Unaudited Interim Financial Statements
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PEMBROKE CANADIAN ALL CAP POOLED FUND (formerly The Pembroke Canadian Large Cap Fund) UNAUDITED INTERIM FINANCIAL STATEMENTS FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2020 JUNE 30, 2020 UNAUDITED INTERIM FINANCIAL STATEMENTS TABLE OF CONTENTS Approval of Unaudited Interim Financial Statements 3 Notice of No Auditor Review of the Interim Financial Statements 4 Pembroke Canadian All Cap Pooled Fund (formerly The Pembroke Canadian Large Cap Fund) Statements of Financial Position 5 Statements of Comprehensive Income 6 Statements of Changes in Financial Position Attributable to Holders of Redeemable Units 7 Statements of Cash Flows 8 Schedule of Investment Portfolio 9 Notes to Interim Financial Statements 11 2 JUNE 30, 2020 UNAUDITED INTERIM FINANCIAL STATEMENTS Approval of the Unaudited Interim Financial Statements: For the six-month period ended June 30, 2020 Pembroke Canadian All Cap Pooled Fund (formerly The Pembroke Canadian Large Cap Fund) (referred to as the “Fund”) Approved by the Trustee, Pembroke Private Wealth Management Ltd. Jeffrey S. D. Tory Michael P. McLaughlin Director Director Montreal, August 24, 2020 3 JUNE 30, 2020 UNAUDITED INTERIM FINANCIAL STATEMENTS Unaudited Interim Financial Statements: For the six-month period ended June 30, 2020 Copies of the Unaudited Interim Financial Statements may be obtained at your request, and at no cost, by calling the toll-free numbers 1-800-668-7383 or 1-800-667-0716, by writing to us at Pembroke Private Wealth Management Ltd., 150 King Street, Suite 1210, Toronto, Ontario, M5H 1J9 or 1002 Sherbrooke Street West, Suite 1700, Montreal, Quebec, H3A 3S4, or by visiting our website at www.pml.ca. Copies of the Annual Financial Statements may also be obtained, at no cost, using any of the methods outlined above. Unitholders may also contact us using one of these methods to request a copy of the investment Fund’s proxy voting policies and procedures, proxy voting disclosure records or quarterly portfolio disclosures. Notice of no auditor review of the unaudited interim financial statements Pembroke Private Wealth Management Ltd., the Trustee of the Fund, appoints an independent auditor to audit the Fund’s Annual Financial Statements. Under Canadian securities laws (National Instrument 81- 106), if an auditor has not reviewed the Interim Financial Statements, this must be disclosed in an accompanying notice. The Fund’s independent auditor has not performed a review of these Interim Financial Statements in accordance with standards established by the Chartered Professional Accountants of Canada. 4 PEMBROKE CANADIAN ALL CAP POOLED FUND (formerly The Pembroke Canadian Large Cap Fund) STATEMENTS OF FINANCIAL POSITION (unaudited) As at June 30, 2020 Dec. 31, 2019 (IN CANADIAN DOLLARS) $ $ Assets Cash 2,863 7,231 Investments at fair value through profit or loss 426,533 419,838 Accrued income 356 545 QST receivable 36 18 Total assets 429,788 427,632 Liabilities HST Payable 7 4 Total liabilities (excluding net assets attributable to holders of redeemable units) 7 4 Net assets attributable to holders of redeemable units 429,781 427,628 Net assets attributable to holders of redeemable units per unit Net assets CAD 10.64 10.31 406,607 408,197 Investments, at cost The accompanying notes are an integral part of these interim financial statements 5 PEMBROKE CANADIAN ALL CAP POOLED FUND (formerly The Pembroke Canadian Large Cap Fund) STATEMENTS OF COMPREHENSIVE INCOME (unaudited) For the six-month periods ended June 30 2020 2019* (IN CANADIAN DOLLARS) $ $ Income Dividend income 2,972 5,291 Interest income for distribution purposes 33 50 Net realized gains (losses) on investments at fair value through profit or loss 4,327 807 Net change in unrealized gains (losses) on investments at fair value through profit or loss 8,285 22,020 Total operating income (loss) 15,617 28,168 Expenses Securityholders’ information fees 286 175 Filing fees 989 - Custodial fees 1,988 1,211 Legal fees 261 - Transaction costs on purchase and sale of investments 45 298 Total operating expenses 3,569 1,684 Profit (loss) before undernoted 12,048 26,484 Expenses absorbed by Manager 1,535 175 Profit (loss) after taxes 13,583 26,659 Increase (decrease) in net assets attributable to holders of redeemable units 13,583 26,659 Weighted average number of redeemable units outstanding during the period 41,355 38,600 Increase (decrease) in net assets attributable to holders of redeemable units per unit 0.33 0.69 *Beginning of operations January 31, 2019 The accompanying notes are an integral part of these interim financial statements 6 PEMBROKE CANADIAN ALL CAP POOLED FUND (formerly The Pembroke Canadian Large Cap Fund) STATEMENTS OF CHANGES IN FINANCIAL POSITION ATTRIBUTABLE TO HOLDERS OF REDEEMABLE UNITS (unaudited) For the six-month periods ended June 30 2020 2019* (IN CANADIAN DOLLARS) $ $ Net assets attributable to holders of redeemable units at beginning of period 427,628 - Increase (decrease) in net assets attributable to holders of redeemable units 13,583 26,659 Redeemable unit transactions Proceeds from redeemable units issued - 386,000 Redemption of redeemable units (11,430) - Net increase (decrease) from unit transactions (11,430) 386,000 Net assets attributable to holders of redeemable units at end of period 429,781 412,659 *Beginning of operations January 31, 2019 The accompanying notes are an integral part of these interim financial statements 7 PEMBROKE CANADIAN ALL CAP POOLED FUND (formerly The Pembroke Canadian Large Cap Fund) STATEMENTS OF CASH FLOWS (unaudited) For the six-month periods ended June 30 2020 2019* (IN CANADIAN DOLLARS) $ $ Cash flows provided from operating activities Increase (decrease) in amount attributable to holders of redeemable units 13,583 26,659 Adjustments for: Interest income for distribution purposes (33) (50) Dividend income (2,972) (5,291) 10,578 21,318 Net increase (decrease) in investments at fair value through profit or loss Purchase of investments (75,166) (384,899) Proceeds from sale and maturity of investments 81,038 4,910 Net realized losses (gains) on investments at fair value through profit or loss (4,327) (807) Net change in unrealized losses (gains) on investments at fair value through profit or loss (8,285) (22,020) Transaction costs on purchase and sale of investments 45 298 Net decrease (increase) in other receivables (18) - Net decrease (increase) in other payables 3 1 3,868 (381,199) Interest received 33 50 Dividends received 3,161 4,485 Net cash flows provided from operating activities 7,062 (376,664) Cash flows provided from financing activities Proceeds from redeemable units issued - 386,000 Net cash flows provided from financing activities (11,430) 386,000 Net increase (decrease) in cash (4,368) 9,336 Cash at the beginning of the period 7,231 - Cash at the end of the period 2,863 9,336 Non-Cash Transactions None for the periods ending June 30, 2020 and June 30, 2019 *Beginning of operations January 31, 2019 The accompanying notes are an integral part of these interim financial statements 8 PEMBROKE CANADIAN ALL CAP POOLED FUND (formerly The Pembroke Canadian Large Cap Fund) Schedule of Investment Portfolio As at June 30, 2020 (IN CANADIAN DOLLARS, EXCEPT SHARE AM OUNTS) Number of Cost Fair Value shares Investments $ $ Canadian equities Communication Services - 2.58 % 203 Rogers Communications 13,568 11,074 Consumer Discretionary - 12.40 % 671 Aritzia 12,752 12,756 354 Bombardier Recreational Products 21,482 20,497 444 Dollarama 19,076 20,051 53,310 53,304 Consumer Staples - 8.91 % 502 Alimentation Couche-Tard 19,861 21,370 445 Maple Leaf Foods 13,206 12,687 76 Metro 3,983 4,256 37,050 38,313 Energy - 2.24 % 1,121 PrairieSky Royalty 9,484 9,618 Financials - 18.36 % 253 Brookfield Asset Management 12,280 11,304 402 Canadian Western Bank 12,784 9,507 482 Guardian Capital Group 12,897 10,002 185 IA Financial Group 12,913 8,410 205 Royal Bank of Canada 20,525 18,883 155 TMX Group 17,154 20,806 88,553 78,912 Industrials - 10.11 % 32 Boyd Group Services 6,464 6,466 227 Ritchie Bros. Auctioneers 12,878 12,546 186 Toromont Industries 12,072 12,531 143 WSP Global 12,688 11,906 44,102 43,449 Information Technology - 24.29 % 154 Ceridian HCM Holding 13,016 16,671 148 CGI 14,391 12,658 9 Constellation Software 13,590 13,796 366 Enghouse Systems 17,926 26,535 735 Evertz Technologies 12,968 8,247 70 Kinaxis 7,295 13,584 224 OpenText 12,399 12,914 91,585 104,405 The accompanying notes are an integral part of these interim financial statements 9 PEMBROKE CANADIAN ALL CAP POOLED FUND (formerly The Pembroke Canadian Large Cap Fund) Schedule of Investment Portfolio - (continued) As at June 30, 2020 (IN CANADIAN DOLLARS, EXCEPT SHARE AMOUNTS) Number of Cost Fair Value shares Investments $ $ Canadian equities - (continued) Materials - 14.72 % 21 Shopify 7,216 27,085 281 CCL Industries 15,746 12,330 65 Franco-Nevada 7,373 12,327 338 Stella-Jones 12,886 11,539 43,221 63,281 Real Estate - 5.63 % 333 Altus Group 12,834 13,583 136 Colliers International 12,900 10,594 25,734 24,177 Total Investments - Canadian equities - 99.24 % 406,607 426,533 Other assets - net - 0.76 % 3,248 Total net assets - 100.00 % 429,781 The accompanying notes are an integral part of these interim financial statements 10 NOTES TO THE INTERIM FINANCIAL STATEMENTS Period ended June 30, 2020 (unaudited) 1. The Fund (i) Establishment of the Fund Pembroke Canadian All Cap Pooled Fund (formerly The Pembroke Canadian Large Cap Fund) (the “Fund”) is an open-end mutual fund established under the laws of the Province of Ontario pursuant to a Master Declaration of Trust dated January 31, 2020.