UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSRS
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-09603
AMERICAN BEACON SELECT FUNDS
(Exact name of registrant as specified in charter)
220 East Las Colinas Boulevard, Suite 1200
Irving, Texas 75039
(Address of principal executive offices)-(Zip code)
JEFFREY K. RINGDAHL, PRESIDENT
220 East Las Colinas Boulevard, Suite 1200
Irving, Texas 75039
(Name and address of agent for service)
Registrant’s telephone number, including area code: (817) 391-6100
Date of fiscal year end: December 31, 2023
Date of reporting period: June 30, 2023
Form N-CSRS 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-CSRS in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSRS, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSRS unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
About American Beacon Advisors
Since 1986, American Beacon Advisors, Inc. has offered a variety of products and investment advisory services to numerous institutional and retail clients, including a variety of mutual funds, corporate cash management, and separate account management.
Our clients include defined benefit plans, defined contribution plans, foundations, endowments, corporations, financial planners, and other institutional investors. With American Beacon Advisors, you can put the experience of a multi-billion dollar asset management firm to work for your company.
U.S. GOVERNMENT MONEY MARKET SELECT FUND
You could lose money by investing in the American Beacon U.S. Government Money Market Select Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time. Please see the prospectus for a complete discussion of the Fund’s risks. There can be no assurances that the investment objectives of this Fund will be met.
Any opinions herein, including forecasts, reflect our judgment as of the end of the reporting period and are subject to change. Each advisor’s strategies and each Fund’s portfolio composition will change depending on economic and market conditions. This report is not a complete analysis of market conditions, and, therefore, should not be relied upon as investment advice. Although economic and market information has been compiled from reliable sources, American Beacon Advisors, Inc. makes no representation as to the completeness or accuracy of the statements contained herein.
American Beacon Select Funds | June 30, 2023 |
Contents
| | | | |
Additional Fund Information | | | Back Cover | |
President’s Message
| | |
| | Dear Shareholders, “Don’t rock the boat.” How many times have we heard that phrase, applied to almost every facet of our daily lives? For many of us, that proverbial boat is almost certain to rock despite our best efforts to keep it steady. Forces we cannot control will move it forward, backward and sideways – pushing us off our desired trajectory during stormy seas and preventing us from reaching the safety of the harbor. However, by carefully planning, fine-tuning and adjusting our courses over time, we can help steady the boat and increase our chances of safely reaching our destination. The same can also be said about our investment |
portfolios. If we make prudent adjustments as we seek to preserve and grow our savings – especially during periods of geopolitical and economic uncertainty – we’ll be better able to withstand the tempests we encounter along the way.
To help your investment portfolio weather storms over the long term, we encourage you to work with financial professionals to develop your personal savings plan, conduct annual plan reviews, and make thoughtful, purposeful plan adjustments to better manage your evolving financial needs and goals. By investing across different investment styles and asset classes, you may be able to help mitigate financial risks in your portfolio. By allocating your portfolio according to your risk-tolerance level, you may be better positioned to withstand short-term crises. Through careful planning, you will be better positioned to achieve enduring financial success.
Since 1986, American Beacon has endeavored to provide investors with a disciplined approach to realizing long-term financial goals. As a manager of managers, we strive to provide investment products that may enable investors to participate during market upswings while potentially insulating against market downswings. The investment teams behind our mutual funds seek to produce consistent, long-term results rather than focus only on short-term movements in the markets. In managing our investment products, we emphasize identifying opportunities that offer the potential for long-term financial rewards.
Thank you for entrusting your financial success with American Beacon. For additional information about our investment products or to access your account information, please visit our website at www.americanbeaconfunds.com.
Best Regards,
Jeffrey K. Ringdahl
President
American Beacon Select Funds
1
American Beacon U.S. Government Money Market Select FundSM
Performance Overview
June 30, 2023 (Unaudited)
2023 started off with all eyes on inflation and the Fed. However, it did not take long before the banking system took center stage in March after the collapse of two large U.S. regional banks set-off fears of a banking meltdown. In an effort to support and provide confidence to the banking system, Federal regulators stepped in quickly and announced emergency measures to ease depositors’ fears. This sequence of events caused many to fear that a recession was imminent and expectations the Fed would soon begin cutting rates. As the second quarter progressed, the US economy proved resilient, and the Fed remained vigilant in its commitment to tame inflation. By quarter-end, the market began to come to terms with the fact that a policy ease was not likely in the cards for 2023.
It became evident that the Federal Open Market Committee (FOMC) was committed to raising the fed funds target as they increased rates by 25 basis points (0.25%) at the first three FOMC meetings of the year and kept the terminal rate of 5.125% in March. However, as the Fed opted to take a pause in rate increases at the June FOMC meeting, most Fed officials agreed the fight against inflation was not over. This viewpoint was evident as the terminal rate was increased to 5.625%, letting the market know to expect more rate increases before year-end.
The American Beacon U.S. Government Money Market Select Fund’s (the “Fund”) primary strategy for the first half of the year was to buy fixed agencies and treasuries, floating rate agencies along with overnight repurchase agreements. This strategy is expected to remain in place until the Fed appears to have reached its terminal rate and their next move is expected as an easing of monetary policy. As the Fed continues its path to raise rates, the Fund continues increasing the percentage of floating rate securities held in the Fund.
For the six-month period ended June 30, 2023, the total return of the Fund was 2.31%. The Fund outperformed the Lipper Institutional U.S. Government Money Market Average return of 2.21%. Based on annualized total returns, Lipper Analytical Services ranked the Fund 51st among 225, 29th among 197 and 14th among 139 Institutional U.S. Government Money Market Funds for the one-year, five-year, and ten-year periods ended June 30, 2023, respectively.
Total Returns for the Period ended June 30, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Returns for the Period ended June 30, 2023 | |
| | | | | | |
| | Ticker | | 6 Months* | | 1 Year | | 3 Years | | 5 Years | | 10 Years |
U.S. Government Money Market Select Fund Select Fund (1,3,4) | | AAOXX | | | | 2.31 | % | | | | 3.70 | % | | | | 1.26 | % | | | | 1.46 | % | | | | 0.91 | % |
Lipper Institutional U.S. Government Money Market Average (2) | | | | | | 2.21 | % | | | | 3.48 | % | | | | 1.19 | % | | | | 1.31 | % | | | | 0.78 | % |
2
American Beacon U.S. Government Money Market Select FundSM
Performance Overview
June 30, 2023 (Unaudited)
1. | Performance shown is historical and is not indicative of future returns. Investment returns will vary, and shares may be worth more or less at redemption than at original purchase. An investment in the Fund is neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of an investment at $1.00 per share it is possible to lose money by investing in the Fund. Fund performance in the table above does not reflect the deduction of taxes a shareholder would pay on distributions or the redemption of shares. |
2. | A portion of the fees charged to the Fund was waived from Fund inception to 2014, partially recovered in 2016 and waived in 2021 and 2022. Performance prior to waiving fees was lower than the actual returns shown for periods when waivers were in effect. |
3. | The Lipper Institutional U.S. Government Money Market Average is calculated by taking an arithmetic average of the returns of the mutual funds in the Lipper Institutional U.S. Government Money Market Funds category. Lipper is an independent mutual fund research and ranking service. |
4. | The Total Annual Fund Operating Expense ratio set forth in the most recent Fund prospectus was 0.17%. The expense ratio may vary from the expense ratio presented in other sections of this report that are based on expenses incurred during the period covered by this report. |
3
American Beacon U.S. Government Money Market Select FundSM
Performance Overview
June 30, 2023 (Unaudited)
| | | | |
Fund Statistics as of June 30, 2023 | |
7-Day Current Yield* | | | 4.97% | |
7-Day Effective Yield* | | | 5.09% | |
Weighted Average Maturity | | | 17 Days | |
Weighted Average Life | | | 82 Days | |
Standard & Poor’s Rating** | | | AAAm | |
| |
Asset Allocation as of June 30, 2023 (% of investments) | |
Government Agency Debt | | | 46.5 | |
Government Agency Repurchase Agreements | | | 13.6 | |
U.S. Treasury Repurchase Agreements | | | 30.5 | |
Investment Companies | | | 9.4 | |
| |
Effective Maturity Distribution (%) | |
1 to 7 Days | | | 85.5 | |
8 to 30 Days | | | 0.7 | |
31 to 90 Days | | | 5.6 | |
91 to 1800 Days | | | 8.2 | |
* | Annualized Yield is a more accurate reflection of the Fund’s current earnings than total return. The seven-day yields refer to the income generated by an investment in the Fund over a seven-day period. This income is then annualized. |
| The seven day effective yield is calculated similarly, but the income earned is assumed to have been reinvested. The effective yield will be slightly higher than the current yield because of the compounding effect of this assumed reinvestment. |
** | Standard & Poor’s (S&P) Rating: The fund is not sponsored, endorsed, sold or promoted by S&P, and S&P makes no representation regarding the advisability of investing in the fund. The credit rating is a forward-looking opinion about a fund’s potential capacity to maintain stable principal or stable net asset value. The rating is an opinion of the date expressed and not a statement of fact or recommendation to purchase, hold or sell any security. Standard & Poor’s rates the creditworthiness of money market funds from AAAm (highest) to Dm (lowest). For more information on S&P’s rating methodology, please visit www.standardandpoors.com and select “Understanding Ratings” under Ratings Resources on the home page. |
4
American Beacon U.S. Government Money Market Select FundSM
Expense Examples
June 30, 2023 (Unaudited)
Fund Expense Example
As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees, if applicable, and (2) ongoing costs, including management fees, distribution (12b-1) fees, sub-transfer agent fees, and other Fund expenses. The Examples are intended to help you understand the ongoing cost (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The Examples are based on an investment of $1,000 invested at the beginning of the period in each Class and held for the entire period from January 1, 2023 through June 30, 2023.
Actual Expenses
The “Actual” lines of the tables provide information about actual account values and actual expenses. You may use the information on this page, 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 = $8.60), then multiply the result by the “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The “Hypothetical” lines of the tables provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the Fund’s actual return). You may compare the ongoing costs of investing in the Funds with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. 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 should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs charged by the Funds, such as sales charges (loads) or redemption fees, as applicable. Similarly, the expense examples for other funds do not reflect any transaction costs charged by those funds, such as sales charges (loads), redemption fees or exchange fees. Therefore, the “Hypothetical” lines of the tables are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If you were subject to any transaction costs during the period, your costs would have been higher.
5
American Beacon U.S. Government Money Market Select FundSM
Expense Examples
June 30, 2023 (Unaudited)
| | | | | | | | | | | | | | | |
American Beacon U.S. Government Money Market Select Fund | |
| | | |
| | Beginning Account Value 1/1/2023 | | Ending Account Value 6/30/2023 | | Expenses Paid During Period 1/1/2023-6/30/2023* |
Select Class | | | | | | | | | | | | | | | |
Actual | | | | $1,000.00 | | | | | $1,023.10 | | | | | $0.95 | |
Hypothetical** | | | | $1,000.00 | | | | | $1,023.85 | | | | | $0.95 | |
* | Expenses are equal to the Fund’s annualized net expense ratios for the six-month period of 0.19% for the FundShares, multiplied by the average account value over the period, multiplied by the number derived by dividing the number of days in the most recent fiscal half-year (181) by days in the year (365) to reflect the half-year period. |
** | 5% return before expenses. |
6
American Beacon U.S. Government Money Market Select FundSM
Schedule of Investments
June 30, 2023 (Unaudited)
| | | | | | | | | | | | | | | |
| | | |
| | Principal Amount | | | | Fair Value |
| | | | | | |
| | | |
SHORT-TERM INVESTMENTS - 99.85% | | | | | | |
| | | |
U.S. Government Agency Obligations - 46.39% | | | | | | |
Federal Farm Credit Banks Funding Corp., | | | | | | | | | | | | | | | |
5.078%, Due 7/13/2023, (Secured Overnight Financing Rate + 0.018%)A | | | $ | 10,000,000 | | | | | | | | | $ | 9,999,942 | |
5.090%, Due 8/28/2023, (Secured Overnight Financing Rate + 0.030%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.085%, Due 10/27/2023, (Secured Overnight Financing Rate + 0.025%)A | | | | 10,000,000 | | | | | | | | | | 9,999,640 | |
5.120%, Due 11/22/2023, (Secured Overnight Financing Rate + 0.060%)A | | | | 5,000,000 | | | | | | | | | | 5,000,448 | |
5.180%, Due 12/8/2023, (Secured Overnight Financing Rate + 0.120%)A | | | | 5,000,000 | | | | | | | | | | 5,001,766 | |
5.100%, Due 2/5/2024, (Secured Overnight Financing Rate + 0.040%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.100%, Due 2/9/2024, (Secured Overnight Financing Rate + 0.040%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.113%, Due 2/13/2024, (Secured Overnight Financing Rate + 0.053%)A | | | | 5,000,000 | | | | | | | | | | 4,999,922 | |
5.120%, Due 2/22/2024, (Secured Overnight Financing Rate + 0.060%)A | | | | 5,000,000 | | | | | | | | | | 4,999,839 | |
5.100%, Due 3/18/2024, (Secured Overnight Financing Rate + 0.040%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.090%, Due 3/25/2024, (Fed Funds Rate + 0.020% )A | | | | 15,000,000 | | | | | | | | | | 14,999,426 | |
5.105%, Due 5/6/2024, (Secured Overnight Financing Rate + 0.045%)A | | | | 5,000,000 | | | | | | | | | | 4,998,869 | |
5.130%, Due 6/4/2024, (Fed Funds Rate + 0.060% )A | | | | 5,000,000 | | | | | | | | | | 4,999,541 | |
5.130%, Due 6/24/2024, (Fed Funds Rate + 0.060% )A | | | | 10,000,000 | | | | | | | | | | 10,000,000 | |
5.145%, Due 8/12/2024, (Fed Funds Rate + 0.075% )A | | | | 10,000,000 | | | | | | | | | | 9,995,255 | |
5.200%, Due 2/26/2025, (Secured Overnight Financing Rate + 0.140%)A | | | | 5,000,000 | | | | | | | | | | 4,999,202 | |
5.190%, Due 4/10/2025, (Secured Overnight Financing Rate + 0.130%)A | | | | 10,000,000 | | | | | | | | | | 9,999,832 | |
5.200%, Due 4/25/2025, (Secured Overnight Financing Rate + 0.140%)A | | | | 5,000,000 | | | | | | | | | | 4,996,429 | |
Federal Farm Credit Discount Notes, 5.15% | | | | 3,000,000 | | | | | | | | | | 2,946,375 | |
Federal Home Loan Bank Discount Notes, | | | | | | | | | | | | | | | |
5.098%, Due 7/21/2023 | | | | 5,000,000 | | | | | | | | | | 4,986,278 | |
5.134%, Due 8/25/2023 | | | | 5,000,000 | | | | | | | | | | 4,962,187 | |
5.106%, Due 8/30/2023 | | | | 5,000,000 | | | | | | | | | | 4,959,000 | |
5.395%, Due 8/30/2023 | | | | 5,000,000 | | | | | | | | | | 4,956,250 | |
5.107%, Due 9/1/2023 | | | | 6,949,000 | | | | | | | | | | 6,890,119 | |
5.185%, Due 9/6/2023 | | | | 5,000,000 | | | | | | | | | | 4,953,565 | |
5.490%, Due 9/19/2023 | | | | 5,000,000 | | | | | | | | | | 4,940,778 | |
5.155%, Due 9/22/2023 | | | | 5,000,000 | | | | | | | | | | 4,942,476 | |
5.438%, Due 9/27/2023 | | | | 5,000,000 | | | | | | | | | | 4,935,589 | |
5.438%, Due 10/4/2023 | | | | 9,000,000 | | | | | | | | | | 8,874,837 | |
5.111%, Due 10/20/2023 | | | | 5,000,000 | | | | | | | | | | 4,924,212 | |
5.385%, Due 10/25/2023 | | | | 5,000,000 | | | | | | | | | | 4,915,900 | |
5.137%, Due 11/1/2023 | | | | 5,000,000 | | | | | | | | | | 4,915,608 | |
5.295%, Due 11/1/2023 | | | | 5,000,000 | | | | | | | | | | 4,912,875 | |
5.148%, Due 11/8/2023 | | | | 5,000,000 | | | | | | | | | | 4,910,625 | |
5.158%, Due 11/8/2023 | | | | 5,000,000 | | | | | | | | | | 4,910,444 | |
5.334%, Due 11/14/2023 | | | | 4,400,000 | | | | | | | | | | 4,314,728 | |
5.431%, Due 11/17/2023 | | | | 5,000,000 | | | | | | | | | | 4,899,225 | |
5.382%, Due 11/22/2023 | | | | 5,000,000 | | | | | | | | | | 4,896,600 | |
5.464%, Due 11/24/2023 | | | | 5,000,000 | | | | | | | | | | 4,893,542 | |
Federal Home Loan Banks, | | | | | | | | | | | | | | | |
5.115%, Due 7/3/2023, (Secured Overnight Financing Rate + 0.055%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.145%, Due 7/3/2023, (Secured Overnight Financing Rate + 0.085%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.110%, Due 7/18/2023, (Secured Overnight Financing Rate + 0.050%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.120%, Due 7/20/2023, (Secured Overnight Financing Rate + 0.060%)A | | | | 10,000,000 | | | | | | | | | | 10,000,000 | |
5.165%, Due 7/21/2023, (Secured Overnight Financing Rate + 0.105%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.070%, Due 8/25/2023, (Secured Overnight Financing Rate + 0.010%)A | | | | 10,000,000 | | | | | | | | | | 10,000,000 | |
5.120%, Due 9/5/2023, (Secured Overnight Financing Rate + 0.060%)A | | | | 10,000,000 | | | | | | | | | | 10,000,000 | |
5.180%, Due 9/6/2023, (Secured Overnight Financing Rate + 0.120%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.090%, Due 9/25/2023, (Secured Overnight Financing Rate + 0.030%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.085%, Due 10/3/2023, (Secured Overnight Financing Rate + 0.030%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.110%, Due 10/12/2023, (Secured Overnight Financing Rate + 0.050%)A | | | | 10,000,000 | | | | | | | | | | 10,000,000 | |
5.090%, Due 11/13/2023, (Secured Overnight Financing Rate + 0.030%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.090%, Due 11/15/2023, (Secured Overnight Financing Rate + 0.030%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.095%, Due 11/16/2023, (Secured Overnight Financing Rate + 0.040%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.150%, Due 12/1/2023, (Secured Overnight Financing Rate + 0.090%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
5.170%, Due 1/19/2024, (Secured Overnight Financing Rate + 0.110%)A | | | | 5,000,000 | | | | | | | | | | 5,001,079 | |
See accompanying notes
7
American Beacon U.S. Government Money Market Select FundSM
Schedule of Investments
June 30, 2023 (Unaudited)
| | | | | | | | | | | | | | | |
| | | |
| | Principal Amount | | | | Fair Value |
| | | | | | |
| | | |
U.S. Government Agency Obligations - 46.39% (continued) | | | | | | |
| | | |
Federal Home Loan Banks (continued) | | | | | | |
5.150%, Due 4/19/2024, (Secured Overnight Financing Rate + 0.090%)A | | | $ | 5,000,000 | | | | | | | | | $ | 5,000,000 | |
5.155%, Due 9/6/2024, (Secured Overnight Financing Rate + 0.095%)A | | | | 5,000,000 | | | | | | | | | | 5,000,000 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Total U.S. Government Agency Obligations (Cost $341,832,403) | | | | | | | | | | | | | | 341,832,403 | |
| | | | | | | | | | | | | | | |
| | | | | | |
| | | |
| | Shares | | | | |
| | | |
Investment Companies - 9.36% | | | | | | |
Federated Hermes Government Obligations Tax-Managed Fund, 4.98%B | | | | 29,715 | | | | | | | | | | 29,715 | |
Fidelity Investments Money Market Government Portfolio (Institutional), 5.02%B | | | | 32,266,196 | | | | | | | | | | 32,266,196 | |
Morgan Stanley Institutional Liquidity Funds - Government Portfolio, 5.04%B | | | | 36,668,417 | | | | | | | | | | 36,668,417 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Total Investment Companies (Cost $68,964,328) | | | | | | | | | | | | | | 68,964,328 | |
| | | | | | | | | | | | | | | |
| | | | | | |
| | | |
| | Principal Amount | | | | |
| | | | | | |
| | | |
Government Agency Repurchase Agreements - 13.57% (Cost $100,000,000) | | | | | | |
Bank of America NA, 5.06%, Acquired on 6/30/2023, Due 7/3/2023 at $100,000,000 (Held at Bank of New York Mellon, Collateralized by U.S. Government Agency Obligations, Valued at $102,000,000, 3.000% - 4.500%, 5/1/2042 - 10/1/2045) | | | $ | 100,000,000 | | | | | | | | | | 100,000,000 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | |
U.S. Treasury Repurchase Agreements - 30.53% | | | | | | |
Goldman Sachs & Co., 5.03%, Acquired on 6/30/2023, Due 7/3/2023 at $125,000,000 (Held at Bank of New York Mellon, Collateralized by a U.S. Treasury Obligation, Valued at $128,000,000, 0.375%, 4/30/2025) | | | | 125,000,000 | | | | | | | | | | 125,000,000 | |
Societe Generale SA, 5.05%, Acquired on 6/30/2023, Due 7/3/2023 at $100,000,000 (Held at Bank of New York Mellon, Collateralized by U.S. Treasury Obligations, Valued at $102,096,254, 0.000% - 3.125%, 11/30/2024 - 11/15/2035) | | | | 100,000,000 | | | | | | | | | | 100,000,000 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Total U.S. Treasury Repurchase Agreements (Cost $225,000,000) | | | | | | | | | | | | | | 225,000,000 | |
| | | | | | | | | | | | | | | |
TOTAL INVESTMENTS - 99.85% (Cost $735,796,731) | | | | | | | | | | | | | | 735,796,731 | |
OTHER ASSETS, NET OF LIABILITIES - 0.15% | | | | | | | | | | | | | | 1,114,965 | |
| | | | | | | | | | | | | | | |
TOTAL NET ASSETS - 100.00% | | | | | | | | | | | | | $ | 736,911,696 | |
| | | | | | | | | | | | | | | |
Percentages are stated as a percent of net assets. | | | | | | | | | | | | | | | |
A Variable, floating, or adjustable rate securities with an interest rate that changes periodically. Rates are periodically reset with rates that are based on a predetermined benchmark such as a widely followed interest rate such as T-bills, LIBOR or PRIME plus a fixed spread. The interest rate disclosed reflects the rate in effect on June 30, 2023.
B 7-day yield.
LIBOR - London Interbank Offered Rate.
PLC - Public Limited Company.
PRIME - A rate, charged by banks, based on the U.S. Federal Funds rate.
The Fund’s investments are summarized by level based on the inputs used to determine their values. As of June 30, 2023, the investments were classified as described below:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
U.S. Government Money Market Select Fund | | Level 1 | | | | | | Level 2 | | | | | | Level 3 | | | | | | Total | |
Assets | |
U.S. Government Agency Obligations | | $ | - | | | | | | | $ | 341,832,403 | | | | | | | $ | - | | | | | | | $ | 341,832,403 | |
Investment Companies | | | 68,964,328 | | | | | | | | - | | | | | | | | - | | | | | | | | 68,964,328 | |
Government Agency Repurchase Agreements | | | - | | | | | | | | 100,000,000 | | | | | | | | - | | | | | | | | 100,000,000 | |
U.S. Treasury Repurchase Agreements | | | - | | | | | | | | 225,000,000 | | | | | | | | - | | | | | | | | 225,000,000 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Investments in Securities - Assets | | $ | 68,964,328 | | | | | | | $ | 666,832,403 | | | | | | | $ | - | | | | | | | $ | 735,796,731 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
U.S. GAAP requires transfers between all levels to/from level 3 be disclosed. During the period ended June 30, 2023, there were no transfers into or out of Level 3.
See accompanying notes
8
American Beacon U.S. Government Money Market Select FundSM
Statement of Assets and Liabilities
June 30, 2023 (Unaudited)
| | | | |
Assets: | |
Investments in securities, at amortized cost† | | $ | 410,796,731 | |
Repurchase agreements, at cost# | | | 325,000,000 | |
Dividends and interest receivable | | | 1,679,461 | |
Prepaid expenses | | | 17,020 | |
| | | | |
Total assets | | | 737,493,212 | |
| | | | |
Liabilities: | |
Payable for expense recoupment (Note 2) | | | 25,500 | |
Dividends payable | | | 414,890 | |
Management and sub-advisory fees payable (Note 2) | | | 57,866 | |
Transfer agent fees payable (Note 2) | | | 2,610 | |
Custody and fund accounting fees payable | | | 9,993 | |
Professional fees payable | | | 24,932 | |
Registration fees payable | | | 33,543 | |
Payable for prospectus and shareholder reports | | | 11,942 | |
Other liabilities | | | 240 | |
| | | | |
Total liabilities | | | 581,516 | |
| | | | |
Net assets | | $ | 736,911,696 | |
| | | | |
Analysis of net assets: | |
Paid-in-capital | | $ | 736,911,910 | |
Total distributable earnings (deficits) | | | (214 | ) |
| | | | |
Net assets | | $ | 736,911,696 | |
| | | | |
Shares outstanding at no par value (unlimited shares authorized) | | | 736,916,342 | |
Net assets | | $ | 736,911,696 | |
Net asset value, offering and redemption price per share | | $ | 1.00 | |
| |
† Cost of investments in unaffiliated securities | | $ | 410,796,731 | |
# Cost of repurchase agreements | | $ | 325,000,000 | |
See accompanying notes
9
American Beacon U.S. Government Money Market Select FundSM
Statement of Operations
For the period ended June 30, 2023 (Unaudited)
| | | | |
Investment income: | |
Dividend income from unaffiliated securities | | $ | 1,228,618 | |
Interest income | | | 14,194,980 | |
| | | | |
Total investment income | | | 15,423,598 | |
| | | | |
Expenses: | |
Management and sub-advisory fees (Note 2) | | | 320,541 | |
Transfer agent fees | | | 10,539 | |
Custody and fund accounting fees | | | 40,068 | |
Professional fees | | | 54,476 | |
Registration fees and expenses | | | 1,026 | |
Prospectus and shareholder report expenses | | | 9,364 | |
Trustee fees (Note 2) | | | 12,910 | |
Loan expense (Note 7) | | | 1,213 | |
Other expenses* | | | 168,234 | |
| | | | |
Total expenses | | | 618,371 | |
| | | | |
Net investment income | | | 14,805,227 | |
| | | | |
|
Realized gain: | |
Net realized gain from: | | | | |
Investments in unaffiliated securities | | | 1,925 | |
| | | | |
Net gain from investments | | | 1,925 | |
| | | | |
Net increase in net assets resulting from operations | | $ | 14,807,152 | |
| | | | |
| |
* Of this amount, $153,850 represents Recouped Expenses from prior fiscal years. | | | | |
See accompanying notes
10
American Beacon U.S. Government Money Market Select FundSM
Statement of Changes in Net Assets
| | | | | | | | | | | | |
| | Six Months Ended June 30, 2023 | | | | | | Year Ended December 31, 2022 | |
| | (unaudited) | | | | | | | |
Increase (decrease) in net assets: | |
Operations: | |
Net investment income | | $ | 14,805,227 | | | | | | | $ | 9,295,024 | |
Net realized gain from investments in unaffiliated securities | | | 1,925 | | | | | | | | 2,252 | |
| | | | | | | | | | | | |
Net increase in net assets resulting from operations | | | 14,807,152 | | | | | | | | 9,297,276 | |
| | | | | | | | | | | | |
Distributions to shareholders: | |
Total retained earnings | | | (14,807,152 | ) | | | | | | | (9,298,144 | ) |
| | | | | | | | | | | | |
Net distributions to shareholders | | | (14,807,152 | ) | | | | | | | (9,298,144 | ) |
| | | | | | | | | | | | |
|
Capital share transactions (Note 8): | |
Proceeds from sales of shares | | | 1,987,762,992 | | | | | | | | 4,193,204,684 | |
Reinvestment of dividends and distributions | | | 12,845,357 | | | | | | | | 8,609,813 | |
Cost of shares redeemed | | | (1,825,285,425 | ) | | | | | | | (4,417,666,172 | ) |
| | | | | | | | | | | | |
Net increase (decrease) in net assets from capital share transactions | | | 175,322,924 | | | | | | | | (215,851,675 | ) |
| | | | | | | | | | | | |
Net increase (decrease) in net assets | | | 175,322,924 | | | | | | | | (215,852,543 | ) |
| | | | | | | | | | | | |
Net assets: | |
Beginning of period | | | 561,588,772 | | | | | | | | 777,441,315 | |
| | | | | | | | | | | | |
End of period | | $ | 736,911,696 | | | | | | | $ | 561,588,772 | |
| | | | | | | | | | | | |
See accompanying notes
11
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
1. Organization and Significant Accounting Policies
American Beacon Select Funds (the “Trust”) is organized as a Massachusetts business trust. The Fund, a series within the Trust, is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company. As of June 30, 2023, the Trust consists of one active series, which is presented in this filing: American Beacon U.S. Government Money Market Select Fund (the “Fund”).
American Beacon Advisors, Inc. (the “Manager”) is a Delaware corporation and a wholly-owned subsidiary of Resolute Investment Managers, Inc. (“RIM”) organized in 1986 to provide business management, advisory, administrative, and asset management consulting services to the Trust and other investors. The Manager is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). RIM is, in turn, a wholly-owned subsidiary of Resolute Acquisition, Inc., which is a wholly-owned subsidiary of Resolute Topco, Inc., a wholly-owned subsidiary of Resolute Investment Holdings, LLC (“RIH”). RIH is owned primarily by Kelso Investment Associates VIII, L.P., KEP VI, LLC and Estancia Capital Partners L.P., investment funds affiliated with Kelso & Company, L.P. (“Kelso”) or Estancia Capital Management, LLC (“Estancia”), which are private equity firms.
On July 11, 2023, (i) RIH, RIM and certain of their affiliates, and (ii) the current owners of approximately 93% of RIH (the “Current Ownership Group”) entered into a transaction agreement with certain creditors of RIM (the “Lender Group”) pursuant to which (i) all equity interests in RIH would be cancelled, (ii) new RIH equity interests would be issued to members of the Lender Group, and (iii) the existing credit agreements between RIM and the Lender Group would be terminated and a new credit agreement would be executed (“Transaction”). The Lender Group consists of various institutional investment funds (“New Ownership Group”) that are managed by financial institutions and other investment advisory firms. The address of the New Ownership Group will be 220 East Las Colinas Boulevard, Suite 1200, Irving, TX 75039.
Upon the closing of the Transaction, the Manager will be wholly-owned indirectly by the New Ownership Group, rather than the Current Ownership Group. The Transaction is expected to close in the fourth calendar quarter of 2023, subject to the satisfaction of certain closing conditions. The Transaction will result in a change of control of the Manager and the termination of the Fund’s management and investment advisory agreements. The Board has approved a new management agreement with the Manager and a new investment advisory agreement between the Manager and the sub-advisors that would become effective upon the closing of the Transaction. A meeting of the shareholders of the Funds in the American Beacon Funds Complex that were operational as of July 31, 2023, will be called to consider the new management agreement and such other matters as may properly come before the meeting. In advance of the meeting, proxy materials will be sent to those shareholders regarding the new management agreement and any other matters proposed for shareholder approval. There are no anticipated changes in the services provided by the Manager or sub-advisors or in the fee rates charged by the Manager to the Fund.
Recently Adopted Accounting Pronouncements
In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-04, Reference Rate Reform (Topic 848); Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform. The guidance is applicable to contracts referencing London Inter-bank Offered Rate (“LIBOR”) or another reference rate that is expected to be discontinued due to reference rate reform. The ASU is effective as of March 12, 2020 and generally can be applied through December 31, 2022. In December 2022, the FASB issued ASU No. 2022-06 Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 which updates and clarifies ASU No. 2020-04. The amendments in this ASU defer the sunset date of Topic 848 from December 31, 2022, to December 31, 2024. Management expects these ASUs will not have a material impact on the Fund’s financial statements.
12
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
In June 2022, the FASB issued ASU No. 2022-03, Fair Value Measurement (Topic 820); Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, which provides clarifying guidance that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Management expects the ASU will not have a material impact on the Fund’s financial statements.
Significant Accounting Policies
The following is a summary of significant accounting policies, consistently followed by the Fund in preparation of the financial statements. The Fund is considered an investment company and accordingly, follows the investment company accounting and reporting guidance of the FASB Accounting Standards Codification Topic 946, Financial Services – Investment Companies, a part of Generally Accepted Accounting Principles (“U.S. GAAP”).
Security Transactions and Investment Income
Security transactions are recorded as of the trade date for financial reporting purposes. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date.
Interest income for the Fund is earned from settlement date, recorded on the accrual basis, and adjusted, if necessary, for amortization of premiums or accretion of discounts on investment grade short-term securities and zero coupon instruments. For financial and tax reporting purposes, realized gains and losses are determined based on specific lot identification.
Dividends to Shareholders
Dividends from net investment income and net short-term capital gain, if any, are accrued daily and paid monthly. Dividends to shareholders are determined in accordance with federal income tax regulations, which may differ in amount and character from net investment income and realized gains recognized for purposes of U.S. GAAP.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimated.
Other
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In the normal course of business, the Trust enters into contracts that provide indemnification to the other party or parties against potential costs or liabilities. The Trust’s maximum exposure under these arrangements is dependent on claims that may be made in the future and, therefore, cannot be estimated. The Trust has had no prior claims or losses pursuant to any such agreement.
2. Transactions with Affiliates
Management Agreement
The Fund and the Manager are parties to a Management Agreement that obligates the Manager to provide investment advisory, fund management, and administrative services to the Fund. As compensation for performing
13
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
the duties under the Management Agreement, the Manager receives from the Fund an annualized fee of 0.10% of the Fund’s average daily net assets. Management fees paid by the Fund for the period ended June 30, 2023 were $320,541.
Expense Reimbursement Plan
The Manager voluntarily agreed to limit the expense ratio of the Fund in order to maintain a minimum yield for the Fund. During the period ended June 30, 2023, the Manager waived and/or reimbursed expenses as follows:
| | | | | | | | | | | | |
Fund | | Reimbursed Expenses | | | (Recouped) Expenses | | | Expiration of Reimbursed Expenses | |
U.S. Government Money Market Select | | $ | - | | | $ | (153,850 | )* | | | 2026 | |
| * | This amount represents Recouped Expenses from prior fiscal years and is reflected in Other expenses on the Statement of Operations. |
Of the above amount, $25,500 was disclosed as a Payable for expense recoupment on the Statement of Assets and Liabilities at June 30, 2023.
The Fund has adopted an Expense Reimbursement Plan whereby the Manager may seek repayment of such contractual or voluntary fee reductions and expense reimbursements. Under the policy, the Manager can be reimbursed by the Fund for any contractual or voluntary fee reductions or expense reimbursements if reimbursement to the Manager (a) occurs within three years from the date of the Manager’s waiver/reimbursement and (b) does not cause the Fund’s annual operating expenses to exceed the lesser of the contractual percentage limit in effect at the time of the waiver/reimbursement or time of recoupment. The reimbursed expenses noted above will expire in 2026. The Fund did not record a liability for potential reimbursement due to the current assessment that reimbursements are uncertain. The carryover of excess expenses potentially reimbursable to the Manager, but not recorded as a liability are as follows:
| | | | | | | | | | | | | | | | |
Fund | | Recouped Expenses | | | Excess Expense Carryover | | | Expired Expense Carryover | | | Expiration of Reimbursed Expenses | |
U.S. Government Money Market Select | | $ | 153,850 | | | $ | 428,796 | | | $ | - | | | | 2024 | |
U.S. Government Money Market Select | | | - | | | | 116,469 | | | | - | | | | 2025 | |
Concentration of Ownership
From time to time, the Fund may have a concentration of one or more accounts constituting a significant percentage of shares outstanding. Investment activities by holders of accounts that represent a significant ownership of more than 5% of the Fund’s outstanding shares could have a material impact on the Fund. As of June 30, 2023, 87% of the Fund’s outstanding shares were held by affiliated American Beacon Funds.
Trustee Fees and Expenses
As compensation for their service to the American Beacon Funds Complex, including the Trust (collectively, the “Trusts”), each Trustee is compensated from the Trusts as follows: (1) an annual retainer of $130,000; (2) meeting attendance fee (for attendance in-person or via teleconference) of (a) $12,000 for in person attendance, or $5,000 for telephonic attendance, by Board members for each regularly scheduled or special Board meeting, (b) $2,500 for attendance by Committee members at meetings of the Audit and Compliance Committee and the Investment Committee, (c) $1,000 for attendance by Committee members at meetings of the Nominating and Governance Committee; and (d) $2,500 for attendance by Board members for each special telephonic Board meeting; and (3) reimbursement of reasonable expenses incurred in attending Board meetings, Committee meetings, and relevant educational seminars. For this purpose, the Board considers attendance at regular meetings
14
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
held by video conference to constitute in-person attendance at a Board meeting. The Trustees also may be compensated for attendance at special Board and/or Committee meetings from time to time. For her service as Board Chair, Ms. Cline receives an additional annual retainer of $50,000. Although she attends several committee meetings at each quarterly Board meeting, she receives only a single $2,500 fee each quarter for her attendance at those meetings. The chairpersons of the Audit and Compliance Committee and the Investment Committee each receive an additional annual retainer of $25,000 and the Chair of the Nominating and Governance Committee receives an additional annual retainer of $10,000.
3. Security Valuation and Fair Value Measurements
The Fund values its investments and computes the net asset value (“NAV”) per share at the close of the New York Stock Exchange (the “Exchange”), normally 4:00 p.m. Eastern Time, each day that the Exchange is open for business. In accordance with Rule 2a-7 under the Act, money market securities, with the exception of repurchase agreements, are valued at amortized cost, which approximates fair value; repurchase agreements are valued based on par, which approximates fair value. Securities for which amortized cost is deemed not to reflect fair value are stated at fair value as determined in good faith by the Valuation Committee, established by the Trust’s Board of Trustees (the “Board”). In the event that a deviation of 1⁄2 of 1% or more exists between the $1.00 per share price of the Fund, calculated at amortized cost, and the price per share calculated by reference to market quotations, or if there is any other deviation that the Board believes would result in a material dilution to shareholders or purchasers, the Board will promptly consider the appropriate action that should be initiated.
Rule 2a-5 under the Investment Company Act (the “Valuation Rule”) establishes requirements for determining fair value in good faith for purposes of the Investment Company Act, including related oversight and reporting requirements. The Valuation Rule also defines when market quotations are “readily available,” which is the threshold for determining whether a Fund must fair value a security. Among other things, the Valuation Rule permits the Board to designate the Manager as “valuation designee” to perform the Fund’s fair value determinations subject to board oversight and certain reporting and other requirements intended to ensure that the Board receives the information it needs to oversee the Manager’s fair value determinations. Effective September 8, 2022, the Board has designated the Manager as valuation designee to perform fair value functions in accordance with the requirements of the Valuation Rule. Prior to September 8, 2022, fair value determinations were made pursuant to methodologies approved by the Board.
Investments in open-end mutual funds are valued at the closing NAV per share of the mutual fund on the day of valuation.
Valuation Inputs
Various inputs may be used to determine the fair value of the Fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.
| | | | |
Level 1 | | - | | Quoted prices in active markets for identical securities. |
| | |
Level 2 | | - | | Prices determined using other significant observable inputs. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, and others. |
| | |
Level 3 | | - | | Prices determined using other significant unobservable inputs. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in pricing an investment. |
Level 1 and Level 2 trading assets and trading liabilities, at fair value
Money market securities are valued using amortized cost, in accordance with rules under the Act. Generally, amortized cost approximates the current value of a security, but since the value is not obtained from a quoted price in an active market, such securities are reflected as Level 2.
15
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
With respect to the Fund’s investments that do not have readily available market quotations, the Board has designated the Adviser as its valuation designee to perform fair valuations pursuant to Rule 2a-5 under the Act (the “Valuation Designee”). If market prices are not readily available or are deemed unreliable, the Valuation Designee will use the fair value of the security or other instrument as determined in good faith under policies and procedures established by and under the supervision of the Board (“Valuation Procedures”). Market prices are considered not readily available where there is an absence of current or reliable market-based data (e.g., trade information or broker quotes), including where events occur after the close of the relevant market, but prior to the NYSE Close, that materially affect the values of the Fund’s portfolio holdings or assets. In addition, market prices are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities or other instruments trade do not open for trading for the entire day and no other market prices are available. Fair value pricing is subjective in nature and the use of fair value pricing by the Valuation Designee may cause the NAV of the Fund’s shares to differ significantly from the NAV that would have been calculated using market prices at the close of the exchange on which a portfolio holding is primarily traded. There can be no assurance that the Fund could obtain the fair value assigned to an investment if the Fund were to sell the investment at approximately the time at which the Fund determines its NAV.
Investments in registered open-end investment management companies will be valued based upon the NAVs of such investments and are categorized as Level 1 of the fair value hierarchy.
4. Securities and Other Investments
Other Government Money Market Fund Securities
The Fund, at times, may invest in shares of other government money market funds. Investments in the securities of other government money market funds may involve duplication of advisory fees and certain other expenses. By investing in another government money market fund, the Fund becomes a shareholder of that government money market fund. As a result, Fund shareholders indirectly will bear the Fund’s proportionate share of the fees and expenses paid by shareholders of the other government money market fund, in addition to the fees and expenses Fund shareholders directly bear in connection with the Fund’s own operations. These other fees and expenses are reflected as Acquired Fund Fees and Expenses and are included in the Fees and Expenses Table for the Fund in its Prospectus, if applicable. Investment in other government money market funds may involve the payment of substantial premiums above the value of such issuer’s portfolio securities.
Although a money market fund is designed to be a relatively low risk investment, it is not free of risk. Despite the short maturities and high credit quality of a money market fund’s investments, increases in interest rates and deteriorations in the credit quality of the instruments the money market fund has purchased may reduce the money market fund’s yield and can cause the price of a money market security to decrease. In addition, a money market fund is subject to the risk that the value of an investment may be eroded over time by inflation.
Repurchase Agreements
A repurchase agreement is an agreement between the Fund as purchaser and an approved counterparty as seller. The agreement is backed by collateral in the form of securities and/or cash transferred by the seller to the buyer, sometimes to be held by an eligible third-party custodian. Under the agreement, the Fund acquires securities from the seller and the seller simultaneously commits to repurchase the securities at an agreed upon price and date, normally within a week or on demand. The price for the seller to repurchase the securities is greater than the Fund’s purchase price, reflecting an agreed upon rate that is the equivalent of interest. During the term of the repurchase agreement, the Fund monitors on a daily basis the market value of the collateral subject to the agreement and, if the market value of the securities falls below the seller’s repurchase amount provided under the repurchase agreement, the seller is required to transfer additional securities or cash collateral equal to the amount by which the market value of the securities falls below the repurchase amount. Because a repurchase agreement permits the Fund to invest temporarily available cash on a fully-collateralized basis, repurchase agreements permit the Fund to earn income while retaining flexibility in pursuit of longer-term investments. Repurchase agreements may exhibit the economic characteristics of loans by the Fund.
16
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
The obligation of the seller under the repurchase agreement is not guaranteed, and there is a risk that the seller may fail to repurchase the underlying securities, whether because of the seller’s bankruptcy or otherwise. In such event, the Fund would attempt to exercise its rights with respect to the underlying collateral, including possible sale of the securities. The Fund may incur various expenses in connection with the exercise of its rights and may be subject to various delays and risks of loss, including (a) possible declines in the value of the underlying collateral, (b) possible reduction in levels of income and (c) lack of access to the securities (if they are held through a third-party custodian) and possible inability to enforce the Fund’s rights. The Board has established procedures pursuant to which the Manager monitors the creditworthiness of the counterparties with which the Fund enters into repurchase agreement transactions.
The Fund may enter into repurchase agreements with member banks of the Federal Reserve System or registered broker-dealers who, in the opinion of the Manager, present a minimal risk of default during the term of the agreement. The underlying securities which serve as collateral for repurchase agreements may include fixed income and equity securities such as U.S. Government and agency securities, municipal obligations, corporate obligations, asset-backed securities, mortgage-backed securities, common and preferred stock, depositary receipts, ETFs, corporate obligations and convertible securities.
Repurchase agreements that are collateralized fully may be deemed to be an acquisition of the underlying collateral (i.e. cash and/or Government Securities) and thus allow the Fund to have exposure to the seller that exceeds the typical issuer limit under Rule 2a-7.
As of June 30, 2023, the Fund had investments in repurchase agreements with a gross value of $325,000,000 as disclosed in the Schedule of Investments and the Statement of Assets and Liabilities.
U.S. Government Agency Securities
U.S. Government agency securities are issued or guaranteed by the U.S. Government or its agencies or instrumentalities. Some obligations issued by U.S. Government agencies and instrumentalities are supported by the full faith and credit of the U.S. Treasury; others by the right of the issuer to borrow from the U.S. Treasury; others by discretionary authority of the U.S. Government to purchase certain obligations of the agency or instrumentality; and others only by the credit of the agency or instrumentality. U.S. Government securities bear fixed, floating or variable rates of interest. While the U.S. Government currently provides financial support to certain U.S. Government-sponsored agencies or instrumentalities, no assurance can be given that it will always do so, since it is not so obligated by law. U.S. Government securities include U.S. Treasury bills, notes and bonds, Federal Home Loan Bank (“FHLB”) obligations, Federal Farm Credit Bank (“FFCB”) obligations, U.S. Government agency obligations and repurchase agreements secured thereby. U.S. Government agency securities are subject to credit risk and interest rate risk.
U.S. Treasury Obligations
U.S. Treasury obligations include bills (initial maturities of one year or less), notes (initial maturities between two and ten years), and bonds (initial maturities over ten years) issued by the U.S. Treasury, Separately Traded Registered Interest and Principal component parts of such obligations (known as “STRIPS”) and inflation-indexed securities. The prices of these securities (like all debt securities) change between issuance and maturity in response to fluctuating market interest rates and credit ratings. The principal and interest components of selected securities are traded independently under the STRIPS program. Under the STRIPS program, the principal and interest components are individually numbered and separately issued by the U.S. Treasury at the request of depository financial institutions, which then trade the component parts independently.
Variable or Floating Rate Obligations
The interest rates payable on certain fixed-income securities in which the Fund may invest are not fixed and may fluctuate based upon changes in market rates. A variable rate obligation has an interest rate which is adjusted
17
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
at predesignated periods in response to changes in the market rate of interest on which the interest rate is based. Variable and floating rate obligations are less effective than fixed rate instruments at locking in a particular yield. Nevertheless, such obligations may fluctuate in value in response to interest rate changes if there is a delay between changes in market interest rates and the interest reset date for the obligation, or for other reasons.
The terms of the variable or floating rate demand instruments that the Fund may purchase provide that interest rates are adjustable at intervals ranging from daily up to 397 calendar days, and the adjustments are based upon current market levels, the prime rate of a bank or other appropriate interest rate adjustment index as provided in the respective instruments. Some of these instruments are payable on demand on a daily basis or on not more than seven days’ notice. Others, such as instruments with quarterly or semi-annual interest rate adjustments, may be put back to the issuer on designated days, usually on not more than thirty days’ notice. Still others are automatically called by the issuer unless the Fund instructs otherwise.
The Fund may consider the maturity of a long-term variable or floating rate demand instrument to be shorter than its ultimate stated maturity under specified conditions. The acquisition of variable or floating rate demand notes for the Fund must also meet the requirements of rules issued by the U.S. Securities and Exchange Commission (“SEC”) applicable to the use of the amortized cost method of securities valuation, specifically Rule 2a-7 under the Act. The Fund will also consider the liquidity of the market for variable and floating rate instruments, and in the event that such instruments are illiquid, the Fund’s investments in such instruments will be subject to the limitation on illiquid investments.
Pursuant to Rule 2a-7 under the Act, variable or floating rate obligations may be deemed to have maturities shorter than their stated maturities as follows:
(1) An obligation that is issued or guaranteed by the U.S. Government or any agency thereof which has a variable rate of interest readjusted no less frequently than every 397 days will be deemed by the Fund to have a maturity equal to the period remaining until the next readjustment of the interest rate. A U.S. Government security that is a floating rate security shall be deemed to have a remaining maturity of one day.
(2) A variable rate obligation, the principal amount of which must unconditionally be paid in 397 days or less, will be deemed by the Fund to have a maturity equal to the earlier of the period remaining until the next readjustment of the interest rate or the period remaining until the principal amount can be recovered through demand.
(3) A floating rate obligation, the principal amount of which must unconditionally be paid in 397 days or less, will be deemed by the Fund to have a maturity of one day, except for purposes of determining the Fund’s weighted average life, in which case it shall be deemed to have a maturity equal to the period remaining until the principal amount can be recovered through demand.
(4) A variable rate obligation that is subject to a demand feature will be deemed by the Fund to have a maturity equal to the longer of the period remaining until the next readjustment of the interest rate or the period remaining until the principal amount can be recovered through demand.
(5) A floating rate obligation that is subject to a demand feature will be deemed by the Fund to have a maturity equal to the period remaining until the principal amount can be recovered through demand. As used above, an obligation is “subject to a demand feature” when the Fund is entitled to receive the approximate amortized cost of the security plus accrued interest, if any, at the later of the time of exercise or the settlement of the transaction, paid within 397 calendar days of exercise.
5. Principal Risks
Investing in the Fund may involve certain risks including, but not limited to, those described below.
18
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
Credit Risk
The value of a security held by the Fund may decline if the security’s credit quality, or that of the security’s issuer or provider of credit support is downgraded or their credit quality otherwise falls. A decline in the credit rating of an individual security held by the Fund may have an adverse impact on its price and make it difficult for the Fund to sell it. Ratings represent a rating agency’s opinion regarding the quality of the security and are not a guarantee of quality. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations. As with any money market fund, there is the risk that the issuers or guarantors of securities owned by the Fund, including securities issued by U.S. Government agencies, which are not backed by the full faith and credit of the U.S. Government, will default on the payment of principal or interest or the obligation to repurchase securities from the Fund. This could cause the Fund’s NAV to decline below $1.00 per share.
Interest Rate Risk
There is a risk that a decline in short-term interest rates would lower the Fund’s yield and the return on your investment, which may have an adverse effect on the Fund’s ability to provide a positive yield to its shareholders. Changes in interest rates also may change the resale value of the instruments held in the Fund’s portfolio. Generally, the value of investments with interest rate risk will move in the opposite direction to movements in interest rates. When interest rates go up, the market values of previously issued money market instruments generally decline and may have an adverse effect on the Fund’s ability to maintain a stable $1.00 share price. As of the date of this report, interest rates are historically low. In the future, interest rates may rise, perhaps significantly and/or rapidly, potentially resulting in substantial losses to the Fund.
Liquidity Risk
The Fund is susceptible to the risk that certain investments held by the Fund may become less liquid in response to market developments or adverse credit events that may affect issuers or guarantors of a security. An inability to sell a portfolio position at favorable times or prices can adversely affect the Fund’s ability to maintain a $1.00 share price. The Fund could lose money if it is unable to dispose of an investment at a time that is most beneficial to the Fund. In addition, the Fund may experience difficulty satisfying redemption requests within the time periods stated in the “Redemption Policies” section of this Prospectus because of unusual market conditions, an unusually high volume of redemption requests or other reasons.
Market Risk
In recent periods, fixed income instruments have experienced unusual liquidity issues, increased price volatility and, in some cases, credit downgrades and increased likelihood of default. These events have reduced the willingness and ability of some lenders to extend credit, and have made it more difficult for some borrowers to obtain financing on attractive terms, if at all. In addition, global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region might adversely impact issuers in a different country or region. A rise in protectionist trade policies, risks associated with the United Kingdom’s vote to leave the European Union, the risk of a “trade war” between the United States and China, and the possibility of changes to some international trade agreements, could affect the economies of many nations, including the United States, in ways that cannot necessarily be foreseen at the present time. The severity or duration of adverse economic conditions may also be affected by policy changes made. The severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasigovernmental organizations. In addition, political and governmental events within the U.S. and abroad may affect investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps suddenly and to a significant degree. High public debt in the U.S. and other countries creates ongoing systemic and market risks and policymaking uncertainty. Because the impact on the markets has been widespread, it may be difficult to identify both risks and opportunities using past models of the interplay of market forces, or to
19
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
predict the duration of these market conditions. Interest rates have been unusually low in recent years in the U.S. and abroad. Because there is little precedent for this situation, it is difficult to predict the impact on various markets of a significant rate increase, whether brought about by U.S. policy makers or by dislocations in world markets. In addition, there is a risk that the prices of goods and services in the U.S. and many foreign economies may decline over time, known as deflation (the opposite of inflation). Deflation may have an adverse effect on stock prices and creditworthiness and may make defaults on debt more likely.
Mortgage-Related Securities Risk
Mortgage-related and asset-backed securities are subject to market risks for fixed-income securities, which include, but are not limited to: credit risk, interest rate risk, prepayment risk and extension risk. The value of these securities will be influenced by the factors affecting the housing market and the assets underlying such securities. As a result, during periods of difficult or frozen credit markets, significant changes in interest rates, or deteriorating economic conditions, mortgage-related securities may decline in value, face valuation difficulties, become more volatile and/or become illiquid. Additionally, during such periods and also under normal conditions, these securities are also subject to prepayment and call risk. Gains and losses associated with prepayments will increase/decrease the income available for distributions by the Fund and the Fund’s yield. When mortgages and other obligations are prepaid and when securities are called, the Fund may have to reinvest in securities with a lower yield or fail to recover additional amounts (i.e., premiums) paid for securities with higher interest rates, resulting in an unexpected capital loss and/or a decrease in the amount of dividends and yield. In periods of rising interest rates, the Fund may be subject to extension risk, and may receive principal later than expected. As a result, in periods of rising interest rates, the Fund may exhibit additional volatility. Some of these securities may receive little or no collateral protection from the underlying assets and are thus subject to the risk of default. Moreover, declines in the credit quality of the issuers of mortgage-related securities or instability in the markets for such securities may affect the value and liquidity of such securities, which could result in losses to the Fund. Additionally, certain mortgage-related securities may include securities backed by pools of loans made to “subprime” borrowers or borrowers with blemished credit histories; the risk of defaults is generally higher in the case of mortgage pools that include such subprime mortgages.
Net Asset Value Risk
There is no assurance that the Fund will meet its investment objective of maintaining a stable price of $1.00 per share on a continuous basis. Furthermore, there can be no assurance that the Fund’s affiliates will purchase distressed assets from the Fund, make capital infusions, enter into capital support agreements or take other actions to ensure that the Fund maintains a NAV of $1.00 per share.
Other Investment Companies Risk
The Fund may invest in shares of other government money market funds. To the extent that the Fund invest in shares of other government money market funds, the Fund will indirectly bear the fees and expenses charged by those investment companies in addition to the Fund’s direct fees and expenses and will be subject to the risks associated with investments in those Funds.
Recent Market Events Risk
Both U.S. and international markets have experienced significant volatility in recent months and years. As a result of such volatility, investment returns may fluctuate significantly. Moreover, the risks discussed herein associated with an investment in the Fund may be increased. An outbreak of infectious respiratory illness caused by a novel coronavirus, known as COVID-19, was first detected in late 2019 and has subsequently spread globally. The transmission of various variants of COVID-19, and efforts to contain their spread, have resulted, and may continue to result, in significant disruptions to business operations, travel restrictions and closed borders, and lower consumer demand, as well as general concern and uncertainty that has negatively affected the global economy.
20
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
Any resurgence of COVID-19 or a variant could negatively impact the Funds and adversely impact the economies of many nations, individual companies and the global securities and commodities markets, including their liquidity, in ways that cannot necessarily be foreseen at the present time.
Although interest rates were unusually low in recent years in the U.S. and abroad, recently, the Federal Reserve began to raise interest rates as part of its efforts to address rising inflation. It is difficult to accurately predict the pace at which the Federal Reserve will continue to increase interest rates, or the timing, frequency or magnitude of any such increases. Additionally, various economic and political factors could cause the Federal Reserve to change its approach in the future and the Federal Reserve’s actions may result in an economic slowdown. Unexpected increases in interest rates could lead to market volatility or reduce liquidity in certain sectors of the market.
Slowing global economic growth; risks associated with a trade agreement between the United Kingdom and the European Union; the risks associated with ongoing trade negotiations with China; the possibility of changes to some international trade agreements; tensions, war, or open conflict between nations, such as between Russia and Ukraine or in eastern Asia; political or economic dysfunction within some nations, including major producers of oil; economic stimulus by the Japanese central bank; and dramatic changes in commodity and currency prices could affect the economies of many nations, including the United States, in ways that cannot necessarily be foreseen at the present time. Russia’s military invasion of Ukraine beginning in February 2022, the responses and sanctions by the United States and other countries, and the potential for wider conflict have had, and could continue to have, severe adverse effects on regional and global economies and could further increase volatility and uncertainty in the financial markets and the prices of various commodities.
Economists and others have expressed increasing concern about the potential effects of global climate change on property and security values. Certain issuers, industries and regions may be adversely affected by the impacts of climate change, including on the demand for and the development of goods and services and related production costs, and the impacts of legislation, regulation and international accords related to climate change, as well as any indirect consequences of regulation or business trends driven by climate change.
Redemption Risk
The Fund could experience a loss when selling securities to meet redemption requests by shareholders. The risk of loss increases if the redemption requests are unusually large or frequent or occur in times of overall market turmoil or declining prices.
Repurchase Agreement Risk
The obligations of a counterparty to a repurchase agreement are not guaranteed. The Fund permits various forms of securities as collateral whose values fluctuate and are issued or guaranteed by the U.S. Government. There are risks that a counterparty may default at a time when the collateral has declined in value, or a counterparty may become insolvent, which may affect the Fund’s right to control the collateral. Repurchase agreements are subject to credit risk.
U.S. Government Securities and Government-Sponsored Enterprises Risk
A security backed by the U.S. Treasury or the full faith and credit of the United States is guaranteed only as to the timely payment of interest and principal when held to maturity. The market prices for such securities are not guaranteed and will fluctuate. Securities held by the Fund that are issued by government-sponsored enterprises, such as the Federal National Mortgage Association (‘‘Fannie Mae’’), Federal Home Loan Mortgage Corporation (‘‘Freddie Mac’’), FHLB, and the FFCB, are not guaranteed by the U.S. Treasury and are not backed by the full faith and credit of the U.S. government, and no assurance can be given that the U.S. government will provide financial support if these organizations do not have the funds to meet future payment obligations. U.S.
21
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
government securities and securities of government-sponsored entities are also subject to credit risk, interest rate risk and market risk. The rising U.S. national debt may lead to adverse impacts on the value of U.S. government securities due to potentially higher costs for the U.S. government to obtain new financing.
Variable and Floating Rate Securities Risk
The coupons on variable and floating-rate securities are not fixed and may fluctuate based upon changes in market rates. A variable rate security has a coupon that is adjusted at pre-designated periods in response to changes in the market rate of interest on which the interest rate is based. The coupon on a floating rate security is generally based on an interest rate, such as a money-market index, Secured Overnight Financing Rate (“SOFR”), LIBOR or a Treasury bill rate. Variable and floating rate securities are subject to interest rate risk and credit risk. As short-term interest rates decline, the coupons on variable and floating-rate securities typically decrease. Alternatively, during periods of rising short-term interest rates, the coupons on variable and floating-rate securities typically increase. Changes in the coupons of variable and floating-rate securities may lag behind changes in market rates or may have limits on the maximum increases in the coupon rates. The value of variable and floating-rate securities may decline if their coupons do not rise as much, or as quickly, as interest rates in general. Conversely, variable and floating rate securities will not generally increase in value if interest rates decline. Certain types of variable and floating rate instruments may be subject to greater liquidity risk than other debt securities.
Yield and Securities Selection Risk
The yield paid by the Fund will vary and may be affected by the Manager’s decisions regarding the Fund’s dollar-weighted average maturity (“WAM”) and dollar-weighted average life (“WAL”). If the Manager sets the Fund’s maturity target in a manner that does not correlate with the movement of interest rate trends it could have an adverse effect on the Fund’s yield. Income from the Fund may be at rates less than inflation.
Offsetting Assets and Liabilities
The Fund is party to Master Repurchase Agreements (“Master Repo Agreements”) that govern transactions between the Fund and selected counterparties. The Master Repo Agreements contain provisions for, among other things, initiation, income payments, events of default, and maintenance of collateral for Repurchase Agreements. The Fund has elected not to offset qualifying financial instruments on the Statement of Assets and Liabilities, as such financial instruments are presented on a gross basis. The impacts of netting arrangements that provide the right to offset are detailed below, if applicable. The net amount represents the net receivable or payable that would be due from or to the counterparty in the event of default. Exposure from borrowings and other financing agreements such as repurchase agreements can only be netted across transactions governed by the same Master Repo Agreement with the same legal entity. All amounts reported below represent the balance as of the report date, June 30, 2023.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Gross Amounts Not Offset in the Statement of Assets and Liabilities | |
Counterparty | | Net Amount of Assets Presented in the Statement of Assets and Liabilities | | | | | | Financial Instruments(1) | | | | | | Non-Cash Collateral Received | | | | | | Cash Collateral Received | | | | | | Net Amount | |
Bank of America NA | | $ | 100,000,000 | | | | | | | $ | (100,000,000 | ) | | | | | | $ | - | | | | | | | $ | - | | | | | | | $ | - | |
Goldman Sachs & Co. | | | 125,000,000 | | | | | | | | (125,000,000 | ) | | | | | | | - | | | | | | | | - | | | | | | | | - | |
Societe Generale SA | | | 100,000,000 | | | | | | | | (100,000,000 | ) | | | | | | | - | | | | | | | | - | | | | | | | | - | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | $ | 325,000,000 | | | | | | | $ | (325,000,000 | ) | | | | | | $ | - | | | | | | | $ | - | | | | | | | $ | - | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(1) Excess of collateral received from the individual counterparty is not shown for financial reporting purposes. Collateral with a value of
$332,096,254 has been received in connection with these transactions.
22
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
6. Federal Income and Excise Taxes
It is the policy of the Fund to qualify as a regulated investment company (“RIC”), by complying with all applicable provisions of Subchapter M of the Internal Revenue Code, as amended, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes. For federal income tax purposes, the Fund is treated as a single entity for the purpose of determining such qualification.
The Fund does not have any unrecorded tax liabilities in the accompanying financial statements. Each of the tax years in the four year period ended June 30, 2023 remain subject to examination by the Internal Revenue Service. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in “Other expenses” on the Statement of Operations.
Dividends are categorized in accordance with income tax regulations which may treat certain transactions differently than U.S. GAAP. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements.
As of June 30, 2023, the tax cost for the Fund and their respective gross unrealized appreciation (depreciation) were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fund | | Tax Cost | | | | | | Unrealized Appreciation | | | | | | Unrealized (Depreciation) | | | | | | Net Unrealized Appreciation (Depreciation) | |
U.S. Government Money Market Select | | $ | 735,796,731 | | | | | | | $ | - | | | | | | | $ | - | | | | | | | $ | - | |
For federal income tax purposes, the Fund measures its capital loss carryforwards annually at December 31, its fiscal year end. Capital loss carryforwards retain their character as short-term and/or long-term and may be carried forward and applied against future realized capital gains with no expiration date.
As of December 31, 2022, the Fund did not have any capital loss carryforwards.
7. Borrowing Arrangements
Effective November 11, 2022 (the “Effective Date”), the Fund, along with certain other funds managed by the Manager (“Participating Funds”), renewed a committed revolving line of credit (the “Committed Line”) agreement with State Street Bank and Trust Company (the “Bank”) to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Committed Line is $100 million with interest at a rate equal to the higher of (a) Overnight Bank Funding Rate (“OBFR”) daily fluctuating rate per annum equal to 1.25% plus the sum of 0.10% or (b) the Federal Funds daily fluctuating rate per annum on amounts borrowed. Each of the Participating Funds paid a proportional amount of a quarterly commitment fee at a rate of 0.25% per annum on the unused portion of the Committed Line amount. The Committed Line expires November 9, 2023, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.
On the Effective Date, the Fund, along with certain other Participating Funds managed by the Manager, also renewed an uncommitted discretionary demand revolving line of credit (the “Uncommitted Line”) agreement with the Bank to be used to facilitate portfolio liquidity. The maximum borrowing amount under the Uncommitted Line is $100 million with interest at a rate equal to the higher of (a) OBFR daily fluctuating rate per annum equal to 1.25% plus the sum of 0.10% or (b) the Federal Funds daily fluctuating rate per annum on amounts borrowed on each outstanding loan. Each of the Participating Funds paid a proportional amount of a closing fee of $35,000 on the Effective Date. The Uncommitted Line expires November 9, 2023, unless extended by the Bank or terminated by the Participating Funds in accordance with the agreement.
The Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Loan expense” on the Statement of Operations, along with commitment fees, that have been allocated among the Participating Funds based on average daily net assets.
23
American Beacon U.S. Government Money Market Select FundSM
Notes to Financial Statements
June 30, 2023 (Unaudited)
During the period ended June 30, 2023, the Fund did not utilize these facilities.
8. Capital Share Transactions
The table below summarizes the activity in capital shares for the Fund Shares:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended June 30, 2023 | | | | | | Year Ended December 31, 2022 | |
| | (unaudited) | | | | | | | |
U.S. Government Money Market Select Fund | | Shares | | | | | | Amount | | | | | | Shares | | | | | | Amount | |
Shares sold | | | 1,987,763,908 | | | | | | | $ | 1,987,762,992 | | | | | | | | 4,193,205,493 | | | | | | | $ | 4,193,204,684 | |
Reinvestment of dividends | | | 12,845,357 | | | | | | | | 12,845,357 | | | | | | | | 8,609,813 | | | | | | | | 8,609,813 | |
Shares redeemed | | | (1,825,285,425 | ) | | | | | | | (1,825,285,425 | ) | | | | | | | (4,417,666,172 | ) | | | | | | | (4,417,666,172 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net (decrease) in shares outstanding | | | 175,323,840 | | | | | | | $ | 175,322,924 | | | | | | | | (215,850,866 | ) | | | | | | $ | (215,851,675 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
9. Subsequent Events
Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.
24
American Beacon U.S. Government Money Market Select FundSM
Financial Highlights
(For a share outstanding throughout the period)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended June 30, 2023 | | | | | | Year Ended December 31, 2022 | | | | | | Year Ended December 31, 2021 | | | | | | Year Ended December 31, 2020 | | | | | | Year Ended December 31, 2019 | | | | | | Year Ended December 31, 2018 | |
| | (unaudited) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Income from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.02 | | | | | | | | 0.01 | | | | | | | | 0.00 | A | | | | | | | 0.00 | A | | | | | | | 0.02 | | | | | | | | 0.02 | |
Net gains on investments (both realized and unrealized) | | | 0.00 | A | | | | | | | 0.00 | A | | | | | | | 0.00 | A | | | | | | | 0.00 | A | | | | | | | 0.00 | A | | | | | | | 0.00 | A |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total income from investment operations | | | 0.02 | | | | | | | | 0.01 | | | | | | | | 0.00 | | | | | | | | 0.00 | | | | | | | | 0.02 | | | | | | | | 0.02 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Less distributions: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.02 | ) | | | | | | | (0.01 | ) | | | | | | | (0.00 | )A | | | | | | | (0.00 | )A | | | | | | | (0.02 | ) | | | | | | | (0.02 | ) |
Distributions from net realized gains | | | - | | | | | | | | - | | | | | | | | (0.00 | )A | | | | | | | - | | | | | | | | (0.00 | )A | | | | | | | (0.00 | )A |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total distributions | | | (0.02 | ) | | | | | | | (0.01 | ) | | | | | | | (0.00 | ) | | | | | | | - | | | | | | | | (0.02 | ) | | | | | | | (0.02 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, end of period | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | | | | | | | $ | 1.00 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total returnB | | | 2.31 | %C | | | | | | | 1.48 | % | | | | | | | 0.01 | % | | | | | | | 0.39 | % | | | | | | | 2.13 | % | | | | | | | 1.75 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | |
Ratios and supplemental data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period | | $ | 736,911,696 | | | | | | | $ | 561,588,772 | | | | | | | $ | 777,441,315 | | | | | | | $ | 860,693,357 | | | | | | | $ | 799,957,960 | | | | | | | $ | 911,722,534 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expenses, before reimbursements and/or recoupments | | | 0.19 | %D | | | | | | | 0.16 | % | | | | | | | 0.14 | % | | | | | | | 0.14 | % | | | | | | | 0.13 | % | | | | | | | 0.13 | % |
Expenses, net of reimbursements and/or recoupments | | | 0.19 | %D | | | | | | | 0.14 | % | | | | | | | 0.06 | % | | | | | | | 0.14 | % | | | | | | | 0.13 | % | | | | | | | 0.13 | % |
Net investment income (loss), before expense reimbursements and/or recoupments | | | 4.63 | %D | | | | | | | 1.32 | % | | | | | | | (0.07 | )% | | | | | | | 0.40 | % | | | | | | | 2.13 | % | | | | | | | 1.72 | % |
Net investment income, net of reimbursements and/or recoupments | | | 4.63 | %D | | | | | | | 1.34 | % | | | | | | | 0.01 | % | | | | | | | 0.40 | % | | | | | | | 2.13 | % | | | | | | | 1.72 | % |
A | Amount represents less than $0.01 per share. |
B | Based on net asset value, which does not reflect the sales charge, redemption fee, or contingent deferred sales charge, if applicable. May include adjustments in accordance with U.S. GAAP and as such, the net asset value for reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. |
See accompanying notes
25
Disclosure Regarding Approval of the Management and Investment
Advisory Agreement (Unaudited)
Renewal and Approval of Management Agreement
At meetings held on May 16, 2023 and June 6-7, 2023 (collectively, the “Meetings”), the Board of Trustees (“Board” or “Trustees”) considered and then, at its June 7, 2023 meeting, approved the renewal of:
(1) the Management Agreement between American Beacon Advisors, Inc. (“Manager”) and American Beacon Select Funds (“Trust”), on behalf of the American Beacon U.S. Government Money Market Select Fund (“Fund”). The Management Agreement is referred to herein as the “Agreement.”
In preparation for its consideration of the renewal of the Agreement, the Board undertook steps to gather and consider information furnished by the Manager and Broadridge, Inc. (“Broadridge”). The Board, with the assistance of independent legal counsel, requested and received certain relevant information from the Manager.
In advance of the Meetings, the Board’s Investment Committee and/or the Manager coordinated the production of information from Broadridge regarding the performance, fees and expenses of the Fund as well as information from the Manager. At the Meetings, the Board considered the information provided in connection with the renewal process, as well as information furnished to the Board throughout the year at regular meetings of the Board and its committees. In connection with the Board’s consideration of the Agreement, the Trustees received and evaluated such information as they deemed necessary. This information is described below in the section summarizing the factors the Board considered in connection with its renewal and approval of the Agreement, as well as the section describing additional Board considerations with respect to the Fund.
The Board noted that the Manager provides management and administrative services to the Fund pursuant to the Agreement. The Board considered that many mutual funds have separate contracts governing each type of service and observed that, with respect to such mutual funds, the actual management fee rates provided by Broadridge for peer group funds reflect the combined advisory and administrative fees, reduced by any fee waivers and/or reimbursements.
The Manager may not have been able to, or opted not to, provide information in response to certain information requests, in which case the Board conducted its evaluation of the firm based on information that was provided. In such cases, the Board determined that the omission of any such information was not material to its considerations.
Provided below is an overview of certain factors the Board considered in connection with its decision to approve the renewal of the Agreement. The Board did not identify any particular information that was most relevant to its consideration of whether to approve the renewal of the Agreement, and each Trustee may have afforded different weight to the various factors. Legal counsel to the independent Trustees provided the Board with a memorandum regarding its responsibilities pertaining to the renewal of investment advisory contracts, such as the Agreement, and related regulatory guidelines. Based on its evaluation, the Board unanimously concluded that the terms of the Agreement were reasonable and fair and that the approval of the renewal of the Agreement was in the best interests of the Fund and its shareholders.
Considerations With Respect to the Renewal of the Management Agreement
In determining whether to approve the renewal of the Agreement, the Board considered the Fund’s investment management relationship with the Manager separately from the management agreement for other funds managed by the Manager, which were also considered at the Meetings. The Board considered, among other things, the following factors: (1) the nature, extent and quality of the services provided; (2) the investment performance of the Fund; (3) the profits, if any, earned by the Manager in rendering services to the Fund; (4) comparisons of services and fee rates with contracts entered into by the Manager with other clients (such as pension funds and other institutional clients); (5) the extent to which economies of scale, if any, have been taken into account in setting the fee rate schedule; (6) whether fee rate levels reflect economies of scale, if any, for the
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Disclosure Regarding Approval of the Management and Investment Advisory Agreement (Unaudited)
benefit of Fund investors; and (7) any other benefits derived or anticipated to be derived by the Manager from its relationship with the Fund.
Nature, Extent and Quality of Services. With respect to the renewal of the Agreement, the Board considered, among other factors: the Fund’s long-term performance; the length of service of key investment personnel at the Manager; the cost structure of the Fund; the financial condition of the Manager, including its parent company; the Manager’s culture of compliance and support that reduce risks to the Fund; the Manager’s quality of services; and the Manager’s representations regarding its efforts to retain key employees and maintain staffing levels. Based on the foregoing and other information, the Board concluded that the nature, extent and quality of the services provided by the Manager were appropriate for the Fund.
Investment Performance. The Board evaluated the comparative information provided by Broadridge and the Manager regarding the performance of the Fund relative to its Broadridge Performance Universe. The Board considered the information provided by Broadridge regarding its independent methodology for selecting the Fund’s Broadridge Performance Universe. In addition, the Board considered the performance reports and discussions with management at meetings of the Board and its committees throughout the year. A discussion regarding the Board’s considerations with respect to the Fund’s performance appears below under “Additional Considerations and Conclusions with Respect to the Fund.”
Costs of the Services Provided to the Fund and the Profits Realized by the Manager from its Relationship with the Fund. In analyzing the costs of services and profitability of the Manager, the Board considered the revenues earned and the expenses incurred by the Manager, before and after the payment of distribution-related expenses by the Manager. The profits or losses were noted at both an aggregate level for all funds within the group of mutual funds sponsored by the Manager (the “Fund Complex”) and at an individual level, with the Manager earning a profit before and after the payment of distribution-related expenses by the Manager for the Fund. The Board also considered comparative information provided by the Manager regarding the Manager’s overall profitability with respect to the Fund Complex relative to the overall profitability of other firms in the mutual fund industry, as disclosed in publicly available sources. Although the Board noted that, in certain cases, the fee rates paid by other clients of the Manager are lower than the fee rates paid by the Fund, the Manager represented that the difference is attributable to, among other factors, the fact that the Manager does not perform administrative services for non-investment company clients and reflects the greater level of responsibility and regulatory requirements associated with managing the Fund. The Board also noted that the Manager voluntarily waived a portion of its fees and/or reimbursed certain expenses for the Fund, through March 16, 2022, to the extent necessary to achieve a positive yield.
The Board further considered that, with respect to the Fund, the Agreement provides for the Manager to receive a management fee for managing the Fund. Based on the foregoing and other information, the Board concluded that the profitability levels of the Manager were reasonable in light of the services performed by the Manager. A discussion regarding the Board’s considerations with respect to the Fund’s fee rates is set forth below under “Additional Considerations and Conclusions with Respect to the Fund.”
Economies of Scale. In considering the reasonableness of the management fee rate, the Board considered whether economies of scale will be realized as the Fund grows and whether fee rate levels reflect these economies of scale for the benefit of Fund shareholders. In this regard, the Board considered the Manager’s representation that the Fund benefits from economies of scale because comparably low fee rate levels are reflected in the current fee rate the Manager charges. Based on the foregoing and other information, the Board concluded that the Manager’s fee rate schedule for the Fund provides for a reasonable sharing of benefits from any economies of scale with the Fund.
Benefits Derived from the Relationship with the Fund. The Board considered the Manager’s responses to inquiries regarding “fall-out” or ancillary benefits that accrue to the Manager as a result of the advisory relationship with the Fund. For example, the Board considered that the Manager may invest in the Fund and
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Disclosure Regarding Approval of the Management and Investment Advisory Agreement (Unaudited)
receive a management fee with respect to the cash balances and cash collateral provided by the borrowers of securities of other funds in the Fund Complex. Based on the foregoing and other information, the Board concluded that the potential benefits accruing to the Manager by virtue of its relationship with the Fund appear to be fair and reasonable.
Additional Considerations and Conclusions with Respect to the Fund
The performance comparisons below were made relative to the Fund’s Broadridge Performance Universe. With respect to the Broadridge Performance Universe, the 1st Quintile represents the top 20 percent of the universe based on performance, and the 5th Quintile represents the bottom 20 percent of the universe based on performance. References to the Fund’s Broadridge Performance Universe are to the respective universe of mutual funds with comparable investment classifications and objectives as determined by Broadridge.
In reviewing the performance, the Board viewed longer-term performance over a full market cycle, typically five years or longer, as the most important consideration because relative performance over shorter periods may be significantly impacted by market or economic events and not necessarily reflective of manager skill.
The expense comparisons below were made relative to the Fund’s Broadridge Expense Universe and Broadridge Expense Group. The 1st Quintile represents the lowest 20 percent of the universe or group based on lowest total expense, and the 5th Quintile represents the highest 20 percent of the universe or group based on highest total expense. References to the Fund’s Expense Group and Expense Universe are to the respective group or universe of comparable mutual funds as determined by Broadridge. Broadridge Expense Groups consist of the Fund and a representative sample of funds with similar operating structures and asset sizes, as selected by Broadridge. A Broadridge Expense Universe includes all funds with comparable investment classifications/objectives and similar operating structures to that of the share class under review for the Fund, including funds in the Broadridge Expense Group. The Broadridge expense comparisons are based on the most recent audited financial information publicly available for the Fund as of December 31, 2022.
In considering the renewal of the Agreement for the Fund, the Board considered the following additional factors:
Broadridge Total Expenses Excluding 12b-1 Fees
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Compared to Broadridge Expense Group | | | 1 | st Quintile |
Compared to Broadridge Expense Universe | | | 1 | st Quintile |
Broadridge Performance Analysis (five-year period ended December 31, 2022)
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Compared to Broadridge Performance Universe | | | 1 | st Quintile |
The Board also considered that the Manager voluntarily waived its fees or reimbursed expenses of the Fund, through March 16, 2022, to the extent necessary to achieve a positive yield.
Based on these and other considerations, the Board: (1) concluded that the fees paid to the Manager under the Agreement are fair and reasonable; and (2) determined that the Fund and its shareholders would benefit from the Manager’s continued management of the Fund.
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Delivery of Documents
Shareholder reports are available online at www.americanbeaconfunds.com/reports. Please be advised that reports are no longer sent by mail. Instead, the reports are made available online, and you will be notified by mail each time a report is posted online. You will be provided with a website link to access the report. You may elect to receive all future reports in paper free of charge. You can request to continue receiving paper copies by calling 1-866-345-5954, or you may directly inform your financial intermediary. Detailed instructions are also included in your report notifications.
If you invest in the Fund through a financial institution, you may be able to receive the Fund’s regulatory mailings, such as the Prospectus, Annual Report and Semi-Annual Report, by e-mail. If you are interested in this option, please go to www.icsdelivery.com and search for your financial institution’s name or contact your financial institution directly.
To obtain more information about the Fund:
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By E-mail: | | On the Internet: |
american_beacon.funds@ambeacon.com | | Visit our website at www.americanbeaconfunds.com |
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By Telephone: Call (800) 658-5811 | | By Mail: American Beacon Select Funds P.O. Box 219643 Kansas City, MO 64121 |
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Availability of Quarterly Portfolio Schedules | | Availability of Proxy Voting Policy and Records |
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In addition to the Schedule of Investments provided in each semi-annual and annual report, the Fund files a complete schedule of its portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-MFP on a monthly basis. The Fund’s Forms N-MFP are available on the SEC’s website at www.sec.gov. The Forms N-MFP may also be reviewed and copied at the SEC’s Public Reference Section, 100 F Street, NE, Washington, D.C. 20549-2736. Information regarding the operation of the SEC’s Public Reference Room may be obtained by calling (800)-SEC-0330. A complete schedule of the Fund’s daily portfolio holdings is also available at www.americanbeaconfunds.com the following business day. | | A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available in the Fund’s Statement of Additional Information, is available free of charge on the Fund’s website www.americanbeaconfunds.com and by calling 1-800-967-9009 or by accessing the SEC’s website at www.sec.gov. The Fund’s proxy voting record for the most recent year ended June 30 is filed annually with the SEC on Form N-PX. The Fund’s Forms N-PX are available on the SEC’s website at www.sec.gov. The Fund’s proxy voting record may also be obtained by calling 1-800-967-9009. |
Fund Service Providers:
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CUSTODIAN State Street Bank and Trust Company Boston, Massachusetts | | | | TRANSFER AGENT SS&C GIDS, Inc. Quincy, Massachusetts | | | | INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PricewaterhouseCoopers LLP Boston, Massachusetts | | | | DISTRIBUTOR Resolute Investment Distributors, Inc. Irving, Texas |
This report is prepared for shareholders of the American Beacon Select Fund and may be distributed to others only if preceded or accompanied by a current Prospectus or Summary Prospectus.
American Beacon Select Funds and American Beacon U.S. Government Money Market Select Fund are service marks of American Beacon Advisors, Inc.
SAR 06/23
Not Applicable.
ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
Not Applicable.
ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
Not Applicable.
ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
Not Applicable.
ITEM 6. | SCHEDULE OF INVESTMENTS. |
(a) | The schedules of investments for each series of the Trust are included in the shareholder reports presented in Item 1. |
ITEM 7. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not Applicable.
ITEM 8. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not Applicable.
ITEM 9. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
Not Applicable.
ITEM 10. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
The registrant has made no material changes to the procedures by which shareholders may recommend nominees to the Trust’s Board of Trustees.
ITEM 11. | CONTROLS AND PROCEDURES. |
(a) The registrant’s principal executive officer and principal financial officer have reviewed the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) as of a date within 90 days of the filing of this report as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based upon their review, such officers have concluded that the registrant’s disclosure controls and procedures are effective in ensuring that information required to be disclosed in the report is appropriately recorded, processed, summarized and reported and made know to them by others within the registrant and by the registrant’s service provider.
(b) The registrant’s principal executive officer and principal financial officer are aware of no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
ITEM 12 | DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGMENT INVESTMENT COMPANIES. |
Not Applicable.
(a)(1) Not Applicable.
(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is attached hereto as EX-99.CERT.
(a)(3) Not applicable.
(b) The certifications of each principal executive officer and principal financial officer pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, (17 CFR 270.30a-2(b), Rule 13a-14(b) or Rule 15d-14(b)) are attached hereto as EX-99.906CERT.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant): American Beacon Select Funds
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By /s/ Jeffrey K. Ringdahl |
Jeffrey K. Ringdahl |
President |
American Beacon Select Funds |
Date: September 1, 2023
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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By /s/ Jeffrey K. Ringdahl | | | | By /s/ Sonia L. Bates |
Jeffrey K. Ringdahl | | | | Sonia L. Bates |
President | | | | Chief Accounting Officer and Treasurer |
American Beacon Select Funds | | | | American Beacon Select Funds |
Date: September 1, 2023 | | | | September 1, 2023 |