trustees of the Fund have agreed to serve without compensation and their year of birth, length of service, principal occupation, number of portfolios overseen and other directorships are listed below. Unless otherwise provided, the address of each trustee and officer is 15 Chester Commons, Malvern, PA 19355.
| | | | | | | |
Name and Year of Birth | Position(s) Held with Trust | Length of Service | Principal Occupation(s) During Past 5 Years | Number of Series Overseen | Other Directorships During Past 5 Years |
Independent Trustees |
Paul K. Rode, Esq. 8000 Town Centre Drive, Suite 400, Broadview Heights, OH 44147 1980 | Trustee Term: Indefinite | Since March 2023 | Attorney, Keith D. Weiner & Assoc. Co. L.P.A. since September 2005 | Seven | MSS Series Trust |
Michael Young 8000 Town Centre Drive, Suite 400, Broadview Heights, OH 44147 1950 | Trustee Term: Indefinite | Since March 2023 | November 2013-Present: Consultant/Practitioner for Purdue, Rutgers and Northeastern Universities; June 2002-November 2013: Senior Federal Security Director for U.S. Department of Homeland Security | Seven | MSS Series Trust |
Interested Trustee* |
Dr. Gregory B. Getts 8000 Town Centre Drive, Suite 400, Broadview Heights, OH 44147 1957 | Trustee and President Term: Indefinite | Since March 2023 | Owner/President, Mutual Shareholder Services, LLC, since 1999; Owner/President Arbor Court Capital, LLC, since January 2012 | Seven | MSS Series Trust |
* Mr. Getts is considered an “interested person” of the Trust within the meaning of Section 2(a)(19) of the 1940 Act because of his relationship with the Trust’s transfer agent, Mutual Shareholder Services, LLC.
Semi-Annual Report | 29
MANOR INVESTMENT FUNDS
TRUSTEES AND OFFICERS (CONTINUED)
JUNE 30, 2023 (UNAUDITED)
| | | | | | | |
Name and Year of Birth | Position(s) Held with Trust | Length of Service | Principal Occupation(s) During Past 5 Years | Number of Series Overseen | Other Directorships During Past 5 Years |
Officers |
Brandon M. Pokersnik 1978 | Treasurer, Secretary and Chief Compliance Officer | Since 2022 | Accountant, Mutual Shareholder Services, LLC, since 2008; Attorney Mutual Shareholder Services, LLC, since June 2016; Owner/President, Empirical Administration, LLC, since September 2012 | N/A | N/A |
No compensation was paid to either the independent or interested Trustees during the six months ended June 30, 2023.
Semi-Annual Report | 30
Manor Investment Funds
Fund Office:
15 Chester County Commons
Malvern, PA 19355
610-722-0900 800-787-3334
www.manorfunds.com
Funds distributed by:
Foreside Funds Services, LLC
Three Canal Plaza
Suite 100
Portland, ME 04101
This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus, which includes information regarding each of the Fund’s risks, objectives, fees and expenses, experience of its management and other information.