Advisors Inner Circle Fund

08/07/2024 | Press release | Distributed by Public on 08/07/2024 19:18

Semi Annual Report by Investment Company Form N CSRS

LSV Emerging Markets Equity

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 811-06400

The Advisors' Inner Circle Fund

(Exact name of registrant as specified in charter)

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Address of principal executive offices) (Zip code)

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Name and address of agent for service)

Registrant's telephone number, including area code: (877) 446-3863

Date of fiscal year end: October 31, 2024

Date of reporting period: April 30, 2024

Item 1. Reports to Stockholders.

(a)

A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the "Act") (17 CFR § 270.30e-1), is attached hereto.

THE ADVISORS' INNER CIRCLE FUND

Emerging Markets Equity Fund

SEMI-ANNUAL REPORT TO SHAREHOLDERS

April 30, 2024

This information must be preceded or accompanied by a current prospectus. Investors should read the prospectus carefully before investing.

MANAGER'S DISCUSSION AND ANALYSIS OF FUND PERFORMANCE

(Unaudited)

The average total net of fees return† of the LSV Emerging Markets Equity Fund, the benchmark MSCI Emerging Markets Index and the MSCI Emerging Markets Value Index for the trailing periods ending April 30, 2024 were as follows:

Trailing

 6-months 

One

  Year  

Three

  Years  

Since

 Inception 

LSV Emerging Markets Equity Fund, Institutional Shares* 19.16% 18.25% 4.38% 7.21%

Benchmark:

MSCI Emerging Markets Index

15.41% 9.88% -5.69% 3.16%

Value Benchmark:

MSCI Emerging Markets Value Index

14.74% 11.64% -1.44% 2.76%

Periods longer than one year are annualized.

* Month Ended April 30, 2024.

Institutional Class Shares performance as of 3/31/24: 19.51% (1-year), 5.14% (3 Year) and 7.07% (Since Inception). The performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor's shares when redeemed, may be worth more or less than their original cost and current performance may be lower or higher than the performance quoted. For performance data current to the most recent month end, please call 888-FUND-LSV (888-386-3578). Inception date 1/18/2019.

Despite concerns surrounding higher interest rates and geopolitical tensions, global equities rallied over the past six-month period, thanks to optimism regarding the potential for interest rate cuts from global central banks later in the year. Emerging market equities underperformed their developed market peers in the six months ending April 30th 2024 with The MSCI Emerging Markets Index was up 15.41% (in USD) versus the MSCI World Index gaining 20.30% (in USD). From a style perspective, emerging markets value stocks (as measured by the MSCI Indices) underperformed growth over the period-the MSCI Emerging Markets Value Index was up 14.74% while the MSCI Emerging Markets Growth Index was up 16.05% (both in USD). The LSV Emerging Markets Equity Fund, Institutional Class Shares, was up 19.16% for the period.

The Fund's deeper value bias contributed positively to relative performance over the over the period despite the underperformance of 'value' as a style-as stocks that were cheap on the basis of forecasted earnings and cash flow basis, which we favor, performed well. Performance attribution further indicates that both stock selection and sector allocation contributed positively to portfolio relative returns for the period. Stock selection relative gains were largely the result of the outperformance of deep value names within Financials, Energy, and Materials. Within Financials, holdings in the Specialized Finance and Diversified Banks industries performed particularly well. Within Energy, holdings in Oil & Gas Exploration & Production, Integrated Oil & Gas, and Oil & Gas Storage & Transportation also added to relative returns. Within Materials not owning expensive stocks within Commodity Chemicals also added value while holdings in the Aluminum and Diversified Metals & Mining industries outperformed. On the negative side, stock selection detracted within Information Technology and Consumer Discretionary. From a sector perspective, relative gains modest and primarily the result of our overweight to Energy and underweight to Consumer Discretionary stocks.

Top contributors for the past six months included our overweight positions in Power Finance, REC Limited, Oil India, Oracle Financial Services Software, Gail (India), Kia Corp, PetroChina, Canara Bank, Coal India, and Amara Raja Energy & Mobility. Not owning Wuxi Biologics, Meituan, Netease, Yum China Holdings and BYD also added value. The main individual detractors included our overweight positions in Abu Qir Fertilizers & Chemical Industries, Lenovo Group, China Medical System Holdings, Krung Thai Bank Public, Zhongsheng Group Holdings, Origin Property, Vodacom Group, Minerva and Bangkok Bank Public Company. Not owning SK Hynix, Tencent, Reliance Industries, Bharti Airtel, Hyundai Motor and HLB Incorporated also detracted.

1

MANAGER'S DISCUSSION AND ANALYSIS OF FUND PERFORMANCE

(Unaudited)

The Fund continues to trade at a significant discount to the overall market as well as to the value benchmark. The Fund is trading at 8.3x forward earnings compared to 13.0x for the MSCI Emerging Markets Index, 1.1x book value compared to 1.7x for the MSCI Emerging Markets Index and 6.1x cash flow compared to 10.7x for the MSCI Emerging Markets Index. Sector weightings are a result of our bottom-up stock selection process, subject to constraints at the sector and industry levels. The Fund is currently overweight Industrials, Energy and Financials while underweight the Consumer Discretionary, Communication Services and Information Technology sectors.

Our organization remains stable and our research team continues to pursue an active research agenda in which we are looking for better ways to measure value and identify signs of positive change. As always, we are focused on delivering the long-term results that our investors have come to expect from LSV and that we have delivered for clients since 1994.

This material represents the manager's assessment of the portfolio and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice. Investing involves risk including loss of principal. The information provided herein represents the opinion of the manager and is not intended to be a forecast of future events, a guarantee of future results or investment advice.

Forward earnings is not a forecast of the Fund's future performance. Investing involves risk, including possible loss of principal. Investments in smaller companies typically exhibit higher volatility.

The MSCI Emerging Markets Index is a market capitalization weighted index designed to provide a broad measure of equity-market performance throughout the emerging markets.

The MSCI Emerging Markets Value Index captures large and mid-cap securities exhibiting overall value style characteristics across the emerging markets.

The MSCI Emerging Markets Growth Index captures large and mid-cap securities exhibiting overall growth style characteristics across the emerging markets.

Index Returns are for illustrative purposes only and do not represent actual fund performance. Index performance returns do not reflect any manage fees, transaction costs or expenses. Indexes are unmanaged and one cannot invest directly in an index. Past performance does not guarantee future results.

2

April 30, 2024 (Unaudited)

Sector Weightings †:

†  Percentages are based on total investments.

Schedule of Investments

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

Foreign Common Stock (95.5%)

Brazil (3.1%)

Banco do Brasil

48,600 $ 258

Camil Alimentos

44,100 71

JBS

35,400 160

Telefonica Brasil

5,800 53

Vale

16,500 201

Vibra Energia

15,100 68
811

Chile (0.7%)

Cencosud

83,100 142

Cia Cervecerias Unidas

6,200 38
   180

China (24.8%)

3SBio

89,000 71

Alibaba Group Holding

66,500 622

Anhui Conch Cement, Cl H

12,500 29

AviChina Industry & Technology, Cl H

195,000 84

BAIC Motor, Cl H

305,500 87

Baidu, Cl A*

6,240 81

Bank of China, Cl H

762,000 342

Bank of Communications, Cl H

208,000 150

Beijing Enterprises Holdings

22,500 72

China BlueChemical

302,000 96

China CITIC Bank, Cl H

263,000 154

China Coal Energy, Cl H

84,000 85

China Everbright

34,000 18

China Everbright Bank, Cl H

265,000 80

China Feihe

194,000 106

China Hongqiao Group

58,000 80

China Medical System Holdings

44,000 39

China Merchants Port Holdings

52,000 69

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

China (continued)

China Minsheng Banking, Cl H

254,000 $ 93

China Nonferrous Mining

141,000 127

China Pacific Insurance Group, Cl H

39,000 85

China Petroleum & Chemical, Cl H

268,000    160

China Reinsurance Group, Cl H

740,000 53

China Resources Medical Holdings

121,000 64

China Suntien Green Energy, Cl H

88,000 36

China Tower, Cl H

554,000 65

China XLX Fertiliser

128,000 58

China Yongda Automobiles Services Holdings

98,000 27

CSPC Pharmaceutical Group

134,000 110

Far East Horizon

91,000 68

Guangzhou Baiyunshan Pharmaceutical Holdings, Cl H

22,000 58

Hengan International Group

15,000 50

Horizon Construction Development*

3,370 1

JOYY ADR

289 9

Kangji Medical Holdings

64,000 59

Kunlun Energy

92,000 89

Lenovo Group

224,000 252

Lonking Holdings

152,000 28

NetDragon Websoft Holdings

32,000 45

New China Life Insurance, Cl H

34,700 67

People's Insurance Group of China, Cl H

310,000 102

PetroChina, Cl H

454,000 422

PICC Property & Casualty, Cl H

164,000 204

Ping An Insurance Group of China, Cl H

12,000 54

Postal Savings Bank of China, Cl H

146,000 76

SciClone Pharmaceuticals Holdings

65,000 149

Shanghai Pharmaceuticals Holding, Cl H

36,000 51

Shougang Fushan Resources Group

210,000 80

Sinopec Engineering Group, Cl H

124,000 80

Sinopharm Group, Cl H

48,000 121

Sinotrans, Cl H

215,000 103

Sinotruk Hong Kong

56,000 139

SITC International Holdings

38,000 82

TCL Electronics Holdings

64,000 42

The accompanying notes are an integral part of the financial statements

3

Schedule of Investments
April 30, 2024 (Unaudited)

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

China (continued)

Tencent Music Entertainment Group ADR*

13,500 $ 169

Tianneng Power International

72,000 55

Vipshop Holdings ADR

8,700 131

Want Want China Holdings

83,000 47

Weichai Power, Cl H

85,000 174

Yangzijiang Shipbuilding Holdings

81,400 104

Yuexiu Transport Infrastructure

98,000 49

Zhejiang Expressway, Cl H

68,000 44

Zhengzhou Coal Mining Machinery Group, Cl H

63,400 104

Zhongsheng Group Holdings

43,500 79
   6,530

Egypt (0.4%)

Abou Kir Fertilizers & Chemical Industries

43,900 57

Eastern SAE

117,100 54
111

Greece (0.4%)

Motor Oil Hellas Corinth Refineries

3,600 104

Hong Kong (1.3%)

Grand Pharmaceutical Group

124,500 69

Kingboard Laminates Holdings

66,000 57

Orient Overseas International

6,000 88

SSY Group

224,000 135
349

Hungary (1.0%)

Magyar Telekom Telecommunications

26,200 66

MOL Hungarian Oil & Gas

10,900 89

OTP Bank Nyrt

2,400 119
274

India (16.4%)

Amara Raja Energy & Mobility

12,400 163

Aurobindo Pharma

3,500 48

Bank of Baroda

40,800 137

Canara Bank

31,400 233

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

India (continued)

Chambal Fertilisers and Chemicals

15,347 $ 78

Coal India

48,300 263

Firstsource Solutions

57,100 144

GAIL India

88,800 222

General Insurance Corp of India

21,600 89

Gujarat Narmada Valley Fertilizers & Chemicals

11,800 101

Gujarat State Fertilizers & Chemicals

50,600 149

HCL Technologies

5,400 88

Indian Bank

29,300 192

JK Paper

27,900 127

Mahanagar Gas

6,973 121

Natco Pharma

2,000 24

National Aluminium

26,900 60

NMDC

69,700 212

NMDC Steel*

44,900 35

NTPC

18,400 80

Oil & Natural Gas

67,600 228

Oil India

31,200 231

Petronet LNG

42,400 157

Power Finance

44,400 234

Power Grid Corp of India

50,266 181

REC

41,400 251

Redington

64,800 169

Union Bank of India

74,100 137

UPL

8,200 50

Vedanta

24,400 116
   4,320

Indonesia (1.5%)

Astra International

208,300 66

Bank Negara Indonesia Persero

295,400 95

Bukit Asam

279,400 52

Matahari Department Store

249,400 24

Telkom Indonesia Persero

370,100 72

United Tractors

58,800 90
399

Kuwait (0.4%)

Mobile Telecommunications KSCP

75,000 119

Malaysia (1.5%)

AMMB Holdings

88,000 77

CIMB Group Holdings

61,600 85

RHB Bank

62,800 72

Scientex

64,200 56

The accompanying notes are an integral part of the financial statements

4

Schedule of Investments
April 30, 2024 (Unaudited)

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

Malaysia (continued)

Sime Darby

199,000 $ 118
408

Mexico (3.3%)

Cemex*

208,200    165

Coca-Cola Femsa

21,182 210

Fibra Uno Administracion‡

55,800 80

Grupo Financiero Banorte, Cl O

11,500 114

Grupo Mexico

22,000 136

Kimberly-Clark de Mexico, Cl A

29,657 62

Megacable Holdings

32,700 95
862

Philippines (0.3%)

DMCI Holdings

460,100 88

Poland (1.4%)

Asseco Poland

5,300 104

ORLEN

5,226 85

Powszechny Zaklad Ubezpieczen

14,000 177
366

Russia (-%)

Gazprom PJSC(A),(B)*

11,300 -

LUKOIL PJSC(A),(B)

2,300 -

Magnit PJSC(A),(B)

1,000 -

MMC Norilsk Nickel PJSC(A),(B)

370 -

Mobile TeleSystems PJSC(A),(B)

13,800 -
-

Saudi Arabia (3.0%)

Arab National Bank

23,500 193

Banque Saudi Fransi

10,000 98

Etihad Etisalat

12,100 167

Mobile Telecommunications Saudi Arabia

26,600 86

Saudi Awwal Bank

11,600 126

Saudi Investment Bank

24,500 110
780

South Africa (2.6%)

Absa Group

11,400 88

African Rainbow Minerals

4,300 44

Astral Foods*

2,435 19

Exxaro Resources

5,300 51

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

South Africa (continued)

Foschini Group

10,400 $ 55

Impala Platinum Holdings

11,324 50

MTN Group

19,400 93

Nedbank Group

5,600 68

Oceana Group

16,600 67

Tiger Brands

5,029 55

Vodacom Group

19,800 95
   685

South Korea (11.5%)

BGF retail

800 75

DB HiTek

1,900 56

DB Insurance

2,100 147

DL E&C

332 9

Doosan Bobcat

3,200 120

Hana Financial Group

2,900 122

Hankook & Co

5,100 60

Hyundai GF Holdings

4,572 16

Hyundai Glovis

800 105

Hyundai Green Food

2,427 21

Hyundai Home Shopping Network

1,000 39

Hyundai Marine & Fire Insurance

2,800 63

Kginicis

1,700 14

Kia

4,000 339

KT

4,800 120

KT&G

1,300 84

LG

2,100 120

Lotte Chilsung Beverage

1,000 91

LX INTERNATIONAL CORP

2,700 54

LX Semicon

1,000 53

Samsung Electronics

10,400 579

Samsung Fire & Marine Insurance

600 134

Samsung SDS

1,000 115

Shinhan Financial Group

5,300 178

Shinsegae

500 60

SK Telecom

2,100 78

SNT Motiv

2,000 67

Value Added Technology

2,700 57

Vieworks

2,300 46
3,022

Taiwan (16.9%)

ASE Technology Holding

51,000 229

Cathay Financial Holding

43,000 66

Chicony Electronics

20,000 124

Chipbond Technology

22,000 51

ChipMOS Technologies

58,000 81

Compal Electronics

54,000 59

Compeq Manufacturing

58,000 137

CTBC Financial Holding

266,000 278

The accompanying notes are an integral part of the financial statements

5

Schedule of Investments
April 30, 2024 (Unaudited)

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

Taiwan (continued)

Foxsemicon Integrated Technology

16,000 $ 148

Global Brands Manufacture

26,000 58

Global Mixed Mode Technology

8,000 70

Hon Hai Precision Industry

62,000 295

King Yuan Electronics

51,000 148

MediaTek

10,000 302

Micro-Star International

21,000 102

Novatek Microelectronics

11,000 208

Pou Chen

98,000 108

Powertech Technology

34,000 181

Primax Electronics

36,000 107

Radiant Opto-Electronics

29,000 177

Sigurd Microelectronics

41,000 93

Simplo Technology

9,000 120

Sino-American Silicon Products

22,000 131

SinoPac Financial Holdings

46 -

Taiwan Semiconductor Manufacturing

15,000 360

Topco Scientific

10,288 79

Tripod Technology

18,000 108

United Integrated Services

14,000 169

United Microelectronics

151,000 232

Yuanta Financial Holding

162,472 152

Zyxel Group

57,000 72
4,445

Thailand (1.8%)

Bangkok Bank

17,700 65

Kasikornbank

24,000 84

Kiatnakin Phatra Bank

43,700 61

Krung Thai Bank

286,900 131

Origin Property

273,000 52

Quality Houses

593,800 35

Supalai

96,600 51
479

Turkey (1.8%)

BIM Birlesik Magazalar

11,400 136

Coca-Cola Icecek

6,400 143

Haci Omer Sabanci Holding

52,200 150

Turkiye Sise ve Cam Fabrikalari

29,600 46
   475

United Arab Emirates (1.4%)

Air Arabia PJSC

130,600 95

Emaar Properties PJSC

59,100 132

LSV Emerging Markets Equity Fund

 Shares   Value (000) 

United Arab Emirates (continued)

Emirates NBD Bank PJSC

31,300 $ 145
372

TOTAL FOREIGN COMMON STOCK
(Cost $22,441)

25,179

Foreign Preferred Stock (1.7%)

Brazil** (1.7%)

Banco do Estado do Rio Grande do Sul

36,000 88

Cia Energetica de Minas Gerais

66,820 125

Itausa

59,010 109

Petroleo Brasileiro

16,500 133
455

TOTAL FOREIGN PREFERRED STOCK
(Cost $412)

455

Warrants (0.0%)

Thailand (0.0%)

Kiatnakin Phatra Bank 01/02/2025 *

3,642 -

Kiatnakin Phatra Bank 01/03/2027*

3,642 -
-

TOTAL WARRANTS
(Cost $-)

-
Face
Amount
(000)

Repurchase Agreement (2.4%)

South Street Securities 5.000%, dated 04/30/2024, to be repurchased on 05/01/2024, repurchase price $639 (collateralized by various U.S. Treasury obligations, ranging in par value $0 - $209, 0.625% - 4.625%, 03/15/2025 - 02/15/2033; total market value $651)

$ 639 639

TOTAL REPURCHASE AGREEMENT
(Cost $639)

639

Total Investments - 99.6%
(Cost $23,492)

$   26,273

The accompanying notes are an integral part of the financial statements

6

Schedule of Investments
April 30, 2024 (Unaudited)

Percentages are based on Net Assets of $26,378 (000).

Real Estate Investment Trust.

*

Non-income producing security.

**

No rate available.

(A)

Security is Fair Valued.

(B)

Level 3 security in accordance with fair value hierarchy.

ADR - American Depositary Receipt

Cl - Class

PJSC - Public Joint Stock Company

The following is a summary of the inputs used as of April 30, 2024, in valuing the Fund's investments carried at value ($000):

 Investments in

   Securities

 Level 1   Level 2   Level 3(1)  Total 

Foreign Common Stock

Brazil

$ 811 $ - $ - $ 811

Chile

180 - - 180

China

310 6,220 - 6,530

Egypt

- 111 - 111

Greece

- 104 - 104

Hong Kong

- 349 - 349

Hungary

89 185 - 274

India

- 4,320 - 4,320

Indonesia

52 347 - 399

Kuwait

- 119 - 119

Malaysia

- 408 - 408

Mexico

862 - - 862

Philippines

- 88 - 88

Poland

- 366 - 366

Russia‡

- - -^ -

Saudi Arabia

- 780 - 780

South Africa

- 685 - 685

South Korea

- 3,022 - 3,022

Taiwan

- 4,445 - 4,445

Thailand

- 479 - 479

Turkey

- 475 - 475

United Arab Emirates

277 95 - 372

Total Foreign Common Stock

2,581 22,598 - 25,179

Foreign Preferred Stock
Brazil

455 - - 455

Total Foreign Preferred Stock

455 - - 455

Total Warrants

- - - -

Total Repurchase Agreement

- 639 - 639
Total Investments in Securities $  3,036 $ 23,237 $    - $ 26,273
(1)

A reconciliation of Level 3 investments and disclosures of significant unobservable inputs are presented when the Fund has a significant amount of Level 3 investments at the beginning and/or end of the period in relation to Net Assets. Management has concluded that Level 3 investments are not material in relation to Net Assets.

For the period ended April 30, 2024, there were no significant changes into/ out of Level 3. The transfer into Level 3 investments for the Fund were immaterial, although the unrealized appreciation/(depreciation) on these investments was $(473) ($ Thousands). These securities were impacted by the invasion of Ukraine and sanctions on market conditions in Russia. From the start of the conflict in Ukraine until April 30, 2024, Russian-held investments were deemed to be worthless due to sanctions and inaccessibility of the market.

^

Includes Securities in which the fair value is $0 or has been rounded to $0.

Amounts designated as "-" are $0 or have been rounded to $0.

For more information on valuation inputs, see Note 2 - Significant Accounting Policies in the Notes to Financial Statements.

The accompanying notes are an integral part of the financial statements

7

Statement of Assets and Liabilities (000)
April 30, 2024 (Unaudited)

LSV Emerging 

Markets Equity 

Fund

Assets:

Investments, at Value (Cost $23,492)

$ 26,273  

Foreign Currency, at Value (Cost $250)

248  

Receivable for Investment Securities Sold

81  

Dividends and Interest Receivable

67  

Receivable for Capital Shares Sold

5  

Reclaims Receivable

2  

Prepaid Expenses

24  

Total Assets

26,700  

Liabilities:

Accrued Foreign Capital Gains Tax

230  

Payable to Custodian

53  

Payable for Custody Fees

21  

Payable for Investment Securities Purchased

14  

Payable due to Investment Adviser

2  

Payable due to Administrator

1  

Payable due to Trustees

1  

Total Liabilities

322  

Net Assets

$   26,378  

Net Assets Consist of:

Paid-in Capital

$ 24,132  

Total Distributable Earnings

2,246  

Net Assets

$ 26,378  

Net Asset Value, Offering and Redemption Price Per Share -
Institutional Class Shares ($23,905 ÷ 2,063,474 shares)(1)

$ 11.58  

Net Asset Value, Offering and Redemption Price Per Share -
Investor Class Shares ($2,473 ÷ 213,772 shares)(1)

$ 11.57  

(1) Shares have not been rounded.

The accompanying notes are an integral part of the financial statements

8

Statement of Operations (000)
For the six months ended April 30, 2024 (Unaudited)

LSV Emerging 

Markets Equity 

Fund

Investment Income:

Dividend Income

$ 377  

Interest Income

12  

Foreign Taxes Withheld

(68) 

Total Investment Income

321  

Expenses:

Investment Advisory Fees

120  

Administration Fees

7  

Distribution Fees - Investor Class

2  

Trustees' Fees

1  

Chief Compliance Officer Fees

1  

Custodian Fees

47  

Transfer Agent Fees

20  

Registration and Filing Fees

20  

Printing Fees

3  

Professional Fees

2  

Insurance and Other Fees

8  

Total Expenses

231  

Less: Waiver of Investment Advisory Fees

(108) 

Less: Fees Paid Indirectly - (see Note 4)

(2) 

Net Expenses

121  

Net Investment Income

200  

Net Realized Gain on Investments

469  

Net Realized Loss on Foreign Currency Transactions

(11) 

Net Realized Loss on Foreign Capital Gains Tax

(38) 

Net Change in Unrealized Appreciation on Investments

3,592  

Net Change in Unrealized Depreciation on Foreign Capital Gains Tax on Appreciated Securities

(140) 

Net Change in Unrealized Depreciation on Foreign Currency Translation

(1) 

Net Realized and Unrealized Gain on Investments

3,871  

Net Increase in Net Assets Resulting from Operations

$   4,071  

The accompanying notes are an integral part of the financial statements

9

Statements of Changes in Net Assets (000)

For the six months ended April 30, 2024 (Unaudited) and for the year ended October 31, 2023

 LSV Emerging Markets Equity 
Fund

11/1/2023 to

04/30/2024

11/1/2022 to

10/31/2023

Operations:

Net Investment Income

$ 200 $ 768  

Net Realized Gain (Loss)

420 (396) 

Net Change in Unrealized Appreciation

3,451 3,162  

Net Increase in Net Assets Resulting from Operations

4,071 3,534  

Distributions

Institutional Class Shares

(1,027 ) (589) 

Investor Class Shares

(79 ) (31) 

Total Distributions

(1,106 ) (620) 

Capital Share Transactions:

Institutional Class Shares:

Issued

2,478 1,782  

Reinvestment of Dividends and Distributions

1,027 588  

Redeemed

(1,288 ) (1,961) 

Net Increase from Institutional Class Shares Transactions

2,217 409  

Investor Class Shares:

Issued

1,834 756 

Reinvestment of Dividends and Distributions

79 31  

Redeemed

(1,004 ) (415) 

Net Increase from Investor Class Shares Transactions

909 372  

Net Increase in Net Assets Derived from Capital Share Transactions

3,126 781  

Total Increase in Net Assets

6,091 3,695  

Net Assets:

Beginning of Period

20,287 16,592  

End of Year/Period

$   26,378 $   20,287  

Shares Transactions:

Institutional Class:

Issued

222 178  

Reinvestment of Dividends and Distributions

93 62  

Redeemed

(115 ) (197) 

Total Institutional Class Share Transactions

200 43  

Investor Class:

Issued

166 75  

Reinvestment of Dividends and Distributions

7 3  

Redeemed

(90 ) (41) 

Total Investor Class Share Transactions

83 37  

Net Increase in Shares Outstanding

283 80  

Amounts designated as "-" are $0 or have been rounded to zero.

The accompanying notes are an integral part of the financial statements

10

Financial Highlights

For a share outstanding throughout each period.

For the six months ended April 30, 2024 (Unaudited) and for the years ended October 31

Net
Asset
Value
 Beginning 
of Period
Net
 Investment 
Income(1)
 Realized and 
Unrealized
Gains
(Losses) on
Investments
Total from
 Operations 
Dividends
from Net
 Investment 
Income
Distributions
 from Realized 
Gains
Total
Dividends
and
 Distributions 
Net
 Asset 
Value
End of
Period
Total
 Return† 
Net
 Assets End 
of Period
(000)
Ratio of
Expenses
 to Average 
Net Assets
Ratio of
Expenses to
Average Net
Assets
(Excluding
Waivers,
 Reimbursements 
and Fees Paid
Indirectly)
Ratio of
Net
 Investment 
Income to
Average
Net Assets
Portfolio
 Turnover 
Rate‡

LSV Emerging Markets Equity Fund

Institutional Class Shares

2024*

$ 10.18 $ 0.09 $ 1.84 $ 1.93 $ (0.53 ) $ -   $ (0.53 ) $   11.58 19.16 % $23,905 0.99 % 1.90 % 1.68 % 7 %

2023

8.67 0.39 1.44 1.83 (0.32 ) -   (0.32 ) 10.18 21.39 18,960 1.19 1.85 3.87 17

2022

12.09 0.45 (2.88 ) (2.43 ) (0.36 ) (0.63 ) (0.99 ) 8.67 (21.97 ) 15,780 1.19 2.45 4.33 38

2021

9.11 0.37 2.91 3.28 (0.21 ) (0.09 ) (0.30 ) 12.09 36.38 13,451 1.19 2.68 3.18 19

2020

10.28 0.26 (1.11 ) (0.85 ) (0.31 ) (0.01 ) (0.32 ) 9.11 (8.67 ) 6,384 1.19 3.20 2.85 19

2019**

10.00 0.27 0.01 0.28 -   -   -   10.28 2.80 6,416 1.20 4.20 3.38 5

Investor Class Shares

2024*

$ 10.15 $ 0.08 $ 1.85 $ 1.93 $ (0.51 ) $ -   $ (0.51 ) $   11.57 19.22 % $2,473 1.24 % 2.15 % 1.45 % 7 %

2023

8.65 0.37 1.43 1.80 (0.30 ) -   (0.30 ) 10.15 21.02 1,327 1.45 2.09 3.65 17

2022

12.07 0.43 (2.89 ) (2.46 ) (0.33 ) (0.63 ) (0.96 ) 8.65 (22.18 ) 812 1.45 2.63 4.04 38

2021

9.10 0.37 2.88 3.25 (0.19 ) (0.09 ) (0.28 ) 12.07 36.06 1,031 1.45 2.95 3.15 19

2020

10.28 0.25 (1.12 ) (0.87 ) (0.30 ) (0.01 ) (0.31 ) 9.10 (8.83 ) 350 1.45 3.50 2.79 19

2019**

10.00 0.15 0.13 0.28 -   -   -   10.28 2.80 184 1.48 (2) 3.89 1.92 5
*

For the six-month period ended April 30, 2024. All ratios for the period have been annualized.

**

Commenced operations on January 17, 2019. All ratios for the period have been annualized

Total return is for the period indicated and has not been annualized. Total return would have been lower had the Adviser not waived a portion of its fee. Total returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Portfolio turnover rate is for the period indicated and has not been annualized.

(1)  Per share calculations were performed using average shares for the period.

(2)  Ratio reflects the impact of the low level of average Net Assets. Under normal asset levels, the ratio of expenses to Average Net Assets would have been 1.45%.

Amounts designated as "-" are $0 or have been rounded to $0.

The accompanying notes are an integral part of the financial statements

11

Notes to Financial Statements
April 30, 2024 (Unaudited)
1.

Organization:

The Advisors' Inner Circle Fund (the "Trust") is organized as a Massachusetts business trust under an Amended and Restated Agreement and Declaration of Trust dated February 18, 1997. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with 26 funds. The financial statements herein are those of the LSV Emerging Markets Equity Fund, a diversified Fund (the "Fund"). The Fund seeks long-term growth of capital by investing in undervalued stocks which are out of favor in the market. The Fund commenced operations on January 17, 2019, offering Institutional Class Shares and Investor Class Shares. The financial statements of the remaining funds of the Trust are not presented herein, but are presented separately. The assets of each fund are segregated, and a shareholder's interest is limited to the fund in which shares are held.

2.

Significant Accounting Policies:

The accompanying financial statements have been prepared in conformity with U.S. generally accepted accounting principles ("U.S. GAAP") and are presented in U.S. dollars which is the functional currency of the Fund. The Fund is an investment company and therefore applies the accounting and reporting guidance issued by the U.S. Financial Accounting Standards Board ("FASB") in Accounting Standards Codification ("ASC") Topic 946, Financial Services - Investment Companies. The following are significant accounting policies which are consistently followed in the preparation of the financial statements.

Use of Estimates - The preparation of financial statements requires management to make estimates and assumptions that affect the fair value of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.

Security Valuation - Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm ET if a security's primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at

the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates.

Securities for which market prices are not "readily available" are valued in accordance with fair value procedures (the "Fair Value Procedures") established by the Adviser and approved by the Trust's Board of Trustees (the "Board"). Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the "valuation designee" to determine the fair value of securities and other instruments for which no readily available market quotations are available. The Fair Value Procedures are implemented through a Fair Value Committee (the "Committee") of the Adviser.

Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures include: the security's trading has been halted or suspended; the security has been de-listed from a national exchange; the security's primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security's primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government-imposed restrictions. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee. As of April 30, 2024, the total market value of securities that were fair valued by the Committee were $0 (000) or 0.0% of Net Assets.

For securities that principally trade on a foreign market or exchange, a significant gap in time can exist between the time of a particular security's last trade and the time at which the Fund calculates its net asset value. The closing prices of such securities may no longer reflect their market value at the time the Fund calculates net asset value if an event that could materially affect the value of those securities (a "Significant Event") has occurred between the time of the security's last close and the time that the Fund calculates net asset value. A Significant Event may relate to a single issuer or to an entire market sector. If the adviser of the Fund becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates net asset value, it may request that a Committee meeting be called. In addition, the Fund's administrator monitors price movements among certain selected indices, securities and/or baskets of securities that may be

12

Notes to Financial Statements
April 30, 2024 (Unaudited)

an indicator that the closing prices received earlier from foreign exchanges or markets may not reflect market value at the time the Fund calculates net asset value. If price movements in a monitored index or security exceed levels established by the administrator, the administrator notifies the adviser that such limits have been exceeded. In such event, the adviser makes the determination whether a Committee meeting should be called based on the information provided.

The Fund uses Intercontinental Exchange Data Pricing & Reference Data, LLC ("ICE") as a third party fair valuation vendor when the fair value trigger is met. ICE provides a fair value for foreign securities in the Fund based on certain factors and methodologies (involving, generally, tracking valuation correlations between the U.S. market and each non-U.S. security) applied by ICE in the event that there is a movement in the U.S. market that exceeds a specific threshold established by the Committee. The Committee establishes a "confidence interval" which is used to determine the level of correlation between the value of a foreign security and movements in the U.S. market before a particular security is fair valued when the threshold is exceeded. In the event that the threshold established by the Committee is exceeded on a specific day, the Fund values its non-U.S. securities that exceed the applicable "confidence interval" based upon the fair values provided by ICE. In such event, it is not necessary to hold a Committee meeting. In the event that the Adviser believes that the fair values provided by ICE are not reliable, the Adviser contacts SEI Investments Global Fund Services (the "Administrator") and may request that a meeting of the Committee be held. As of April 30, 2024, the total market value of securities were valued based on the fair value prices provided by ICE were $226,798 (000) or 86.0% of Net Assets. If a local market in which the Fund owns securities is closed for one or more days, the Fund shall value all securities held in that corresponding currency based on the fair value prices provided by ICE using the predetermined confidence interval discussed above.

In accordance with the authoritative guidance on fair value measurements and disclosure under U.S. GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of

the fair value hierarchy are described below:

Level 1 - Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Fund has the ability to access at the measurement date;

Level 2 - Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with The Adviser's pricing procedures, etc.); and

Level 3 - Prices, inputs or proprietary modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.

Federal Income Taxes - It is the Fund's intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended and to distribute substantially all of its income to shareholders. Accordingly, no provision for Federal income taxes has been made in the financial statements.

The Fund evaluates tax positions taken or expected to be taken in the course of preparing the Fund's tax returns to determine whether it is "more-likely- than-not" (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Fund did not record any tax provision in the current period. However, management's conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities on open tax years (i.e. the last three open tax year ends, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.

As of and during the Six months ended April 30, 2024, the Fund did not have a liability for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax

13

Notes to Financial Statements
April 30, 2024 (Unaudited)

benefits as income tax expense in the Statement of Operations. During the Six month ended April 30, 2024, the Fund did not incur any interest or penalties.

Withholding taxes on foreign dividends have been provided for in accordance with the Funds' under-standing of the applicable country's tax rules and rates. The Funds or their agent files withholding tax reclaims in certain jurisdictions to recover certain amounts previously withheld. The Funds may record a reclaim receivable based on collectability, which includes factors such as the jurisdiction's applicable laws, payment history and market convention. Professional fees paid to those that provide assistance in receiving the tax reclaims, which generally are contingent upon successful receipt of reclaimed amounts, are recorded in Professional Fees on the Statements of Operations once the amounts are due. The professional fees related to pursuing these tax reclaims are not subject to the Adviser's expense limitation agreement.

Security Transactions and Investment Income- Security transactions are accounted for on trade date for financial reporting purposes. Costs used in determining realized gains or losses on the sale of investment securities are based on the specific identification method. Dividend income is recorded on the ex-dividend date. Interest income is recognized on the accrual basis from settlement date.

Investments in Real Estate Investment Trusts(REITs) - With respect to the Fund, dividend income is recorded based on the income included in distributions received from the REIT investments using published REIT reclassifications including some management estimates when actual amounts are not available. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts.

Repurchase Agreements - In connection with transactions involving repurchase agreements, a third party custodian bank takes possession of the underlying securities ("collateral"), the value of which exceeds the principal amount of the repurchase transaction, including accrued interest. Such collateral will be cash, debt securities issued or guaranteed by the U.S. Government, securities that at the time the repurchase agreement is entered into are rated in the highest category by a nationally recognized statistical rating organization ("NRSRO"), as determined by the Adviser.

Provisions of the repurchase agreements and procedures adopted by the Board require that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default by the counterparty. In the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.

Repurchase agreements are entered into by the Fund under Master Repurchase Agreements ("MRA") which permit the Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables under the MRA with collateral held and/ or posted to the counterparty and create one single net payment due to or from the Fund.

At April 30, 2024, the open repurchase agreement by counterparty which is subject to a MRA on a net payment basis is as follows (000):

Counterparty

Repurchase

Agreement

Fair

Value of

Non-Cash

Collateral

Received(1)

Cash

Collateral

Received(1)

Net Amount(2)

South Street Securities

$     639   $     639   $     -   $     -  

(1) The amount of collateral reflected in the table does not include any over-collateralization received by the Fund.

(2) Net amount represents the net amount receivable due from the counterparty in the event of default.

Foreign Currency Translation- The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Fund does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid.

Expenses- Expenses that are directly related to the Fund are charged to the Fund. Other operating expenses of the Trust are prorated to the Fund

14

Notes to Financial Statements
April 30, 2024 (Unaudited)

based on the number of funds and/or average daily net assets

Classes- Class specific expenses are borne by that class of shares. Income, realized and unrealized gains and losses and non-class specific expenses are allocated to the respective class on the basis of average daily net assets.

Dividends and Distributions to Shareholders- Dividends from net investment income, if any, are declared and paid to shareholders annually. Any net realized capital gains are distributed to shareholders at least annually.

3.

Transactions with Affiliates:

Certain officers of the Trust are also employees of SEI Investments Global Funds Services (the "Administrator"), a wholly owned subsidiary of SEI Investments Company and/or SEI Investments Distribution Co. (the "Distributor"). Such officers are paid no fees by the Trust for serving as officers of the Trust other than the Chief Compliance Officer ("CCO") as described below.

A portion of the services provided by the CCO and his staff, whom are employees of the Administrator, are paid for by the Trust as incurred. The services include regulatory oversight of the Trust's Advisors and service providers as required by SEC regulations. The CCO's services have been approved by and reviewed by the Board.

4.

Administration, Distribution, Transfer Agency and Custodian Agreements:

The Fund, along with other series of the Trust advised by LSV Asset Management (the "Adviser"), and the Administrator are parties to an Administration Agreement, under which the Administrator provides administrative services to the Fund. For these services, the Administrator is paid an asset based fee, subject to certain minimums, which will vary depending on the number of share classes and the average daily net assets of the Fund. For the six month ended April 30, 2024, the Fund incurred $7,217 for these services.

The Trust and Distributor are parties to a Distribution Agreement dated November 14, 1991, as Amended and Restated November 14, 2005. The Distributor receives no fees for its distribution services under this agreement.

The Fund has adopted a distribution plan under the Rule 12b-1 under the 1940 Act for Investor Class Shares that allows the Fund to pay distribution and service fees for the sale and distribution of its shares, and for services provided to shareholders. The maximum annual distribution fee for Investor Class Shares of the Fund is 0.25% annually of the average daily net assets. For

the six month ended April 30, 2024, the Fund incurred $2,488 of distribution fees.

SS&C Global Investor & Distribution Solutions, Inc. serves as transfer agent and dividend disbursing agent for the Fund under the transfer agency agreement with the Trust. During the six month ended April 30, 2024, the Fund earned $1652 in cash management credits which were used to offset transfer agent expenses.

U.S. Bank, N.A. acts as custodian (the "Custodian") for the Fund. The Custodian plays no role in determining the investment policies of the Fund or which securities are to be purchased and sold by the Fund.

5.

Investment Advisory Agreement:

The Trust and the Adviser are parties to an Investment Advisory Agreement, under which the Adviser receives an annual fee equal to 1.00% of the Fund's average daily net assets. The Adviser has contractually agreed to waive its fee (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses) in order to limit the Fund's total operating expenses after fee waivers and/or expense reimbursements to a maximum of 1.20% and 1.45% of the Fund's Institutional Class and Investor Class Shares' average daily net assets, respectively, through February 28, 2025. Refer to waiver of investment advisory fees on the Statement of Operations for fees waived for the six month ended April 30, 2024.

6.

Investment Transactions:

The cost of security purchases and the proceeds from security sales, other than short-term investments, for the six month ended April 30, 2024, were as follows (000):

Purchases

$   3,540

Sales

$ 1,745
7.

Federal Tax Information:

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/ tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to distributable earnings or paid-in capital, as appropriate, in the period that the differences arise.

The permanent differences primarily consist of foreign currency translations, reclassification of long term capital gain distribution on REITs and foreign capital gains tax.

15

Notes to Financial Statements
April 30, 2024 (Unaudited)

There are no permanent differences that are credited or charged to Paid-in Capital and Distributable Earnings (Accumulated Losses) as of October 31, 2023.

The tax character of dividends and distributions paid during the years ended October 31, 2023 and 2022 was as follows (000):

  Ordinary  

Income

Long-Term

 Capital Gain 

  Total  

2023

 $ 620 $ - $ 620

2022

718 632 1,350

As of October 31, 2023, the components of distributable earnings (accumulated losses) on a tax basis were as follows (000):

Undistributed Ordinary Income

 $ 986 

Capital Loss Carryforward

(388)

Other Temporary Differences

2 

Unrealized Depreciation

   (1,319)

Total Accumulated Losses

 $ (719)

As of October 31, 2023, the Fund has short-term and long-term capital loss carryforwards of $2 (000) and $386 (000), respectively.

During the year ended October 31, 2023, no capital loss carryforwards were utilized to offset capital gains.

The total cost of securities for Federal income tax purposes and the aggregate gross unrealized appreciation and depreciation on investments held by the Fund at April 30, 2024, were as follows (000):

Federal
 Tax Cost 
Aggregated
Gross
Unrealized
 Appreciation 
Aggregated
Gross
Unrealized
  Depreciation  
Net
Unrealized
  Appreciation  
$   23,492  $ 5,329   $ (2,548)   $ 2,781 

For Federal income tax purposes, the difference between Federal tax cost and book cost primarily relates to wash sales and investments in passive foreign investment companies (PFICs).

8.

Concentration of Risks:

Since the Fund purchases equity securities, the Fund is subject to the risk that stock prices will fall over short or extended periods of time. Historically, the equity markets have moved in cycles, and the value of the Fund's equity securities may fluctuate drastically from day-to-day. Individual companies may report poor results or be negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. These factors contribute to price volatility, which is the principal risk of investing in the Fund.

Investing in foreign companies, including direct investments and through Depositary Receipts, poses additional risks since political and economic events unique to a country or region will affect those markets and their issuers. These risks will not necessarily affect the U.S. economy or similar issuers located in the United States. In addition, investments in foreign companies are generally denominated in a foreign currency, the value of which may be influenced by currency exchange rates and exchange control regulations. Changes in the value of a currency compared to the U.S. dollar may affect (positively or negatively) the value of the Fund's investments. These currency movements may occur separately from, and in response to, events that do not otherwise affect the value of the security in the issuer's home country. Securities of foreign companies may not be registered with the U.S. Securities and Exchange Commission (the "SEC") and foreign companies are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publicly available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Fund may be reduced by a withholding tax at the source, which tax would reduce income received from the securities comprising the portfolio. Foreign securities may also be more difficult to value than securities of U.S. issuers. While Depositary Receipts provide an alternative to directly purchasing the underlying foreign securities in their respective national markets and currencies, investments in Depositary Receipts continue to be subject to many of the risks associated with investing directly in foreign securities.

Investments in emerging markets securities are considered speculative and subject to heightened risks in addition to the general risks of investing in foreign securities. Unlike more established markets, emerging markets may have governments that are less stable, markets that are less liquid and economies that are less developed. In addition, the securities markets of emerging market countries may consist of companies with smaller market capitalizations and may suffer periods of relative illiquidity; significant price volatility; restrictions on foreign investment; and possible restrictions on repatriation of investment income and capital. Furthermore, foreign investors may be required to register the proceeds of sales, and future economic or political crises could lead to price controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies.

Russia's military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have had, and could continue to have, severe adverse effects

16

Notes to Financial Statements
April 30, 2024 (Unaudited)

on regional and global economies and could further increase volatility and uncertainty in the financial markets. The United States and other countries have imposed broad-ranging economic sanctions on Russia and certain Russian individuals, banking entities and corporations as a response to its invasion of Ukraine. The United States and other countries have also imposed economic sanctions on Belarus and may impose sanctions on other countries that provide military or economic support to Russia. These sanctions, as well as any other economic consequences related to the invasion, such as additional sanctions, boycotts or changes in consumer or purchaser preferences or cyberattacks on governments, companies or individuals, may further decrease the value and liquidity of certain Russian securities and securities of issuers in other countries that are subject to economic sanctions related to the invasion. To the extent that a Fund has exposure to Russian investments or investments in countries affected by the invasion, the Fund's ability to price, buy, sell, receive or deliver such investments may be impaired. In addition, any exposure that a Fund may have to counterparties in Russia or in countries affected by the invasion could negatively impact the Fund's investments. The extent and duration of military actions and the repercussions of such actions (including any retaliatory actions or countermeasures that may be taken by those subject to sanctions) are impossible to predict. These events have resulted in, and could continue to result in, significant market disruptions, including in certain industries or sectors such as the oil and natural gas markets, and may further strain global supply chains and negatively affect inflation and global growth. These and any related events could significantly impact a Fund's performance and the value of an investment in a Fund beyond any direct exposure a Fund may have to Russian issuers or issuers in other countries affected by the invasion.

As a result of the Fund's investments in securities or other investments denominated in, and/or receiving revenues in, foreign currencies, the Fund will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar, in which case, the dollar value of an investment in the Fund would be adversely affected.

Markets for securities in which the Fund invests may decline significantly in response to adverse issuer, political, regulatory, market, economic or other developments that may cause broad changes in market value, public perceptions concerning these developments, and adverse investor sentiment or publicity. Similarly, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the

global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which the Fund invests, which in turn could negatively impact the Fund's performance and cause losses on your investment in the Fund.

The medium- and smaller-capitalization companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies. In particular, investments in these medium- and small-sized companies may pose additional risks, including liquidity risk, because these companies tend to have limited product lines, markets and financial resources, and may depend upon a relatively small management group. Therefore, medium- and small-capitalization stocks may be more volatile than those of larger companies. These securities may be traded over-the-counter or listed on an exchange.

Preferred stocks in which the Fund may invest are sensitive to interest rate changes, and are also subject to equity risk, which is the risk that stock prices will fall over short or extended periods of time. The rights of preferred stocks on the distribution of a company's assets in the event of a liquidation are generally subordinate to the rights associated with a company's debt securities.

9.

Concentration of Shareholders:

At April 30, 2024, 79% of total shares outstanding for the Institutional Class Shares were held by four record shareholders each owning 10% or greater of the aggregate total shares outstanding. At April 30, 2024, 95% of total shares outstanding for the Investor Class Shares were held by two record shareholders owning 10% or greater of the aggregate total shares outstanding. These were comprised mostly of omnibus accounts which were held on behalf of various individual shareholders.

10.

Indemnifications:

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated; however, based on experience, the risk of loss from such claims is considered remote.

11.

Subsequent Events:

The Fund has evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial

17

Notes to Financial Statements
April 30, 2024 (Unaudited)

statements were issued. Based on this evaluation, no additional disclosures or adjustments were required to the financial statements.

18

Disclosure of Fund Expenses (Unaudited)

All mutual funds have operating expenses. As a shareholder of a mutual fund, your investment is affected by these ongoing costs, which include (among others) costs for portfolio management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns.

Operating expenses such as these are deducted from the mutual fund's gross income and directly reduce your final investment return. These expenses are expressed as a percentage of the mutual fund's average net assets; this percentage is known as the mutual fund's expense ratio.

The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period and held for the entire period from November 1, 2023 to April 30, 2024.

The table below illustrates your Fund's costs in two ways:

Actual fund return. This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The "Expenses Paid During Period" column shows the actual dollar expense incurred by a $1,000 investment in the Fund, and the "Ending Account Value" number is derived from deducting that expense from the Fund's gross investment return.

You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = $8.6), then multiply that ratio by the number shown for your Fund under "Expenses Paid During Period."

Hypothetical 5% return. This section helps you compare your Fund's costs with those of other mutual funds. It assumes that the Fund had an annual 5% return before expenses during the period, but that the expense ratio (Column 3) is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to make this 5% calculation. You can assess your Fund's comparative cost by comparing the hypothetical result for your Fund in the "Expense Paid During Period" column with those that appear in the same charts in the shareholder reports for other mutual funds.

NOTE: Because the hypothetical return is set at 5% for comparison purposes - NOT your Fund's actual return -the account values shown do not apply to your specific investment.

Beginning

Account

Value

11/01/23

Ending

Account

Value

04/30/24

Annualized

Expense

Ratios

Expenses

Paid

During

Period*

LSV Emerging Markets Equity Fund

Actual Fund Return

Institutional Class Shares

$ 1,000.00 $ 1,191.60 0.99% $5.40

Investor Class Shares

1,000.00 1,192.20 1.24   6.76

Hypothetical 5% Return

Institutional Class Shares

$ 1,000.00 $ 1,019.94 0.99% $4.97

Investor Class Shares

1,000.00 1,018.70 1.24   6.22
*

Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one half year period).

19

Board Consideration in Re-Approving the Advisory Agreement (Unaudited)

Pursuant to Section 15 of the Investment Company Act of 1940 (the "1940 Act"), the Fund's advisory agreement (the "Agreement") must be renewed at least annually after its initial two-year term: (i) by the vote of the Board of Trustees (the "Board" or the "Trustees") of The Advisors' Inner Circle Fund (the "Trust") or by a vote of a majority of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Agreement or "interested persons" of any party thereto, as defined in the 1940 Act (the "Independent Trustees"), cast in person at a meeting called for the purpose of voting on such renewal.

A Board meeting was held on February 27-28, 2024 to decide whether to renew the Agreement for an additional one-year term. In preparation for the meeting, the Trustees requested that the Adviser furnish information necessary to evaluate the terms of the Agreement. Prior to the meeting, the Independent Trustees of the Fund met to review and discuss the information provided and submitted a request for additional information to the Adviser, and information was provided in response to this request. The Trustees used this information, as well as other information that the Adviser and other service providers of the Fund presented or submitted to the Board at the meeting and other meetings held during the prior year, to help them decide whether to renew the Agreement for an additional year.

Specifically, the Board requested and received written materials from the Adviser and other service providers of the Fund regarding: (i) the nature, extent and quality of the Adviser's services; (ii) the Adviser's investment management personnel; (iii) the Adviser's operations and financial condition; (iv) the Adviser's brokerage practices (including any soft dollar arrangements) and investment strategies; (v) the Fund's advisory fee paid to the Adviser and overall fees and operating expenses compared with a peer group of mutual funds; (vi) the level of the Adviser's profitability from its relationship with the Fund, including both direct and indirect benefits accruing to the Adviser and its affiliates; (vii) the Adviser's potential economies of scale; (viii) the Adviser's compliance program, including a description of material compliance matters and material compliance violations; (ix) the Adviser's policies on and compliance procedures for personal securities transactions; and (x) the Fund's performance compared with a peer group of mutual funds and the Fund's benchmark index.

Representatives from the Adviser, along with other Fund service providers, presented additional information and participated in question and answer sessions at the Board meeting to help the Trustees evaluate the Adviser's services, fee and other aspects of the Agreement. The Independent Trustees received advice from independent counsel and met in executive sessions outside the presence of Fund management and the Adviser.

At the Board meeting, the Trustees, including all of the Independent Trustees, based on their evaluation of the information provided by the Adviser and other service providers of the Fund, renewed the Agreement. In considering the renewal of the Agreement, the Board considered various factors that they determined were relevant, including: (i) the nature, extent and quality of the services provided by the Adviser; (ii) the investment performance of the Fund and the Adviser; (iii) the costs of the services provided and profits realized by the Adviser from its relationship with the Fund, including both direct and indirect benefits accruing to the Adviser and its affiliates; (iv) the extent to which economies of scale are being realized by the Adviser; and (v) whether fee levels reflect such economies of scale for the benefit of Fund investors, as discussed in further detail below.

Nature, Extent and Quality of Services Provided by the Adviser

In considering the nature, extent and quality of the services provided by the Adviser, the Board reviewed the portfolio management services provided by the Adviser to the Fund, including the quality and continuity of the Adviser's portfolio management personnel, the resources of the Adviser, and the Adviser's compliance history and compliance program. The Trustees reviewed the terms of the Agreement. The Trustees also reviewed the Adviser's investment and risk management approaches for the Fund. The most recent investment adviser registration form ("Form ADV") for the Adviser was available to the Board, as was the response of the Adviser to a detailed series of questions which included, among other things, information about the investment advisory services provided by the Adviser to the Fund.

The Trustees also considered other services provided to the Fund by the Adviser such as selecting broker-dealers for executing portfolio transactions, monitoring adherence to the Fund's investment restrictions, and monitoring compliance with various Fund policies and procedures and with applicable securities laws and regulations. Based on the factors above, as well as those discussed below, the Board concluded, within the context of its full deliberations, that the nature, extent and quality of the services provided to the Fund by the Adviser were sufficient to support renewal of the Agreement.

20

Board Consideration in Re-Approving the Advisory Agreement (Unaudited)

Investment Performance of the Fund and the Adviser

The Board was provided with regular reports regarding the Fund's performance over various time periods. The Trustees also reviewed reports prepared by the Fund's administrator comparing the Fund's performance to its benchmark index and a peer group of mutual funds as classified by Lipper, an independent provider of investment company data, over various periods of time. Representatives from the Adviser provided information regarding and led discussions of factors impacting the performance of the Fund, outlining current market conditions and explaining their expectations and strategies for the future. The Trustees determined that the Fund's performance was satisfactory, or, where the Fund's performance was materially below its benchmark and/ or peer group, the Trustees were satisfied by the reasons for the underperformance and/or the steps taken by the Adviser in an effort to improve the performance of the Fund. Based on this information, the Board concluded, within the context of its full deliberations, that the investment results that the Adviser had been able to achieve for the Fund were sufficient to support renewal of the Agreement.

Costs of Advisory Services, Profitability and Economies of Scale

In considering the advisory fee payable by the Fund to the Adviser, the Trustees reviewed, among other things, a report of the advisory fee paid to the Adviser. The Trustees also reviewed reports prepared by the Fund's administrator comparing the Fund's net and gross expense ratios and advisory fee to those paid by a peer group of mutual funds as classified by Lipper. The Trustees reviewed the management fees charged by the Adviser to other clients with comparable mandates. The Trustees considered any differences in management fees and took into account the respective demands, resources and complexity associated with the Fund and other client accounts as well as the extensive regulatory, compliance and tax regimes to which the Fund is subject. The Board concluded, within the context of its full deliberations, that the advisory fee was reasonable in light of the nature and quality of the services rendered by the Adviser.

The Trustees reviewed the costs of services provided by and the profits realized by the Adviser from its relationship with the Fund, including both direct benefits and indirect benefits, such as research and brokerage services received under soft dollar arrangements, accruing to the Adviser and its affiliates. The Trustees considered how the Adviser's profitability was affected by factors such as its organizational structure and method for allocating expenses. The Trustees concluded that the profit margins of the Adviser with respect to the management of the Fund were not unreasonable. The Board also considered the Adviser's commitment to managing the Fund and its willingness to continue its expense limitation and fee waiver arrangement with the Fund.

The Trustees considered the Adviser's views relating to economies of scale in connection with the Fund as Fund assets grow and the extent to which the benefits of any such economies of scale are shared with the Fund and Fund shareholders. The Board considered the existence of any economies of scale and whether those were passed along to the Fund's shareholders through a graduated advisory fee schedule or other means, including fee waivers. The Trustees recognized that economies of scale are difficult to identify and quantify and are rarely identifiable on a fund-by-fund basis. Based on this evaluation, the Board concluded that the advisory fee was reasonable in light of the information that was provided to the Trustees by the Adviser with respect to economies of scale.

Renewal of the Agreement

Based on the Board's deliberations and its evaluation of the information described above and other factors and information it believed relevant in the exercise of its reasonable business judgment, the Board, including all of the Independent Trustees, with the assistance of Fund counsel and Independent Trustees' counsel, unanimously concluded that the terms of the Agreement, including the fees payable thereunder, were fair and reasonable and agreed to renew the Agreement for another year. In its deliberations, the Board did not identify any absence of information as material to its decision, or any particular factor (or conclusion with respect thereto) or single piece of information that was all-important, controlling or determinative of its decision, but considered all of the factors together, and each Trustee may have attributed different weights to the various factors (and conclusions with respect thereto) and information.

21

Trust:

The Advisors' Inner Circle Fund

Fund:

LSV Emerging Markets Equity Fund

Adviser:

LSV Asset Management

Distributor:

SEI Investments Distribution Co.

Administrator:

SEI Investments Global Fund Services

Legal Counsel:

Morgan, Lewis & Bockius LLP

Independent RegisteredPublic Accounting Firm:

Ernst & Young LLP

The Fund files its complete schedule of investments with the Securities and Exchange Commission ("SEC") for the first and third quarters of each fiscal year as an exhibit to its report on Form N-PORT. The Fund's Form N-PORT is available on the SEC's website at http://www.sec.gov, and may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to Fund securities, as well as information relating to how a Fund voted proxies relating to fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-888-386-3578; and (ii) on the SEC's website at http://www.sec.gov.

LSV-SA-010-0600

(b)

Not applicable.

Item 2. Code of Ethics.

Not applicable for semi-annual report.

Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual report.

Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual report.

Item 5. Audit Committee of Listed Registrants.

Not applicable to open-end management investment companies.

Item 6. Schedule of Investments.

Schedule of Investments is included as part of the Report to Shareholders filed under Item 1 of this form.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end management investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end management investment companies.

Item 9. Purchases of Equity Securities by Closed-End Management Company and Affiliated Purchasers.

Not applicable to open-end management investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees during the period covered by this report.

Item 11. Controls and Procedures.

(a) The Registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the Registrant's disclosure controls and procedures, as defined in Rule 30a-3(c) under the Act (17 CFR § 270.30a-3(c)), as of a date within 90 days of the filing date of the report, are effective based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR § 270.30a-3(b)) and Rule 13a-15(b) or Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR § 240.13a-15(b) or 240.15d-15(b)).

(b) There has been no change in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR § 270.30a-3(d)) 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 Management Investment Companies.

Not applicable to open-end management investment companies.

Item 18. Recovery of Erroneously Awarded Compensation.

(a) Not applicable.

(b) Not applicable.

Item 19. Exhibits.

(a)(1) Not applicable for semi-annual reports.

(a)(2) Not applicable.

(a)(3) A separate certification for the principal executive officer and the principal financial officer of the Registrant, as required by Rule 30a-2(a) under the Act (17 CFR §270.30a-2(a)), are filed herewith.

(b) Officer certifications, as required by Rule 30a-2(b) under the Act (17 CFR § 270.30a-2(b)), also accompany this filing as exhibits.

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) The Advisors' Inner Circle Fund
By (Signature and Title) /s/ Michael Beattie
Michael Beattie
Principal Executive Officer
Date: July 8, 2024

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.

By (Signature and Title) /s/ Michael Beattie
Michael Beattie
Principal Executive Officer
Date: July 8, 2024
By (Signature and Title) /s/ Andrew Metzger
Andrew Metzger
Principal Financial Officer
Date: July 8, 2024