UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number |
811-21293 | |||||
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Nuveen Preferred Income Opportunities Fund | ||||||
(Exact name of registrant as specified in charter) | ||||||
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Nuveen Investments | ||||||
(Address of principal executive offices) (Zip code) | ||||||
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Kevin J. McCarthy | ||||||
(Name and address of agent for service) | ||||||
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Registrants telephone number, including area code: |
(312) 917-7700 |
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Date of fiscal year end: |
December 31 |
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Date of reporting period: |
December 31, 2012 |
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Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
Closed-End Funds
Nuveen Investments
Closed-End Funds
Seeks Attractive Regular Distributions from a Portfolio of Preferred Securities.
Annual Report
December 31, 2012
Nuveen Preferred Income Opportunities Fund
JPC
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Table of Contents
Chairman's Letter to Shareholders |
4 |
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Portfolio Managers' Comments |
5 |
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Fund Leverage and Other Information |
10 |
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Common Share Distribution and Price Information |
12 |
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Performance Overviews |
14 |
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Report of Independent Registered Public Accounting Firm |
15 |
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Portfolio of Investments |
16 |
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Statement of Assets & Liabilities |
23 |
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Statement of Operations |
24 |
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Statement of Changes in Net Assets |
25 |
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Statement of Cash Flows |
26 |
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Financial Highlights |
28 |
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Notes to Financial Statements |
30 |
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Board Members & Officers |
42 |
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Glossary of Terms Used in this Report |
47 |
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Additional Fund Information |
51 |
Chairman's
Letter to Shareholders
Dear Shareholders,
Despite the global economy's ability to muddle through the many economic headwinds of 2012, investors continue to have good reasons to remain cautious. The European Central Bank's decisions to extend intermediate term financing to major European banks and to support sovereign debt markets have begun to show signs of a stabilized euro area financial market. The larger member states of the European Union (EU) are working diligently to strengthen the framework for a tighter financial and banking union and meaningful progress has been made by agreeing to centralize large bank regulation under the European Central Bank. However, economic conditions in the southern tier members are not improving and the pressures on their political leadership remain intense. The jury is out on whether the respective populations will support the continuing austerity measures that are needed to meet the EU fiscal targets.
In the U.S., the Fed remains committed to low interest rates into 2015 through its third program of Quantitative Easing (QE3). Inflation remains low but a growing number of economists are expressing concern about the economic distortions resulting from negative real interest rates. The highly partisan atmosphere in Congress led to a disappointingly modest solution for dealing with the end-of-year tax and spending issues. Early indications for the new Congressional term have not given much encouragement that the atmosphere for dealing with the sequestration legislation and the debt ceiling issues, let alone a more encompassing "grand bargain," will be any better than the last Congress. Over the longer term, there are some encouraging trends for the U.S. economy: house prices are beginning to recover, banks and corporations continue to strengthen their financial positions and incentives for capital investment in the U.S. by domestic and foreign corporations are increasing due to more competitive energy and labor costs.
During 2012 U.S. investors have benefited from strong returns in the domestic equity markets and solid returns in most fixed income markets. However, many of the macroeconomic risks of 2012 remain unresolved, including negotiating through the many U.S. fiscal issues, managing the risks of another year of abnormally low U.S. interest rates, sustaining the progress being made in the euro area and reducing the potential economic impact of geopolitical issues, particularly in the Middle East. In the face of these uncertainties, the experienced investment professionals at Nuveen Investments seek out investments that are enjoying positive economic conditions. At the same time they are always on the alert for risks in markets subject to excessive optimism or for opportunities in markets experiencing undue pessimism. Monitoring this process is a critical function for the Fund Board as it oversees your Nuveen Fund on your behalf.
As always, I encourage you to communicate with your financial consultant if you have any questions about your investment in a Nuveen Fund. On behalf of the other members of your Fund Board, we look forward to continuing to earn your trust in the months and years ahead.
Sincerely,
Robert P. Bremner
Chairman of the Board
February 22, 2013
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4
Portfolio Managers' Comments
Certain statements in this report are forward-looking statements. Discussions of specific investments are for illustration only and are not intended as recommendations of individual investments. The forward-looking statements and other views expressed herein are those of the portfolio managers as of the date of this report. Actual future results or occurrences may differ significantly from those anticipated in any forward-looking statements and the views expressed herein are subject to change at any time, due to numerous market and other factors. The Fund disclaims any obligation to update publicly or revise any forward-looking statements or views expressed herein.
Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor's Group, Moody's Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A, and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.
Nuveen Preferred Income Opportunities Fund (JPC)
(formerly Nuveen Multi-Strategy Income and Growth Fund)
Portfolio Repositioning
On January 23, 2012, the Fund began the repositioning of its portfolio as previously approved by common shareholders during November 2011. The goal of the portfolio repositioning was to increase the attractiveness of the Fund's common shares and narrow the Fund's trading discount by:
• Simplifying the Fund to focus on one of its current core portfolio strategies;
• Positioning the Fund in a closed-end fund category that is well understood and has historically seen more consistent secondary market demand; and
• Differentiating the Fund from similar funds, including other Nuveen closed-end funds in the same fund category.
In connection with the portfolio repositioning, Nuveen Asset Management, LLC (NAM) and NWQ Investment Management Company, LLC (NWQ), affiliates of Nuveen Investments, assumed portfolio management responsibilities from the Fund's previous sub-advisers. NAM and NWQ each manage approximately half of the Fund's investment portfolio. Douglas Baker, CFA and Brenda Langenfeld, CFA, were appointed portfolio managers to the NAM team and Michael Carne, CFA, and Kevin Hunter were appointed portfolio managers to the NWQ team.
Upon completion of the portfolio repositioning on April 2, 2012, the Fund changed its name from the Nuveen Multi-Strategy Income and Growth Fund. The Fund's ticker symbol remained unchanged. The Fund also discontinued its managed distribution policy (in which distributions may be sourced not just from income but also from realized capital gains and, if necessary, from capital), and shifted from quarterly to monthly distributions. The Fund's investment objective of high current income with a secondary objective of total return remained unchanged.
Here they discuss the general market conditions, their management strategies and the performance of the Fund for the twelve-month period ended December 31, 2012.
What were the general market conditions and trends over the course of this reporting period?
During this period, the U.S. economy's progress toward recovery from recession continued at a moderate pace. The Federal Reserve (Fed) maintained its efforts to improve the overall economic environment by holding the benchmark fed funds rate at
Nuveen Investments
5
the record low level of zero to 0.25% that it established in December 2008. The central bank decided during its December 2012 meeting to keep the fed funds rate at "exceptionally low levels" until either the unemployment rate reaches 6.5% or expected inflation goes above 2.5%. The Fed also affirmed its decision, announced in September 2012, to purchase $40 billion of mortgage-backed securities each month in an effort to stimulate the housing market. In addition to this new, open-ended stimulus program, the Fed plans to continue its program to extend the average maturity of its holdings of U.S. Treasury securities through the end of December 2012. The goals of these actions, which together will increase the Fed's holdings of longer-term securities by approximately $85 billion a month through the end of the year, are to put downward pressure on longer-term interest rates, make broader financial conditions more accommodative and support a stronger economic recovery as well as continued progress toward the Fed's mandates of maximum employment and price stability.
In the fourth quarter 2012, the U.S. economy, as measured by the U.S. gross domestic product (GDP), decreased at an estimated annualized rate of 0.1%, down from a 3.1% increase in the third quarter. This slight decline was due to lower inventory investment, federal spending and net exports. The Consumer Price Index (CPI) rose 1.7% year-over-year as of December 2012, after a 3.0% increase in 2011. The core CPI (which excludes food and energy) increased 1.9% during the period, staying just within the Fed's unofficial objective of 2.0% or lower for this inflation measure. As of January 2013, the national unemployment rate was 7.9%, slightly higher than the 7.8% unemployment rate for December 2012 but below the 8.3% level recorded in January 2012. The housing market continued to show signs of improvement, with the average home price in the S&P/Case-Shiller Index of 20 major metropolitan areas rising 5.5% for the twelve months ended November 2012 (most recent data available at the time this report was prepared). This was the largest year-over-year price gain since August 2006. The outlook for the U.S. economy remained clouded by uncertainty about global financial markets and the continued negotiations by Congress regarding potential spending cuts and tax policy reform.
During the reporting period, the preferred/hybrid asset class posted impressive absolute and relative returns, benefiting from the same factors that were generally supportive of fixed-income and credit products during the twelve month period. As has been the case over the last several quarters, strong supply-and-demand technicals continued to support preferred/hybrid valuations. 2012 preferred security new issue supply was well received, particularly in the $25 par segment of the market. Given the prolonged low interest rate environment, retail investors in search of income continued to be drawn to the asset class. While new issue flow was quite healthy over the past year, net supply was actually negative as low interest rates, tighter credit spreads and compliance with new bank capital regulations triggered aggressive redemption activity that far exceeded aggregate new issue volume.
During 2012, both $25 par and $1,000 par securities posted positive results. Indeed, the $1,000 par side of the market, as measured by the Barclays USD Securities Indexposted a 20.5% return for the year; however, the $25 par side of the market
Nuveen Investments
6
posted a relatively lower 13.6% return for the year-long period, as represented by the BofA Merrill Lynch Fixed Rate Preferred Securities Index. We believe valuations on the $25 par side of the market may have reflected some modest investor fatigue in the face of the new issue supply. In addition, the $25 par side of the market had previously outperformed the $1,000 par side of the market in each of the previous two years. As a result, the relative performance in 2012 also may have been due to a broader reversion of valuations between the retail and institutional sides of the market.
What key strategies were used to manage the Fund during this reporting period?
The Fund invests at least 80% of its managed assets in preferred securities and up to 20% opportunistically over the market cycle in other types of securities, primarily income oriented securities such as corporate and taxable municipal debt and common equity. The Fund is managed by two experienced portfolio teams with distinctive, complementary approaches to the preferred market. NAM employs a debt-oriented approach that combines top down relative value analysis of industry sectors with fundamental credit analysis. NWQ employs a bottom up, fundamentally driven approach that combines equity research to identify which companies to own with fixed income analysis to identify the most attractive securities of a company to hold. This unique, multi-team approach gives investors access to a broader investment universe with greater diversification potential.
For the portion of the Fund managed by NAM, we continued to believe that $1,000 par structures were generally more attractive than corresponding $25 par retail securities. As a result, we maintained a relative overweight to $1,000 par institutional structures compared to the comparative benchmark's allocation of 35% to institutional $1,000 par and 65% to retail $25 par. As of December 31, 2012, the Fund had an allocation of approximately 28% to $25 par and other retail structures, and roughly 72% allocated to $1,000 par institutional structures.
For the portion of the Fund managed by NWQ, we continued to invest in securities from across the capital structure of companies that possess favorable investment characteristics. These characteristics may include attractive absolute valuation, potential downside protection and catalysts expected to unlock value or improve profitability. Once an undervalued company has been identified, the strategy's portfolio management team performs a comprehensive analysis of all available investment choices within the company's capital structure to decide the optimal investment for the portfolio that would offer the greatest expected return for a given level of risk. We believe that by understanding the company first, through our experienced research team, we can more effectively evaluate the risk and reward characteristics of the company's debt and equity securities and then select the optimal point for investment in the company's capital structure.
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7
Past performance is not predictive of future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares.
For additional information, see the Performance Overview page in this report.
* Since inception returns are from 3/26/03.
** Refer to Glossary of Terms Used in this Report for definitions. Indexes are not available for direct investment.
How did the Fund perform during this twelve-month period ended December 31, 2012?
The performance of the Fund, as well as for its comparative benchmark and index, is presented in the accompanying table.
Average Annual Total Returns on Common Share Net Asset Value
For periods ended 12/31/12
1-Year |
5-Year |
Since Inception* |
|||||||||||||
JPC |
28.17 |
% |
5.19 |
% |
5.36 |
% |
|||||||||
Comparative Benchmark** |
16.61 |
% |
6.08 |
% |
7.33 |
% |
|||||||||
BofA Merrill Lynch Fixed Rate Preferred Securities Index** |
13.59 |
% |
3.83 |
% |
2.89 |
% |
For the twelve-month period ended December 31, 2012, the Fund's common shares at net asset value (NAV) outperformed the comparative benchmark and the general market index.
For the portion of the Fund managed by NAM, several factors contributed to the sleeve's outperformance, including a relative overweight to $1,000 par structures versus $25 par structures, a relative overweight to the insurance sector versus the bank sector, a relative overweight to lower rated investment-grade and below investment-grade securities versus the index and a relative overweight to the more subordinate tier-1 securities versus the relatively more senior lower tier-2 structures.
During the year, an overweight to $1,000 par structures contributed meaningfully to the strategy's outperformance. The $1,000 par institutional side of the market significantly outperformed the $25 par retail side. We did not find this relative performance surprising as the average option adjusted spread (OAS) valuation for the $25 par side of the market at the beginning of the period was meaningfully richer compared to the $1,000 par side of the market. We believe valuations between retail and institutional structures will likely continue to normalize in the near future, potentially resulting in further outperformance of institutional structures versus their retail counterparts.
Another factor contributing to the Fund's relative outperformance was its overweight to the insurance sector versus the bank sector. While the financial services sector continued to perform well during the period, the insurance sub-sector outperformed. Supply from the insurance sub-sector remained relatively light during 2012, thus providing technical support for valuations across the sector. As has been the case for several quarters, investors continued to anticipate that insurance companies might buy back high coupon, long non-call, preferred/hybrid security structures. In our opinion, this also helped the insurance sub-sector to outperform during the measurement period.
The Fund also benefited from being overweight to lower rated investment-grade, below investment-grade and more subordinate tier-1 securities versus the Comparative Benchmark. During measurement periods when credit spreads in general have contracted, lower rated investment-grade and below investment-grade securities, as well as more subordinate tier-1 securities, have tended to outperform their higher rated counterparts and 2012 was no exception.
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8
During the reporting period, the preferred sleeve managed by NWQ outperformed its benchmark. Our holdings in the insurance and real estate investment trust (REIT) sectors were the largest positive contributors to performance while the largest sector detractor was banking. In individual securities, American International Group debt securities and Swiss Re Capital insurance perpetual preferred stock provided the largest contribution to return while our holdings in Solar Capital Limited senior debt, Santander Financial PFD SA UNI debt securities and BBVA Global Finance Ltd. subordinated debt were the biggest detractors of performance. The latter two holdings were eliminated during the year.
During an environment of rising interest rates, preferreds, especially those with perpetual maturities and low dividend rates will exhibit a measure of duration extension. While we do not foresee a significant rise in either longer term or short term interest rates through 2013, in that eventuality, we may look to invest in shorter duration preferred stocks with higher dividend rates as well as preferreds with floating rate features in order to mitigate price depreciation due to rising rates.
We also wrote (sold) call options on individual stocks held in the portfolio to enhance returns while foregoing some upside potential. Prior to the Fund's repositioning, the Fund entered into a put option on a single stock to benefit in the event its price declined.
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9
Fund Leverage
and Other Information
IMPACT OF THE FUND'S LEVERAGE STRATEGY ON PERFORMANCE
One important factor impacting the returns of the Fund relative to its benchmark was the Fund's use of leverage through the use of bank borrowings. The Fund uses leverage because its managers believe that, over time, leveraging provides opportunities for additional income and total return for common shareholders. However, use of leverage also can expose common shareholders to additional volatility. For example, as the prices of securities held by the Fund decline, the negative impact of these valuation changes on common share net asset value and common shareholder total return is magnified by the use of leverage. Conversely, leverage may enhance common share returns during periods when the prices of securities held by a Fund generally are rising. Leverage had a positive impact on the performance of the Fund over this reporting period. During the period, the Fund entered into forward starting interest rate swap contracts, which have yet to become effective, in order to hedge future leverage costs. The combination of those forward starting swaps along with the existing interest rate swap contracts that were previously entered into in order to hedge a portion of the Fund's leverage costs partially detracted from the overall positive contribution of leverage. Short-term floating interest rates remained below the existing fixed swap rates for the period which increased realized leverage costs and exceeded the combined positive mark-to-market impact of unrealized gains.
RISK CONSIDERATIONS
Fund shares are not guaranteed or endorsed by any bank or other insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation. Shares of closed-end funds are subject to investment risks, including the possible loss of principal invested. Past performance is no guarantee of future results. Fund common shares are subject to a variety of risks, including:
Investment, Market and Price Risk. An investment in common shares is subject to investment risk, including the possible loss of the entire principal amount that you invest. Your investment in common shares represents an indirect investment in the corporate securities owned by the Fund, which generally trade in the over-the-counter markets. Shares of closed-end investment companies like the Fund frequently trade at a discount to their NAV. Your common shares at any point in time may be worth less than your original investment, even after taking into account the reinvestment of Fund dividends and distributions.
Leverage Risk. The Fund's use of leverage creates the possibility of higher volatility for the Fund's per share NAV, market price and distributions. Leverage risk can be introduced
Nuveen Investments
10
through regulatory leverage (issuing preferred shares or debt borrowings at the Fund level) or through certain derivative investments held in the Fund's portfolio. Leverage typically magnifies the total return of the Fund's portfolio, whether that return is positive or negative. The use of leverage creates an opportunity for increased common share net income, but there is no assurance that the Fund's leveraging strategy will be successful.
Tax Risk. The Fund's investment program and the tax treatment of Fund distributions may be affected by IRS interpretations of the Internal Revenue Code and future changes in tax laws and regulations.
Common Stock Risk. Common stock returns often have experienced significant volatility.
Issuer Credit Risk. This is the risk that a security in the Fund's portfolio will fail to make dividend or interest payments when due.
Non-U.S. Securities Risk. Investments in non-U.S securities involve special risks not typically associated with domestic investments including currency risk and adverse political, social and economic development. These risks often are magnified in emerging markets.
Interest Rate Risk. Fixed-income securities such as bonds, preferred, convertible and other debt securities will decline in value if market interest rates rise.
Preferred Stock Risk. Preferred stocks are subordinated to bonds and other debt instruments in a company's capital structure, and therefore are subject to greater credit risk.
Convertible Securities Risk. Convertible securities generally offer lower interest or dividend yields than non-convertible fixed-income securities of similar credit quality.
Currency Risk. Changes in exchange rates will affect the value of the Fund's investments.
Reinvestment Risk. If market interest rates decline, income earned from the Fund's portfolio may be reinvested at rates below that of the original bond that generated the income.
Below-Investment Grade Risk. Investments in securities below investment grade quality are predominantly speculative and subject to greater volatility and risk of default.
Derivatives Risk. Derivative securities include, but are not limited to, calls, puts, warrants, swaps and forwards, The Fund's use of derivatives involves risks different from, and possibly greater than, the risks associated with the underlying investments. The derivatives market is largely unregulated.
Unrated Investment Risk. In determining whether an unrated security is an appropriate investment for the Fund, the portfolio manager will consider information from industry sources, as well as its own quantitative and qualitative analysis, in making such a determination. However such a determination by the portfolio manager is not the equivalent of a rating by a rating agency
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11
Common Share Distribution
and Price Information
Distribution Information
The following information regarding the Fund's distributions is current as of December 31, 2012, and likely will vary over time based on the Fund's investment activities and portfolio investment value changes.
As mentioned previously, upon completion of its portfolio repositioning, the Fund discontinued its managed distribution policy (in which distributions may be sourced not just from income but also from realized capital gains and, if necessary, from capital), and shifted from quarterly to monthly distributions.
During the current reporting period, the Fund declared a quarterly distribution to common shareholders of $0.1900 in March and then maintained a stable monthly distributions of $0.0633 per share for the subsequent nine months. Some of the important factors affecting the amount and composition of these distributions are summarized below.
The Fund employs financial leverage through the use of bank borrowings. Financial leverage provides the potential for higher earnings (net investment income), total returns and distributions over time, butas noted earlieralso increases the variability of common shareholders' net asset value per share in response to changing market conditions.
During certain periods, the Fund may pay dividends at a rate that may be more or less than the amount of net investment income actually earned by the Fund during the period. If the Fund has cumulatively earned more than it has paid in dividends, it holds excess in reserve as undistributed net investment income (UNII) as part of the Fund's NAV. Conversely, if the Fund has cumulatively paid dividends in excess of earnings, the excess constitutes negative UNII that is likewise reflected in the Fund's NAV. The Fund will, over time, pay all of its net investment income as dividends to shareholders. As of December 31, 2012, the Fund had a zero UNII balance for tax purposes and a negative UNII balance for financial reporting purposes.
Common Share Repurchases and Price Information
During November 2012, the Nuveen Funds Board of Directors/Trustees reauthorized the Fund's open-market share repurchase program, allowing the Fund to repurchase an aggregate of up to approximately 10% of its outstanding common shares.
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12
As of December 31, 2012, and since the inception of the Fund's repurchase program, the Fund has cumulatively repurchased and retired shares of its common stock as shown in the accompanying table.
Common Shares Repurchased and Retired |
% of Outstanding Common Shares |
||||||||||
JPC |
2,724,287 |
2.8 |
% |
During the current reporting period, the Fund did not repurchase any of its common shares.
As of December 31, 2012, the Fund was trading at a -5.54% discount to its common share NAV compared with an average discount of -4.33% for the entire twelve-month period.
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13
Fund Snapshot
Common Share Price |
$ |
9.71 |
|||||
Common Share Net Asset Value (NAV) |
$ |
10.28 |
|||||
Premium/(Discount) to NAV |
-5.54 |
% |
|||||
Latest Dividend |
$ |
0.0633 |
|||||
Current Distribution Rate4 |
7.82 |
% |
|||||
Net Assets Applicable to Common Shares ($000) |
$ |
997,484 |
Leverage
Regulatory Leverage |
27.78 |
% |
|||||
Effective Leverage |
27.78 |
% |
Average Annual Total Returns
(Inception 3/26/03)
On Share Price |
On NAV |
||||||||||
1-Year |
31.44 |
% |
28.17 |
% |
|||||||
5-Year |
7.93 |
% |
5.19 |
% |
|||||||
Since Inception |
5.22 |
% |
5.36 |
% |
Portfolio Composition
(as a % of total investments)1,3
Insurance |
38.7 |
% |
|||||
Commercial Banks |
20.1 |
% |
|||||
Real Estate |
15.2 |
% |
|||||
Diversified Financial Services |
13.5 |
% |
|||||
Short-Term Investments |
0.5 |
% |
|||||
Other |
12.0 |
% |
Country Allocation
(as a % of total investments)1,3
United States |
76.3 |
% |
|||||
Netherlands |
6.0 |
% |
|||||
United Kingdom |
5.9 |
% |
|||||
France |
3.1 |
% |
|||||
Other |
8.7 |
% |
Top Five Issuers
(as a % of total investments)2,3
MetLife Inc |
3.6 |
% |
|||||
Bank of America Corporation |
3.3 |
% |
|||||
Liberty Mutual Insurance Corporation |
3.2 |
% |
|||||
General Electric Company |
2.8 |
% |
|||||
JPMorgan Chase & Company |
2.8 |
% |
JPC
Performance
OVERVIEW
Nuveen Preferred Income Opportunities Fund
as of December 31, 2012
Portfolio Allocation (as a % of total investments)1,3
2012 Distributions Per Common Share5
Common Share Price Performance Weekly Closing Price
Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this Fund's Performance Overview page.
1 Excluding investments in derivatives.
2 Excluding short-term investments and investments in derivatives.
3 Holdings are subject to change.
4 Current Distribution Rate is based on the Fund's current annualized monthly distribution divided by the Fund's current market price. The Fund's monthly distributions to its shareholders may be comprised of ordinary income, net realized capital gains and, if at the end of the calendar year the Fund's cumulative net ordinary income and net realized gains are less than the amount of the Fund's distributions, a return of capital for tax purposes.
5 As previously explained in the Common Share Distribution and Share Price Information section of this report, the Fund shifted from a quarterly to a monthly distribution beginning with its April distribution declared 4/11/12 and paid 5/1/12.
6 Rounds to less than 0.1%.
Nuveen Investments
14
Report of INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
The Board of Trustees and Shareholders
Nuveen Preferred Income Opportunities Fund
(formerly known as Nuveen Multi-Strategy Income and Growth Fund)
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Nuveen Preferred Income Opportunities Fund (the "Fund") as of December 31, 2012, and the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2012, by correspondence with the custodian, counterparty, and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Nuveen Preferred Income Opportunities Fund at December 31, 2012, and the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Chicago, Illinois
February 27, 2013
Nuveen Investments
15
JPC
Nuveen Preferred Income Opportunities Fund
(formerly known as Nuveen Multi-Strategy Income and Growth Fund)
Portfolio of Investments
December 31, 2012
Shares |
Description (1) |
Value |
|||||||||||||||||||||
Common Stocks 1.7% (1.3% of Total Investments) |
|||||||||||||||||||||||
Capital Markets 0.7% |
|||||||||||||||||||||||
449,000 |
Medley Capital Corporation |
$ |
6,537,440 |
||||||||||||||||||||
Insurance 0.2% |
|||||||||||||||||||||||
65,000 |
American International Group, (2) |
2,294,500 |
|||||||||||||||||||||
Oil, Gas & Consumable Fuels 0.3% |
|||||||||||||||||||||||
107,500 |
Canadian Natural Resources Limited |
3,103,525 |
|||||||||||||||||||||
Real Estate 0.5% |
|||||||||||||||||||||||
63,750 |
Hospitality Properties Trust |
1,695,750 |
|||||||||||||||||||||
1,700 |
Kite Realty Group Trust |
43,605 |
|||||||||||||||||||||
72,400 |
Penn Real Estate Investment Trust |
1,832,444 |
|||||||||||||||||||||
70,653 |
Public Storage, Inc. |
1,847,576 |
|||||||||||||||||||||
Total Real Estate |
5,419,375 |
||||||||||||||||||||||
Total Common Stocks (cost $16,672,279) |
17,354,840 |
||||||||||||||||||||||
Shares |
Description (1) |
Coupon |
Ratings (3) |
Value |
|||||||||||||||||||
Convertible Preferred Securities 0.1% (0.0% of Total Investments) |
|||||||||||||||||||||||
Thrifts & Mortgage Finance 0.1% |
|||||||||||||||||||||||
15,056 |
New York Community Capital Trust V |
6.000 |
% |
Baa3 |
$ |
741,508 |
|||||||||||||||||
Total Convertible Preferred Securities (cost $725,090) |
741,508 |
||||||||||||||||||||||
Shares |
Description (1) |
Coupon |
Ratings (3) |
Value |
|||||||||||||||||||
$25 Par (or similar) Preferred Securities 65.1% (47.1% of Total Investments) |
|||||||||||||||||||||||
Capital Markets 5.0% |
|||||||||||||||||||||||
39,839 |
Allied Capital Corporation |
6.875 |
% |
BBB |
$ |
991,194 |
|||||||||||||||||
100,440 |
Ameriprise Financial, Inc. |
7.750 |
% |
A |
2,759,087 |
||||||||||||||||||
63,820 |
Apollo Investment Corporation |
6.625 |
% |
BBB- |
1,512,534 |
||||||||||||||||||
216,700 |
Ares Capital Corporation |
7.000 |
% |
BBB |
5,759,886 |
||||||||||||||||||
575,880 |
Deutsche Bank Capital Funding Trust II |
6.550 |
% |
BBB |
14,782,840 |
||||||||||||||||||
66,500 |
Gladstone Investment Corporation |
7.125 |
% |
N/R |
1,721,020 |
||||||||||||||||||
25,450 |
Goldman Sachs Group Inc., Series 2004-4 (CORTS) |
6.000 |
% |
Baa3 |
621,744 |
||||||||||||||||||
22,600 |
Goldman Sachs Group Inc., Series GSC-3 (PPLUS) |
6.000 |
% |
Baa3 |
549,406 |
||||||||||||||||||
149,500 |
Hercules Technology Growth Capital Incorporated |
7.000 |
% |
N/A |
3,749,460 |
||||||||||||||||||
118,000 |
Hercules Technology Growth Capital Incorporated |
7.000 |
% |
N/A |
2,959,440 |
||||||||||||||||||
39,700 |
Medley Capital Corporation |
7.125 |
% |
N/A |
1,025,451 |
||||||||||||||||||
1,100 |
Morgan Stanley Capital Trust III |
6.250 |
% |
BB+ |
27,456 |
||||||||||||||||||
1,350 |
Morgan Stanley Capital Trust IV |
6.250 |
% |
BB+ |
33,737 |
||||||||||||||||||
15,900 |
Morgan Stanley Capital Trust V |
5.750 |
% |
Ba1 |
392,094 |
||||||||||||||||||
41,575 |
Morgan Stanley Capital Trust VI |
6.600 |
% |
BB+ |
1,047,690 |
||||||||||||||||||
2,500 |
Morgan Stanley Capital Trust VII |
6.600 |
% |
BB+ |
62,625 |
||||||||||||||||||
279,575 |
Solar Capital Limited |
6.750 |
% |
BBB- |
6,419,042 |
||||||||||||||||||
88,700 |
Triangle Capital Corporation |
7.000 |
% |
N/R |
2,332,810 |
||||||||||||||||||
139,350 |
Triangle Capital Corporation |
6.375 |
% |
N/A |
3,379,238 |
||||||||||||||||||
Total Capital Markets |
50,126,754 |
Nuveen Investments
16
Shares |
Description (1) |
Coupon |
Ratings (3) |
Value |
|||||||||||||||||||
Commercial Banks 12.2% |
|||||||||||||||||||||||
18,850 |
Barclays Bank PLC |
7.100 |
% |
A+ |
$ |
472,381 |
|||||||||||||||||
508,200 |
BB&T Corporation |
5.625 |
% |
BBB |
12,948,936 |
||||||||||||||||||
94,525 |
Cobank Agricultural Credit Bank, (4) |
6.250 |
% |
A- |
9,845,374 |
||||||||||||||||||
299,850 |
First Naigara Finance Group |
8.625 |
% |
BB+ |
8,530,733 |
||||||||||||||||||
245,000 |
First Republic Bank of San Francisco |
6.200 |
% |
BBB |
6,394,500 |
||||||||||||||||||
30,000 |
GMAC LLC |
7.350 |
% |
BB- |
750,900 |
||||||||||||||||||
290,000 |
GMAC LLC |
7.300 |
% |
BB- |
7,247,100 |
||||||||||||||||||
375,250 |
HSBC Holdings PLC |
8.000 |
% |
BBB+ |
10,341,890 |
||||||||||||||||||
12,750 |
HSBC Holdings PLC |
6.200 |
% |
BBB+ |
319,133 |
||||||||||||||||||
999,788 |
PNC Financial Services, (5) |
6.125 |
% |
BBB |
27,704,125 |
||||||||||||||||||
225,900 |
Private Bancorp Incorporated |
7.125 |
% |
N/A |
5,794,335 |
||||||||||||||||||
197,430 |
Regions Financial Corporation |
6.375 |
% |
BB |
4,878,495 |
||||||||||||||||||
133,300 |
TCF Financial Corporation |
7.500 |
% |
BB |
3,504,457 |
||||||||||||||||||
113,600 |
U.S. Bancorp. |
6.500 |
% |
BBB+ |
3,253,504 |
||||||||||||||||||
219,200 |
Webster Financial Corporation |
6.400 |
% |
Ba1 |
5,473,424 |
||||||||||||||||||
231,000 |
Zions Bancorporation |
9.500 |
% |
BB |
5,978,280 |
||||||||||||||||||
269,863 |
Zions Bancorporation |
7.900 |
% |
BB |
8,074,301 |
||||||||||||||||||
Total Commercial Banks |
121,511,868 |
||||||||||||||||||||||
Consumer Finance 1.8% |
|||||||||||||||||||||||
534,700 |
Discover Financial Services |
6.500 |
% |
BB |
13,501,175 |
||||||||||||||||||
145,900 |
GMAC LLC |
7.250 |
% |
BB- |
3,647,500 |
||||||||||||||||||
32,742 |
SLM Corporation |
6.000 |
% |
BBB- |
785,153 |
||||||||||||||||||
Total Consumer Finance |
17,933,828 |
||||||||||||||||||||||
Diversified Financial Services 9.0% |
|||||||||||||||||||||||
200,000 |
Bank of America Corporation |
8.625 |
% |
BB+ |
5,112,000 |
||||||||||||||||||
100,000 |
Bank of America Corporation |
8.200 |
% |
BB+ |
2,560,000 |
||||||||||||||||||
6,191 |
Bank of America Corporation |
7.250 |
% |
BB+ |
7,026,785 |
||||||||||||||||||
102,000 |
Citigroup Capital Trust XI |
6.000 |
% |
BB |
2,534,700 |
||||||||||||||||||
181,884 |
Citigroup Capital XIII |
7.875 |
% |
BB+ |
5,074,564 |
||||||||||||||||||
54,991 |
Citigroup Capital XVI |
6.450 |
% |
BB+ |
1,375,875 |
||||||||||||||||||
16,300 |
Citigroup Capital XVII |
6.350 |
% |
BB+ |
407,989 |
||||||||||||||||||
159,401 |
Citigroup Inc. |
8.125 |
% |
BB |
4,541,334 |
||||||||||||||||||
476,651 |
Countrywide Capital Trust III |
7.000 |
% |
BB+ |
12,006,839 |
||||||||||||||||||
136,200 |
Countrywide Capital Trust IV |
6.750 |
% |
BB+ |
3,380,484 |
||||||||||||||||||
80,000 |
GMAC LLC |
7.375 |
% |
BB- |
1,990,400 |
||||||||||||||||||
285,000 |
ING Groep N.V. |
8.500 |
% |
BBB- |
7,293,150 |
||||||||||||||||||
65,000 |
ING Groep N.V. |
7.375 |
% |
BBB- |
1,624,350 |
||||||||||||||||||
204,023 |
ING Groep N.V. |
7.200 |
% |
BBB- |
5,116,897 |
||||||||||||||||||
783,499 |
ING Groep N.V. |
7.050 |
% |
BBB- |
19,595,306 |
||||||||||||||||||
25,000 |
ING Groep N.V. |
6.375 |
% |
BBB- |
604,750 |
||||||||||||||||||
50,000 |
ING Groep N.V. |
6.125 |
% |
BBB- |
1,195,500 |
||||||||||||||||||
57,234 |
JPMorgan Chase Capital Trust XI |
5.875 |
% |
BBB |
1,440,580 |
||||||||||||||||||
23,750 |
JPMorgan Chase Capital Trust XXIX |
6.700 |
% |
A |
606,813 |
||||||||||||||||||
71,700 |
KCAP Financial Inc. |
7.375 |
% |
N/A |
1,817,595 |
||||||||||||||||||
50,000 |
KKR Financial Holdings LLC |
7.500 |
% |
BBB |
1,337,500 |
||||||||||||||||||
21,825 |
Merrill Lynch Capital Trust II |
6.450 |
% |
BB+ |
543,006 |
||||||||||||||||||
102,460 |
Merrill Lynch Preferred Capital Trust V |
7.280 |
% |
BB+ |
2,566,623 |
||||||||||||||||||
Total Diversified Financial Services |
89,753,040 |
||||||||||||||||||||||
Diversified Telecommunication Services 1.2% |
|||||||||||||||||||||||
208,137 |
Qwest Corporation |
7.500 |
% |
BBB- |
5,613,455 |
||||||||||||||||||
2,500 |
Qwest Corporation |
7.375 |
% |
BBB- |
67,025 |
||||||||||||||||||
255,000 |
Qwest Corporation |
7.000 |
% |
BBB- |
6,732,000 |
||||||||||||||||||
Total Diversified Telecommunication Services |
12,412,480 |
Nuveen Investments
17
JPC
Nuveen Preferred Income Opportunities Fund (continued)
Portfolio of Investments December 31, 2012
Shares |
Description (1) |
Coupon |
Ratings (3) |
Value |
|||||||||||||||||||
Electric Utilities 2.2% |
|||||||||||||||||||||||
288,375 |
Entergy Texas Inc. |
7.875 |
% |
BBB+ |
$ |
8,328,270 |
|||||||||||||||||
143,568 |
SCE Trust I |
5.625 |
% |
BBB+ |
3,704,054 |
||||||||||||||||||
100,000 |
Southern California Edison Company, (4) |
6.000 |
% |
BBB+ |
10,078,130 |
||||||||||||||||||
Total Electric Utilities |
22,110,454 |
||||||||||||||||||||||
Insurance 12.9% |
|||||||||||||||||||||||
118,745 |
Aegon N.V. |
8.000 |
% |
Baa1 |
3,322,485 |
||||||||||||||||||
635,804 |
Aegon N.V. |
6.375 |
% |
Baa1 |
15,996,829 |
||||||||||||||||||
328,754 |
Allianz SE, (4) |
8.375 |
% |
A+ |
8,424,321 |
||||||||||||||||||
898,410 |
Arch Capital Group Limited |
6.750 |
% |
BBB |
24,104,340 |
||||||||||||||||||
221,100 |
Argo Group US Inc. |
6.500 |
% |
BBB- |
5,503,179 |
||||||||||||||||||
49,020 |
Aspen Insurance Holdings Limited |
7.250 |
% |
BBB- |
1,283,344 |
||||||||||||||||||
808,495 |
Axis Capital Holdings Limited |
6.875 |
% |
BBB |
21,586,817 |
||||||||||||||||||
150,000 |
Endurance Specialty Holdings Limited |
7.500 |
% |
BBB- |
3,999,000 |
||||||||||||||||||
137,862 |
EverestRe Capital Trust II |
6.200 |
% |
Baa1 |
3,464,472 |
||||||||||||||||||
56,682 |
Hartford Financial Services Group Inc. |
7.875 |
% |
BB+ |
1,627,340 |
||||||||||||||||||
299,470 |
Maiden Holdings Limited |
8.250 |
% |
BB |
7,789,215 |
||||||||||||||||||
3,832 |
Maiden Holdings NA Limited |
8.250 |
% |
BBB- |
100,552 |
||||||||||||||||||
200,000 |
Maiden Holdings NA Limited |
8.000 |
% |
BBB- |
5,274,000 |
||||||||||||||||||
244,152 |
PartnerRe Limited |
6.750 |
% |
BBB+ |
6,155,072 |
||||||||||||||||||
126,730 |
Prudential Financial Inc. |
9.000 |
% |
BBB+ |
3,272,169 |
||||||||||||||||||
8,205 |
Prudential PLC |
6.750 |
% |
A- |
205,946 |
||||||||||||||||||
572,140 |
Reinsurance Group of America Inc. |
6.200 |
% |
BBB |
15,510,715 |
||||||||||||||||||
27,078 |
RenaissanceRe Holdings Limited, Series C |
6.080 |
% |
BBB+ |
679,387 |
||||||||||||||||||
Total Insurance |
128,299,183 |
||||||||||||||||||||||
Multi-Utilities 0.8% |
|||||||||||||||||||||||
230,684 |
Dominion Resources Inc. |
8.375 |
% |
BBB |
6,212,320 |
||||||||||||||||||
8,644 |
DTE Energy Company |
6.500 |
% |
BBB- |
235,895 |
||||||||||||||||||
76,975 |
Xcel Energy Inc. |
7.600 |
% |
BBB |
1,947,468 |
||||||||||||||||||
Total Multi-Utilities |
8,395,683 |
||||||||||||||||||||||
Oil, Gas & Consumable Fuels 0.4% |
|||||||||||||||||||||||
150,000 |
Nexen Inc. |
7.350 |
% |
BB+ |
3,819,000 |
||||||||||||||||||
Real Estate 19.3% |
|||||||||||||||||||||||
199,300 |
AG Mortgage Investment Trust |
8.000 |
% |
N/A |
4,972,535 |
||||||||||||||||||
249,100 |
Annaly Capital Management |
7.625 |
% |
N/A |
6,252,410 |
||||||||||||||||||
149,500 |
Apollo Commercial Real Estate Finance |
8.625 |
% |
N/A |
3,909,425 |
||||||||||||||||||
249,100 |
Apollo Residential Mortgage Inc. |
8.000 |
% |
N/A |
6,175,189 |
||||||||||||||||||
69,000 |
Ashford Hospitality Trust Inc. |
9.000 |
% |
N/A |
1,849,200 |
||||||||||||||||||
40,100 |
Ashford Hospitality Trust Inc. |
8.550 |
% |
N/A |
1,011,723 |
||||||||||||||||||
359,524 |
Ashford Hospitality Trust Inc. |
8.450 |
% |
N/R |
9,042,029 |
||||||||||||||||||
289,622 |
CBL & Associates Properties Inc. |
7.375 |
% |
N/A |
7,255,031 |
||||||||||||||||||
144,916 |
Cedar Shopping Centers Inc., Series A |
7.250 |
% |
N/A |
3,543,196 |
||||||||||||||||||
208,314 |
Chesapeake Lodging Trust |
7.750 |
% |
N/A |
5,516,155 |
||||||||||||||||||
146,596 |
CYS Invsetments Inc. |
7.750 |
% |
N/A |
3,660,502 |
||||||||||||||||||
260,390 |
DDR Corporation |
6.500 |
% |
Ba1 |
6,369,139 |
||||||||||||||||||
16,200 |
Digital Realty Trust Inc. |
7.000 |
% |
Baa3 |
432,054 |
||||||||||||||||||
6,800 |
Duke Realty Corporation, Series K |
6.500 |
% |
Baa3 |
169,048 |
||||||||||||||||||
71,421 |
Duke Realty Corporation, Series L |
6.600 |
% |
Baa3 |
1,792,667 |
||||||||||||||||||
12,248 |
Duke-Weeks Realty Corporation |
6.625 |
% |
Baa3 |
306,322 |
||||||||||||||||||
175,000 |
Dupont Fabros Technology |
7.875 |
% |
Ba2 |
4,651,500 |
||||||||||||||||||
99,700 |
Dynex Capital inc. |
8.500 |
% |
N/A |
2,551,323 |
||||||||||||||||||
250,000 |
First Potomac Realty Trust |
7.750 |
% |
N/R |
6,417,500 |
||||||||||||||||||
298,900 |
Hatteras Financial Corporation |
7.625 |
% |
N/A |
7,463,533 |
||||||||||||||||||
80,000 |
Health Care REIT, Inc. |
6.500 |
% |
Baa3 |
2,152,000 |
||||||||||||||||||
9,756 |
Hospitality Properties Trust |
7.000 |
% |
Baa3 |
246,046 |
||||||||||||||||||
178,580 |
Inland Real Estate Corporation |
8.250 |
% |
N/R |
4,652,009 |
Nuveen Investments
18
Shares |
Description (1) |
Coupon |
Ratings (3) |
Value |
|||||||||||||||||||
Real Estate (continued) | |||||||||||||||||||||||
269,000 |
Invesco Mortgage Capital Inc. |
7.750 |
% |
N/A |
$ |
6,708,860 |
|||||||||||||||||
39,551 |
Kimco Realty Corporation |
6.900 |
% |
Baa2 |
1,053,243 |
||||||||||||||||||
198,500 |
MFA Financial Inc., (4) |
8.000 |
% |
D |
5,092,776 |
||||||||||||||||||
178,500 |
Northstar Realty Finance Corporation, (2) |
8.875 |
% |
N/A |
4,391,100 |
||||||||||||||||||
278,500 |
Northstar Realty Finance Corporation |
8.250 |
% |
N/R |
6,583,740 |
||||||||||||||||||
200,000 |
Penn Real Estate Investment Trust |
8.250 |
% |
N/A |
5,256,000 |
||||||||||||||||||
42,905 |
Prologis Inc., (4) |
8.540 |
% |
BB |
2,670,836 |
||||||||||||||||||
40,000 |
Prologis Inc. |
6.750 |
% |
BB |
1,010,000 |
||||||||||||||||||
51,275 |
Prologis Inc. |
6.750 |
% |
BB |
1,282,388 |
||||||||||||||||||
21,000 |
PS Business Parks, Inc. |
6.875 |
% |
BBB- |
558,180 |
||||||||||||||||||
59,960 |
PS Business Parks, Inc. |
6.450 |
% |
BBB- |
1,581,145 |
||||||||||||||||||
27,006 |
Public Storage, Inc. |
6.875 |
% |
A3 |
730,512 |
||||||||||||||||||
10,396 |
Realty Income Corporation |
6.750 |
% |
Baa2 |
265,722 |
||||||||||||||||||
250,000 |
Realty Income Corporation |
6.625 |
% |
Baa2 |
6,630,000 |
||||||||||||||||||
217,000 |
Regency Centers Corporation |
6.625 |
% |
Baa3 |
5,765,690 |
||||||||||||||||||
422,600 |
Senior Housing Properties Trust |
5.625 |
% |
BBB- |
10,400,186 |
||||||||||||||||||
174,400 |
Strategic Hotel Capital Inc., Series B |
8.250 |
% |
N/R |
4,360,000 |
||||||||||||||||||
174,400 |
Strategic Hotel Capital Inc., Series C |
8.250 |
% |
N/R |
4,253,616 |
||||||||||||||||||
149,300 |
Urstadt Biddle Properties |
7.125 |
% |
N/A |
3,880,307 |
||||||||||||||||||
438,595 |
Vornado Realty LP |
7.875 |
% |
BBB |
11,877,153 |
||||||||||||||||||
80,798 |
Wachovia Preferred Funding Corporation |
7.250 |
% |
BBB+ |
2,133,875 |
||||||||||||||||||
150,000 |
Weingarten Realty Trust |
6.750 |
% |
Baa3 |
3,754,500 |
||||||||||||||||||
74,338 |
Weingarten Realty Trust |
6.500 |
% |
Baa3 |
1,855,476 |
||||||||||||||||||
236,425 |
Winthrop Realty Trust Inc. |
9.250 |
% |
N/R |
6,251,077 |
||||||||||||||||||
149,400 |
Winthrop Realty Trust Inc., (4) |
7.750 |
% |
N/A |
3,842,389 |
||||||||||||||||||
Total Real Estate |
192,579,307 |
||||||||||||||||||||||
Thrifts & Mortgage Finance 0.1% |
|||||||||||||||||||||||
39,002 |
Everbank Financial Corporation |
6.750 |
% |
N/A |
943,848 |
||||||||||||||||||
U.S. Agency 0.2% |
|||||||||||||||||||||||
31,000 |
Cobank Agricultural Credit Bank, (4) |
11.000 |
% |
A- |
1,595,533 |
||||||||||||||||||
Total $25 Par (or similar) Preferred Securities (cost $622,001,982) |
649,480,978 |
||||||||||||||||||||||
Principal Amount (000) |
Description (1) |
Coupon |
Maturity |
Ratings (3) |
Value |
||||||||||||||||||
Corporate Bonds 6.2% (4.5% of Total Investments) |
|||||||||||||||||||||||
Consumer Finance 0.4% |
|||||||||||||||||||||||
$ |
5,000 |
SLM Corporation |
5.625 |
% |
8/01/33 |
BBB- |
$ |
4,637,500 |
|||||||||||||||
Insurance 5.0% |
|||||||||||||||||||||||
22,222 |
American International Group, Inc. |
8.175 |
% |
5/15/68 |
BBB |
28,944,155 |
|||||||||||||||||
2,426 |
Hartford Life Inc. |
7.650 |
% |
6/15/27 |
BBB- |
3,097,522 |
|||||||||||||||||
7,957 |
Protective Life Corporation |
8.450 |
% |
10/15/39 |
A- |
10,377,233 |
|||||||||||||||||
6,900 |
QBE Capital Funding Trust II, 144A |
7.250 |
% |
5/24/41 |
BBB+ |
7,141,500 |
|||||||||||||||||
39,505 |
Total Insurance |
49,560,410 |
|||||||||||||||||||||
Media 0.8% |
|||||||||||||||||||||||
7,588 |
RR Donnelley & Son Company |
8.250 |
% |
3/15/19 |
BB |
7,663,880 |
|||||||||||||||||
$ |
52,093 |
Total Corporate Bonds (cost $53,565,267) |
61,861,790 |
Nuveen Investments
19
JPC
Nuveen Preferred Income Opportunities Fund (continued)
Portfolio of Investments December 31, 2012
Principal Amount (000)/ Shares |
Description (1) |
Coupon |
Maturity |
Ratings (3) |
Value |
||||||||||||||||||
Capital Preferred Securities 64.5% (46.6% of Total Investments) |
|||||||||||||||||||||||
Capital Markets 0.4% |
|||||||||||||||||||||||
2,000 |
Aberdeen Asset Management PLC, Perpetual Subordinated Capital Securities |
7.900 |
% |
12/31/49 |
N/R |
$ |
2,030,000 |
||||||||||||||||
500 |
Credit Suisse thru Claudius Limited |
8.250 |
% |
12/27/58 |
BBB |
521,500 |
|||||||||||||||||
1,500 |
Macquarie PMI LLC |
8.375 |
% |
12/29/49 |
BB+ |
1,561,533 |
|||||||||||||||||
Total Capital Markets |
4,113,033 |
||||||||||||||||||||||
Commercial Banks 15.7% |
|||||||||||||||||||||||
19,361 |
Abbey National Capital Trust I |
8.963 |
% |
12/31/49 |
BBB- |
21,950,534 |
|||||||||||||||||
575 |
Barclays Bank PLC, 144A |
10.179 |
% |
6/12/21 |
A- |
782,817 |
|||||||||||||||||
18,845 |
Barclays Bank PLC |
6.278 |
% |
12/15/55 |
BBB |
18,080,345 |
|||||||||||||||||
14,375 |
BNP Paribas, 144A |
7.195 |
% |
12/25/57 |
BBB |
14,734,375 |
|||||||||||||||||
9,000 |
First Empire Capital Trust I |
8.234 |
% |
2/01/27 |
BBB |
9,057,159 |
|||||||||||||||||
1,000 |
HSBC Bank PLC |
1.000 |
% |
12/19/35 |
A- |
500,000 |
|||||||||||||||||
500 |
HSBC Bank PLC |
0.850 |
% |
6/11/37 |
A- |
248,000 |
|||||||||||||||||
3,654 |
HSBC Capital Funding LP, Debt |
10.176 |
% |
12/31/50 |
BBB+ |
5,005,980 |
|||||||||||||||||
4,000 |
North Fork Capital Trust II |
8.000 |
% |
12/15/27 |
Baa3 |
4,076,000 |
|||||||||||||||||
5,000 |
PNC Financial Services Inc. |
6.750 |
% |
2/01/62 |
BBB |
5,678,700 |
|||||||||||||||||
21,113 |
Rabobank Nederland, 144A |
11.000 |
% |
12/31/59 |
A- |
28,555,333 |
|||||||||||||||||
600 |
Reliance Capital Trust I, Series B |
8.170 |
% |
5/01/28 |
N/R |
614,706 |
|||||||||||||||||
570 |
Standard Chartered PLC, 144A |
7.014 |
% |
1/30/58 |
BBB+ |
613,294 |
|||||||||||||||||
|
(6) |
Union Planters Preferred Fund |
7.750 |
% |
7/15/53 |
BB |
10,806,750 |
||||||||||||||||
30,750 |
Wells Fargo & Company, Series K |
7.980 |
% |
9/15/58 |
BBB+ |
35,285,625 |
|||||||||||||||||
Total Commercial Banks |
155,989,618 |
||||||||||||||||||||||
Consumer Finance 0.1% |
|||||||||||||||||||||||
500 |
Capital One Capital IV Corporation |
6.745 |
% |
2/05/82 |
Baa3 |
500,000 |
|||||||||||||||||
850 |
Capital One Capital VI Corporation |
8.875 |
% |
5/15/40 |
Baa3 |
850,000 |
|||||||||||||||||
Total Consumer Finance |
1,350,000 |
||||||||||||||||||||||
Diversified Financial Services 9.7% |
|||||||||||||||||||||||
10,575 |
Bank of America Corporation |
8.000 |
% |
7/30/58 |
BB+ |
11,696,796 |
|||||||||||||||||
600 |
Bank One Capital III |
8.750 |
% |
9/01/30 |
BBB |
825,661 |
|||||||||||||||||
1,000 |
Citigroup Inc. |
8.400 |
% |
10/30/58 |
BB |
1,074,940 |
|||||||||||||||||
9,000 |
Citigroup Inc. |
5.950 |
% |
10/30/58 |
BB |
9,112,500 |
|||||||||||||||||
9,500 |
General Electric Capital Corporation, (5) |
6.250 |
% |
12/15/62 |
AA- |
10,345,310 |
|||||||||||||||||
25,300 |
General Electric Capital Corporation, (5) |
7.125 |
% |
12/15/62 |
AA- |
28,596,337 |
|||||||||||||||||
30,912 |
JPMorgan Chase & Company |
7.900 |
% |
10/30/58 |
BBB |
35,023,605 |
|||||||||||||||||
Total Diversified Financial Services |
96,675,149 |
||||||||||||||||||||||
Insurance 35.5% |
|||||||||||||||||||||||
7,500 |
Allstate Corporation |
6.500 |
% |
5/15/67 |
Baa1 |
7,978,125 |
|||||||||||||||||
5,546 |
Allstate Corporation |
6.125 |
% |
5/15/67 |
Baa1 |
5,767,840 |
|||||||||||||||||
5,000 |
Aviva PLC, Reg S |
8.250 |
% |
12/31/49 |
Baa1 |
5,430,685 |
|||||||||||||||||
27,950 |
AXA SA, 144A |
6.380 |
% |
6/14/57 |
Baa1 |
27,391,000 |
|||||||||||||||||
22,254 |
Catlin Insurance Company Limited |
7.249 |
% |
7/19/57 |
BBB+ |
22,198,365 |
|||||||||||||||||
6,815 |
Cloverie PLC Zurich Insurance |
8.250 |
% |
4/18/62 |
A |
7,840,821 |
|||||||||||||||||
2,750 |
Dai-Ichi Mutual Life, 144A |
7.250 |
% |
3/15/61 |
A3 |
3,134,632 |
|||||||||||||||||
32,040 |
Financial Security Assurance Holdings, 144A |
6.400 |
% |
12/15/66 |
Baa1 |
25,632,000 |
|||||||||||||||||
31,805 |
Glen Meadows Pass Through Trust |
6.505 |
% |
2/12/67 |
BB+ |
29,181,084 |
|||||||||||||||||
22,085 |
Liberty Mutual Group Inc., 144A |
10.750 |
% |
6/15/88 |
Baa3 |
32,906,650 |
|||||||||||||||||
9,700 |
Liberty Mutual Group Inc., 144A |
7.800 |
% |
3/07/87 |
Baa3 |
10,791,250 |
|||||||||||||||||
8,550 |
Lincoln National Corporation |
7.000 |
% |
5/17/66 |
BBB |
8,742,375 |
|||||||||||||||||
1,750 |
Lincoln National Corporation |
6.050 |
% |
4/20/67 |
BBB |
1,743,438 |
|||||||||||||||||
9,335 |
MetLife Capital Trust IV, 144A |
7.875 |
% |
12/15/67 |
BBB |
11,435,375 |
|||||||||||||||||
26,465 |
MetLife Capital Trust X, 144A |
9.250 |
% |
4/08/68 |
BBB |
36,521,700 |
|||||||||||||||||
1,000 |
MetLife Inc. |
10.750 |
% |
8/01/69 |
BBB |
1,510,000 |
|||||||||||||||||
28,570 |
National Financial Services Inc. |
6.750 |
% |
5/15/67 |
Baa2 |
29,777,083 |
|||||||||||||||||
1,150 |
Nationwide Financial Services Capital Trust |
7.899 |
% |
3/01/37 |
Baa2 |
1,229,681 |
Nuveen Investments
20
Principal Amount (000)/ Shares |
Description (1) |
Coupon |
Maturity |
Ratings (3) |
Value |
||||||||||||||||||
Insurance (continued) | |||||||||||||||||||||||
1,900 |
Prudential Financial Inc. |
8.875 |
% |
6/15/68 |
BBB+ |
$ |
2,308,500 |
||||||||||||||||
7,038 |
Prudential PLC |
7.750 |
% |
3/23/49 |
A- |
7,611,597 |
|||||||||||||||||
7,200 |
Prudential PLC |
6.500 |
% |
9/23/53 |
A- |
7,212,960 |
|||||||||||||||||
4,600 |
QBE Capital Funding Trust II, 144A |
6.797 |
% |
12/01/57 |
BBB+ |
4,666,093 |
|||||||||||||||||
12,174 |
Swiss Re Capital I, 144A |
6.854 |
% |
N/A (7) |
A |
12,759,594 |
|||||||||||||||||
18,168 |
Symetra Financial Corporation, 144A |
8.300 |
% |
10/15/37 |
BBB- |
18,751,665 |
|||||||||||||||||
12,940 |
White Mountains Re Group Limited |
7.506 |
% |
6/30/57 |
BB+ |
13,353,821 |
|||||||||||||||||
7,500 |
XL Capital Ltd |
6.500 |
% |
10/15/57 |
BBB- |
7,012,500 |
|||||||||||||||||
10,350 |
ZFS Finance USA Trust II, 144A |
6.450 |
% |
12/15/65 |
A |
11,074,500 |
|||||||||||||||||
Total Insurance |
353,963,334 |
||||||||||||||||||||||
Real Estate 1.2% |
|||||||||||||||||||||||
9 |
Sovereign Real Estate Investment Trust, 144A |
12.000 |
% |
10/31/50 |
Ba1 |
12,088,982 |
|||||||||||||||||
U.S. Agency 1.9% |
|||||||||||||||||||||||
16,825 |
AgFirst Farm Credit Bank |
7.300 |
% |
12/15/53 |
A- |
16,823,318 |
|||||||||||||||||
2 |
Farm Credit Bank of Texas |
10.000 |
% |
12/15/60 |
A3 |
2,118,094 |
|||||||||||||||||
Total U.S. Agency |
18,941,412 |
||||||||||||||||||||||
Total Capital Preferred Securities (cost $588,780,686) |
643,121,528 |
||||||||||||||||||||||
Principal Amount (000) |
Description (1) |
Coupon |
Maturity |
Value |
|||||||||||||||||||
Short-Term Investments 0.7% (0.5% of Total Investments) |
|||||||||||||||||||||||
$ |
6,605 |
Repurchase Agreement with Fixed Income Clearing Corporation, dated 12/31/12, repurchase price $6,605,155, collateralized by $6,460,000 U.S. |
0.010 |
% |
1/02/13 |
$ |
6,605,151 |
||||||||||||||||
Treasury Notes, 1.750%, due 7/31/15, value $6,742,186 |
|
||||||||||||||||||||||
Total Short-Term Investments (cost $6,605,151) |
6,605,151 |
||||||||||||||||||||||
Total Investments (cost $1,288,350,455) 138.3% |
1,379,165,795 |
||||||||||||||||||||||
Borrowings (38.5)% (8), (9) |
(383,750,000 |
) |
|||||||||||||||||||||
Other Assets Less Liabilities 0.2% (10) |
2,068,701 |
||||||||||||||||||||||
Net Assets Applicable to Common Shares 100% |
$ |
997,484,496 |
Investments in Derivatives as of December 31, 2012
Interest Rate Swaps outstanding:
Counterparty |
Notional Amount |
Fund Pay/Receive Floating Rate |
Floating Rate Index |
Fixed Rate (Annualized) |
Fixed Rate Payment Frequency |
Effective Date (11) |
Termination Date |
Unrealized Appreciation (Depreciation) (10) |
|||||||||||||||||||||||||||
JPMorgan |
$ |
69,725,000 |
Receive |
1-Month USD-LIBOR |
1.193 |
% |
Monthly |
3/21/11 |
3/21/14 |
$ |
(832,784 |
) |
|||||||||||||||||||||||
JPMorgan |
114,296,000 |
Receive |
1-Month USD-LIBOR |
1.255 |
Monthly |
12/01/14 |
12/01/18 |
269,383 |
|||||||||||||||||||||||||||
JPMorgan |
114,296,000 |
Receive |
1-Month USD-LIBOR |
1.673 |
Monthly |
12/01/14 |
12/01/20 |
657,612 |
|||||||||||||||||||||||||||
Morgan Stanley |
69,725,000 |
Receive |
1-Month USD-LIBOR |
2.064 |
Monthly |
3/21/11 |
3/21/16 |
(3,700,944 |
) |
||||||||||||||||||||||||||
$ |
(3,606,733 |
) |
Nuveen Investments
21
JPC
Nuveen Preferred Income Opportunities Fund (continued)
Portfolio of Investments December 31, 2012
For Fund portfolio compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications into sectors for reporting ease.
(1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.
(2) Non-income producing; issuer has not declared a dividend within the past twelve months.
(3) Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor's Group ("Standard & Poor's"), Moody's Investors Service, Inc. ("Moody's") or Fitch, Inc. ("Fitch") rating. Ratings below BBB by Standard & Poor's, Baa by Moody's or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.
(4) For fair value measurement disclosure purposes, $25 Par (or similar) Preferred Security classified as Level 2. See Notes to Financial Statements, Footnote 1-General Information and Significant Accounting Policies, Investment Valuation for more information.
(5) Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in derivatives.
(6) Principal Amount (000) rounds to less than $1,000.
(7) Perpetual security. Maturity date is not applicable.
(8) The Fund may pledge up to 100% of its eligible investments in the Portfolio of Investments as collateral for Borrowings. As of the end of the reporting period, investments with a value of $914,379,833 have been pledged as collateral for Borrowings.
(9) Borrowings as a percentage of Total Investments is 27.8%.
(10) Other Assets Less Liabilities includes the Unrealized Appreciation (Depreciation) of derivative instruments as listed within Investments in Derivatives as of the end of the reporting period.
(11) Effective date represents the date on which both the Fund and Counterparty commence interest payment accruals on each swap contract.
N/A Not applicable.
N/R Not rated.
144A Investment is exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These investments may only be resold in transactions exempt from registration, which are normally those transactions with qualified institutional buyers.
CORTS Corporate Backed Trust Securities.
PPLUS PreferredPlus Trust.
Reg S Regulation S allows U.S. companies to sell securities to persons or entities located outside of the United States without registering those securities with the Securities and Exchange Commission. Specifically, Regulation S provides a safe harbor from the registration requirements of the Securities Act for the offers and sales of securities by both foreign and domestic issuers that are made outside the United States.
REIT Real Estate Investment Trust.
USD-LIBOR United States DollarLondon Inter-Bank Offered Rate.
See accompanying notes to financial statements.
Nuveen Investments
22
Statement of
ASSETS & LIABILITIES
December 31, 2012
Assets |
|||||||
Investments, at value (cost $1,288,350,455) |
$ |
1,379,165,795 |
|||||
Cash |
2,386,933 |
||||||
Unrealized appreciation on interest rate swaps, net |
94,211 |
||||||
Receivables: |
|||||||
Dividends |
2,447,612 |
||||||
Interest |
7,071,473 |
||||||
Investments sold |
1,044,060 |
||||||
Reclaims |
74,804 |
||||||
Other assets |
178,075 |
||||||
Total assets |
1,392,462,963 |
||||||
Liabilities |
|||||||
Borrowings |
383,750,000 |
||||||
Unrealized depreciation on interest rate swaps |
3,700,944 |
||||||
Payable for investments purchased |
5,934,543 |
||||||
Accrued expenses: |
|||||||
Interest on borrowings |
47,065 |
||||||
Management fees |
952,984 |
||||||
Trustees fees |
179,324 |
||||||
Other |
413,607 |
||||||
Total liabilities |
394,978,467 |
||||||
Net assets applicable to Common shares |
$ |
997,484,496 |
|||||
Common shares outstanding |
96,990,341 |
||||||
Net asset value per Common share outstanding (net assets applicable to Common shares, divided by Common shares outstanding) |
$ |
10.28 |
|||||
Net assets applicable to Common shares consist of: |
|||||||
Common shares, $.01 par value per share |
$ |
969,903 |
|||||
Paid-in surplus |
1,292,140,972 |
||||||
Undistributed (Over-distribution of) net investment income |
(8,330,468 |
) |
|||||
Accumulated net realized gain (loss) |
(374,506,934 |
) |
|||||
Net unrealized appreciation (depreciation) |
87,211,023 |
||||||
Net assets applicable to Common shares |
$ |
997,484,496 |
|||||
Authorized shares: |
|||||||
Common |
Unlimited |
||||||
FundPreferred |
Unlimited |
See accompanying notes to financial statements.
Nuveen Investments
23
Statement of
OPERATIONS
Year Ended December 31, 2012
Investment Income |
|||||||
Dividends (net of foreign tax withheld of $107,582) |
$ |
46,027,688 |
|||||
Interest |
44,103,292 |
||||||
Total investment income |
90,130,980 |
||||||
Expenses |
|||||||
Management fees |
10,769,605 |
||||||
Interest expense on borrowings |
4,837,000 |
||||||
Shareholder servicing agent fees and expenses |
5,531 |
||||||
Custodian fees and expenses |
310,599 |
||||||
Trustees fees and expenses |
24,406 |
||||||
Professional fees |
207,634 |
||||||
Shareholder reporting expenses |
201,145 |
||||||
Stock exchange listing fees |
30,500 |
||||||
Investor relations expense |
270,805 |
||||||
Other expenses |
70,997 |
||||||
Total expenses |
16,728,222 |
||||||
Net investment income (loss) |
73,402,758 |
||||||
Realized and Unrealized Gain (Loss) |
|||||||
Net realized gain (loss) from: |
|||||||
Investment and foreign currency |
37,117,450 |
||||||
Securities sold short |
(1,666,640 |
) |
|||||
Call options written |
2,565,730 |
||||||
Interest rate swaps |
(1,942,963 |
) |
|||||
Put options purchased |
(158,961 |
) |
|||||
Change in net unrealized appreciation (depreciation) of: |
|||||||
Investment and foreign currency |
120,367,362 |
||||||
Securities sold short |
1,293,234 |
||||||
Call options written |
(1,365,960 |
) |
|||||
Interest rate swaps |
754,389 |
||||||
Put options purchased |
158,251 |
||||||
Net realized and unrealized gain (loss) |
157,121,892 |
||||||
Net increase (decrease) in net assets applicable to Common shares from operations |
$ |
230,524,650 |
See accompanying notes to financial statements.
Nuveen Investments
24
Statement of
CHANGES in NET ASSETS
Year Ended 12/31/12 |
Year Ended 12/31/11 |
||||||||||
Operations |
|||||||||||
Net investment income (loss) |
$ |
73,402,758 |
$ |
49,769,100 |
|||||||
Net realized gain (loss) from: |
|||||||||||
Investment and foreign currency |
37,117,450 |
20,827,371 |
|||||||||
Securities sold short |
(1,666,640 |
) |
(257,417 |
) |
|||||||
Call options written |
2,565,730 |
2,645,835 |
|||||||||
Interest rate swaps |
(1,942,963 |
) |
(1,540,259 |
) |
|||||||
Put options purchased |
(158,961 |
) |
|
||||||||
Change in net unrealized appreciation (depreciation) of: |
|||||||||||
Investment and foreign currency |
120,367,362 |
(90,229,278 |
) |
||||||||
Securities sold short |
1,293,234 |
(64,105 |
) |
||||||||
Call options written |
(1,365,960 |
) |
2,935,353 |
||||||||
Interest rate swaps |
754,389 |
(4,361,122 |
) |
||||||||
Put options purchased |
158,251 |
(37,985 |
) |
||||||||
Net increase (decrease) in net assets applicable to Common shares from operations |
230,524,650 |
(20,312,507 |
) |
||||||||
Distributions to Common Shareholders |
|||||||||||
From net investment income |
(73,683,563 |
) |
(72,490,114 |
) |
|||||||
Return of capital |
|
(334,401 |
) |
||||||||
Decrease in net assets applicable to Common shares from distributions to Common shareholders |
(73,683,563 |
) |
(72,824,515 |
) |
|||||||
Capital Share Transactions |
|||||||||||
Common shares repurchased and retired |
|
(5,063,325 |
) |
||||||||
Net increase (decrease) in net assets applicable to Common shares from capital share transactions |
|
(5,063,325 |
) |
||||||||
Net increase (decrease) in net assets applicable to Common shares |
156,841,087 |
(98,200,347 |
) |
||||||||
Net assets applicable to Common shares at the beginning of period |
840,643,409 |
938,843,756 |
|||||||||
Net assets applicable to Common shares at the end of period |
$ |
997,484,496 |
$ |
840,643,409 |
|||||||
Undistributed (Over-distribution of) net investment income at the end of period |
$ |
(8,330,468 |
) |
$ |
(12,176,715 |
) |
See accompanying notes to financial statements.
Nuveen Investments
25
Statement of
CASH FLOWS
Year Ended December 31, 2012
Cash Flows from Operating Activities: |
|||||||
Net Increase (Decrease) in Net Assets Applicable to Common Shares from Operations |
$ |
230,524,650 |
|||||
Adjustments to reconcile the net increase (decrease) in net assets applicable to Common shares from operations to net cash provided by (used in) operating activities: |
|||||||
Purchases of investments |
(1,686,856,060 |
) |
|||||
Proceeds from sales and maturities of investments and securities sold short |
1,572,031,828 |
||||||
Proceeds from (Purchases of) short-term investments, net |
77,624,446 |
||||||
Proceeds from (Payments for) cash denominated in foreign currencies, net |
217,252 |
||||||
Proceeds from (Payments for) swap contracts, net |
(1,942,963 |
) |
|||||
Premiums received for call options written |
836,854 |
||||||
Cash paid for call options written |
(1,531,478 |
) |
|||||
Amortization (Accretion) of premiums and discounts, net |
(2,795,535 |
) |
|||||
(Increase) Decrease in: |
|||||||
Deposits with brokers for securities sold short and options written |
4,624,233 |
||||||
Receivable for dividends |
(1,348,730 |
) |
|||||
Receivable for interest |
(560,611 |
) |
|||||
Receivable for investments sold |
2,461,768 |
||||||
Receivable for matured senior loans |
505,206 |
||||||
Receivable for reclaims |
34,462 |
||||||
Other assets |
(29,535 |
) |
|||||
Increase (Decrease) in: |
|||||||
Payable for dividends on securities sold short |
(2,552 |
) |
|||||
Payable for investment purchased |
5,850,743 |
||||||
Accrued interest on borrowings |
17,027 |
||||||
Accrued management fees |
104,129 |
||||||
Accrued trustees fees |
7,513 |
||||||
Accrued other expenses |
(3,904 |
) |
|||||
Net realized (gain) loss from: |
|||||||
Investments and foreign currency |
(37,117,450 |
) |
|||||
Securities sold short |
1,666,640 |
||||||
Call options written |
(2,565,730 |
) |
|||||
Interest rate swaps |
1,942,963 |
||||||
Put options purchased |
158,961 |
||||||
Change in net unrealized (appreciation) depreciation of: |
|||||||
Investments and foreign currency |
(120,367,362 |
) |
|||||
Securities sold short |
(1,293,234 |
) |
|||||
Call options written |
1,365,960 |
||||||
Interest rate swaps |
(754,389 |
) |
|||||
Put options purchased |
(158,251 |
) |
|||||
Net cash provided by (used in) operating activities |
42,646,851 |
||||||
Cash Flows from Financing Activities: |
|||||||
Increase in borrowings |
35,700,000 |
||||||
Increase (Decrease) in cash overdraft balance |
(2,326,355 |
) |
|||||
Cash distributions paid to Common shareholders |
(73,683,563 |
) |
|||||
Net cash provided by (used in) financing activities |
(40,259,918 |
) |
|||||
Net Increase (Decrease) in Cash |
2,386,933 |
||||||
Cash at the beginning of period |
|
||||||
Cash at the End of Period |
$ |
2,386,933 |
|||||
Supplemental Disclosure of Cash Flow Information |
Cash paid for interest on borrowings (excluding borrowing costs) was $4,819,973.
See accompanying notes to financial statements.
Nuveen Investments
26
Intentionally Left Blank
Nuveen Investments
27
Financial
HIGHLIGHTS
Selected data for a Common share outstanding throughout each period:
Investment Operations |
Less Distributions |
||||||||||||||||||||||||||||||||||||||||||
Beginning Common Share Net Asset Value |
Net Investment Income (Loss)(a) |
Net Realized/ Unrealized Gain (Loss) |
Distributions from Net Investment Income to Fund- Preferred Share- holders(b) |
Distributions from Accumulated Net Realized Gains to Fund- Preferred Share- holders(b) |
Total |
From Net Investment Income to Common Share- holders |
From Accumulated Net Realized Gains to Common Share- holders |
Return of Capital to Common Share- holders |
Total |
||||||||||||||||||||||||||||||||||
Year Ended 12/31: |
|||||||||||||||||||||||||||||||||||||||||||
2012 |
$ |
8.67 |
$ |
.76 |
$ |
1.61 |
$ |
|
$ |
|
$ |
2.37 |
$ |
(.76 |
) |
$ |
|
$ |
|
$ |
(.76 |
) |
|||||||||||||||||||||
2011 |
9.62 |
.51 |
(.72 |
) |
|
|
(.21 |
) |
(.75 |
) |
|
|
* |
(.75 |
) |
||||||||||||||||||||||||||||
2010 |
8.56 |
.50 |
1.23 |
|
|
1.73 |
(.57 |
) |
|
(.11 |
) |
(.68 |
) |
||||||||||||||||||||||||||||||
2009 |
5.60 |
.54 |
3.03 |
|
* |
|
3.57 |
(.61 |
) |
|
(.02 |
) |
(.63 |
) |
|||||||||||||||||||||||||||||
2008 |
12.38 |
.86 |
(6.49 |
) |
(.15 |
) |
|
(5.78 |
) |
(.69 |
) |
|
(.31 |
) |
(1.00 |
) |
FundPreferred Shares at End of Period |
Borrowings at End of Period |
||||||||||||||||||||||
Aggregate Amount Outstanding (000) |
Liquidation Value Per Share |
Asset Coverage Per Share |
Aggregate Amount Outstanding (000) |
Asset Coverage Per $1,000 |
|||||||||||||||||||
Year Ended 12/31: |
|||||||||||||||||||||||
2012 |
$ |
|
$ |
|
$ |
|
$ |
383,750 |
$ |
3,599 |
|||||||||||||
2011 |
|
|
|
348,000 |
3,416 |
||||||||||||||||||
2010 |
|
|
|
270,000 |
4,477 |
||||||||||||||||||
2009 |
|
|
|
270,000 |
4,111 |
||||||||||||||||||
2008 |
118,650 |
25,000 |
142,298 |
145,545 |
5,640 |
(a) Per share Net Investment Income (Loss) is calculated using the average daily shares method.
(b) The amounts shown are based on Common share equivalents.
(c) Total Return Based on Market Value is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.
Total Return Based on Common Share Net Asset Value is the combination of changes in Common share net asset value, reinvested dividend income at net asset value and reinvested capital gains distributions at net asset value, if any. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending net asset value. The actual reinvest price for the last dividend declared in the period may often be based on the Fund's market price (and not its net asset value), and therefore may be different from the price used in the calculation. Total returns are not annualized.
Nuveen Investments
28
Ratios/Supplemental Data |
|||||||||||||||||||||||||||||||||||||||||||||||
Total Returns |
Ratios to Average Net Assets Applicable to Common Shares Before Reimbursement(d) |
Ratios to Average Net Assets Applicable to Common Shares After Reimbursement(d)(e) |
|||||||||||||||||||||||||||||||||||||||||||||
Discount from Common Shares Repurchased and Retired |
Ending Common Share Net Asset Value |
Ending Market Value |
Based on Market Value(c) |
Based on Common Share Net Asset Value(c) |
Ending Net Assets Applicable to Common Shares (000) |
Expenses |
Net Investment Income (Loss) |
Expenses |
Net Investment Income (Loss) |
Portfolio Turnover Rate |
|||||||||||||||||||||||||||||||||||||
Year Ended 12/31: |
|||||||||||||||||||||||||||||||||||||||||||||||
2012 |
$ |
|
$ |
10.28 |
$ |
9.71 |
31.44 |
% |
28.17 |
% |
$ |
997,484 |
1.79 |
% |
7.85 |
% |
N/A |
N/A |
123 |
% |
|||||||||||||||||||||||||||
2011 |
.01 |
8.67 |
8.01 |
4.95 |
(2.23 |
) |
840,643 |
1.73 |
5.40 |
1.70 |
% |
5.43 |
% |
34 |
|||||||||||||||||||||||||||||||||
2010 |
.01 |
9.62 |
8.35 |
21.28 |
21.06 |
938,844 |
1.67 |
5.39 |
1.54 |
5.52 |
49 |
||||||||||||||||||||||||||||||||||||
2009 |
.02 |
8.56 |
7.49 |
81.73 |
67.37 |
839,846 |
1.80 |
7.76 |
1.57 |
7.99 |
50 |
||||||||||||||||||||||||||||||||||||
2008 |
|
* |
5.60 |
4.60 |
(51.80 |
) |
(49.27 |
) |
556,698 |
2.47 |
8.14 |
2.04 |
8.57 |
36 |
(d) • Ratios do not reflect the effect of dividend payments to FundPreferred shareholders, where applicable.
• Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to FundPreferred shares and/or borrowings, where applicable.
• Each ratio includes the effect of dividends expense on securities sold short and all interest expense paid and other costs related to borrowings, where applicable as follows:
Ratios of Dividends Expense on Securities Sold Short to Average Net Assets Applicable to Common Shares(f) |
Ratios of Borrowings Interest Expense to Average Net Assets Applicable to Common Shares |
||||||||||
Year Ended 12/31: |
|||||||||||
2012 |
|
% |
0.52 |
% |
|||||||
2011 |
|
** |
0.43 |
||||||||
2010 |
|
** |
0.40 |
||||||||
2009 |
|
** |
0.45 |
||||||||
2008 |
0.01 |
0.82 |
(e) After expense reimbursement from the Adviser, where applicable. As of March 31, 2011, the Adviser is no longer reimbursing the Fund for any fees or expenses.
(f) Effective for periods beginning after December 31, 2011, the Fund no longer makes short sales of securities.
N/A The Fund no longer has a contractual reimbursement agreement with the Adviser.
* Rounds to less than $.01 per share.
** Rounds to less than .01%.
See accompanying notes to financial statements.
Nuveen Investments
29
Notes to
FINANCIAL STATEMENTS
1. General Information and Significant Accounting Policies
General Information
Nuveen Preferred Income Opportunities Fund (the "Fund") is a diversified closed-end registered investment company registered under the Investment Company Act of 1940, as amended. The Fund's Common shares are listed on the New York Stock Exchange ("NYSE") and trade under the ticker symbol "JPC."
On December 31, 2012, the Funds' investment adviser converted from a Delaware corporation to a Delaware limited liability company. As a result, Nuveen Fund Advisers, Inc., a wholly-owned subsidiary of Nuveen Investments, Inc. ("Nuveen"), changed its name to Nuveen Fund Advisers, LLC (the "Adviser"). There were no changes to the identities or roles of any personnel as a result of the change.
Portfolio Repositioning
On January 23, 2012, the Fund began the repositioning of its portfolio (the "Repositioning") as previously approved by Common shareholders during November 2011. The goal of the Repositioning was to increase the attractiveness of the Fund's Common shares and narrow the Fund's trading discount by:
• Simplifying the Fund to focus on one of its current core portfolio strategies;
• Positioning the Fund in a closed-end fund category that is well understood and has historically seen more consistent secondary market demand; and
• Differentiating the Fund from similar funds, including other Nuveen closed-end funds in the same fund category.
In connection with the Repositioning, Nuveen Asset Management, LLC ("NAM"), a wholly-owned subsidiary of the Adviser, and NWQ Investment Management Company, LLC (NWQ), an affiliate of Nuveen, assumed equal portfolio management responsibilities from the Fund's previous sub-advisers.
Upon completion of the Repositioning on April 2, 2012:
• The Fund changed its name from Nuveen Multi-Strategy Income and Growth Fund. The Fund's ticker symbol remained unchanged; and
• The Fund discontinued its managed distribution policy (in which distributions may be sourced not just from income but also from realized capital gains and, if necessary, from capital), and shifted from quarterly to monthly distributions.
Investment Objectives
The Fund's investment objective of high current income with a secondary objective of total return remained unchanged as a result of the Repositioning.
Prior to its Repositioning, the Fund met its investment objective by maintaining a portfolio exposure target of approximately 70% in income-oriented debt securities (preferred securities and fixed- and floating-rate debt including high yield debt and senior loans), and 30% in equities and equity-like securities (convertibles and domestic and international equities).
Effective with the completion of the Repositioning, the Fund meets its investment objective by investing at least 80% of its managed assets (as defined in Footnote 7Management Fees and Other Transactions with Affiliates) in preferred securities, and up to 20% opportunistically over the market cycle in other types of securities, primarily income-oriented securities such as corporate and taxable municipal debt and common equity.
Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements in accordance with U.S. generally accepted accounting principles ("U.S. GAAP").
Nuveen Investments
30
Investment Valuation
Common stocks and other equity-type securities are valued at the last sales price on the securities exchange on which such securities are primarily traded and are generally classified as Level 1 for fair value measurement purposes. Securities primarily traded on the NASDAQ National Market ("NASDAQ") are valued, except as indicated below, at the NASDAQ Official Closing Price and are generally classified as Level 1. However, securities traded on a securities exchange or NASDAQ for which there were no transactions on a given day or securities not listed on a securities exchange or NASDAQ are valued at the quoted bid price and are generally classified as Level 2. Investments in investment companies are valued at their respective net asset values on the valuation date. These investment vehicles are generally classified as Level 1.
Prices of fixed-income securities and interest rate swap contracts are provided by a pricing service approved by the Fund's Board of Trustees. These securities are generally classified as Level 2 for fair value measurement purposes. The pricing service establishes a security's fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor's credit characteristics considered relevant. In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about a security, its issuer, or market activity, provided by the Adviser. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs.
Like most fixed income instruments, the senior and subordinated loans in which the Fund invested are not listed on an organized exchange. The secondary market of such instruments may be less liquid relative to markets for other fixed-income securities. Consequently, the value of senior and subordinated loans, determined as described above, may differ significantly from the value that would have been determined had there been an active market for that senior loan. These securities are generally classified as Level 2.
The value of exchange-traded options are based on the mean of the closing bid and ask prices. Exchange-traded options are generally classified as Level 1. Options traded in the over-the-counter market are valued using an evaluated mean price and are generally classified as Level 2.
Repurchase agreements are valued at contract amount plus accrued interest, which approximates market value. These securities are generally classified as Level 2.
Certain securities may not be able to be priced by the pre-established pricing methods as described above. Such securities may be valued by the Fund's Board of Trustees or its designee at fair value. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; debt securities that have gone into default and for which there is no current market quotation; a security whose market price is not available from a pre-established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of a Fund's net asset value (as may be the case in non-U.S. markets on which the security is primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, is not deemed to reflect the security's fair value. As a general principle, the fair value of a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor's credit characteristics considered relevant. These securities are generally classified as Level 2 or as Level 3 depending on the priority of the significant inputs. Regardless of the method employed to value a particular security, all valuations are subject to review by the Fund's Board of Trustees or its designee.
Refer to Footnote 2Fair Value Measurements for further details on the leveling of securities held by the Fund as of the end of the reporting period.
Investment Transactions
Investment transactions are recorded on a trade date basis. Trade date for senior and subordinated loans purchased in the "primary market" is considered the date on which the loan allocations are determined. Trade date for senior and subordinated loans purchased in the "secondary market" is the date on which the transaction is entered into. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same basis used for federal income tax purposes. Investments purchased on a when-issued/delayed delivery basis may have extended settlement periods. Any investments so purchased are subject to market fluctuation during this period. The Fund has instructed the custodian to earmark securities in the Fund's portfolio with a current value at least equal to the amount of the when-issued/delayed delivery purchase commitments. As of December 31, 2012, there were no outstanding when-issued/delayed delivery purchase commitments.
Nuveen Investments
31
Notes to
FINANCIAL STATEMENTS (continued)
Investment Income
Dividend income on securities purchased and dividend expense on securities sold short are recorded on the ex-dividend date or, for foreign securities, when information is available. Interest income, which reflects the amortization of premiums and includes accretion of discounts for financial reporting purposes, is recorded on an accrual basis. Fee income consists primarily of amendment fees. Amendment fees are earned as compensation for evaluating and accepting changes to an original senior loan agreement and are recognized when received. Fee income and amendment fees are a component of "Interest income," if any.
Professional Fees
Professional fees presented on the Statement of Operations consist of legal fees incurred in the normal course of operations, audit fees, tax consulting fees and, in some cases, workout expenditures. Workout expenditures are incurred in an attempt to protect or enhance an investment or to pursue other claims or legal actions on behalf of Fund shareholders. Legal fee refund presented on the Statement of Operations reflects a refund of workout expenditures paid in a prior reporting period, when applicable.
Income Taxes
The Fund intends to distribute substantially all of its investment company taxable income to shareholders and to otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. In any year when the Fund realizes net capital gains, the Fund may choose to distribute all or a portion of its net capital gains to shareholders, or alternatively, to retain all or a portion of its net capital gains and pay federal corporate income taxes on such retained gains.
For all open tax years and all major taxing jurisdictions, management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Fund is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
Dividends and Distributions to Common Shareholders
Distributions to Common shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP.
Prior to the Fund's last quarterly cash distribution declared March 1, 2012, and paid April 2, 2012, the Fund made quarterly cash distributions to Common shareholders of a stated dollar amount per share. Subject to approval and oversight by the Fund's Board of Trustees, the Fund would seek to maintain a stable distribution level designed to deliver the long-term return potential of the Fund's investment strategy through regular quarterly distributions (a "Managed Distribution Program"). Total distributions during a calendar year generally were made from the Fund's net investment income, net realized capital gains and net unrealized capital gains in the Fund's portfolio, if any. The portion of distributions paid attributed to net unrealized gains, if any, was distributed from the Fund's assets and was treated by shareholders as a non-taxable distribution ("Return of Capital") for tax purposes. In the event that total distributions during a calendar year exceeded the Fund's total return on net asset value, the difference would reduce net asset value per share. If the Fund's total return on net asset value exceeded total distributions during a calendar year, the excess was reflected as an increase in net asset value per share. The final determination of the source and character of all distributions for the fiscal year was made after the end of the fiscal year and are reflected in the financial statements contained in the annual report as of December 31 each year.
The actual character of distributions made by the Fund during the fiscal years ended December 31, 2012 and December 31, 2011, are reflected in the accompanying financial statements.
Effective with the completion of the Repositioning, dividends declared to Common shareholders are declared monthly. Net realized capital gains from investment transactions, if any, are declared and distributed to shareholders at least annually. Furthermore, capital gains are distributed only to the extent they exceed available capital loss carryforwards.
Nuveen Investments
32
FundPreferred Shares
The Fund is authorized to issue auction rate preferred ("FundPreferred") shares. As of December 31, 2009, the Fund redeemed all $708,000,000 of its outstanding FundPreferred shares, at liquidation value.
Foreign Currency Transactions
The Fund is authorized to engage in foreign currency exchange transactions, including forward foreign currency exchange contracts, futures, options and swap contracts. To the extent that the Fund invests in securities and/or contracts that are denominated in a currency other than U.S. dollars, the Fund will be subject to currency risk, which is the risk that an increase in the U.S. dollar relative to the foreign currency will reduce returns or portfolio value. Generally, when the U.S. dollar rises in value against a foreign currency, the Fund's investments denominated in that currency will lose value because its currency is worth fewer U.S. dollars; the opposite effect occurs if the U.S. dollar falls in relative value. Investments and other assets and liabilities denominated in foreign currencies are converted into U.S. dollars on a spot (i.e. cash) basis at the spot rate prevailing in the foreign currency exchange market at the time of valuation. Purchases and sales of investments and income denominated in foreign currencies are translated into U.S. dollars on the respective dates of such transactions.
The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, assets and liabilities are translated into U.S. dollars at 4:00 p.m. Eastern time. Investments transactions, income and expenses are translated on the respective dates of such transactions. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date of the transactions, foreign currency transactions and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received.
The realized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with other assets and liabilities on investments, forward foreign currency exchange contracts, futures, options purchased, options written and swaps are recognized as a component of "Net realized gain (loss) from investments and foreign currency" on the Statement of Operations, when applicable.
The unrealized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with other assets and liabilities on investments are recognized as a component of "Change in unrealized appreciation (depreciation) of investments and foreign currency" on the Statement of Operations, when applicable. The unrealized gains and losses resulting from changes in foreign exchange rates associated with forward foreign currency exchange contracts, futures, options purchased, options written and swaps are recognized as a component of "Change in net unrealized appreciation (depreciation) of forward foreign currency exchange contracts, futures, put options purchased, call options written and interest rate swaps," respectively, on the Statement of Operations, when applicable.
Interest Rate Swap Contracts
The Fund is subject to interest rate risk in the normal course of pursuing its investment objectives and is authorized to invest in interest rate swap transactions in an attempt to manage such risk. The Fund's use of interest rate swap contracts is intended to mitigate the negative impact that an increase in short-term interest rates could have on Common share net earnings as a result of leverage. Forward interest rate swap transactions involve the Fund's agreement with a counterparty to pay, in the future, a fixed or variable rate payment in exchange for the counterparty paying the Fund a variable or fixed rate payment, the accruals for which would begin at a specified date in the future (the "effective date"). Interest rate swap contracts involve the Fund's agreement with the counterparty to pay or receive a fixed rate payment in exchange for the counterparty receiving or paying a variable rate payment that is intended to approximate the Fund's variable rate payment obligation on FundPreferred shares or any variable rate borrowing. The payment obligation is based on the notional amount of the interest rate swap contract. Interest rate swap contracts do not involve the delivery of securities or other underlying assets or principal. Accordingly, the risk of loss with respect to the swap counterparty on such transactions is limited to the net amount of interest payments that the Fund is to receive. Interest rate swap positions are valued daily. The Fund accrues the fixed rate payment expected to be paid or received and the variable rate payment expected to be received or paid on interest rate swap contracts on a daily basis, and recognizes the daily change in the fair value of the Fund's contractual rights and obligations under the contracts. The net amount recorded for these transactions for each counterparty is recognized on the Statement of Assets and Liabilities as a component of "Unrealized appreciation or depreciation on interest rate swaps (, net)" with the change during the fiscal period recognized on the Statement of Operations as a component of "Change in net unrealized appreciation (depreciation) of interest rate swaps." Income received or paid by the Fund is recognized as a component of "Net realized gain (loss) from interest rate swaps" on the Statement of Operations, in addition to the net realized gains or losses recognized upon the termination of an interest rate swap contract and are equal to the difference between the Fund's basis in the interest rate swap and the proceeds from (or cost of) the closing transaction. Payments received or made at the beginning of the measurement period are recognized as a component of "Interest rate swap premiums paid and/or received" on the Statement of Assets and Liabilities, when applicable. For tax purposes, periodic payments are treated as ordinary income or expense.
During the fiscal year ended December 31, 2012, the Fund continued to use interest rate swap contracts to partially fix the interest cost of leverage, which the Fund uses through the use of bank borrowings.
Nuveen Investments
33
Notes to
FINANCIAL STATEMENTS (continued)
The average notional amount of interest rate swap contracts outstanding during the fiscal year ended December 31, 2012, was as follows:
Average notional amount of interest rate swap contracts outstanding* |
$ |
199,113,400 |
* The average notional amount is calculated based on the outstanding notional amount at the beginning of the fiscal year and at the end of each fiscal quarter within the current fiscal year.
Refer to Footnote 3Derivative Instruments and Hedging Activities for further details on interest rate swap contract activity.
Options Transactions
The Fund is subject to equity price risk in the normal course of pursuing its investment objectives and is authorized to purchase and write (sell) call and put options, in an attempt to manage such risk. The purchase of put options involves the risk of loss of all or a part of the cash paid for the options (the premium). The market risk associated with purchasing put options is limited to the premium paid. The counterparty credit risk of purchasing options, however, needs also to take into account the current value of the option, as this is the performance expected from the counterparty. When the Fund purchases an option, an amount equal to the premium paid (the premium plus commission) is recognized as a component of "Call and/or Put options purchased, at value" on the Statement of Assets and Liabilities. When the Fund writes an option, an amount equal to the net premium received (the premium less commission) is recognized as a component of "Call and/or Put options written, at value" on the Statement of Assets and Liabilities and is subsequently adjusted to reflect the current value of the written option until the option is exercised or expires or the Fund enters into a closing purchase transaction. The changes in the value of options purchased during the fiscal period are recognized as a component of "Change in net unrealized appreciation (depreciation) of call and/or put options purchased" on the Statement of Operations. The changes in the value of options written during the fiscal period are recognized as a component of "Change in net unrealized appreciation (depreciation) of call and/or put options written" on the Statement of Operations. When an option is exercised or expires or the Fund enters into a closing purchase transaction, the difference between the net premium received and any amount paid at expiration or on executing a closing purchase transaction, including commission, is recognized as a component of "Net realized gain (loss) from call and/or put options purchased and/or written "on the Statement of Operations. The Fund, as a writer of an option, has no control over whether the underlying instrument may be sold (called) or purchased (put) and as a result bears the risk of an unfavorable change in the market value of the instrument underlying the written option. There is also the risk the Fund may not be able to enter into a closing transaction because of an illiquid market.
Prior to the Repositioning, the Fund held put options on a single stock to benefit in the event its price declined. During the fiscal year ended December 31, 2012, the Fund wrote call options on individual stocks held in its portfolio to enhance returns while foregoing some upside potential. The Fund did not purchase call options or write put options during the fiscal year ended December 31, 2012.
The average notional amount of put options purchased and call options written during the fiscal year ended December 31, 2012, were as follows:
Average notional amount of put options purchased* |
$ |
284,000 |
|||||
Average notional amount of call options written* |
$ |
(12,854,010 |
) |
* The average notional amount is calculated based on the outstanding notional amount at the beginning of the fiscal year and at the end of each fiscal quarter within the current fiscal year.
Refer to Footnote 3Derivative Instruments and Hedging Activities and Footnote 5Investment Transactions for further details on options activity.
Short Sales
Prior to the Repositioning, the Fund was authorized to make short sales of securities. To secure its obligation to deliver securities sold short, the Fund instructed the custodian to segregate assets of the Fund, which were then held at the applicable broker, as collateral with an equivalent amount of the securities sold short. The collateral required was determined by reference to the market value of the short positions and was recognized as a component of "Deposits with brokers for securities sold short and options written" on the Statement of Assets and Liabilities. The Fund was obligated to pay to the party to which the securities were sold short, dividends declared on the stock by the issuer and recognized such amounts as "Dividends on securities sold short" on the
Nuveen Investments
34
Statement of Operations. Short sales were valued daily with the corresponding unrealized gains or losses recognized as a component of "Change in net unrealized appreciation (depreciation) of securities sold short" on the Statement of Operations.
Liabilities for securities sold short were reported at market value in the financial statements. Short sale transactions resulted in off-balance sheet risk because the ultimate obligation may exceed the related amounts shown on the Statement of Assets and Liabilities. The Fund incurred a loss if the price of the security increased between the date of the short sale and the date on which the Fund replaced the borrowed security. The Fund's loss on a short sale was potentially unlimited because there was no upward limit on the price a borrowed security could attain. The Fund realized a gain if the price of the security declined between those dates. Gains and losses from securities sold short are recognized as a component of "Net realized gain (loss) from securities sold short" on the Statement of Operations.
Market and Counterparty Credit Risk
In the normal course of business the Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose the Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of the Fund's exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement of Assets and Liabilities. Futures contracts, when applicable, expose the Fund to minimal counterparty credit risk as they are exchange traded and the exchange's clearinghouse, which is counterparty to all exchange traded futures, guarantees the futures contracts against default.
The Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of the Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when the Fund has an unrealized loss, the Fund has instructed the custodian to pledge assets of the Fund as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.
Repurchase Agreements
In connection with transactions in repurchase agreements, it is the Fund's policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value of the collateral declines, realization of the collateral may be delayed or limited.
Zero Coupon Securities
The Fund is authorized to invest in zero coupon securities. A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.
Indemnifications
Under the Fund's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts that provide general indemnifications to other parties. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets applicable to Common shares from operations during the reporting period. Actual results may differ from those estimates.
2. Fair Value Measurements
Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.
Level 1 Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities.
Level 2 Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Nuveen Investments
35
Notes to
FINANCIAL STATEMENTS (continued)
Level 3 Prices are determined using significant unobservable inputs (including management's assumptions in determining the fair value of investments).
The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of the Fund's fair value measurements as of the end of the reporting period:
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||||||||||
Long-Term Investments*: |
|||||||||||||||||||
Common Stocks |
$ |
17,354,840 |
$ |
|
$ |
|
$ |
17,354,840 |
|||||||||||
Convertible Preferred Securities |
741,508 |
|
|
741,508 |
|||||||||||||||
$25 Par (or similar) Preferred Securities |
607,931,619 |
41,549,359 |
|
649,480,978 |
|||||||||||||||
Corporate Bonds |
|
61,861,790 |
|
61,861,790 |
|||||||||||||||
Capital Preferred Securities |
|
643,121,528 |
|
643,121,528 |
|||||||||||||||
Short-Term Investments: |
|||||||||||||||||||
Repurchase Agreements |
|
6,605,151 |
|
6,605,151 |
|||||||||||||||
Derivatives: |
|||||||||||||||||||
Interest Rate Swaps** |
|
(3,606,733 |
) |
|
(3,606,733 |
) |
|||||||||||||
Total |
$ |
626,027,967 |
$ |
749,531,095 |
$ |
|
$ |
1,375,559,062 |
* Refer to the Fund's Portfolio of Investments for industry classifications and breakdown of $25 Par (or similar) Preferred Securities classified as Level 2.
** Represents net unrealized appreciation (depreciation) as reported in the Fund's Portfolio of Investments.
The Nuveen funds' Board of Directors/Trustees is responsible for the valuation process and has delegated the oversight of the daily valuation process to the Adviser's Valuation Committee. The Valuation Committee, pursuant to the valuation policies and procedures adopted by the Board of Directors/Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the funds' pricing policies, and reporting to the Board of Directors/Trustees. The Valuation Committee is aided in its efforts by the Adviser's dedicated Securities Valuation Team, which is responsible for administering the daily valuation process and applying fair value methodologies as approved by the Valuation Committee. When determining the reliability of independent pricing services for investments owned by the funds, the Valuation Committee, among other things, conducts due diligence reviews of the pricing services and monitors the quality of security prices received through various testing reports conducted by the Securities Valuation Team.
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer's financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts' research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.
For each portfolio security that has been fair valued pursuant to the policies adopted by the Board of Directors/Trustees, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such testing and fair valuation occurrences are reported to the Board of Directors/Trustees.
3. Derivative Instruments and Hedging Activities
The Fund records derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Fund's investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes. For additional information on the derivative instruments in which the Fund was invested
Nuveen Investments
36
during and at the end of the reporting period, refer to the Portfolio of Investments, Financial Statements and Footnote 1 General Information and Significant Accounting Policies.
The following table presents the fair value of all derivative instruments held by the Fund as of December 31, 2012, the location of these instruments on the Statement of Assets and Liabilities, and the primary underlying risk exposure.
Location on the Statement of Assets and Liabilities |
|||||||||||||||||||||||
Underlying |
Derivative |
Asset Derivatives |
Liability Derivatives |
||||||||||||||||||||
Risk Exposure |
Instrument |
Location |
Value |
Location |
Value |
||||||||||||||||||
Interest Rate |
Swaps |
Unrealized appreciation on interest rate swaps, net |
$ |
926,995 |
Unrealized depreciation on interest rate swaps |
$ |
(3,700,944 |
) |
|||||||||||||||
Interest Rate |
Swaps |
Unrealized appreciation on interest rate swaps, net |
(832,784 |
) |
|
|
|||||||||||||||||
Total |
$ |
94,211 |
$ |
(3,700,944 |
) |
The following tables present the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized for the fiscal year ended December 31, 2012, on derivative instruments, as well as the primary risk exposure associated with each.
Net Realized Gain (Loss) from Call Options Written |
|||||||
Risk Exposure |
|||||||
Equity Price |
$ |
2,565,730 |
|||||
Net Realized Gain (Loss) from Interest Rate Swaps |
|||||||
Risk Exposure |
|||||||
Interest Rate |
$ |
(1,942,963 |
) |
||||
Net Realized Gain (Loss) from Put Options Purchased |
|||||||
Risk Exposure |
|||||||
Equity Price |
$ |
(158,961 |
) |
||||
Change in Net Unrealized Appreciation (Depreciation) of Call Options Written |
|||||||
Risk Exposure |
|||||||
Equity Price |
$ |
(1,365,960 |
) |
||||
Change in Net Unrealized Appreciation (Depreciation) of Interest Rate Swaps |
|||||||
Risk Exposure |
|||||||
Interest Rate |
$ |
754,389 |
|||||
Change in Net Unrealized Appreciation (Depreciation) of Put Options Purchased |
|||||||
Risk Exposure |
|||||||
Equity Price |
$ |
158,251 |
4. Fund Shares
Common Shares
Transactions in Common shares were as follows:
Year Ended 12/31/12 |
Year Ended 12/31/11 |
||||||||||
Common shares repurchased and retired |
|
(601,037 |
) |
||||||||
Weighted average: |
|||||||||||
Price per Common share repurchased and retired |
$ |
|
$ |
8.40 |
|||||||
Discount per Common share repurchased and retired |
|
% |
13.78 |
% |
5. Investment Transactions
Purchases and sales (including maturities and proceeds from securities sold short, but excluding short-term investments and derivative transactions) during the fiscal year ended December 31, 2012, aggregated $1,686,856,060 and $1,572,031,828, respectively.
Nuveen Investments
37
Notes to
FINANCIAL STATEMENTS (continued)
Transactions in call options written during the fiscal year ended December 31, 2012, were as follows:
Number of Contracts |
Premiums Received |
||||||||||
Call options outstanding, beginning of period |
17,985 |
$ |
3,260,353 |
||||||||
Call options written |
2,384 |
836,854 |
|||||||||
Call options terminated in closing purchase transactions |
(7,261 |
) |
(925,510 |
) |
|||||||
Call options exercised |
(5,366 |
) |
(1,453,135 |
) |
|||||||
Call options expired |
(7,742 |
) |
(1,718,562 |
) |
|||||||
Call options outstanding, end of period |
|
$ |
|
6. Income Tax Information
The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to recognition of premium amortization, timing differences in the recognition of income on real estate investment trust ("REIT") investments and timing differences in recognizing certain gains and losses on investment transactions. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification. Temporary and permanent differences do not impact the net asset value of the Fund.
As of December 31, 2012, the cost and unrealized appreciation (depreciation) of investments (excluding investments in derivatives), as determined on a federal income tax basis, were as follows:
Cost of investments |
$ |
1,295,526,976 |
|||||
Gross unrealized: |
|||||||
Appreciation |
$ |
94,270,345 |
|||||
Depreciation |
(10,631,526 |
) |
|||||
Net unrealized appreciation (depreciation) of investments |
$ |
83,638,819 |
Permanent differences, primarily due to tax basis earnings and profit adjustments, complex securities character adjustments, adjustments for REITs, adjustments for passive foreign investment companies, and foreign currency reclasses, resulted in reclassifications among the Fund's components of Common share net assets as of December 31, 2012, the Fund's tax year end, as follows:
Paid-in-surplus |
$ |
(3,653,815 |
) |
||||
Undistributed (Over-distribution of) net investment income |
4,127,052 |
||||||
Accumulated net realized gain (loss) |
(473,237 |
) |
The tax components of undistributed net ordinary income and net long-term capital gains as of December 31, 2012, the Fund's tax year end, were as follows:
Undistributed net ordinary income |
$ |
|
|||||
Undistributed net long-term capital gains |
|
The tax character of distributions paid during the Fund's tax years ended December 31, 2012 and December 31, 2011, was designated for purposes of the dividends paid deduction as follows:
2012 |
|||||||
Distributions from net ordinary income* |
$ |
73,683,563 |
|||||
Distributions from net long-term capital gains |
|
||||||
Return of capital |
|
Nuveen Investments
38
2011 |
|||||||
Distributions from net ordinary income* |
$ |
72,490,114 |
|||||
Distributions from net long-term capital gains |
|
||||||
Return of capital |
334,401 |
* Net ordinary income consists of net taxable income derived from dividends, interest, and current year earnings and profits attributable to realized gains.
As of December 31, 2012, the Fund's tax year end, the Fund had unused capital loss carryforwards available for federal income tax purposes to be applied against future capital gains, if any. If not applied, the carryforwards will expire as follows:
Expiration: |
|||||||
December 31, 2016 |
$ |
159,992,014 |
|||||
December 31, 2017 |
204,895,930 |
||||||
December 31, 2018 |
9,385,427 |
||||||
Total |
$ |
374,273,371 |
During the Fund's tax year ended December 31, 2012, the Fund utilized capital loss carryforwards as follows:
Utilized capital loss carryforwards |
$ |
32,997,614 |
Under the Regulated Investment Company Modernization Act of 2010, capital losses incurred by the Fund after December 31, 2010 will not be subject to expiration. During the Fund's tax year ended December 31, 2012, there were no post-enactment capital losses generated.
7. Management Fees and Other Transactions with Affiliates
The Fund's management fee consists of two components a fund-level fee, based only on the amount of assets within the Fund, and a complex-level fee, based on the aggregate amount of all eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within the Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.
Prior to the Repositioning, the annual fund-level fee, payable monthly, was calculated according to the following schedule:
Average Daily Managed Assets* |
Fund-Level Fee Rate |
||||||
For the first $500 million |
.7000 |
% |
|||||
For the next $500 million |
.6750 |
||||||
For the next $500 million |
.6500 |
||||||
For the next $500 million |
.6250 |
||||||
For managed assets over $2 billion |
.6000 |
Effective January 23, 2012, the annual fund-level fee for the Fund, payable monthly, is calculated according to the following schedule:
Average Daily Managed Assets* |
Fund-Level Fee Rate |
||||||
For the first $500 million |
.6800 |
% |
|||||
For the next $500 million |
.6550 |
||||||
For the next $500 million |
.6300 |
||||||
For the next $500 million |
.6050 |
||||||
For managed assets over $2 billion |
.5800 |
Nuveen Investments
39
Notes to
FINANCIAL STATEMENTS (continued)
The annual complex-level fee, payable monthly, is calculated according to the following schedule:
Complex-Level Managed Asset Breakpoint Level* |
Effective Rate at Breakpoint Level |
||||||
$55 billion |
.2000 |
% |
|||||
$56 billion |
.1996 |
||||||
$57 billion |
.1989 |
||||||
$60 billion |
.1961 |
||||||
$63 billion |
.1931 |
||||||
$66 billion |
.1900 |
||||||
$71 billion |
.1851 |
||||||
$76 billion |
.1806 |
||||||
$80 billion |
.1773 |
||||||
$91 billion |
.1691 |
||||||
$125 billion |
.1599 |
||||||
$200 billion |
.1505 |
||||||
$250 billion |
.1469 |
||||||
$300 billion |
.1445 |
* For the fund-level and complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to financial leverage. For these purposes, financial leverage includes the funds' use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust's issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen Funds that constitute "eligible assets." Eligible assets do not include assets attributable to investments in other Nuveen Funds and assets in excess of $2 billion added to the Nuveen Fund complex in connection with the Adviser's assumption of the management of the former First American Funds effective January 1, 2011. As of December 31, 2012, the complex-level fee rate for the Fund was .1684%.
The management fee compensates the Adviser for overall investment strategy advisory and administrative services and general office facilities. The Adviser is responsible for the Fund's overall investment strategy and asset allocation decisions.
Prior to the Repositioning, the Adviser had entered into sub-advisory agreements with Spectrum Asset Management, Inc. ("Spectrum"), Symphony and Tradewinds Global Investors, LLC ("Tradewinds"). Symphony and Tradewinds are both affiliates of Nuveen. Spectrum managed the portion of the Fund's investment portfolio allocated to preferred securities. Symphony managed the portion of the Fund's investment portfolio allocated to debt securities and certain equity investments. Tradewinds managed the portion of the Fund's investment portfolios allocated to global equities, common stocks sold short and options strategies. The Adviser is responsible for overseeing the Fund's investments in interest rate swap contracts. Each sub-adviser was compensated for its services to the Fund from the management fees paid to the Adviser. Spectrum also received compensation on certain portfolio transactions providing brokerage services to the Fund. During the fiscal year ended December 31, 2012, the Fund paid Spectrum commissions of $14,251.
Subsequent to the Repositioning, the Adviser entered into sub-advisory agreements with NWQ and NAM. NWQ and NAM are each responsible for approximately half of the Fund's portfolio. The Adviser continues to be responsible for overseeing the Fund's investments in interest rate swap contracts. NWQ and NAM are compensated for their services to the Fund from the management fees paid to the Adviser.
The Fund pays no compensation directly to those of its trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Fund from the Adviser or its affiliates. The Board of Trustees has adopted a deferred compensation plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen-advised funds.
Nuveen Investments
40
8. Borrowing Arrangements
The Fund has entered into a $405 million (maximum commitment amount) prime brokerage facility ("Borrowings") with BNP Paribas Prime Brokerage, Inc. ("BNP") as a means of financial leverage. On December 19, 2012, the Fund amended its prime brokerage facility with BNP and increased its maximum commitment amount from $365 million to $405 million. As of December 31, 2012, the outstanding balance on these Borrowings was $384 million. During the fiscal year ended December 31, 2012, the average daily balance outstanding and annual interest rate on these Borrowings were $361 million and 1.28%, respectively.
In order to maintain these Borrowings, the Fund must meet certain collateral, asset coverage and other requirements. Borrowings outstanding are fully secured by securities held in the Fund's portfolio of investments. Interest is charged on these Borrowings at 3-Month LIBOR (London Inter-Bank Offered Rate) plus .85% on the amounts borrowed and .50% on the undrawn balance. The Fund also paid a .25% one-time set-up fee on the increase to the maximum commitment amount, which was fully expensed during the current reporting period. All other terms remained unchanged.
Effective January 9, 2012, interest charged on the amount borrowed changed from 3-Month LIBOR plus .95% to 3-Month LIBOR plus .85%.
Borrowings outstanding are recognized as "Borrowings" on the Statement of Assets and Liabilities. Interest expense incurred on the borrowed amount and undrawn balance and the one-time amendment fee are recognized as a component of "Interest expense on borrowings" on the Statement of Operations.
9. New Accounting Pronouncements
Financial Accounting Standards Board ("FASB") Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities
In December 2011, the FASB issued Accounting Standards Update ("ASU") No. 2011-11 ("ASU No. 2011-11") to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting ("netting") on the Statement of Assets and Liabilities. This information will enable users of the entity's financial statements to evaluate the effect or potential effect of netting arrangements on the entity's financial position. ASU No. 2011-11 is effective prospectively during interim or annual periods beginning on or after January 1, 2013. At this time, management is evaluating the implications of this guidance and the impact it will have to the financial statements amounts and footnote disclosures, if any.
10. Subsequent Events
Fiscal Year End Change
Effective January 1, 2013, the Fund's fiscal year ended changed from December 31 to July 31, as previously approved by the Fund's Board of Trustees.
Nuveen Investments
41
Board Members & Officers (Unaudited)
The management of the Funds, including general supervision of the duties performed for the Funds by the Adviser, is the responsibility of the board members of the Funds. The number of board members of the Funds is currently set at ten. None of the board members who are not "interested" persons of the Funds (referred to herein as "independent board members") has ever been a director or employee of, or consultant to, Nuveen or its affiliates. The names and business addresses of the board members and officers of the Funds, their principal occupations and other affiliations during the past five years, the number of portfolios each oversees and other directorships they hold are set forth below.
Name, Birthdate & Address |
Position(s) Held with the Funds |
Year First Elected or Appointed and Term(1) |
Principal Occupation(s) including other Directorships During Past 5 Years |
Number of Portfolios in Fund Complex Overseen by Board Member |
|||||||||||||||
Independent Board Members: |
|||||||||||||||||||
nROBERT P. BREMNER | |||||||||||||||||||
8/22/40 333 W. Wacker Drive Chicago, IL 60606 |
Chairman of the Board and Board Member |
1996 Class III |
Private Investor and Management Consultant; Treasurer and Director, Humanities Council of Washington, D.C.; Board Member, Independent Directors Council affiliated with the Investment Company Institute. |
216 |
|||||||||||||||
nJACK B. EVANS | |||||||||||||||||||
10/22/48 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
1999 Class III |
President, The Hall-Perrine Foundation, a private philanthropic corporation (since 1996); Director and Chairman, United Fire Group, a publicly held company; member of the Board of Regents for the State of Iowa University System; Director, Source Media Group; Life Trustee of Coe College and the Iowa College Foundation; formerly, Director, Alliant Energy; formerly, Director, Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer, SCI Financial Group, Inc., a regional financial services firm. |
216 |
|||||||||||||||
nWILLIAM C. HUNTER | |||||||||||||||||||
3/6/48 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
2004 Class I |
Dean Emeritus (since June 30, 2012), formerly, Dean, Tippie College of Business, University of Iowa (2006-2012); Director (since 2004) of Xerox Corporation; Director (since 2005), and President (since July 2012) Beta Gamma Sigma, Inc., The International Honor Society; Director of Wellmark, Inc. (since 2009); formerly, Dean and Distinguished Professor of Finance, School of Business at the University of Connecticut (2003-2006); previously, Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago (1995-2003); formerly, Director (1997-2007), Credit Research Center at Georgetown University. |
216 |
Nuveen Investments
42
Name, Birthdate & Address |
Position(s) Held with the Funds |
Year First Elected or Appointed and Term(1) |
Principal Occupation(s) including other Directorships During Past 5 Years |
Number of Portfolios in Fund Complex Overseen by Board Member |
|||||||||||||||
Independent Board Members (continued): |
|||||||||||||||||||
nDAVID J. KUNDERT | |||||||||||||||||||
10/28/42 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
2005 Class II |
Director, Northwestern Mutual Wealth Management Company; retired (since 2004) as Chairman, JPMorgan Fleming Asset Management, President and CEO, Banc One Investment Advisors Corporation, and President, One Group Mutual Funds; prior thereto, Executive Vice President, Banc One Corporation and Chairman and CEO, Banc One Investment Management Group; Regent Emeritus, Member of Investment Committee, Luther College; member of the Wisconsin Bar Association; member of Board of Directors, Friends of Boerner Botanical Gardens; member of Board of Directors and Chair of Investment Committee, Greater Milwaukee Foundation; member of the Board of Directors (Milwaukee), College Possible. |
216 |
|||||||||||||||
nWILLIAM J. SCHNEIDER | |||||||||||||||||||
9/24/44 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
1996 Class III |
Chairman of Miller-Valentine Partners Ltd., a real estate investment company; formerly, Senior Partner and Chief Operating Officer (retired 2004) of Miller-Valentine Group; member, University of Dayton Business School Advisory Council; member, Mid-America Health System Board; formerly, member and chair, Dayton Philharmonic Orchestra Association; formerly, member, Business Advisory Council, Cleveland Federal Reserve Bank. |
216 |
|||||||||||||||
nJUDITH M. STOCKDALE | |||||||||||||||||||
12/29/47 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
1997 Class I |
Formerly, Executive Director (1994-2012), Gaylord and Dorothy Donnelley Foundation (since 1994); prior thereto, Executive Director, Great Lakes Protection Fund (1990-1994). |
216 |
|||||||||||||||
nCAROLE E. STONE | |||||||||||||||||||
6/28/47 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
2007 Class I |
Director, Chicago Board Options Exchange (since 2006); Director, C2 Options Exchange, Incorporated (since 2009); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010); formerly, Chair, New York Racing Association Reform (2005-2010); formerly, Chair, New York Racing Association Oversight Board (2005-2007). |
216 |
|||||||||||||||
nVIRGINIA L. STRINGER | |||||||||||||||||||
8/16/44 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
2011 Class I |
Board Member, Mutual Fund Directors Forum; former governance consultant and non-profit board member; former Owner and President, Strategic Management Resources, Inc. a management consulting firm; former Member, Governing Board, Investment Company Institute's Independent Directors Council; previously, held several executive positions in general management, marketing and human resources at IBM and The Pillsbury Company; Independent Director, First American Fund Complex (1987-2010) and Chair (1997-2010). |
216 |
Nuveen Investments
43
Board Members & Officers (Unaudited) (continued)
Name, Birthdate & Address |
Position(s) Held with the Funds |
Year First Elected or Appointed and Term(1) |
Principal Occupation(s) including other Directorships During Past 5 Years |
Number of Portfolios in Fund Complex Overseen by Board Member |
|||||||||||||||
Independent Board Members (continued): |
|||||||||||||||||||
nTERENCE J. TOTH | |||||||||||||||||||
9/29/59 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
2008 Class II |
Director, Legal & General Investment Management America, Inc. (since 2008); Managing Partner, Promus Capital (since 2008); formerly, CEO and President, Northern Trust Global Investments (2004-2007); Executive Vice President, Quantitative Management & Securities Lending (2000-2004); prior thereto, various positions with Northern Trust Company (since 1994); member: Chicago Fellowship Board (since 2005), Catalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (since 2012), and a member of its investment committee; formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003-2007) and Northern Trust Hong Kong Board (1997-2004). |
216 |
|||||||||||||||
Interested Board Member: |
|||||||||||||||||||
nJOHN P. AMBOIAN(2) | |||||||||||||||||||
6/14/61 333 W. Wacker Drive Chicago, IL 60606 |
Board Member |
2008 Class II |
Chief Executive Officer and Chairman (since 2007) and Director (since 1999) of Nuveen Investments, Inc., formerly, President (1999-2007); Chief Executive Officer (since 2007) of Nuveen Investments Advisers, Inc.; Director (since 1998) formerly, Chief Executive Officer (2007-2010) of Nuveen Fund Advisors, LLC. |
216 |
|||||||||||||||
Name, Birthdate and Address |
Position(s) Held with the Funds |
Year First Elected or Appointed(3) |
Principal Occupation(s) During Past 5 Years |
Number of Portfolios in Fund Complex Overseen by Officer |
|||||||||||||||
Officers of the Funds: |
|||||||||||||||||||
nGIFFORD R. ZIMMERMAN | |||||||||||||||||||
9/9/56 333 W. Wacker Drive Chicago, IL 60606 |
Chief Administrative Officer |
1988 |
Managing Director (since 2002), and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; Managing Director (since 2002), Assistant Secretary (since 1997) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (since 2011); Managing Director, Associate General Counsel and Assistant Secretary, of Symphony Asset Management LLC (since 2003); Vice President and Assistant Secretary of NWQ Investment Management Company, LLC (since 2002), Nuveen Investments Advisers Inc. (since 2002), Santa Barbara Asset Management, LLC (since 2006), and of Winslow Capital Management, LLC, (since 2010); Chief Administrative Officer and Chief Compliance Officer (since 2006) of Nuveen Commodities Asset Management, LLC; Chartered Financial Analyst. |
216 |
Nuveen Investments
44
Name, Birthdate and Address |
Position(s) Held with the Funds |
Year First Elected or Appointed(3) |
Principal Occupation(s) During Past 5 Years |
Number of Portfolios in Fund Complex Overseen by Officer |
|||||||||||||||
Officers of the Funds (continued): |
|||||||||||||||||||
nWILLIAM ADAMS IV | |||||||||||||||||||
6/9/55 333 W. Wacker Drive Chicago, IL 60606 |
Vice President |
2007 |
Senior Executive Vice President, Global Structured Products (since 2010), formerly, Executive Vice President (1999-2010) of Nuveen Securities, LLC; Co-President of Nuveen Fund Advisors, LLC (since 2011); President (since 2011), formerly, Managing Director (2010-2011) of Nuveen Commodities Asset Management, LLC. |
116 |
|||||||||||||||
nCEDRIC H. ANTOSIEWICZ | |||||||||||||||||||
1/11/62 333 W. Wacker Drive Chicago, IL 60606 |
Vice President |
2007 |
Managing Director of Nuveen Securities, LLC. |
116 |
|||||||||||||||
nMARGO L. COOK | |||||||||||||||||||
4/11/64 333 W. Wacker Drive Chicago, IL 60606 |
Vice President |
2009 |
Executive Vice President (since 2008) of Nuveen Investments, Inc. and of Nuveen Fund Advisors, LLC (since 2011); Managing Director-Investment Services of Nuveen Commodities Asset Management, LLC (since August 2011), previously, Head of Institutional Asset Management (2007-2008) of Bear Stearns Asset Management; Head of Institutional Asset Management (1986-2007) of Bank of NY Mellon; Chartered Financial Analyst. |
216 |
|||||||||||||||
nLORNA C. FERGUSON | |||||||||||||||||||
10/24/45 333 W. Wacker Drive Chicago, IL 60606 |
Vice President |
1998 |
Managing Director (since 2005) of Nuveen Fund Advisors, LLC and Nuveen Securities, LLC (since 2004). |
216 |
|||||||||||||||
nSTEPHEN D. FOY | |||||||||||||||||||
5/31/54 333 W. Wacker Drive Chicago, IL 60606 |
Vice President and Controller |
1998 |
Senior Vice President (since 2010), formerly, Vice President (2005-2010) and Funds Controller of Nuveen Securities, LLC; Vice President of Nuveen Fund Advisors, LLC; Chief Financial Officer of Nuveen Commodities Asset Management, LLC (since 2010); Certified Public Accountant. |
216 |
|||||||||||||||
nSCOTT S. GRACE | |||||||||||||||||||
8/20/70 333 W. Wacker Drive Chicago, IL 60606 |
Vice President and Treasurer |
2009 |
Managing Director, Corporate Finance & Development, Treasurer (since 2009) of Nuveen Securities, LLC; Managing Director and Treasurer (since 2009) of Nuveen Fund Advisors, LLC, Nuveen Investments Advisers, Inc., Nuveen Investments Holdings Inc. and (since 2011) Nuveen Asset Management, LLC; Vice President and Treasurer of NWQ Investment Management Company, LLC, Tradewinds Global Investors, LLC, Symphony Asset Management LLC and Winslow Capital Management, LLC.; Vice President of Santa Barbara Asset Management, LLC; formerly, Treasurer (2006-2009), Senior Vice President (2008-2009), previously, Vice President (2006-2008) of Janus Capital Group, Inc.; formerly, Senior Associate in Morgan Stanley's Global Financial Services Group (2000-2003); Chartered Accountant Designation. |
216 |
Nuveen Investments
45
Board Members & Officers (Unaudited) (continued)
Name, Birthdate and Address |
Position(s) Held with the Funds |
Year First Elected or Appointed(3) |
Principal Occupation(s) During Past 5 Years |
Number of Portfolios in Fund Complex Overseen by Officer |
|||||||||||||||
Officers of the Funds (continued): |
|||||||||||||||||||
nWALTER M. KELLY | |||||||||||||||||||
2/24/70 333 W. Wacker Drive Chicago, IL 60606 |
Chief Compliance Officer and Vice President |
2003 |
Senior Vice President (since 2008) and Assistant Secretary (since 2003) of Nuveen Fund Advisors, LLC; Senior Vice President (since 2008) of Nuveen Investment Holdings, Inc.; formerly, Senior Vice President (2008-2011) of Nuveen Securities, LLC. |
216 |
|||||||||||||||
nTINA M. LAZAR | |||||||||||||||||||
8/27/61 333 W. Wacker Drive Chicago, IL 60606 |
Vice President |
2002 |
Senior Vice President (since 2010), formerly, Vice President (2005-2010) of Nuveen Fund Advisors, LLC. |
216 |
|||||||||||||||
nKEVIN J. MCCARTHY | |||||||||||||||||||
3/26/66 333 W. Wacker Drive Chicago, IL 60606 |
Vice President and Secretary |
2007 |
Managing Director and Assistant Secretary (since 2008), formerly, Vice President (2007-2008), Nuveen Securities, LLC; Managing Director (since 2008), Assistant Secretary (since 2007) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director (since 2008), and Assistant Secretary, Nuveen Investment Holdings, Inc.; Vice President (since 2007) and Assistant Secretary of Nuveen Investments Advisers Inc., NWQ Investment Management Company, LLC, NWQ Holdings, LLC,Symphony Asset Management LLC, Santa Barbara Asset Management,LLC, and of Winslow Capital Management, LLC (since 2010); Vice President and Secretary (since 2010) of Nuveen Commodities Asset Management, LLC; prior thereto, Partner, Bell, Boyd & Lloyd LLP (1997-2007). |
216 |
|||||||||||||||
nKATHLEEN L. PRUDHOMME | |||||||||||||||||||
3/30/53 901 Marquette Avenue Minneapolis, MN 55402 |
Vice President and Assistant Secretary |
2011 |
Managing Director, Assistant Secretary and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director and Assistant Secretary (since 2011) of Nuveen Securities, LLC; formerly, Deputy General Counsel, FAF Advisors, Inc. (2004-2010). |
216 |
(1) The Board Members serve three year terms. The Board of Trustees is divided into three classes. Class I, Class II, and Class III, with each being elected to serve until the third succeeding annual shareholders' meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed. The first year elected or appointed represents the year in which the board member was first elected or appointed to any fund in the Nuveen Complex.
(2) Mr. Amboian is an interested Director because of his position with Nuveen Investments, Inc. and certain of its subsidiaries, which are affiliates of the Nuveen Funds.
(3) Officers serve one year terms through August of each year. The year first elected or appointed represents the year in which the Officer was first elected or appointed to any fund in the Nuveen Complex.
Nuveen Investments
46
Glossary of Terms
Used in this Report
• Average Annual Total Return: This is a commonly used method to express an investment's performance over a particular, usually multi-year time period. It expresses the return that would have been necessary each year to equal the investment's actual cumulative performance (including change in NAV or market price and reinvested dividends and capital gains distributions, if any) over the time period being considered.
• BofA Merrill Lynch Fixed Rate Preferred Securities Index: An index that tracks the performance of fixed rate U.S. dollar denominated preferred securities issued in the U.S. Domestic Market. Qualifying securities must be rated investment grade (based on an average of Moody's, S&P, and Fitch) and must have an investment grade rated country of risk (based on an average of Moody's, S&P, and Fitch foreign currency long-term sovereign debt ratings). In addition, qualifying securities must be issued as public securities or through a 144a filing, must be issued in $25, $50 or $100 par/liquidation preference increments, must have a fixed coupon or dividend schedule, and must have a minimum amount outstanding of $100 million. The index returns assume reinvestment of dividends, but do not reflect any applicable sales charges.
• Comparative Benchmark: A blended return consisting of: 1) 27.5% of the Merrill Lynch Preferred Stock Hybrid Securities Index, an unmanaged index of investment-grade, exchange traded preferred issues with outstanding market values of at least $100 million and at least one year to maturity; 2) 22.5% of the Barclays Tier 1 Capital Securities Index, an unmanaged index that includes securities that can generally be viewed as hybrid fixed-income securities that either receive regulatory capital treatment or a degree of "equity credit" from a rating agency; 3) 10.0% of the Russell 3000 Index, which measures the performance of the largest 3000 U.S. companies representing approximately 98% of the investable U.S. equity market; 4) 10.0% of the MSCI EAFE Index, a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada; 5) 10.0% of the MSCI AC World Index, a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets; 6) 6.7% of the Merrill Lynch All U.S. Convertibles Index consisting of approximately 595 securities with a par value greater than $50 million that were issued by U.S. companies or non-U.S. based issuers that have a significant business presence in the U.S.; 7) 6.7% of the CSFB High Yield Index, which includes approximately $515 billion of U.S.$-denominated high yield debt with a minimum of $75 million in par value and at least one rating below investment-grade; and 8) 6.6% of the CSFB Leverage Loan Index, which includes approximately $611 billion of U.S.$-denominated Leveraged Loans at least one rating below investment-grade. Benchmark returns do not include the effects of any sales charges or management fees.
Nuveen Investments
47
Glossary of Terms
Used in this Report (continued)
• Gross Domestic Product (GDP): The total market value of all final goods and services produced in a country/region in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports.
• Effective Leverage: Effective leverage is a Fund's effective economic leverage, and includes both Regulatory Leverage (see below) and the leverage effects of certain derivative investments in the Fund's portfolio that increase the Fund's investment exposure.
• Leverage: Using borrowed money to invest in securities or other assets, seeking to increase the return of an investment or portfolio.
• Net Asset Value (NAV): The net market value of all securities held in a portfolio.
• Net Asset Value (NAV) Per Share: The market value of one share of a mutual fund or closed-end fund. For a Fund, the NAV is calculated daily by taking the Fund's total assets (securities, cash, and accrued earnings), subtracting the Fund's liabilities, and dividing by the number of shares outstanding.
• Regulatory Leverage: Regulatory Leverage consists of preferred shares issued by or borrowings of the Fund. Both of these are part of the Fund's capital structure. Regulatory leverage is sometimes referred to as "'40 Act Leverage" and is subject to asset coverage limits set in the Investment Company Act of 1940.
Nuveen Investments
48
Notes
Nuveen Investments
49
Notes
Nuveen Investments
50
Additional Fund Information
Board of Trustees
John P. Amboian
Robert P. Bremner
Jack B. Evans
William C. Hunter
David J. Kundert
William J. Schneider
Judith M. Stockdale
Carole E. Stone
Virginia L. Stringer
Terence J. Toth
Fund Manager
Nuveen Fund Advisors, LLC
333 West Wacker Drive
Chicago, IL 60606
Custodian
State Street Bank & Trust Company
Boston, MA
Transfer Agent and
Shareholder Services
State Street Bank & Trust Company
Nuveen Funds
P.O. Box 43071
Providence, RI 02940-3071
(800) 257-8787
Legal Counsel
Chapman and Cutler LLP
Chicago, IL
Independent Registered
Public Accounting Firm
Ernst & Young LLP
Chicago, IL
Quarterly Portfolio of Investments and Proxy Voting Information
You may obtain (i) the Fund's quarterly portfolio of investments, (ii) information regarding how the Fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, and (iii) a description of the policies and procedures that the Fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen Investments toll-free at (800) 257-8787 or on Nuveen's website at www.nuveen.com.
You may also obtain this and other Fund information directly from the Securities and Exchange Commission (SEC). The SEC may charge a copying fee for this information. Visit the SEC on-line at http://www.sec.gov or in person at the SEC's Public Reference Room in Washington, D.C. Call the SEC at (202) 942-8090 for room hours and operation. You may also request Fund information by sending an e-mail request to publicinfo@sec.gov or by writing to the SEC's Public Reference Section at 100 F Street NE, Washington, D.C. 20549.
CEO Certification Disclosure
The Fund's Chief Executive Officer has submitted to the New York Stock Exchange (NYSE) the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual.
The Fund has filed with the SEC the certification of its Chief Executive Officer and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act.
Distribution Information
The Fund hereby designates its percentages of dividends paid from net ordinary income as dividends qualifying for the 70% dividends received deduction (DRD) for corporations and their percentages as qualified dividend income (QDI) for individuals under Section 1(h)(11) of the Internal Revenue Code as shown in the accompanying table. The actual qualified dividend income distributions will be reported to shareholders on Form 1099-DIV which will be sent to shareholders shortly after calendar year end.
% of DRD |
% of QDI |
||||||||||
JPC |
15.16 |
% |
40.26 |
% |
Common Share Information
The Fund intends to repurchase shares of its own common stock in the future at such times and in such amounts as is deemed advisable. During the period covered by this report, the Fund repurchased shares of its common stock as shown in the accompanying table.
Common Shares Repurchased |
|||||||
JPC |
|
Any future repurchases will be reported to shareholders in the next annual or semi-annual report.
Nuveen Investments
51
Nuveen Investments:
Serving Investors for Generations
Since 1898, financial advisors and their clients have relied on Nuveen Investments to provide dependable investment solutions through continued adherence to proven, long-term investing principles. Today, we offer a range of high quality equity and fixed-income solutions designed to be integral components of a well-diversified core portfolio.
Focused on meeting investor needs.
Nuveen Investments provides high-quality investment services designed to help secure the long-term goals of institutional and individual investors as well as the consultants and financial advisors who serve them. Nuveen Investments markets a wide range of specialized investment solutions which provide investors access to capabilities of its high-quality boutique investment affiliatesNuveen Asset Management, Symphony Asset Management, NWQ Investment Management Company, Santa Barbara Asset Management, Tradewinds Global Investors, Winslow Capital Management and Gresham Investment Management. In total, Nuveen Investments managed $219 billion as of December 31, 2012.
Find out how we can help you.
To learn more about how the products and services of Nuveen Investments may be able to help you meet your financial goals, talk to your financial advisor, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Investors should consider the investment objective and policies, risk considerations, charges and expenses of any investment carefully. Where applicable, be sure to obtain a prospectus, which contains this and other relevant information. To obtain a prospectus, please contact your securities representative or Nuveen Investments, 333 W. Wacker Dr., Chicago, IL 60606. Please read the prospectus carefully before you invest or send money.
Learn more about Nuveen Funds at: www.nuveen.com/cef
Distributed by
Nuveen Securities, LLC
333 West Wacker Drive
Chicago, IL 60606
www.nuveen.com/cef
EAN-F-1212D
ITEM 2. CODE OF ETHICS.
As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments to or waivers from the Code during the period covered by this report. The registrant has posted the code of ethics on its website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx. (To view the code, click on Code of Conduct.)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
The registrants Board of Directors or Trustees (Board) determined that the registrant has at least one audit committee financial expert (as defined in Item 3 of Form N-CSR) serving on its Audit Committee. The registrants audit committee financial expert is Carole E. Stone, who is independent for purposes of Item 3 of Form N-CSR.
Ms. Stone served for five years as Director of the New York State Division of the Budget. As part of her role as Director, Ms. Stone was actively involved in overseeing the development of the States operating, local assistance and capital budgets, its financial plan and related documents; overseeing the development of the States bond-related disclosure documents and certifying that they fairly presented the States financial position; reviewing audits of various State and local agencies and programs; and coordinating the States system of internal audit and control. Prior to serving as Director, Ms. Stone worked as a budget analyst/examiner with increasing levels of responsibility over a 30 year period, including approximately five years as Deputy Budget Director. Ms. Stone has also served as Chair of the New York State Racing Association Oversight Board, as Chair of the Public Authorities Control Board, as a Commissioner on the New York State Commission on Public Authority Reform and as a member of the Boards of Directors of several New York State public authorities. These positions have involved overseeing operations and finances of certain entities and assessing the adequacy of project/entity financing and financial reporting. Currently, Ms. Stone is on the Board of Directors of CBOE Holdings, Inc., of the Chicago Board Options Exchange, and of C2 Options Exchange. Ms. Stones position on the boards of these entities and as a member of both CBOE Holdings Audit Committee and its Finance Committee has involved, among other things, the oversight of audits, audit plans and preparation of financial statements.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Nuveen Preferred Income Opportunities Fund
The following tables show the amount of fees that Ernst & Young LLP, the Funds auditor, billed to the Fund during the Funds last two full fiscal years. For engagements with Ernst & Young LLP the Audit Committee approved in advance all audit services and non-audit services that Ernst & Young LLP provided to the Fund, except for those non-audit services that were subject to the pre-approval exception under Rule 2-01 of Regulation S-X (the pre-approval exception). The pre-approval exception for services provided directly to the Fund waives the pre-approval requirement for services other than audit, review or attest services if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid by the Fund to its accountant during the fiscal year in which the services are provided; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committees attention, and the Committee (or its delegate) approves the services before the audit is completed.
The Audit Committee has delegated certain pre-approval responsibilities to its Chairman (or, in his absence, any other member of the Audit Committee).
SERVICES THAT THE FUNDS AUDITOR BILLED TO THE FUND
|
|
Audit Fees Billed |
|
Audit-Related Fees |
|
Tax Fees |
|
All Other Fees |
| ||||
Fiscal Year Ended |
|
to Fund (1) |
|
Billed to Fund (2) |
|
Billed to Fund (3) |
|
Billed to Fund (4) |
| ||||
December 31, 2012 |
|
$ |
27,000 |
|
$ |
0 |
|
$ |
0 |
|
$ |
0 |
|
|
|
|
|
|
|
|
|
|
| ||||
Percentage approved pursuant to pre-approval exception |
|
0 |
% |
0 |
% |
0 |
% |
0 |
% | ||||
|
|
|
|
|
|
|
|
|
| ||||
December 31, 2011 |
|
$ |
26,600 |
|
$ |
0 |
|
$ |
7,221 |
|
$ |
0 |
|
|
|
|
|
|
|
|
|
|
| ||||
Percentage approved pursuant to pre-approval exception |
|
0 |
% |
0 |
% |
0 |
% |
0 |
% |
(1) Audit Fees are the aggregate fees billed for professional services for the audit of the Funds annual financial statements and services provided in connection with statutory and regulatory filings or engagements.
(2) Audit-Related Fees are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under Audit Fees. These fees include offerings related to the Funds common shares and leverage.
(3) Tax Fees are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculations performed by the principal accountant.
(4) All Other Fees are the aggregate fees billed for products and services other than Audit Fees, Audit-Related Fees and Tax Fees. These fees represent all Agreed-Upon Procedures engagements pertaining to the Funds use of leverage.
SERVICES THAT THE FUNDS AUDITOR BILLED TO THE
ADVISER AND AFFILIATED FUND SERVICE PROVIDERS
The following tables show the amount of fees billed by Ernst & Young LLP to Nuveen Fund Advisors, LLC (formerly Nuveen Fund Advisors, Inc.) (the Adviser), and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund (Affiliated Fund Service Provider), for engagements directly related to the Funds operations and financial reporting, during the Funds last two full fiscal years.
The tables also show the percentage of fees subject to the pre-approval exception. The pre-approval exception for services provided to the Adviser and any Affiliated Fund Service Provider (other than audit, review or attest services) waives the pre-approval requirement if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid to Ernst & Young LLP by the Fund, the Adviser and Affiliated Fund Service Providers during the fiscal year in which the services are provided that would have to be pre-approved by the Audit Committee; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committees attention, and the Committee (or its delegate) approves the services before the Funds audit is completed.
|
|
Audit-Related Fees |
|
Tax Fees Billed to |
|
All Other Fees |
| |||
|
|
Billed to Adviser and |
|
Adviser and |
|
Billed to Adviser |
| |||
|
|
Affiliated Fund |
|
Affiliated Fund |
|
and Affiliated Fund |
| |||
Fiscal Year Ended |
|
Service Providers |
|
Service Providers |
|
Service Providers |
| |||
December 31, 2012 |
|
$ |
0 |
|
$ |
0 |
|
$ |
0 |
|
|
|
|
|
|
|
|
| |||
Percentage approved pursuant to pre-approval exception |
|
0 |
% |
0 |
% |
0 |
% | |||
|
|
|
|
|
|
|
| |||
December 31, 2011 |
|
$ |
0 |
|
$ |
0 |
|
$ |
0 |
|
|
|
|
|
|
|
|
| |||
Percentage approved pursuant to pre-approval exception |
|
0 |
% |
0 |
% |
0 |
% |
NON-AUDIT SERVICES
The following table shows the amount of fees that Ernst & Young LLP billed during the Funds last two full fiscal years for non-audit services. The Audit Committee is required to pre-approve non-audit services that Ernst & Young LLP provides to the Adviser and any Affiliated Fund Services Provider, if the engagement related directly to the Funds operations and financial reporting (except for those subject to the pre-approval exception described above). The Audit Committee requested and received information from Ernst & Young LLP about any non-audit services that Ernst & Young LLP rendered during the Funds last fiscal year to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating Ernst & Young LLPs independence.
|
|
|
|
Total Non-Audit Fees |
|
|
|
|
| ||||
|
|
|
|
billed to Adviser and |
|
|
|
|
| ||||
|
|
|
|
Affiliated Fund Service |
|
Total Non-Audit Fees |
|
|
| ||||
|
|
|
|
Providers (engagements |
|
billed to Adviser and |
|
|
| ||||
|
|
|
|
related directly to the |
|
Affiliated Fund Service |
|
|
| ||||
|
|
Total Non-Audit Fees |
|
operations and financial |
|
Providers (all other |
|
|
| ||||
Fiscal Year Ended |
|
Billed to Fund |
|
reporting of the Fund) |
|
engagements) |
|
Total |
| ||||
December 31, 2012 |
|
$ |
0 |
|
$ |
0 |
|
$ |
0 |
|
$ |
0 |
|
December 31, 2011 |
|
$ |
7,221 |
|
$ |
0 |
|
$ |
0 |
|
$ |
7,221 |
|
Non-Audit Fees billed to Fund for both fiscal year ends represent Tax Fees and All Other Fees billed to Fund in their respective amounts from the previous table.
Less than 50 percent of the hours expended on the principal accountants engagement to audit the registrants financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountants full-time, permanent employees.
Audit Committee Pre-Approval Policies and Procedures. Generally, the Audit Committee must approve (i) all non-audit services to be performed for the Fund by the Funds independent accountants and (ii) all audit and non-audit services to be performed by the Funds independent accountants for the Affiliated Fund Service Providers with respect to operations and financial reporting of the Fund. Regarding tax and research projects conducted by the independent accountants for the Fund and Affiliated Fund Service Providers (with respect to operations and financial reports of the Fund) such engagements will be (i) pre-approved by the Audit Committee if they are expected to be for amounts greater than $10,000; (ii) reported to the Audit Committee chairman for his verbal approval prior to engagement if they are expected to be for amounts under $10,000 but greater than $5,000; and (iii) reported to the Audit Committee at the next Audit Committee meeting if they are expected to be for an amount under $5,000.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
The registrants Board has a separately designated Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78c(a)(58)(A)). The members of the audit committee are Robert P. Bremner, David J. Kundert, William J. Schneider, Carole E. Stone and Terence J. Toth.
ITEM 6. SCHEDULE OF INVESTMENTS.
(a) See Portfolio of Investments in Item 1.
(b) Not applicable.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Nuveen Fund Advisors, LLC, formerly known as Nuveen Fund Advisors, Inc., is the registrants investment adviser (also referred to as the Adviser). The Adviser is responsible for the on-going monitoring of the Funds investment portfolio, managing the Funds business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged NWQ Investment Management Company, LLC (NWQ) and Nuveen Asset Management, LLC (Nuveen Asset Management) (NWQ and Nuveen Asset Management are collectively referred to as Sub-Advisers) as Sub-Advisers to provide discretionary investment advisory services. As part of these services, the Adviser has delegated to each Sub-Adviser the full responsibility for proxy voting and related duties in accordance with each Sub-Advisers policies and procedures. The Adviser periodically monitors each Sub-Advisers voting to ensure that it is carrying out its duties. Each Sub-Advisers proxy voting policies and procedures are attached to this filing as an exhibit and incorporated herein by reference.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Nuveen Fund Advisors, LLC, formerly known as Nuveen Fund Advisors, Inc. (NFALLC), is the registrants investment adviser (NFALLC is also referred to as the Adviser). NFALLC is responsible for the selection and on-going monitoring of the Funds investment portfolio, managing the Funds business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged NWQ Investment Management Company, LLC (NWQ) (as of January 23, 2012) and Nuveen Asset Management, LLC (Nuveen Asset Management) (as of January 23, 2012) (NWQ and Nuveen Asset Management are also collectively referred to as Sub-Advisers), each responsible for a portion of the registrants portfolio as Sub-Advisers to provide discretionary investment advisory services. The following section provides information on the portfolio managers at each Sub-Adviser:
NUVEEN ASSET MANAGEMENT
Item 8(a)(1). PORTFOLIO MANAGER BIOGRAPHIES
Douglas M. Baker, CFA, and Brenda A. Langenfeld, CFA, are primarily responsible for the day-to-day management of the portion of the registrants portfolio managed by Nuveen Asset Management.
Douglas Baker, CFA, is a Senior Vice President at Nuveen Asset Management and a portfolio manager for the fund and related preferred security strategies. He originally joined Nuveen Asset Management in 2006 as a Vice President and Derivatives Analyst, and later that year his responsibilities expanded to include portfolio management duties for the Fund. In addition to managing the Nuveen Preferred Securities Fund. Mr. Baker also manages Nuveen Asset Managements derivative overlay group, where he is responsible for implementing derivatives-based hedging strategies across the Nuveen fund complex.
Brenda A. Langenfeld, CFA, is a Vice President at Nuveen Asset Management and a portfolio manager for the fund and related preferred security strategies. She started working in the financial services industry with FAF Advisors, Inc. in 2004. Previously, Ms. Langenfeld was a member of the High Grade Credit Sector Team, responsible for trading corporate bonds, and prior to that, she was a member of the Securitized Debt Sector Team, trading mortgage-backed securities, asset-backed securities and commercial mortgage-backed securities.
Item 8(a)(2). OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGERS
In addition to the Fund, as of December 31, 2012, the portfolio managers are also primarily responsible for the day-to-day portfolio management of the following accounts:
Portfolio Manager |
|
Type of Account |
|
Number of |
|
Assets* |
| |
|
|
|
|
|
|
|
| |
Douglas Baker |
|
Registered Investment Companies |
|
7 |
|
$ |
1.702 billion |
|
|
|
Pooled Accounts |
|
2 |
|
$ |
624 million |
|
|
|
Separately Managed accounts |
|
15 |
|
$ |
49.64 million |
|
|
|
|
|
|
|
|
| |
Brenda Langenfeld |
|
Registered Investment Companies |
|
2 |
|
$ |
1.618 billion |
|
|
|
Pooled Accounts |
|
0 |
|
$ |
0 |
|
|
|
Separately Managed accounts |
|
15 |
|
$ |
49.64 million |
|
* Assets are as of December 31, 2012. None of the assets in these accounts are subject to an advisory fee based on performance.
POTENTIAL MATERIAL CONFLICTS OF INTEREST
Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple accounts are presented a number of potential conflicts, including, among others, those discussed below.
The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. Nuveen Asset Management seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.
If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with these situations, Nuveen Asset Management has adopted procedures for allocating limited opportunities across multiple accounts.
With respect to many of its clients accounts, Nuveen Asset Management determines which broker to use to execute transaction orders, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts, Nuveen Asset Management may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, Nuveen Asset Management may place separate, non-simultaneous, transactions for a Fund and other accounts which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the other accounts.
Some clients are subject to different regulations. As a consequence of this difference in regulatory requirements, some clients may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other accounts managed by the portfolio manager. Finally, the appearance of a conflict of interest may arise where Nuveen Asset Management has an incentive, such as a performance-based management fee, which relates to the management of some accounts, with respect to which a portfolio manager has day-to-day management responsibilities.
Nuveen Asset Management has adopted certain compliance procedures which are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.
Item 8(a)(3). FUND MANAGER COMPENSATION
Portfolio manager compensation consists primarily of base pay, an annual cash bonus and long term incentive payments.
Base pay. Base pay is determined based upon an analysis of the portfolio managers general performance, experience, and market levels of base pay for such position.
Annual cash bonus. The Funds portfolio managers are eligible for an annual cash bonus based on investment performance, qualitative evaluation and financial performance of Nuveen Asset Management.
A portion of each portfolio managers annual cash bonus is based on the Funds investment performance, generally measured over the past one- and three or five-year periods unless the portfolio managers tenure is shorter. Investment performance for the Fund generally is determined by evaluating the Funds performance relative to its benchmark(s) and/or Lipper industry peer group.
A portion of the cash bonus is based on a qualitative evaluation made by each portfolio managers supervisor taking into consideration a number of factors, including the portfolio managers team collaboration, expense management, support of personnel responsible for asset growth, and his or her compliance with Nuveen Asset Managements policies and procedures.
The final factor influencing a portfolio managers cash bonus is the financial performance of Nuveen Asset Management based on its operating earnings.
Long-term incentive compensation. Certain key employees of Nuveen Investments and its affiliates, including certain portfolio managers, have received equity interests in the parent company of Nuveen Investments. In addition, certain key employees of Nuveen Asset Management, including certain portfolio managers, have received profits interests in Nuveen Asset Management which entitle their holders to participate in the firms growth over time.
There are generally no differences between the methods used to determine compensation with respect to the Fund and the Other Accounts shown in the table above.
Item 8(a)(4). OWNERSHIP OF JPC SECURITIES AS OF DECEMBER 31, 2012
Name of Portfolio |
|
None |
|
$1 - |
|
$10,001- |
|
$50,001- |
|
$100,001- |
|
$500,001- |
|
Over |
Doug Baker |
|
X |
|
|
|
|
|
|
|
|
|
|
|
|
Brenda Langenfeld |
|
X |
|
|
|
|
|
|
|
|
|
|
|
|
NWQ
Item 8(a)(1). PORTFOLIO MANAGER BIOGRAPHIES
Michael Carne, CFA, Managing Director and Fixed Income Portfolio Manager
Prior to joining NWQ in 2002, Mr. Carne managed institutional, private client fixed income and balanced portfolios for over twenty years. During this time, he held assignments as Director of Global Fixed Income at Aetna Capital Management, as Chief Investment Officer of a Phoenix Home Life affiliate and was a principal in Standard Asset Group. Mr. Carne graduated from the University of Massachusetts with a B.B.A. degree in Finance and received his M.B.A. from Harvard University. He earned the designation of Chartered Financial Analyst in 1989.
Kevin Hunter, Managing Director and Portfolio Manager
Prior to joining NWQ in 2004, Mr. Hunter spent twenty years with Trust Company of the West where he was a Managing Director and co-managed their convertible securities group. In addition, early in his career, Mr. Hunter was an Equity Research Analyst covering the healthcare and consumer staples industries at TCW. Mr. Hunter graduated magna cum laude from the University of California in Santa Barbara with a B.A. in Economics, and received his M.B.A. from the University of California in Los Angeles.
Item 8 (a)(2). OTHER ACCOUNTS MANAGED AS OF DECEMBER 31, 2012
|
|
Michael Carne |
|
Kevin Hunter |
| ||
(a) RICs |
|
|
|
|
| ||
Number of accts |
|
3 |
|
0 |
| ||
Assets ($000s) |
|
$ |
178,119,096 |
|
0 |
| |
|
|
|
|
|
| ||
(b) Other pooled accts |
|
|
|
|
| ||
Non-performance fee accts |
|
|
|
|
| ||
Number of accts |
|
0 |
|
0 |
| ||
Assets ($000s) |
|
0 |
|
0 |
| ||
(c) Other |
|
|
|
|
| ||
Non-performance fee accts |
|
|
|
|
| ||
Number of accts |
|
5,894 |
|
70 |
| ||
Assets ($000s) |
|
$ |
1,159,660,764 |
|
$ |
1,582,799,829 |
|
Performance fee accts |
|
|
|
|
| ||
Number of accts |
|
0 |
|
0 |
| ||
Assets ($000s) |
|
0 |
|
0 |
| ||
POTENTIAL MATERIAL CONFLICTS OF INTEREST
NWQ has an investment philosophy and operating belief which seeks to manage each account in a particular strategy alike. Conflicts of interest may include, but are not limited to:
· The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. NWQ seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.
· If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to its limited availability (i.e., an allocation of filled purchase or sale orders across all eligible accounts.) To deal with these situations, NWQ has adopted procedures for allocating limited opportunities across multiple accounts.
· In the event a client has directed certain brokerage activities, NWQ may place separate, non-simultaneous transactions for a Fund and other accounts which may temporarily affect the market price of the security or the execution of the transactions, or both, to the detriment of the Fund or the other accounts.
· The appearance of a conflict of interest may arise where NWQ has an incentive, such as a performance-based management fee, which relates to the management of some accounts, where a portfolio manager has day-to-day management responsibilities. However, again, NWQ has an operating belief/philosophy which seeks to manage all accounts alike.
NWQ has adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.
Item 8(a)(3). FUND MANAGER COMPENSATION
NWQ offers a highly competitive compensation structure with the purpose of attracting and retaining the most talented investment professionals. These professionals are rewarded through a combination of cash and long-term incentive compensation as determined by the firms executive committee. Total cash compensation (TCC) consists of both a base salary and an annual bonus that can be a multiple of the base salary. The firm annually benchmarks TCC to prevailing industry norms with the objective of achieving competitive levels for all contributing professionals.
Available bonus pool compensation is primarily a function of the firms overall annual profitability, and in the interest of employee and client interest alliance, NWQs bonus pool will be augmented should the firm outperform its benchmarks on a 1, 2 and 3 year basis. Individual bonuses are based primarily on the following:
· Overall performance of client portfolios
· Objective review of stock recommendations and the quality of primary research
· Subjective review of the professionals contributions to portfolio strategy, teamwork, collaboration and work ethic
To further strengthen our incentive compensation package and to create an even stronger alignment to the long-term success of the firm, NWQ provides a number of other incentive opportunities through long-term employment contracts with senior executives, retention agreements, and an equity incentive plan with non-solicitation and non-compete provisions for participating employees. The equity incentive plan provides meaningful equity to employees which is similar to restricted stock and options and which vests over the next 5 to 7 years. Equity incentive plans allowing key employees of NWQ to participate in the firms growth over time have been in place since Nuveens acquisition of NWQ.
At NWQ, we believe that we are an employer of choice. Our analysts have a meaningful impact on the portfolio and, therefore, are compensated in a manner similar to portfolio managers at many other firms. Benefits besides compensation include a college tuition program for the children of all full-time employees whereby they are eligible for reimbursement of tuition and other mandatory fees, among others.
Item 8(a)(4). OWNERSHIP OF JPC SECURITIES AS OF DECEMBER 31, 2012
Name of Portfolio |
|
None |
|
$1 - |
|
$10,001- |
|
$50,001- |
|
$100,001- |
|
$500,001- |
|
Over |
Michael Carne |
|
X |
|
|
|
|
|
|
|
|
|
|
|
|
Kevin Hunter |
|
X |
|
|
|
|
|
|
|
|
|
|
|
|
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.
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrants Board implemented after the registrant last provided disclosure in response to this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) |
The registrants principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the 1940 Act) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (the Exchange Act) (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
|
|
(b) |
There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting. |
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form.
(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable because the code is posted on registrants website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx and there were no amendments during the period covered by this report. (To view the code, click on Code of Conduct.)
(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 1940 Act (17 CFR 270.30a-2(a)) in the exact form set forth below: Ex-99.CERT Attached hereto.
(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.
(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)); Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed filed for purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Ex-99.906 CERT attached hereto.
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) Nuveen Preferred Income Opportunities Fund
By (Signature and Title) |
/s/ Kevin J. McCarthy |
|
|
Kevin J. McCarthy |
|
|
Vice President and Secretary |
|
Date: March 8, 2013
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/ Gifford R. Zimmerman |
|
|
Gifford R. Zimmerman |
|
|
Chief Administrative Officer |
|
|
(principal executive officer) |
|
Date: March 8, 2013
By (Signature and Title) |
/s/ Stephen D. Foy |
|
|
Stephen D. Foy |
|
|
Vice President and Controller |
|
|
(principal financial officer) |
|
Date: March 8, 2013