Neuberger Berman |
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Semi-Annual ReportApril 30, 2016 |
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Contents | ||
PRESIDENT’S LETTER | 1 | |
PORTFOLIO COMMENTARY | 2 | |
SCHEDULE OF INVESTMENTS | 6 | |
FINANCIAL STATEMENTS | 23 | |
FINANCIAL HIGHLIGHTS/PER SHARE DATA | 35 | |
Distribution Reinvestment Plan | 37 | |
Directory | 40 | |
Proxy Voting Policies and Procedures | 41 | |
Quarterly Portfolio Schedule | 41 | |
Privacy Notice | Located after the Fund’s Report |
Dear Stockholder,
I am pleased to present the semi-annual report for Neuberger Berman High Yield Strategies Fund Inc. for the six months ended April 30, 2016. The report includes a portfolio commentary, a listing of the Fund’s investments and its unaudited financial statements for the reporting period.
The Fund seeks high total return (income plus capital appreciation). To pursue that objective, we have assembled a portfolio that consists primarily of high yield debt securities.
Thank you for your confidence in the Fund. We will do our best to continue earning your trust in the years to come.
Sincerely,
Robert Conti
President and CEO
Neuberger Berman High Yield Strategies Fund Inc.
1
Neuberger Berman High Yield Strategies Fund Inc. generated a 2.81% total return on a net asset value (NAV) basis for the six months ended April 30, 2016 and outperformed its benchmark, the BofA Merrill Lynch U.S. High Yield Master II Constrained Index, which provided a 2.27% return for the period. (Fund performance on a market price basis is provided in the table immediately following this letter.) The Fund’s use of leverage (typically a performance enhancer in up markets and a detractor during market retreats) contributed to its performance during the reporting period.
Investor sentiment fluctuated during the reporting period given mixed global economic data, uncertainty regarding future U.S. Federal Reserve (Fed) monetary policy and several geopolitical issues. In a well-telegraphed move, the Fed raised interest rates in December 2015—the first such occurrence in nearly a decade. After a very weak start, the high yield debt market rallied sharply and generated a positive return during the period. The turnaround was partially driven by rising commodity prices and strong investor demand. Within the benchmark, securities rated CCC and lower (relatively low ratings) and securities rated BB (a higher rating) returned 1.59% and 3.13%, respectively.1
From a sector perspective, security selection within support/services, metals/mining and utilities, as well as an underweight to energy, contributed the most to performance. In contrast, security selection within energy, media/ broadcast, and telecommunications detracted the most from performance.
In terms of the Fund’s quality bias, security selection within B-rated securities was generally positive for performance. This was more than offset by the negative impact from the Fund’s security selection within CCC-rated and BB-rated securities. Elsewhere, an overweight allocation to BBB-rated and higher-rated issues contributed to results.
We made several adjustments to the portfolio during the reporting period. We increased the Fund’s allocation to BBB-rated bonds, further increasing our out-of-benchmark exposure. We reduced our allocation to CCC-rated bonds, moving to roughly a 1.5% underweight versus the benchmark. From a sector perspective, we slightly increased the Fund’s allocation to higher quality metals/mining, utilities and gas distribution securities.
The Fund’s use of derivatives, specifically interest rate swaps, detracted from performance during the reporting period.
We continue to be of the view that current valuations, excluding commodity-related sectors, are compensating investors for default risk. While growth in the U.S. moderated during the first quarter of 2016, we believe the domestic economy will continue to expand as the year progresses, albeit at a moderate pace. In our view, inflation should remain relatively benign and the Fed will likely take a very measured approach in terms of normalizing monetary policy. We believe commodity-related sectors are likely to drive the majority of the increase in U.S. high yield bond default rates in 2016-2017. Aside from these stressed sectors, we believe defaults in 2016-2017 will be well below historical averages should credit fundamentals remain reasonable.
Sincerely,
Thomas P. O’Reilly, Russ Covode, Daniel Doyle And Patrick Flynn
Portfolio Co-Managers
The portfolio composition, industries and holdings of the Fund are subject to change without notice.
The opinions expressed are those of the Fund’s portfolio managers. The opinions are as of the date of this report and are subject to change without notice.
The value of securities owned by the Fund, as well as the market value of shares of the Fund’s common stock, may decline in response to certain events, including those directly involving the issuers whose securities are owned by the Fund; conditions affecting the general economy; overall market changes; local, regional, national or global political, social or economic instability; regulatory or legislative developments; price, currency and interest rate fluctuations, including those resulting from changes in central bank policies; and changes in investor sentiment.
1
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The performance of certain rated bonds within the benchmark, as noted above, represent issues that are rated BB1/BB+ through BB3/BB and CCC+/Caa1 or lower, based on an average of Moody’s, S&P and Fitch, as calculated by BofA Merrill Lynch.
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2
TICKER SYMBOL | ||
High Yield Strategies Fund | NHS | |
PORTFOLIO BY MATURITY DISTRIBUTION | ||
(as a % of Total Investments*) | ||
Less than One Year | 0.2 | % |
One to less than Five Years | 30.6 | |
Five to less than Ten Years | 60.8 | |
Ten Years or Greater | 8.4 | |
Total | 100.0 | % |
* Derivatives and/or Short-Term Investments, if any, are excluded from this chart. |
PERFORMANCE HIGHLIGHTS1 | ||||||||||||
Six Month | Average Annual Total Return | |||||||||||
Inception | Period Ended | Ended 04/30/2016 | ||||||||||
Date | 04/30/2016 | 1 Year | 5 Years | 10 Years | Life of Fund | |||||||
At NAV2 | 07/28/2003 | 2.81% | -3.54% | 5.91% | 8.96% | 9.51% | ||||||
At Market Price3 | 07/28/2003 | 6.36% | -4.81% | 2.67% | 8.09% | 7.96% | ||||||
Index | ||||||||||||
BofA Merrill Lynch | ||||||||||||
U.S. High Yield | ||||||||||||
Master II | ||||||||||||
Constrained Index4 | 2.27% | -1.30% | 5.21% | 7.23% | 7.68% |
Closed-end funds, unlike open-end funds, are not continually offered. Generally, there is an initial public offering and, once issued, shares of common stock of closed-end funds are sold in the secondary market on a stock exchange.
The performance data quoted represent past performance and do not indicate future results. Current performance may be lower or higher than the performance data quoted. For more current performance data, please visit www.nb.com/cef-performance.
The results shown in the table reflect the reinvestment of income dividends and other distributions, if any. The results do not reflect the effect of taxes a stockholder would pay on Fund distributions or on the sale of shares of the Fund’s common stock.
The investment return and market price will fluctuate and shares of the Fund’s common stock may trade at prices above or below NAV. Shares of the Fund’s common stock, when sold, may be worth more or less than their original cost.
Returns would have been lower if Neuberger Berman Investment Advisers LLC (“Management”) had not waived certain expenses during certain of the periods shown. Please see the Notes to Financial Highlights for additional information regarding fee waivers.
3
1 | The performance information for periods prior to August 6, 2010 is that of Neuberger Berman High Yield Strategies Fund, a predecessor to the Fund. | |
2 | Returns based on the NAV of the Fund. | |
3 | Returns based on the market price of shares of the Fund’s common stock on the NYSE MKT. | |
4 | Please see “Description of Index” on page 5 for a description of the index. |
For more complete information on Neuberger Berman High Yield Strategies Fund Inc., call Neuberger Berman Investment Advisers LLC at (800) 877-9700, or visit our website at www.nb.com.
4
BofA Merrill Lynch U.S. High Yield
Master II Constrained Index: |
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The index tracks the performance of U.S. dollar-denominated, below investment grade corporate debt publicly issued in the U.S. domestic market. In addition to meeting other criteria, qualifying securities must have a below investment grade rating (based on an average of Moody’s, S&P and Fitch ratings), and have risk exposure to countries that are members of the FX-G10, Western Europe or territories of the U.S. and Western Europe. Securities in legal default are excluded from the index. Index constituents are capitalization-weighted, provided the total allocation to an individual issuer does not exceed 2%.
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Please note that the index does not take into account any fees and expenses or any tax consequences of investing in the individual securities that it tracks and that individuals cannot invest directly in any index. Data about the performance of this index are prepared or obtained by Management and include reinvestment of all income dividends and other distributions, if any. The Fund may invest in securities not included in the above described index and generally does not invest in all securities included in the index.
5
PRINCIPAL AMOUNT | VALUE† | ||||
Bank Loan Obligationsµ (11.8%) | |||||
Aerospace & Defense (0.4%) | |||||
$ 188,086 | Transdigm Inc., First Lien Term Loan D, 3.75%, due 6/4/21 | $ | 186,910 | ||
710,175 | Transdigm Inc., Term Loan E1, 3.50%, due 5/16/22 | 702,057 | |||
888,967 | |||||
Air Transport (0.1%) | |||||
365,000 | American Airlines Inc., First Lien Term Loan B1, 3.50%, due 10/10/21 | 362,584 | |||
All Telecom (0.3%) | |||||
208,405 | Syniverse Technologies, First Lien Term Loan, 4.00%, due 4/23/19 | 166,724 | ¢^^ | ||
165,000 | Syniverse Technologies, First Lien Term Loan, 4.00%, due 4/23/19 | 132,000 | |||
467,516 | Zayo Group, First Lien Term Loan B1, 3.75%, due 5/6/21 | 467,263 | |||
765,987 | |||||
Business Equipment & Services (1.4%) | |||||
188,090 | Advantage Sales and Marketing, First Lien Term Loan, 4.25%, due 7/23/21 | 186,328 | |||
2,110,000 | Advantage Sales and Marketing, Second Lien Term Loan, 7.50%, due 7/25/22 | 1,983,400 | |||
150,000 | Equinix Inc., First Lien Term Loan B, 4.00%, due 1/6/23 | 150,375 | |||
1,100,116 | Presidio, First Lien Term Loan, 5.25%, due 2/2/22 | 1,091,315 | |||
3,411,418 | |||||
Cable & Satellite Television (0.5%) | |||||
1,115,000 | Charter Communications Operating LLC, First Lien Term Loan I, 3.50%, due 1/24/23 | 1,119,382 | |||
Conglomerates (0.2%) | |||||
492,902 | Spectrum Brands, Inc., First Lien Term Loan, 3.50%, due 6/23/22 | 494,381 | |||
Containers & Glass Products (0.3%) | |||||
190,000 | Berry Plastics, First Lien Term Loan E, 3.75%, due 1/6/21 | 190,059 | |||
543,613 | Berry Plastics, First Lien Term Loan F, 4.00%, due 10/3/22 | 544,395 | |||
734,454 | |||||
Cosmetics - Toiletries (0.1%) | |||||
300,634 | Prestige Brands, Inc., First Lien Term Loan B3, 3.52%, due 9/3/21 | 301,200 | |||
Electronics - Electrical (1.4%) | |||||
1,923,000 | Avago Technologies, First Lien Term Loan B1, 4.25%, due 2/1/23 | 1,923,346 | |||
273,625 | CommScope, First Lien Term Loan B1, 3.83%, due 12/29/22 | 273,967 | |||
1,117,200 | NXP Funding, First Lien Term Loan B1, 3.75%, due 12/7/20 | 1,119,993 | |||
3,317,306 | |||||
Financial Intermediaries (1.2%) | |||||
1,095,000 | First Data Corporation, First Lien Term Loan B, 4.19%, due 7/8/22 | 1,095,274 | |||
430,000 | MGM Growth Properties, First Lien Term Loan B, 4.00%, due 4/1/23 | 432,240 | |||
1,501,913 | Walter Investment Mgmt, First Lien Term Loan, 4.75%, due 12/18/20 | 1,315,585 | |||
2,843,099 | |||||
Food Products (0.1%) | |||||
300,000 | NBTY, Inc., First Lien Term Loan B, 5.00%, due 4/14/23 | 300,813 |
See Notes to Schedule of Investments |
6 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | ||||
Food Service (0.1%) | |||||
$ 290,462 | Manitowoc Foodservice, First Lien Term Loan B, 5.75%, due 3/3/23 | $ | 293,549 | ||
Health Care (0.3%) | |||||
190,560 | dj Orthopedics LLC, First Lien Term Loan B1, 4.25%, due 6/8/20 | 185,081 | |||
29,792 | Pharmaceutical Product Development, Inc., First Lien Term Loan B, due 8/18/22 | 29,724 | ¢^^ | ||
265,255 | Pharmaceutical Product Development, Inc., First Lien Term Loan B, 4.25%, due 8/18/22 | 264,648 | |||
329,175 | Team Health, Inc., First Lien Term Loan B, 4.50%, due 11/23/22 | 331,232 | |||
810,685 | |||||
Leisure Goods - Activities - Movies (0.4%) | |||||
1,043,827 | Match Group Inc., First Lien Term Loan B, 5.50%, due 11/16/22 | 1,048,608 | |||
Lodging & Casinos (2.7%) | |||||
1,040,000 | Cowlitz Tribal Gaming, First Lien Term Loan B, 11.50%, due 12/6/21 | 972,400 | Ñ | ||
1,759,000 | Four Seasons Holdings Inc., Second Lien Term Loan, 6.25%, due 12/27/20 | 1,746,916 | |||
310,000 | Hilton Worldwide, First Lien Term Loan, 3.50%, due 10/26/20 | 311,023 | |||
3,014,965 | Mohegan Tribal Gaming, First Lien Term Loan, 5.50%, due 6/15/18 | 2,994,855 | |||
357,300 | MTR Gaming Group, First Lien Term Loan B, 4.25%, due 7/25/22 | 356,407 | |||
172,668 | Twin Rivers Casino, First Lien Term Loan B, 5.25%, due 7/10/20 | 172,938 | |||
6,554,539 | |||||
Radio & Television (0.2%) | |||||
308,446 | Sinclair Broadcasting, First Lien Term Loan B1, 3.50%, due 7/30/21 | 307,546 | |||
93,994 | Univision Communications Inc., First Lien Term Loan, 4.00%, due 3/1/20 | 93,720 | |||
94,002 | Univision Communications Inc., First Lien Term Loan C4, 4.00%, due 3/1/20 | 93,850 | |||
495,116 | |||||
Retailers (except food & drug) (0.7%) | |||||
308,821 | JC Penney Co., First Lien Term Loan, 6.00%, due 5/22/18 | 309,302 | |||
214,452 | Neiman Marcus Group Inc., First Lien Term Loan B, 4.25%, due 10/25/20 | 204,064 | |||
1,113,750 | PetSmart Inc., First Lien Term Loan B1, 4.25%, due 3/11/22 | 1,109,997 | |||
1,623,363 | |||||
Steel (0.9%) | |||||
2,274,822 | FMG Resources, First Lien Term Loan, 4.25%, due 6/30/19 | 2,140,539 | ¢^^ | ||
Utilities (0.5%) | |||||
208,947 | Calpine Corp., First Lien Term Loan B5, 3.50%, due 5/27/22 | 207,604 | |||
583,538 | Calpine Corp., First Lien Term Loan B6, 4.00%, due 1/15/23 | 583,176 | |||
308,414 | Dynegy Holdings Inc., First Lien Term Loan B2, 4.00%, due 4/23/20 | 307,128 | |||
1,097,908 | |||||
Total Bank Loan Obligations (Cost $28,499,738) | 28,603,898 | ||||
Corporate Debt Securities (134.8%) | |||||
Advertising (2.2%) | |||||
1,485,000 | Clear Channel Worldwide Holdings, Inc., Guaranteed Notes, Ser. B, 7.63%, due 3/15/20 | 1,376,417 | |||
495,000 | Clear Channel Worldwide Holdings, Inc., Guaranteed Notes, Ser. A, 6.50%, due 11/15/22 | 480,150 | |||
1,150,000 | Clear Channel Worldwide Holdings, Inc., Guaranteed Notes, Ser. B, 6.50%, due 11/15/22 | 1,155,750 | |||
175,000 | Lamar Media Corp., Guaranteed Notes, 5.75%, due 2/1/26 | 185,062 | ñ | ||
2,100,000 | Nielsen Finance LLC, Guaranteed Notes, 5.00%, due 4/15/22 | 2,142,000 | ñ | ||
5,339,379 |
See Notes to Schedule of Investments |
7 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | ||||
Aerospace & Defense (0.4%) | |||||
$ 715,000 | Bombardier, Inc., Senior Unsecured Notes, 6.00%, due 10/15/22 | $ | 608,108 | ñ | |
180,000 | TransDigm, Inc., Guaranteed Notes, 7.50%, due 7/15/21 | 188,190 | |||
180,000 | TransDigm, Inc., Guaranteed Notes, 6.00%, due 7/15/22 | 182,196 | |||
978,494 | |||||
Auto Parts & Equipment (0.7%) | |||||
320,000 | Goodyear Tire & Rubber Co., Guaranteed Notes, 6.50%, due 3/1/21 | 337,000 | |||
1,360,000 | ZF N.A. Capital, Inc., Guaranteed Notes, 4.00%, due 4/29/20 | 1,414,400 | ñ | ||
1,751,400 | |||||
Banking (5.0%) | |||||
270,000 | Ally Financial, Inc., Guaranteed Notes, 5.50%, due 2/15/17 | 275,738 | |||
1,125,000 | Ally Financial, Inc., Senior Unsecured Notes, 3.60%, due 5/21/18 | 1,130,625 | |||
2,915,000 | Ally Financial, Inc., Guaranteed Notes, 8.00%, due 3/15/20 | 3,304,881 | ØØ | ||
1,018,000 | Ally Financial, Inc., Senior Unsecured Notes, 8.00%, due 11/1/31 | 1,226,690 | |||
3,655,000 | CIT Group, Inc., Senior Unsecured Notes, 5.00%, due 5/15/17 | 3,730,384 | |||
1,830,000 | CIT Group, Inc., Senior Unsecured Notes, 6.63%, due 4/1/18 | 1,928,363 | ñ | ||
525,000 | CIT Group, Inc., Senior Unsecured Notes, 5.00%, due 8/15/22 | 549,938 | |||
12,146,619 | |||||
Beverage (0.6%) | |||||
1,065,000 | Constellation Brands, Inc., Guaranteed Notes, 4.25%, due 5/1/23 | 1,112,925 | |||
345,000 | Constellation Brands, Inc., Guaranteed Notes, 4.75%, due 11/15/24 | 365,700 | |||
1,478,625 | |||||
Building & Construction (3.2%) | |||||
490,000 | CalAtlantic Group, Inc., Guaranteed Notes, 8.38%, due 1/15/21 | 579,734 | |||
570,000 | CalAtlantic Group, Inc., Guaranteed Notes, 5.38%, due 10/1/22 | 587,214 | |||
1,775,000 | D.R. Horton, Inc., Guaranteed Notes, 5.75%, due 8/15/23 | 1,943,625 | |||
1,970,000 | Lennar Corp., Guaranteed Notes, 4.75%, due 11/15/22 | 1,999,550 | |||
180,000 | Meritage Homes Corp., Guaranteed Notes, 6.00%, due 6/1/25 | 183,600 | |||
480,000 | Pulte Homes, Inc., Guaranteed Notes, 6.00%, due 2/15/35 | 465,600 | |||
210,000 | PulteGroup, Inc., Guaranteed Notes, 4.25%, due 3/1/21 | 213,675 | |||
1,085,000 | Taylor Morrison Communities, Inc./Monarch Communities, Inc., Guaranteed Notes, | 1,082,287 | ñ | ||
5.25%, due 4/15/21 | |||||
305,000 | Taylor Morrison Communities, Inc./Monarch Communities, Inc., Guaranteed Notes, | 297,375 | ñ | ||
5.63%, due 3/1/24 | |||||
195,000 | Toll Brothers Finance Corp., Guaranteed Notes, 4.00%, due 12/31/18 | 201,825 | |||
130,000 | Toll Brothers Finance Corp., Guaranteed Notes, 4.38%, due 4/15/23 | 130,000 | |||
7,684,485 | |||||
Building Materials (2.3%) | |||||
250,000 | Allegion PLC, Guaranteed Notes, 5.88%, due 9/15/23 | 265,000 | |||
1,325,000 | HD Supply, Inc., Senior Secured Notes, 5.25%, due 12/15/21 | 1,391,250 | ñ | ||
435,000 | HD Supply, Inc., Guaranteed Notes, 5.75%, due 4/15/24 | 456,206 | ñ | ||
545,000 | Masco Corp., Senior Unsecured Notes, 5.95%, due 3/15/22 | 611,081 | |||
400,000 | USG Corp., Senior Unsecured Notes, 6.30%, due 11/15/16 | 411,200 | |||
1,990,000 | USG Corp., Senior Unsecured Notes, 9.75%, due 1/15/18 | 2,233,775 | a | ||
320,000 | USG Corp., Guaranteed Notes, 5.50%, due 3/1/25 | 338,800 | ñ | ||
5,707,312 |
See Notes to Schedule of Investments |
8 |
PRINCIPAL AMOUNT | VALUE† | ||||
Cable & Satellite Television (10.5%) | |||||
$ 2,000,000 | Altice Luxembourg SA, Guaranteed Notes, 7.75%, due 5/15/22 | $ | 1,995,000 | ñ | |
235,000 | Altice Luxembourg SA, Guaranteed Notes, 7.63%, due 2/15/25 | 227,069 | ñ | ||
1,080,000 | Altice US Finance I Corp., Senior Secured Notes, 5.50%, due 5/15/26 | 1,090,800 | ñ | ||
500,000 | CCO Holdings LLC/CCO Holdings Capital Corp., Guaranteed Notes, 6.63%, due 1/31/22 | 531,250 | |||
705,000 | CCO Holdings LLC/CCO Holdings Capital Corp., Guaranteed Notes, 5.25%, due 9/30/22 | 727,912 | |||
215,000 | CCO Holdings LLC/CCO Holdings Capital Corp., Guaranteed Notes, 5.13%, due 5/1/23 | 219,300 | ñ | ||
590,000 | CCO Holdings LLC/CCO Holdings Capital Corp., Guaranteed Notes, 5.38%, due 5/1/25 | 604,013 | ñ | ||
30,000 | CCO Holdings LLC/CCO Holdings Capital Corp., Guaranteed Notes, 5.50%, due 5/1/26 | 30,600 | ñ | ||
2,060,000 | CCO Holdings LLC/CCO Holdings Capital Corp., Guaranteed Notes, 5.88%, due 5/1/27 | 2,111,500 | ñ | ||
310,000 | CCOH Safari LLC, Senior Unsecured Notes, 5.75%, due 2/15/26 | 320,075 | ñ | ||
1,202,000 | Cequel Communications Holdings I LLC/Cequel Capital Corp., Senior Unsecured Notes, | 1,233,552 | ñ | ||
6.38%, due 9/15/20 | |||||
1,389,000 | Cequel Communications Holdings I LLC/Cequel Capital Corp., Senior Unsecured Notes, | 1,309,132 | ñ | ||
5.13%, due 12/15/21 | |||||
615,000 | CSC Holdings LLC, Senior Unsecured Notes, 7.63%, due 7/15/18 | 665,737 | |||
1,145,000 | DISH DBS Corp., Guaranteed Notes, 6.75%, due 6/1/21 | 1,179,590 | |||
2,135,000 | DISH DBS Corp., Guaranteed Notes, 5.88%, due 11/15/24 | 2,004,231 | |||
1,960,000 | Neptune Finco Corp., Senior Unsecured Notes, 10.88%, due 10/15/25 | 2,180,500 | ñ | ||
345,000 | Numericable-SFR SA, Senior Secured Notes, 4.88%, due 5/15/19 | 357,869 | ñ | ||
2,410,000 | Numericable-SFR SA, Senior Secured Notes, 6.00%, due 5/15/22 | 2,413,133 | ñ | ||
510,000 | Numericable-SFR SA, Senior Secured Notes, 6.25%, due 5/15/24 | 493,425 | ñ | ||
1,165,000 | Numericable-SFR SA, Senior Secured Notes, 7.38%, due 5/1/26 | 1,182,475 | ñ | ||
255,000 | Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH, Senior Secured Notes, | 256,275 | ñ | ||
5.00%, due 1/15/25 | |||||
355,000 | UPCB Finance IV Ltd., Senior Secured Notes, 5.38%, due 1/15/25 | 361,213 | ñ | ||
1,340,000 | Virgin Media Finance PLC, Guaranteed Notes, 6.00%, due 10/15/24 | 1,366,800 | ñ | ||
616,500 | Virgin Media Secured Finance PLC, Senior Secured Notes, 5.38%, due 4/15/21 | 644,243 | ñ | ||
530,000 | Virgin Media Secured Finance PLC, Senior Secured Notes, 5.50%, due 8/15/26 | 533,975 | ñ | ||
1,360,000 | WideOpenWest Finance LLC/WideOpenWest Capital Corp., Guaranteed Notes, | 1,363,400 | |||
10.25%, due 7/15/19 | |||||
25,403,069 | |||||
Chemicals (1.8%) | |||||
305,000 | Huntsman Int’l LLC, Guaranteed Notes, 4.88%, due 11/15/20 | 307,287 | |||
775,000 | Momentive Performance Materials, Inc., Senior Secured Notes, 8.88%, due 10/15/20 | 78 | ‡Ñ | ||
775,000 | Momentive Performance Materials, Inc., Senior Secured Notes, 3.88%, due 10/24/21 | 592,875 | |||
1,100,000 | NOVA Chemicals Corp., Senior Unsecured Notes, 5.00%, due 5/1/25 | 1,078,000 | ñ | ||
2,190,000 | PQ Corp., Secured Notes, 8.75%, due 11/1/18 | 2,280,337 | ñ | ||
4,258,577 | |||||
Consumer - Commercial Lease Financing (5.9%) | |||||
1,790,000 | AerCap Ireland Capital Ltd./AerCap Global Aviation Trust, Guaranteed Notes, | 1,790,000 | |||
2.75%, due 5/15/17 | |||||
1,150,000 | AerCap Ireland Capital Ltd./AerCap Global Aviation Trust, Guaranteed Notes, | 1,187,375 | |||
4.50%, due 5/15/21 | |||||
705,000 | Aircastle Ltd., Senior Unsecured Notes, 6.25%, due 12/1/19 | 773,737 | |||
740,000 | Aircastle Ltd., Senior Unsecured Notes, 5.13%, due 3/15/21 | 782,550 | |||
340,000 | Aircastle Ltd., Senior Unsecured Notes, 5.50%, due 2/15/22 | 361,675 | |||
430,000 | Aircastle Ltd., Senior Unsecured Notes, 5.00%, due 4/1/23 | 437,809 | |||
1,910,000 | Int’l Lease Finance Corp., Senior Unsecured Notes, 8.88%, due 9/1/17 | 2,058,025 | |||
295,000 | Int’l Lease Finance Corp., Senior Unsecured Notes, 6.25%, due 5/15/19 | 320,075 | |||
1,340,000 | Int’l Lease Finance Corp., Senior Unsecured Notes, 8.63%, due 1/15/22 | 1,621,400 | |||
155,000 | Int’l Lease Finance Corp., Senior Unsecured Notes, 5.88%, due 8/15/22 | 170,113 | |||
631,000 | Navient Corp., Senior Unsecured Medium-Term Notes, 6.13%, due 3/25/24 | 565,060 | |||
345,000 | Navient Corp., Senior Unsecured Medium-Term Notes, 5.50%, due 1/15/19 | 341,550 |
See Notes to Schedule of Investments |
9 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
$ | 3,215,000 | Navient Corp., Senior Unsecured Medium-Term Notes, 4.88%, due 6/17/19 | $ | 3,079,970 | ØØ | |
885,000 | Navient Corp., Senior Unsecured Notes, 5.88%, due 3/25/21 | 845,175 | ||||
14,334,514 | ||||||
Department Stores (0.1%) | ||||||
205,000 | Neiman Marcus Group Ltd. LLC, Guaranteed Notes, 8.00%, due 10/15/21 | 178,350 | ñ | |||
Discount Stores (0.5%) | ||||||
1,135,000 | Dollar Tree, Inc., Guaranteed Notes, 5.75%, due 3/1/23 | 1,210,194 | ñ | |||
Electric - Generation (3.5%) | ||||||
655,000 | Calpine Corp., Senior Secured Notes, 6.00%, due 1/15/22 | 691,844 | ñ | |||
1,390,000 | Calpine Corp., Senior Unsecured Notes, 5.38%, due 1/15/23 | 1,402,162 | ||||
475,000 | Dynegy, Inc., Guaranteed Notes, 6.75%, due 11/1/19 | 480,938 | ||||
390,000 | Dynegy, Inc., Guaranteed Notes, 5.88%, due 6/1/23 | 352,950 | ||||
300,000 | Dynegy, Inc., Guaranteed Notes, 7.63%, due 11/1/24 | 293,250 | ||||
230,000 | NRG Energy, Inc., Guaranteed Notes, 8.25%, due 9/1/20 | 238,050 | ||||
2,600,000 | NRG Energy, Inc., Guaranteed Notes, 7.88%, due 5/15/21 | 2,702,960 | ||||
1,715,000 | NRG Energy, Inc., Guaranteed Notes, 6.25%, due 7/15/22 | 1,681,249 | ||||
580,000 | NRG Energy, Inc., Guaranteed Notes, 6.63%, due 3/15/23 | 569,850 | ||||
8,413,253 | ||||||
Electric - Integrated (1.5%) | ||||||
2,120,000 | RJS Power Holdings LLC, Senior Unsecured Notes, 4.63%, due 7/15/19 | 1,971,600 | ñ | |||
1,405,000 | Talen Energy Supply LLC, Senior Unsecured Notes, 4.60%, due 12/15/21 | 1,095,900 | ||||
585,000 | Talen Energy Supply LLC, Senior Unsecured Notes, 6.50%, due 6/1/25 | 519,234 | ||||
3,586,734 | ||||||
Electronics (2.1%) | ||||||
1,130,000 | Amkor Technology, Inc., Senior Unsecured Notes, 6.38%, due 10/1/22 | 1,076,325 | ||||
220,000 | Flextronics Int’l Ltd., Guaranteed Notes, 4.63%, due 2/15/20 | 229,651 | ||||
865,000 | Flextronics Int’l Ltd., Guaranteed Notes, 5.00%, due 2/15/23 | 888,788 | ||||
1,575,000 | Freescale Semiconductor, Inc., Senior Secured Notes, 6.00%, due 1/15/22 | 1,669,500 | ñ | |||
270,000 | Micron Technology, Inc., Senior Unsecured Notes, 5.25%, due 8/1/23 | 218,163 | ñ | |||
270,000 | Micron Technology, Inc., Senior Unsecured Notes, 5.25%, due 1/15/24 | 216,675 | ñ | |||
420,000 | Sensata Technologies UK Financing Co. PLC, Guaranteed Notes, 6.25%, due 2/15/26 | 444,150 | ñ | |||
390,000 | Zebra Technologies Corp., Senior Unsecured Notes, 7.25%, due 10/15/22 | 422,214 | ||||
5,165,466 | ||||||
Energy - Exploration & Production (9.8%) | ||||||
355,000 | Antero Resources Corp., Guaranteed Notes, 5.38%, due 11/1/21 | 343,463 | ||||
1,040,000 | Antero Resources Corp., Guaranteed Notes, 5.13%, due 12/1/22 | 998,400 | ||||
970,000 | Antero Resources Corp., Guaranteed Notes, 5.63%, due 6/1/23 | 940,900 | ||||
400,000 | Chesapeake Energy Corp., Guaranteed Notes, 6.50%, due 8/15/17 | 342,000 | ||||
290,000 | Chesapeake Energy Corp., Guaranteed Notes, 6.63%, due 8/15/20 | 177,625 | ||||
290,000 | Chesapeake Energy Corp., Guaranteed Notes, 6.88%, due 11/15/20 | 176,900 | ||||
710,000 | Chesapeake Energy Corp., Guaranteed Notes, 6.13%, due 2/15/21 | 420,675 | ||||
1,055,000 | Chesapeake Energy Corp., Guaranteed Notes, 5.38%, due 6/15/21 | 601,350 | ||||
262,000 | Chesapeake Energy Corp., Secured Notes, 8.00%, due 12/15/22 | 178,160 | ñ | |||
595,000 | Chesapeake Energy Corp., Guaranteed Notes, 5.75%, due 3/15/23 | 333,200 | ||||
1,545,000 | Concho Resources, Inc., Guaranteed Notes, 5.50%, due 4/1/23 | 1,552,725 | ||||
920,000 | Continental Resources, Inc., Guaranteed Notes, 4.50%, due 4/15/23 | 821,680 | ||||
590,000 | Continental Resources, Inc., Guaranteed Notes, 3.80%, due 6/1/24 | 502,975 |
See Notes to Schedule of Investments | 10 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
$ | 775,000 | Encana Corp., Senior Unsecured Notes, 3.90%, due 11/15/21 | $ | 709,125 | ||
1,240,000 | Encana Corp., Senior Unsecured Notes, 6.50%, due 8/15/34 | 1,143,218 | ||||
430,000 | Encana Corp., Senior Unsecured Notes, 6.63%, due 8/15/37 | 391,300 | ||||
500,000 | Encana Corp., Senior Unsecured Notes, 6.50%, due 2/1/38 | 447,500 | ||||
1,701,000 | EP Energy LLC/Everest Acquisition Finance, Inc., Guaranteed Notes, 9.38%, due 5/1/20 | 1,108,848 | ||||
2,125,000 | EP Energy LLC/Everest Acquisition Finance, Inc., Guaranteed Notes, 6.38%, due 6/15/23 | 1,184,687 | ||||
1,430,000 | Newfield Exploration Co., Senior Unsecured Notes, 5.75%, due 1/30/22 | 1,453,237 | ||||
195,000 | Newfield Exploration Co., Senior Unsecured Notes, 5.63%, due 7/1/24 | 198,108 | ||||
960,000 | Newfield Exploration Co., Senior Unsecured Notes, 5.38%, due 1/1/26 | 950,400 | ||||
830,000 | Oasis Petroleum, Inc., Guaranteed Notes, 6.50%, due 11/1/21 | 759,450 | ||||
900,000 | Oasis Petroleum, Inc., Guaranteed Notes, 6.88%, due 3/15/22 | 803,250 | ||||
1,105,000 | Range Resources Corp., Guaranteed Notes, 5.00%, due 8/15/22 | 1,031,794 | ||||
2,610,000 | Range Resources Corp., Guaranteed Notes, 5.00%, due 3/15/23 | 2,407,725 | ||||
685,000 | Range Resources Corp., Guaranteed Notes, 4.88%, due 5/15/25 | 634,481 | ||||
295,000 | SM Energy Co., Senior Unsecured Notes, 6.50%, due 11/15/21 | 274,350 | ||||
195,000 | SM Energy Co., Senior Unsecured Notes, 6.13%, due 11/15/22 | 176,475 | ||||
155,000 | SM Energy Co., Senior Unsecured Notes, 6.50%, due 1/1/23 | 141,825 | ||||
430,000 | SM Energy Co., Senior Unsecured Notes, 5.00%, due 1/15/24 | 359,050 | ||||
1,055,000 | Whiting Petroleum Corp., Guaranteed Notes, 5.00%, due 3/15/19 | 925,762 | ||||
115,000 | Whiting Petroleum Corp., Guaranteed Notes, 5.75%, due 3/15/21 | 95,738 | ||||
1,440,000 | Whiting Petroleum Corp., Guaranteed Notes, 6.25%, due 4/1/23 | 1,198,800 | ||||
23,785,176 | ||||||
Food & Drug Retailers (1.1%) | ||||||
750,000 | Rite Aid Corp., Guaranteed Notes, 9.25%, due 3/15/20 | 795,150 | ||||
570,000 | Rite Aid Corp., Guaranteed Notes, 6.75%, due 6/15/21 | 601,350 | ||||
1,285,000 | Rite Aid Corp., Guaranteed Notes, 6.13%, due 4/1/23 | 1,375,753 | ñ | |||
2,772,253 | ||||||
Food - Wholesale (1.3%) | ||||||
2,265,000 | Post Holdings, Inc., Guaranteed Notes, 6.00%, due 12/15/22 | 2,325,872 | ñ | |||
530,000 | Post Holdings, Inc., Guaranteed Notes, 7.75%, due 3/15/24 | 576,375 | ñ | |||
330,000 | Post Holdings, Inc., Guaranteed Notes, 8.00%, due 7/15/25 | 365,062 | ñ | |||
3,267,309 | ||||||
Food Service (0.2%) | ||||||
540,000 | Manitowoc Foodservice, Inc., Senior Unsecured Notes, 9.50%, due 2/15/24 | 596,700 | ñ | |||
Gaming (6.9%) | ||||||
520,000 | Boyd Gaming Corp., Guaranteed Notes, 6.38%, due 4/1/26 | 531,700 | ñ | |||
1,710,000 | GLP Capital L.P./GLP Financing II, Inc., Guaranteed Notes, 4.88%, due 11/1/20 | 1,804,050 | ØØ | |||
485,000 | GLP Capital L.P./GLP Financing II, Inc., Guaranteed Notes, 5.38%, due 11/1/23 | 505,006 | ||||
1,705,000 | Int’l Game Technology PLC, Senior Secured Notes, 6.50%, due 2/15/25 | 1,722,050 | ñ | |||
740,000 | Isle of Capri Casinos, Inc., Guaranteed Notes, 8.88%, due 6/15/20 | 777,925 | ||||
1,225,000 | Isle of Capri Casinos, Inc., Guaranteed Notes, 5.88%, due 3/15/21 | 1,272,469 | ||||
700,000 | MGM Resorts Int’l, Guaranteed Notes, 8.63%, due 2/1/19 | 796,250 | ||||
425,000 | MGP Escrow Issuer LLC/MGP Escrow Co-Issuer, Inc., Senior Unsecured Notes, 5.63%, | 442,266 | ñ | |||
due 5/1/24 | ||||||
597,000 | Mohegan Tribal Gaming Authority, Guaranteed Notes, 11.00%, due 9/15/18 | 598,493 | ñ | |||
2,930,000 | Mohegan Tribal Gaming Authority, Guaranteed Notes, 9.75%, due 9/1/21 | 3,065,512 | ||||
955,000 | Scientific Games Int’l, Inc., Guaranteed Notes, 6.25%, due 9/1/20 | 613,587 | ||||
890,000 | Scientific Games Int’l, Inc., Guaranteed Notes, 6.63%, due 5/15/21 | 562,925 | ||||
3,970,000 | Scientific Games Int’l, Inc., Guaranteed Notes, 10.00%, due 12/1/22 | 3,281,205 | ||||
860,000 | Station Casinos LLC, Guaranteed Notes, 7.50%, due 3/1/21 | 911,280 | ||||
16,884,718 |
See Notes to Schedule of Investments | 11 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
Gas Distribution (10.2%) | ||||||
$ | 317,000 | AmeriGas Finance LLC, Guaranteed Notes, 7.00%, due 5/20/22 | $ | 334,831 | ||
605,000 | Crestwood Midstream Partners L.P./Crestwood Midstream Finance Corp., Guaranteed Notes, | 573,238 | ||||
6.00%, due 12/15/20 | ||||||
1,280,000 | Crestwood Midstream Partners L.P./Crestwood Midstream Finance Corp., Guaranteed Notes, | 1,168,000 | ñ | |||
6.25%, due 4/1/23 | ||||||
240,000 | DCP Midstream LLC, Senior Unsecured Notes, 5.35%, due 3/15/20 | 228,000 | ñ | |||
300,000 | DCP Midstream LLC, Senior Unsecured Notes, 4.75%, due 9/30/21 | 273,000 | ñ | |||
270,000 | DCP Midstream LLC, Senior Unsecured Notes, 8.13%, due 8/16/30 | 259,875 | ||||
450,000 | DCP Midstream Operating L.P., Guaranteed Notes, 2.50%, due 12/1/17 | 435,375 | ||||
570,000 | DCP Midstream Operating L.P., Guaranteed Notes, 5.60%, due 4/1/44 | 458,850 | ||||
960,000 | Energy Transfer Equity L.P., Senior Secured Notes, 7.50%, due 10/15/20 | 967,200 | ||||
1,140,000 | Energy Transfer Equity L.P., Senior Secured Notes, 5.88%, due 1/15/24 | 1,065,900 | ||||
265,000 | Energy Transfer Partners L.P., Senior Unsecured Notes, 5.20%, due 2/1/22 | 265,789 | ||||
70,000 | Ferrellgas L.P./Ferrellgas Finance Corp., Senior Unsecured Notes, 6.50%, due 5/1/21 | 66,675 | ||||
1,935,000 | Ferrellgas L.P./Ferrellgas Finance Corp., Senior Unsecured Notes, 6.75%, due 1/15/22 | 1,852,762 | ||||
1,888,000 | MPLX L.P., Guaranteed Notes, 4.50%, due 7/15/23 | 1,832,144 | ñ | |||
1,305,000 | MPLX L.P., Guaranteed Notes, 4.88%, due 12/1/24 | 1,271,324 | ñ | |||
110,000 | Regency Energy Partners L.P./Regency Energy Finance Corp., Guaranteed Notes, 5.88%, | 112,396 | ||||
due 3/1/22 | ||||||
95,000 | Regency Energy Partners L.P./Regency Energy Finance Corp., Guaranteed Notes, 5.00%, | 93,177 | ||||
due 10/1/22 | ||||||
610,000 | Regency Energy Partners L.P./Regency Energy Finance Corp., Guaranteed Notes, 5.50%, | 576,437 | ||||
due 4/15/23 | ||||||
305,000 | Rockies Express Pipeline LLC, Senior Unsecured Notes, 6.00%, due 1/15/19 | 311,100 | ñ | |||
745,000 | Rockies Express Pipeline LLC, Senior Unsecured Notes, 5.63%, due 4/15/20 | 739,413 | ñ | |||
495,000 | Rockies Express Pipeline LLC, Senior Unsecured Notes, 7.50%, due 7/15/38 | 443,025 | ñ | |||
895,000 | Rockies Express Pipeline LLC, Senior Unsecured Notes, 6.88%, due 4/15/40 | 787,600 | ñ | |||
850,000 | Rose Rock Midstream L.P./Rose Rock Finance Corp., Guaranteed Notes, 5.63%, due 11/15/23 | 663,000 | ||||
175,000 | Sabine Pass Liquefaction LLC, Senior Secured Notes, 5.63%, due 2/1/21 | 173,906 | ||||
1,080,000 | Sabine Pass Liquefaction LLC, Senior Secured Notes, 5.63%, due 4/15/23 | 1,055,700 | ||||
965,000 | Sabine Pass Liquefaction LLC, Senior Secured Notes, 5.75%, due 5/15/24 | 933,637 | ||||
3,400,000 | Sabine Pass Liquefaction LLC, Senior Secured Notes, 5.63%, due 3/1/25 | 3,315,000 | ||||
427,000 | Suburban Propane Partners L.P./Suburban Energy Finance Corp., Senior Unsecured Notes, | 439,810 | ||||
7.38%, due 8/1/21 | ||||||
210,000 | Suburban Propane Partners L.P./Suburban Energy Finance Corp., Senior Unsecured Notes, | 206,850 | ||||
5.75%, due 3/1/25 | ||||||
765,000 | Targa Resources Partners L.P./Targa Resources Partners Finance Corp., Guaranteed Notes, | 742,050 | ||||
4.13%, due 11/15/19 | ||||||
345,000 | Targa Resources Partners L.P./Targa Resources Partners Finance Corp., Guaranteed Notes, | 331,200 | ||||
5.25%, due 5/1/23 | ||||||
300,000 | Targa Resources Partners L.P./Targa Resources Partners Finance Corp., Guaranteed Notes, | 276,564 | ||||
4.25%, due 11/15/23 | ||||||
600,000 | Tesoro Logistics L.P./Tesoro Logistics Finance Corp., Guaranteed Notes, 5.50%, due 10/15/19 | 612,000 | ||||
1,000,000 | Tesoro Logistics L.P./Tesoro Logistics Finance Corp., Guaranteed Notes, 6.25%, due 10/15/22 | 1,025,000 | ||||
900,000 | Williams Partners L.P./ACMP Finance Corp., Senior Unsecured Notes, 6.13%, due 7/15/22 | 894,965 | ||||
24,785,793 | ||||||
Health Facilities (8.9%) | ||||||
580,000 | Amsurg Corp., Guaranteed Notes, 5.63%, due 7/15/22 | 595,225 | ||||
605,000 | CHS/Community Health Systems, Inc., Senior Secured Notes, 5.13%, due 8/1/21 | 606,761 | ||||
1,500,000 | Columbia Healthcare Corp., Guaranteed Notes, 7.50%, due 12/15/23 | 1,582,500 | ||||
610,000 | DaVita HealthCare Partners, Inc., Guaranteed Notes, 5.13%, due 7/15/24 | 620,809 | ||||
1,075,000 | DaVita HealthCare Partners, Inc., Guaranteed Notes, 5.00%, due 5/1/25 | 1,075,000 | ||||
545,000 | DaVita, Inc., Guaranteed Notes, 5.75%, due 8/15/22 | 570,887 | ||||
125,000 | HCA, Inc., Senior Secured Notes, 5.88%, due 3/15/22 | 136,563 | ||||
210,000 | HCA, Inc., Senior Secured Notes, 4.75%, due 5/1/23 | 215,250 |
See Notes to Schedule of Investments | 12 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
$ | 315,000 | HCA, Inc., Senior Secured Notes, 5.00%, due 3/15/24 | $ | 326,025 | ||
490,000 | HCA, Inc., Guaranteed Notes, 5.38%, due 2/1/25 | 501,025 | ||||
1,500,000 | HCA, Inc., Guaranteed Notes, 7.69%, due 6/15/25 | 1,605,000 | ||||
755,000 | HCA, Inc., Senior Secured Notes, 5.25%, due 6/15/26 | 784,256 | ||||
1,160,000 | HCA, Inc., Guaranteed Unsecured Notes, 7.05%, due 12/1/27 | 1,183,200 | ||||
2,750,000 | IASIS Healthcare LLC/IASIS Capital Corp., Guaranteed Notes, 8.38%, due 5/15/19 | 2,626,250 | ||||
520,000 | LifePoint Health, Inc., Guaranteed Notes, 5.88%, due 12/1/23 | 542,100 | ||||
540,000 | MPT Operating Partnership L.P./MPT Finance Corp., Guaranteed Notes, 6.38%, due 3/1/24 | 575,100 | ||||
1,630,000 | MPT Operating Partnership L.P./MPT Finance Corp., Guaranteed Notes, 5.50%, due 5/1/24 | 1,646,300 | ||||
1,000,000 | OMEGA Healthcare Investors, Inc., Guaranteed Notes, 5.88%, due 3/15/24 | 1,040,222 | ||||
735,000 | Sabra Health Care L.P./Sabra Capital Corp., Guaranteed Notes, 5.50%, due 2/1/21 | 742,350 | ||||
870,000 | Team Health, Inc., Guaranteed Notes, 7.25%, due 12/15/23 | 923,831 | ñ | |||
910,000 | Tenet Healthcare Corp., Senior Secured Notes, 6.25%, due 11/1/18 | 973,700 | ||||
625,000 | Tenet Healthcare Corp., Senior Secured Notes, 6.00%, due 10/1/20 | 662,500 | ||||
1,240,000 | Tenet Healthcare Corp., Senior Unsecured Notes, 8.13%, due 4/1/22 | 1,286,500 | ||||
450,000 | Tenet Healthcare Corp., Senior Unsecured Notes, 6.88%, due 11/15/31 | 369,000 | ||||
380,000 | Universal Health Services, Inc., Senior Secured Notes, 3.75%, due 8/1/19 | 389,500 | ñ | |||
21,579,854 | ||||||
Health Services (0.7%) | ||||||
435,000 | Envision Healthcare Corp., Guaranteed Notes, 5.13%, due 7/1/22 | 440,438 | ñ | |||
1,290,000 | Service Corp. Int’l, Senior Unsecured Notes, 5.38%, due 5/15/24 | 1,373,050 | ||||
1,813,488 | ||||||
Hotels (0.2%) | ||||||
515,000 | Hilton Worldwide Finance LLC/Hilton Worldwide Finance Corp., Guaranteed Notes, 5.63%, | 536,398 | ||||
due 10/15/21 | ||||||
Investments & Misc. Financial Services (0.7%) | ||||||
2,685,000 | Walter Investment Management Corp., Guaranteed Notes, 7.88%, due 12/15/21 | 1,778,813 | ||||
Machinery (1.5%) | ||||||
2,235,000 | Case New Holland Industrial, Inc., Guaranteed Notes, 7.88%, due 12/1/17 | 2,380,275 | ||||
245,000 | Terex Corp., Guaranteed Notes, 6.50%, due 4/1/20 | 245,122 | ||||
1,105,000 | Terex Corp., Guaranteed Notes, 6.00%, due 5/15/21 | 1,093,950 | ||||
3,719,347 | ||||||
Media - Diversified (0.3%) | ||||||
585,000 | Liberty Media Corp., Senior Unsecured Notes, 8.50%, due 7/15/29 | 609,863 | ||||
Media Content (3.8%) | ||||||
1,829,000 | Activision Blizzard, Inc., Guaranteed Notes, 5.63%, due 9/15/21 | 1,925,023 | ñ | |||
452,000 | iHeartCommunications, Inc., Senior Unsecured Notes, 6.88%, due 6/15/18 | 266,680 | ||||
1,272,000 | iHeartCommunications, Inc., Senior Secured Notes, 11.25%, due 3/1/21 | 906,300 | ||||
1,665,000 | iHeartCommunications, Inc., Senior Unsecured Notes, 7.25%, due 10/15/27 | 732,600 | ||||
410,000 | Netflix, Inc., Senior Unsecured Notes, 5.50%, due 2/15/22 | 428,450 | ||||
515,000 | Sirius XM Radio, Inc., Guaranteed Notes, 4.25%, due 5/15/20 | 524,656 | ñ | |||
860,000 | Sirius XM Radio, Inc., Guaranteed Notes, 5.88%, due 10/1/20 | 892,250 | ñ | |||
235,000 | TEGNA, Inc., Guaranteed Notes, 7.13%, due 9/1/18 | 238,819 | ||||
480,000 | TEGNA, Inc., Guaranteed Notes, 5.13%, due 10/15/19 | 496,800 | ||||
865,000 | TEGNA, Inc., Guaranteed Notes, 5.13%, due 7/15/20 | 900,681 | ||||
165,000 | TEGNA, Inc., Guaranteed Notes, 4.88%, due 9/15/21 | 168,300 | ñ | |||
1,680,000 | Univision Communications, Inc., Senior Secured Notes, 5.13%, due 5/15/23 | 1,694,700 | ñ | |||
9,175,259 |
See Notes to Schedule of Investments | 13 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
Medical Products (2.6%) | ||||||
$ | 2,285,000 | DJO Finco, Inc./DJO Finance LLC/DJO Finance Corp., Secured Notes, 8.13%, due 6/15/21 | $ | 1,999,375 | ñ | |
240,000 | Fresenius Medical Care US Finance II, Inc., Guaranteed Notes, 6.50%, due 9/15/18 | 263,688 | ñ | |||
485,000 | Fresenius Medical Care US Finance II, Inc., Guaranteed Notes, 5.63%, due 7/31/19 | 528,044 | ñ | |||
1,480,000 | Fresenius Medical Care US Finance II, Inc., Guaranteed Notes, 4.13%, due 10/15/20 | 1,531,800 | ñ | |||
590,000 | Fresenius Medical Care US Finance II, Inc., Guaranteed Notes, 5.88%, due 1/31/22 | 649,000 | ñ | |||
850,000 | Fresenius Medical Care US Finance II, Inc., Guaranteed Notes, 4.75%, due 10/15/24 | 881,875 | ñ | |||
495,000 | Hologic, Inc., Guaranteed Notes, 5.25%, due 7/15/22 | 518,512 | ñ | |||
6,372,294 | ||||||
Metals - Mining Excluding Steel (3.5%) | ||||||
435,000 | Alcoa, Inc., Senior Unsecured Notes, 5.13%, due 10/1/24 | 423,581 | ||||
470,000 | Anglo American Capital PLC, Guaranteed Notes, 4.45%, due 9/27/20 | 444,150 | ñ | |||
110,000 | Anglo American Capital PLC, Guaranteed Notes, 4.13%, due 4/15/21 | 101,302 | ñ | |||
380,000 | Anglo American Capital PLC, Guaranteed Notes, 4.13%, due 9/27/22 | 343,900 | ñ | |||
945,000 | Freeport-McMoRan, Inc., Guaranteed Notes, 3.10%, due 3/15/20 | 848,138 | ||||
890,000 | Freeport-McMoRan, Inc., Guaranteed Notes, 4.00%, due 11/14/21 | 787,650 | ||||
450,000 | Freeport-McMoRan, Inc., Guaranteed Notes, 3.55%, due 3/1/22 | 375,750 | ||||
1,130,000 | Freeport-McMoRan, Inc., Guaranteed Notes, 3.88%, due 3/15/23 | 943,550 | ||||
710,000 | Freeport-McMoRan, Inc., Guaranteed Notes, 4.55%, due 11/14/24 | 597,288 | ||||
1,330,000 | Freeport-McMoRan, Inc., Guaranteed Notes, 5.40%, due 11/14/34 | 1,017,450 | ||||
495,000 | Teck Resources Ltd., Guaranteed Notes, 4.75%, due 1/15/22 | 410,850 | ||||
200,000 | Teck Resources Ltd., Guaranteed Notes, 3.75%, due 2/1/23 | 154,000 | ||||
1,845,000 | Teck Resources Ltd., Guaranteed Notes, 6.00%, due 8/15/40 | 1,351,462 | ||||
795,000 | Teck Resources Ltd., Guaranteed Notes, 6.25%, due 7/15/41 | 587,100 | ||||
8,386,171 | ||||||
Packaging (3.0%) | ||||||
520,000 | Ardagh Packaging Finance PLC/Ardagh MP Holdings USA, Inc., Guaranteed Notes, | 520,000 | ñ | |||
7.25%, due 5/15/24 | ||||||
610,000 | Ball Corp., Guaranteed Notes, 4.38%, due 12/15/20 | 634,400 | ||||
1,220,000 | Berry Plastics Corp., Secured Notes, 5.13%, due 7/15/23 | 1,232,200 | ||||
30,000 | BWAY Holding Co., Senior Unsecured Notes, 9.13%, due 8/15/21 | 28,725 | ñ | |||
635,000 | Owens-Brockway Glass Container, Inc., Guaranteed Notes, 5.00%, due 1/15/22 | 654,050 | ñ | |||
730,000 | Reynolds Group Issuer, Inc., Senior Secured Notes, 7.13%, due 4/15/19 | 743,688 | ||||
1,089,000 | Reynolds Group Issuer, Inc., Guaranteed Notes, 9.88%, due 8/15/19 | 1,125,754 | ||||
535,000 | Reynolds Group Issuer, Inc., Senior Secured Notes, 5.75%, due 10/15/20 | 555,731 | ||||
905,000 | Reynolds Group Issuer, Inc., Senior Secured Notes, 6.88%, due 2/15/21 | 940,069 | ||||
830,000 | Sealed Air Corp., Senior Unsecured Notes, 5.50%, due 9/15/25 | 880,837 | ñ | |||
7,315,454 | ||||||
Personal & Household Products (1.4%) | ||||||
440,000 | Energizer Holdings, Inc., Guaranteed Notes, 4.70%, due 5/19/21 | 459,437 | ||||
1,135,000 | Energizer Holdings, Inc., Guaranteed Notes, 4.70%, due 5/24/22 | 1,186,075 | ||||
500,000 | NBTY, Inc., Guaranteed Notes, 9.00%, due 10/1/18 | 511,045 | ||||
1,025,000 | NBTY, Inc., Senior Unsecured Notes, 7.63%, due 5/15/21 | 1,048,062 | ñØ | |||
210,000 | Prestige Brands, Inc., Guaranteed Notes, 6.38%, due 3/1/24 | 220,500 | ñ | |||
3,425,119 | ||||||
Pharmaceuticals (5.9%) | ||||||
2,715,000 | Endo Finance LLC & Endo Finco, Inc., Guaranteed Notes, 5.88%, due 1/15/23 | 2,599,612 | ñ | |||
845,000 | Endo Ltd./Endo Finance LLC/Endo Finco, Inc., Guaranteed Notes, 6.00%, due 7/15/23 | 821,763 | ñ | |||
265,000 | Endo Ltd./Endo Finance LLC/Endo Finco, Inc., Guaranteed Notes, 6.00%, due 2/1/25 | 253,075 | ñ | |||
900,000 | Jaguar Holding Co. II/Pharmaceutical Product Development LLC, Guaranteed Notes, | 935,100 | ñ | |||
6.38%, due 8/1/23 |
See Notes to Schedule of Investments | 14 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
$ | 360,000 | Mallinckrodt Int’l Finance SA/Mallinckrodt CB LLC, Guaranteed Notes, 4.88%, due 4/15/20 | $ | 343,800 | ñ | |
360,000 | Mallinckrodt Int’l Finance SA/Mallinckrodt CB LLC, Guaranteed Notes, 5.63%, due 10/15/23 | 336,600 | ñ | |||
1,135,000 | Mallinckrodt Int’l Finance SA/Mallinckrodt CB LLC, Guaranteed Notes, 5.50%, due 4/15/25 | 1,021,500 | ñ | |||
515,000 | Valeant Pharmaceuticals Int’l, Inc., Guaranteed Notes, 6.75%, due 8/15/18 | 497,619 | ñ | |||
250,000 | Valeant Pharmaceuticals Int’l, Inc., Guaranteed Notes, 5.38%, due 3/15/20 | 221,406 | ñ | |||
240,000 | Valeant Pharmaceuticals Int’l, Inc., Guaranteed Notes, 5.63%, due 12/1/21 | 203,400 | ñ | |||
1,335,000 | Valeant Pharmaceuticals Int’l, Inc., Guaranteed Notes, 5.50%, due 3/1/23 | 1,134,750 | ñ | |||
4,795,000 | Valeant Pharmaceuticals Int’l, Inc., Guaranteed Notes, 5.88%, due 5/15/23 | 4,030,797 | ñ | |||
695,000 | Valeant Pharmaceuticals Int’l, Inc., Guaranteed Notes, 6.13%, due 4/15/25 | 576,850 | ñ | |||
1,460,000 | VPI Escrow Corp., Guaranteed Notes, 6.38%, due 10/15/20 | 1,323,125 | ñ | |||
14,299,397 | ||||||
Printing & Publishing (3.4%) | ||||||
2,610,000 | R.R. Donnelley & Sons Co., Senior Unsecured Notes, 8.25%, due 3/15/19 | 2,773,125 | ||||
1,950,000 | R.R. Donnelley & Sons Co., Senior Unsecured Notes, 7.63%, due 6/15/20 | 2,013,375 | ||||
950,000 | R.R. Donnelley & Sons Co., Senior Unsecured Notes, 7.88%, due 3/15/21 | 983,250 | ||||
715,000 | R.R. Donnelley & Sons Co., Senior Unsecured Notes, 7.00%, due 2/15/22 | 698,912 | ||||
605,000 | R.R. Donnelley & Sons Co., Senior Unsecured Notes, 6.50%, due 11/15/23 | 565,675 | ||||
1,235,000 | R.R. Donnelley & Sons Co., Senior Unsecured Notes, 6.00%, due 4/1/24 | 1,111,500 | ||||
8,145,837 | ||||||
Real Estate Investment Trusts (0.3%) | ||||||
660,000 | ESH Hospitality, Inc., Guaranteed Notes, 5.25%, due 5/1/25 | 650,925 | ñ | |||
Recreation & Travel (1.1%) | ||||||
535,000 | Cedar Fair L.P./Canada’s Wonderland Co./Magnum Management Corp., Guaranteed Notes, | 557,748 | ||||
5.25%, due 3/15/21 | ||||||
715,000 | NCL Corp. Ltd., Senior Unsecured Notes, 5.25%, due 11/15/19 | 734,662 | ñ | |||
55,000 | NCL Corp. Ltd., Senior Unsecured Notes, 4.63%, due 11/15/20 | 55,894 | ñ | |||
550,000 | Royal Caribbean Cruises Ltd., Senior Unsecured Notes, 5.25%, due 11/15/22 | 589,188 | ||||
600,000 | Six Flags Entertainment Corp., Guaranteed Notes, 5.25%, due 1/15/21 | 621,000 | ñ | |||
2,558,492 | ||||||
Restaurants (0.2%) | ||||||
500,000 | 1011778 BC ULC/New Red Finance, Inc., Senior Secured Notes, 4.63%, due 1/15/22 | 512,500 | ñ | |||
Software - Services (3.5%) | ||||||
915,000 | First Data Corp., Guaranteed Notes, 7.00%, due 12/1/23 | 940,163 | ñ | |||
425,000 | First Data Corp., Senior Secured Notes, 5.00%, due 1/15/24 | 429,250 | ñ | |||
1,587,000 | Infor Software Parent LLC/Infor Software Parent, Inc., Guaranteed Notes, 7.13% Cash/7.88% | 1,337,047 | ñc | |||
PIK, due 5/1/21 | ||||||
2,085,000 | Infor US, Inc., Guaranteed Notes, 6.50%, due 5/15/22 | 1,924,476 | ||||
815,000 | MSCI, Inc., Guaranteed Notes, 5.25%, due 11/15/24 | 851,675 | ñ | |||
1,065,000 | MSCI, Inc., Guaranteed Notes, 5.75%, due 8/15/25 | 1,135,556 | ñ | |||
1,070,000 | Nuance Communications, Inc., Guaranteed Notes, 5.38%, due 8/15/20 | 1,094,075 | ñ | |||
1,765,000 | Syniverse Holdings, Inc., Guaranteed Notes, 9.13%, due 1/15/19 | 873,675 | ||||
8,585,917 | ||||||
Specialty Retail (2.2%) | ||||||
2,200,000 | Argos Merger Sub, Inc., Senior Unsecured Notes, 7.13%, due 3/15/23 | 2,249,500 | ñ | |||
1,580,000 | L Brands, Inc., Senior Unsecured Notes, 5.63%, due 10/15/23 | 1,741,950 | ||||
595,000 | QVC, Inc., Senior Secured Notes, 5.13%, due 7/2/22 | 629,075 | ||||
685,000 | QVC, Inc., Senior Secured Notes, 5.45%, due 8/15/34 | 610,860 | ||||
5,231,385 |
See Notes to Schedule of Investments | 15 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
Steel Producers - Products (1.2%) | ||||||
$ | 3,150,000 | ArcelorMittal, Senior Unsecured Notes, 8.00%, due 10/15/39 | $ | 2,929,500 | a | |
Support - Services (5.3%) | ||||||
1,765,000 | Acosta, Inc., Senior Unsecured Notes, 7.75%, due 10/1/22 | 1,641,450 | ñ | |||
260,000 | ADT Corp., Senior Unsecured Notes, 2.25%, due 7/15/17 | 262,600 | ||||
800,000 | ADT Corp., Senior Unsecured Notes, 4.88%, due 7/15/42 | 598,000 | ||||
1,125,000 | AECOM, Guaranteed Notes, 5.88%, due 10/15/24 | 1,181,250 | ||||
1,190,000 | APX Group, Inc., Guaranteed Notes, 8.75%, due 12/1/20 | 1,115,625 | ||||
1,555,000 | Hertz Corp., Guaranteed Notes, 5.88%, due 10/15/20 | 1,582,212 | ||||
1,758,000 | IHS, Inc., Guaranteed Notes, 5.00%, due 11/1/22 | 1,837,110 | ||||
315,000 | Iron Mountain, Inc., Guaranteed Notes, 6.00%, due 8/15/23 | 333,900 | ||||
1,946,000 | Iron Mountain, Inc., Guaranteed Notes, 5.75%, due 8/15/24 | 1,999,515 | ||||
743,000 | RSC Equipment Rental N.A., Inc., Guaranteed Notes, 8.25%, due 2/1/21 | 774,578 | ||||
750,000 | United Rental N.A., Inc., Guaranteed Notes, 7.38%, due 5/15/20 | 780,000 | ||||
880,000 | United Rental N.A., Inc., Guaranteed Notes, 5.75%, due 11/15/24 | 892,100 | ||||
12,998,340 | ||||||
Technology Hardware & Equipment (0.9%) | ||||||
650,000 | CommScope Technologies Finance LLC, Senior Unsecured Notes, 6.00%, due 6/15/25 | 663,000 | ñ | |||
455,000 | Riverbed Technology, Inc., Guaranteed Notes, 8.88%, due 3/1/23 | 457,275 | ñ | |||
1,205,000 | Western Digital Corp., Guaranteed Notes, 10.50%, due 4/1/24 | 1,171,863 | ñ | |||
2,292,138 | ||||||
Telecom - Satellite (1.1%) | ||||||
729,000 | Hughes Satellite Systems Corp., Senior Secured Notes, 6.50%, due 6/15/19 | 802,812 | ||||
1,030,000 | Intelsat Jackson Holdings SA, Guaranteed Notes, 5.50%, due 8/1/23 | 650,831 | ||||
2,290,000 | Intelsat Luxembourg SA, Guaranteed Notes, 7.75%, due 6/1/21 | 767,150 | ||||
1,340,000 | Intelsat Luxembourg SA, Guaranteed Notes, 8.13%, due 6/1/23 | 438,850 | ||||
2,659,643 | ||||||
Telecom - Wireless (7.1%) | ||||||
561,000 | Crown Castle Int’l Corp., Senior Unsecured Notes, 4.88%, due 4/15/22 | 608,685 | ||||
360,000 | MetroPCS Wireless, Inc., Guaranteed Notes, 6.63%, due 11/15/20 | 372,600 | ||||
455,000 | SBA Telecommunications, Inc., Guaranteed Notes, 5.75%, due 7/15/20 | 469,788 | ||||
2,625,000 | Sprint Capital Corp., Guaranteed Notes, 6.88%, due 11/15/28 | 1,949,062 | ||||
510,000 | Sprint Corp., Guaranteed Notes, 7.25%, due 9/15/21 | 411,825 | ||||
2,540,000 | Sprint Corp., Guaranteed Notes, 7.88%, due 9/15/23 | 1,981,200 | ||||
2,095,000 | Sprint Corp., Guaranteed Notes, 7.13%, due 6/15/24 | 1,571,250 | ||||
275,000 | Sprint Nextel Corp., Senior Unsecured Notes, 7.00%, due 8/15/20 | 228,250 | ||||
2,675,000 | Sprint Nextel Corp., Senior Unsecured Notes, 6.00%, due 11/15/22 | 1,967,489 | ||||
970,000 | T-Mobile USA, Inc., Guaranteed Notes, 6.54%, due 4/28/20 | 1,000,312 | ||||
795,000 | T-Mobile USA, Inc., Guaranteed Notes, 6.63%, due 4/28/21 | 837,731 | ||||
425,000 | T-Mobile USA, Inc., Guaranteed Notes, 6.13%, due 1/15/22 | 447,049 | ||||
605,000 | T-Mobile USA, Inc., Guaranteed Notes, 6.73%, due 4/28/22 | 637,658 | ||||
1,585,000 | T-Mobile USA, Inc., Guaranteed Notes, 6.00%, due 3/1/23 | 1,664,250 | ||||
2,465,000 | Wind Acquisition Finance SA, Senior Secured Notes, 4.75%, due 7/15/20 | 2,354,075 | ñ | |||
875,000 | Wind Acquisition Finance SA, Secured Notes, 7.38%, due 4/23/21 | 776,563 | ñ | |||
17,277,787 | ||||||
Telecom - Wireline Integrated & Services (5.4%) | ||||||
485,000 | CenturyLink, Inc., Senior Unsecured Notes, Ser. W, 6.75%, due 12/1/23 | 477,725 | ||||
1,630,000 | CenturyLink, Inc., Senior Unsecured Notes, Ser. P, 7.60%, due 9/15/39 | 1,385,500 |
See Notes to Schedule of Investments | 16 |
Schedule of Investments High Yield Strategies Fund Inc.
(Unaudited) (cont’d)
PRINCIPAL AMOUNT | VALUE† | |||||
$ | 2,514,000 | Citizens Communications Co., Senior Unsecured Notes, 9.00%, due 8/15/31 | $ | 2,158,898 | ||
1,460,000 | Communications Sales & Leasing, Inc./CSL Capital LLC, Guaranteed Notes, 8.25%, | 1,383,350 | ||||
due 10/15/23 | ||||||
1,365,000 | Embarq Corp., Senior Unsecured Notes, 8.00%, due 6/1/36 | 1,365,000 | ||||
595,000 | Equinix, Inc., Senior Unsecured Notes, 5.88%, due 1/15/26 | 629,581 | ||||
265,000 | Frontier Communications Corp., Senior Unsecured Notes, 6.25%, due 9/15/21 | 246,450 | ||||
235,000 | Frontier Communications Corp., Senior Unsecured Notes, 10.50%, due 9/15/22 | 242,344 | ñ | |||
270,000 | Frontier Communications Corp., Senior Unsecured Notes, 7.13%, due 1/15/23 | 238,950 | ||||
610,000 | Frontier Communications Corp., Senior Unsecured Notes, 7.63%, due 4/15/24 | 541,497 | ||||
430,000 | Frontier Communications Corp., Senior Unsecured Notes, 11.00%, due 9/15/25 | 434,300 | ñ | |||
430,000 | Level 3 Financing, Inc., Guaranteed Notes, 5.38%, due 1/15/24 | 438,600 | ñ | |||
540,000 | Level 3 Financing, Inc., Guaranteed Notes, 5.38%, due 5/1/25 | 549,450 | ||||
965,000 | Telecom Italia Capital SA, Guaranteed Unsecured Notes, 6.00%, due 9/30/34 | 952,938 | ||||
586,000 | U.S. West Communications Group, Senior Unsecured Notes, 6.88%, due 9/15/33 | 578,350 | ||||
1,690,000 | Windstream Corp., Guaranteed Notes, 7.50%, due 6/1/22 | 1,385,800 | ||||
13,008,733 | ||||||
Theaters & Entertainment (0.8%) | ||||||
785,000 | AMC Entertainment, Inc., Guaranteed Notes, 5.75%, due 6/15/25 | 804,625 | ||||
1,047,000 | Regal Entertainment Group, Senior Unsecured Notes, 5.75%, due 3/15/22 | 1,090,189 | ||||
1,894,814 | ||||||
Total Corporate Debt Securities (Cost $331,777,462) | 327,485,888 | |||||
NUMBER OF SHARES | ||||||
Short-Term Investments (4.6%) | ||||||
11,258,595 | State Street Institutional Liquid Reserves Fund Premier Class 0.46% (Cost $11,258,595) | 11,258,595 | dØØ | |||
Total Investments (151.2%) (Cost $371,535,795) | 367,348,381 | ## | ||||
Liabilities, less cash, receivables and other assets [(36.8%)] | (89,315,998 | )e | ||||
Liquidation Value of Mandatory Redeemable Preferred Shares [(14.4%)] | (35,000,000 | ) | ||||
Total Net Assets Applicable to Common Stockholders (100.0%) | $ | 243,032,383 |
See Notes to Schedule of Investments | 17 |
Schedule of Investments High Yield Strategies Fund Inc.(Unaudited) (cont’d)
Interest rate swap contracts (“interest rate swaps”):
At April 30, 2016, the Fund had outstanding centrally cleared interest rate swaps as follows:
Portfolio | ||||||||||||
Pays/Receives | ||||||||||||
Clearinghouse | Notional Amount | Floating Rate | Floating Rate Index | Annual Fixed-rate | Termination Date | Total Fair Value(1) | ||||||
CME Group, Inc. | $25,000,000 | Pay | 3-month LIBOR | 1.371% | May 14, 2018 | $(357,922) | ||||||
CME Group, Inc. | $20,000,000 | Receive | 3-month LIBOR | 1.292% | April 17, 2019 | (161,674) | ||||||
$(519,596) |
(1) | Total Fair Value reflects the appreciation (depreciation) of the interest rate swaps plus accrued interest as of April 30, 2016. |
For the six months ended April 30, 2016, the average notional value of interest rate swaps was $59,285,714.
At April 30, 2016, the Fund did not have any outstanding over-the-counter interest rate swaps.
At April 30, 2016, the Fund had deposited $662,152 in a segregated account to cover margin requirements for interest rate swaps.
See Notes to Schedule of Investments | 18 |
†
|
|
In accordance with Accounting Standards Codification (“ASC”) 820 “Fair Value Measurement” (“ASC 820”), all investments held by Neuberger Berman High Yield Strategies Fund Inc. (the “Fund”) are carried at the value that Neuberger Berman Investment Advisers LLC(1) (“Management”) believes the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment under current market conditions. Various inputs, including the volume and level of activity for the asset or liability in the market, are considered in valuing the Fund’s investments, some of which are discussed below. Significant Management judgment may be necessary to value investments in accordance with ASC 820.
|
|
||
ASC 820 established a three-tier hierarchy of inputs to create a classification of value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.
|
●
|
Level 1 – quoted prices in active markets for identical investments | |
● |
Level 2 – other observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, amortized cost, etc.)
|
|
● |
Level 3 – unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
|
The inputs or methodology used for valuing an investment are not necessarily an indication of the risk associated with investing in those securities. The value of the Fund’s investments in debt securities is determined by Management primarily by obtaining valuations from independent pricing services based on readily available bid quotations or, if quotations are not available, by methods which include various considerations based on security type (generally Level 2 inputs). In addition to the consideration of yields or prices of securities of comparable quality, coupon, maturity and type, indications as to values from dealers, and general market conditions, the following is a description of other Level 2 inputs and related valuation techniques used by independent pricing services to value certain types of debt securities held by the Fund: Corporate Debt Securities. Inputs used to value corporate debt securities generally include relative credit information, observed market movements, sector news, spread to the U.S. Treasury market, and other market information, which may include benchmark yields, reported trades, broker-dealer quotes, issuer spreads, benchmark securities, bids, offers, and reference data, such as market research publications, when available (“Other Market Information”). High Yield Securities. Inputs used to value high yield securities generally include a number of observations of equity and credit default swap curves related to the issuer and Other Market Information. The value of bank loan obligations is determined by Management primarily by obtaining valuations from independent pricing services based on broker quotes (generally Level 2 or Level 3 inputs depending on the number of quotes available). The value of interest rate swap contracts (“interest rate swaps”) is determined by Management primarily by obtaining valuations from independent pricing services based on references to the underlying rates including the local overnight index swap rate and the respective interbank offered forward rate to produce the daily price. The present value is calculated based off of expected cash flows based on swap parameters along with reference to the underlying yield curve and reference rate (generally Level 2 inputs). Management has developed a process to periodically review information provided by independent pricing services for all types of securities. |
(1) | Please note, as explained further in Note E to the Financial Statements, effective January 1, 2016, Neuberger Berman Management LLC transferred its rights and obligations to Management. |
See Notes to Financial Statements | 19 |
Notes to Schedule of Investments (cont’d)
Investments in non-exchange traded investment companies are valued using the respective fund’s daily calculated net asset value per share (Level 2 inputs). If a valuation is not available from an independent pricing service, or if Management has reason to believe that the valuation received does not represent the amount the Fund might reasonably expect to receive on a current sale in an orderly transaction, Management seeks to obtain quotations from brokers or dealers (generally considered Level 2 or Level 3 inputs depending on the number of quotes available). If such quotations are not readily available, the security is valued using methods the Fund’s Board of Directors (the “Board”) has approved in the good-faith belief that the resulting valuation will reflect the fair value of the security. Numerous factors may be considered when determining the fair value of a security based on Level 2 or Level 3 inputs, including available analyst, media or other reports, trading in futures or American Depositary Receipts (“ADRs”) and whether the issuer of the security being fair valued has other securities outstanding. Fair value prices are necessarily estimates, and there is no assurance that such a price will be at or close to the price at which the security is next quoted or next trades. The following is a summary, categorized by Level, of inputs used to value the Fund’s investments as of April 30, 2016: |
Asset Valuation Inputs | ||||||||||
Investments: | Level 1 | Level 2 | Level 3§ | Total | ||||||
Bank Loan Obligations | ||||||||||
Business Equipment & Services | $— | $ | 3,261,043 | $ | 150,375 | $ | 3,411,418 | |||
Health Care | — | 479,453 | 331,232 | 810,685 | ||||||
Lodging & Casinos | — | 5,582,139 | 972,400 | 6,554,539 | ||||||
Other Bank Loan Obligations^ | — | 17,827,256 | — | 17,827,256 | ||||||
Total Bank Loan Obligations | — | 27,149,891 | 1,454,007 | 28,603,898 | ||||||
Corporate Debt Securities^ | — | 327,485,888 | — | 327,485,888 | ||||||
Short-Term Investments | — | 11,258,595 | — | 11,258,595 | ||||||
Total Investments | $— | $ | 365,894,374 | $ | 1,454,007 | $ | 367,348,381 |
^ The Schedule of Investments provides information on the industry categorization for the portfolio.
See Notes to Financial Statements | 20 |
Notes to Schedule of Investments (cont’d)
§
|
The following is a reconciliation between the beginning and ending balances of investments in which unobservable inputs (Level 3) were used in determining value:
|
Net change in | ||||||||||||||||||||||
unrealized | ||||||||||||||||||||||
appreciation/ | ||||||||||||||||||||||
(depreciation) | ||||||||||||||||||||||
Change | from | |||||||||||||||||||||
Beginning | Accrued | in unrealized | Transfers | Transfers | investments | |||||||||||||||||
balance, as | discounts/ | Realized | appreciation/ | into | out of | Balance as | still held as of | |||||||||||||||
of 11/1/15 | (premiums) | gain/(loss) | (depreciation) | Purchases | Sales | Level 3 | Level 3 | of 4/30/16 | 4/30/16 | |||||||||||||
Investments in | ||||||||||||||||||||||
Securities | ||||||||||||||||||||||
Bank Loan | ||||||||||||||||||||||
Obligations | ||||||||||||||||||||||
Business | ||||||||||||||||||||||
Equipment | ||||||||||||||||||||||
& Services | $ — | $ 14 | $ — | $ 731 | $ 149,630 | $ — | $ — | $ — | $ 150,375 | $ 731 | ||||||||||||
Health Care | — | 44 | 6 | 3,922 | 328,085 | (825 | ) | — | — | 331,232 | 3,922 | |||||||||||
Lodging & | ||||||||||||||||||||||
Casinos | — | 3,014 | — | 2,182 | 967,204 | — | — | — | 972,400 | 2,182 | ||||||||||||
Corporate Debt | ||||||||||||||||||||||
Securities | ||||||||||||||||||||||
Chemicals | 63 | — | — | — | — | — | — | (63 | ) | — | — | |||||||||||
Total | $63 | $3,072 | $ 6 | $6,835 | $1,444,919 | $(825 | ) | $ — | $(63 | ) | $1,454,007 | $6,835 |
These securities categorized as Level 3 are valued based on a single quotation obtained from a dealer. The Fund does not have access to unobservable inputs and therefore cannot disclose inputs used in formulating such quotations. As of the six months ended April 30, 2016, certain securities were transferred from one level (as of October 31, 2015) to another. Based on beginning of period market values as of November 1, 2015, approximately $63 was transferred from Level 3 to Level 2. Transfers of corporate debt securities into or out of Level 3 were primarily due to the pricing methodology previously being based on a single broker quote (Level 3) by the independent pricing service. As of the period ended April 30, 2016, the Fund had no transfers between Levels 1 and 2. The following is a summary, categorized by Level, of inputs used to value the Fund’s derivatives as of April 30, 2016: |
Liability Valuation Inputs
Level 1 | Level 2 | Level 3 | Total | |||||
Centrally cleared interest rate swaps | $— | $(519,596 | ) | $— | $(519,596 | ) | ||
Total | $— | $(519,596 | ) | $— | $(519,596 | ) |
## | As of April 30, 2016, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for federal income tax purposes was as follows: |
Aggregate gross unrealized appreciation | $ | 10,451,231 | ||
Aggregate gross unrealized depreciation | (14,745,107 | ) | ||
Net unrealized depreciation | $ | (4,293,876 | ) | |
Federal income tax cost of investments | $ | 371,642,257 |
ñ
|
Securities were purchased under Rule 144A of the Securities Act of 1933, as amended (the “1933 Act”), or are otherwise restricted and, unless registered under the 1933 Act or exempted from registration, may only be sold to qualified institutional investors or may have other restrictions on resale. At 4/30/2016, these securities amounted to approximately $105,163,282, or 43.3% of net assets applicable to common stockholders for the Fund. Securities denoted with “ñ” but without “Ñ” have been deemed by the investment manager to be liquid.
|
See Notes to Financial Statements | 21 |
Notes to Schedule of Investments (cont’d)
Ñ
|
Illiquid security.
|
|
|
ØØ
|
All or a portion of this security is reserved and/or pledged with the custodian for interest rate swaps, when-issued securities and/or delayed delivery purchase commitments with a total value of approximately $19,447,497.
|
|
|
Ø
|
When issued security. Total value of all such securities at 4/30/2016 amounted to $1,048,062, which represents approximately 0.4% of net assets applicable to common stockholders.
|
|
|
µ
|
Variable or floating rate security. The interest rate shown was the current rate as of 4/30/2016 and changes periodically.
|
|
|
¢
|
All or a portion of this security was purchased on a delayed delivery basis.
|
|
|
^^
|
All or a portion of this security had not settled as of 4/30/2016 and thus may not have an interest rate in effect. Interest rates do not take effect until settlement.
|
|
|
‡
|
Defaulted security.
|
|
|
a
|
Step Bond. Coupon rate is a fixed rate for an initial period that either resets at a specific date or may reset in the future contingent upon a rating change made by a rating agency.
|
|
|
c
|
Payment-in-kind (PIK) security. Security has the ability to pay in-kind or pay income in cash. When applicable, separate rates of such payments are disclosed.
|
|
|
d
|
Represents 7-day effective yield as of 4/30/2016 .
|
|
|
e
|
Includes the impact of the Fund’s open positions in derivatives at 4/30/2016.
|
See Notes to Financial Statements | 22 |
Neuberger Berman
HIGH YIELD | |||
STRATEGIES | |||
FUND INC. | |||
April 30, 2016 | |||
Assets | |||
Investments in securities, at value* (Note A)-see Schedule of Investments: | |||
Unaffiliated issuers | $ | 367,348,381 | |
Cash collateral segregated for interest rate swaps | 662,152 | ||
Interest receivable | 6,124,598 | ||
Receivable for securities sold | 1,303,692 | ||
Prepaid expenses and other assets | 172,944 | ||
Total Assets | 375,611,767 | ||
Liabilities | |||
Notes payable (Note A) | 90,000,000 | ||
Mandatory Redeemable Preferred Shares, Series B ($25,000 liquidation value per share; 1,400 shares issued | |||
and outstanding) (Note A) | 35,000,000 | ||
Payable for variation margin on centrally cleared interest rate swaps (Note A) | 209,164 | ||
Distributions payable-preferred shares | 91,348 | ||
Distributions payable-common stock | 28,297 | ||
Payable for securities purchased | 6,808,322 | ||
Payable to investment manager (Note B) | 178,164 | ||
Payable to administrator (Note B) | 14,847 | ||
Interest payable | 141,895 | ||
Accrued expenses and other payables | 107,347 | ||
Unfunded Loan Commitments (Note A) | |||
Total Liabilities | 132,579,384 | ||
Net Assets applicable to Common Stockholders | $ | 243,032,383 | |
Net Assets applicable to Common Stockholders consist of: | |||
Paid-in capital-common stock | $ | 285,900,729 | |
Undistributed net investment income | 151,327 | ||
Accumulated net realized gains (losses) on investments | (38,312,663 | ) | |
Net unrealized appreciation (depreciation) in value of investments | (4,707,010 | ) | |
Net Assets applicable to Common Stockholders | $ | 243,032,383 | |
Common Stock Outstanding ($0.0001 par value; 999,999,997,100 shares authorized) | 19,540,585 | ||
Net Asset Value Per Share Common Stock Outstanding | $12.44 | ||
* Cost of Investments | $ | 371,535,795 |
See Notes to Financial Statements | 23 |
Neuberger Berman
HIGH YIELD | |||
STRATEGIES | |||
FUND INC. | |||
For the Six Months | |||
Ended April 30, 2016 | |||
Investment Income: | |||
Income (Note A): | |||
Interest income-unaffiliated issuers | $11,861,486 | ||
Expenses: | |||
Investment management fees (Note B) | 1,056,899 | ||
Administration fees (Note B) | 88,075 | ||
Audit fees | 31,750 | ||
Basic maintenance expense (Note A) | 19,891 | ||
Custodian and accounting fees | 87,543 | ||
Insurance expense | 6,014 | ||
Legal fees | 45,097 | ||
Stockholder reports | 25,929 | ||
Stock exchange listing fees | 3,141 | ||
Stock transfer agent fees | 11,686 | ||
Interest expense (Note A) | 793,067 | ||
Distributions to mandatory redeemable preferred shareholders (Note A) | 516,409 | ||
Directors’ fees and expenses | 18,578 | ||
Miscellaneous | 14,818 | ||
Total net expenses | 2,718,897 | ||
Net investment income (loss) | $9,142,589 | ||
Realized and Unrealized Gain (Loss) on Investments (Note A): | |||
Net realized gain (loss) on: | |||
Sales of investment securities of unaffiliated issuers | (17,196,965 | ) | |
Interest rate swaps | (637,170 | ) | |
Net increase from payment by affiliates (Note B) | 2,435 | ||
Change in net unrealized appreciation (depreciation) in value of: | |||
Unaffiliated investment securities | 12,986,735 | ||
Interest rate swaps | 358,309 | ||
Net gain (loss) on investments | (4,486,656 | ) | |
Net increase (decrease) in net assets applicable to Common Stockholders resulting from operations | $4,655,933 |
See Notes to Financial Statements |
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Neuberger Berman
HIGH YIELD STRATEGIES FUND INC. | ||||||||
Six Months Ended | ||||||||
April 30, 2016 | Year Ended | |||||||
(Unaudited) | October 31, 2015 | |||||||
Increase (Decrease) in Net Assets Applicable to Common Stockholders: | ||||||||
From Operations (Note A): | ||||||||
Net investment income (loss) | $9,142,589 | $19,864,723 | ||||||
Net realized gain (loss) on investments | (17,834,135 | ) | (13,005,880 | ) | ||||
Net increase from payment by affiliates (Note B) | 2,435 | — | ||||||
Change in net unrealized appreciation (depreciation) of investments | 13,345,044 | (21,085,808 | ) | |||||
Net increase (decrease) in net assets applicable to Common Stockholders | ||||||||
resulting from operations | 4,655,933 | (14,226,965 | ) | |||||
Distributions to Common Stockholders From (Note A): | ||||||||
Net investment income | (9,379,481 | ) | (18,384,196 | ) | ||||
Tax return of capital | — | (1,351,795 | ) | |||||
Net Increase (Decrease) in Net Assets Applicable to | ||||||||
Common Stockholders | (4,723,548 | ) | (33,962,956 | ) | ||||
Net Assets Applicable to Common Stockholders: | ||||||||
Beginning of period | 247,755,931 | 281,718,887 | ||||||
End of period | $243,032,383 | $247,755,931 | ||||||
Undistributed net investment income (loss) at end of period | $151,327 | $388,219 |
See Notes to Financial Statements | 25 |
Neuberger Berman
HIGH YIELD | ||||
STRATEGIES | ||||
FUND INC. | ||||
For the Six Months | ||||
Ended April 30, 2016 | ||||
Increase (decrease) in cash: | ||||
Cash flows from operating activities: | ||||
Net increase in net assets applicable to Common Stockholders | ||||
resulting from operations | $4,655,933 | |||
Adjustments to reconcile net increase in net assets applicable to | ||||
Common Stockholders resulting from operations to net | ||||
cash provided by operating activities: | ||||
Changes in assets and liabilities: | ||||
Purchase of investment securities | (101,425,105 | ) | ||
Proceeds from disposition of investment securities | 95,698,042 | |||
Purchase/sale of short-term investment securities, net | 49,110 | |||
Decrease in net interest receivable (payable) on interest rate swaps | (349,158 | ) | ||
Increase in receivable (payable) for variation margin on centrally cleared interest rate swaps | 458,769 | |||
Unrealized depreciation of centrally cleared interest rate swaps | (88,275 | ) | ||
Decrease in interest receivable | 332,375 | |||
Decrease in prepaid expenses and other assets | 18,921 | |||
Decrease in receivable for securities sold | 2,148,917 | |||
Decrease in cash collateral segregated for interest rate swaps | 208,568 | |||
Increase in accumulated unpaid dividends on preferred shares | 6,520 | |||
Increase in payable for securities purchased | 3,319,196 | |||
Increase in interest payable | 19,767 | |||
Net amortization of premium (discount) on investments | (180,263 | ) | ||
Decrease in accrued expenses and other payables | (87,565 | ) | ||
Unrealized appreciation on securities | (12,986,735 | ) | ||
Unrealized appreciation on interest rate swaps | (358,309 | ) | ||
Net realized loss from investments | 17,196,965 | |||
Net increase from payments by affiliates (Note B) | (2,435 | ) | ||
Net realized loss from interest rate swaps | 637,170 | |||
Net cash provided by (used in) operating activities | $9,272,408 | |||
Cash flows from financing activities: | ||||
Cash distributions paid on common stock | (9,377,239 | ) | ||
Net cash provided by (used in) financing activities | (9,377,239 | ) | ||
Net increase (decrease) in cash | (104,831 | ) | ||
Cash: | ||||
Beginning balance | 104,831 | |||
Ending balance | $0 | |||
Supplemental disclosure | ||||
Cash paid for interest | $773,300 |
See Notes to Financial Statements | 26 |
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General: The Fund was organized as a Maryland corporation on March 18, 2010, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a non-diversified, closed-end management investment company. Management is the investment manager to the Fund. The Fund’s shares of common stock are listed on the NYSE MKT under the symbol NHS.
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The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
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The preparation of financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”) requires Management to make estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates.
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Portfolio valuation: Investment securities are valued as indicated in the notes following the Schedule of Investments.
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Securities transactions and investment income: Securities transactions are recorded on trade date for financial reporting purposes. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premium, where applicable, and accretion of discount on securities (adjusted for original issue discount, where applicable) is recorded on the accrual basis. Realized gains and losses from security transactions are recorded on the basis of identified cost and stated separately in the Statement of Operations.
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Income tax information: It is the policy of the Fund to continue to qualify for treatment as a regulated investment company (“RIC”) by complying with the requirements of the U.S. Internal Revenue Code applicable to RICs and to distribute substantially all of its net investment income and net realized capital gains to its stockholders. To the extent the Fund distributes substantially all of its net investment income and net realized capital gains to stockholders, no federal income or excise tax provision is required.
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The Fund has adopted the provisions of ASC 740 “Income Taxes” (“ASC 740”). ASC 740 sets forth a minimum threshold for financial statement recognition of a tax position taken, or expected to be taken, in a tax return. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as an income tax expense in the Statement of Operations. The Fund is subject to examination by U.S. federal and state tax authorities for returns filed for the tax years for which the applicable statutes of limitations have not yet expired. As of April 30, 2016, the Fund did not have any unrecognized tax positions.
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Income distributions and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences and differing characterization of distributions made by the Fund.
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As determined on October 31, 2015, permanent differences resulting primarily from different book and tax accounting were reclassified at year end. Such differences may be attributed to the tax treatment of one or more of the following: gains and losses on interest rate swaps, return of capital distributions, expiration of capital loss
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carryforwards and non-deductible restructuring costs. These reclassifications had no effect on net income, net asset value (“NAV”) applicable to common stockholders or NAV per share of common stock of the Fund. For the year ended October 31, 2015, the Fund recorded the following permanent reclassifications:
Accumulated Net | ||||
Undistributed | Realized Gains | |||
Net Investment | (Losses) on | |||
Paid-in Capital | Income (Loss) | Investments | ||
$(5,011,411) | $(1,565,187) | $6,576,598 |
The tax character of distributions paid during the years ended October 31, 2015 and October 31, 2014 was as follows:
Distributions Paid From: | |||||||
Long-Term | Tax Return of | ||||||
Ordinary Income | Capital Gains | Capital | Total | ||||
2015 | 2014 | 2015 | 2014 | 2015 | 2014 | 2015 | 2014 |
$18,384,196 | $22,040,421 | $— | $— | $1,351,795 | $— | $19,735,991 | $22,040,421 |
As of October 31, 2015, the components of distributable earnings (accumulated losses) on a U.S. federal income tax basis were as follows:
Undistributed | Undistributed | Unrealized | Loss | Other | |
Ordinary | Long-Term | Appreciation | Carryforwards | Temporary | |
Income | Capital Gain | (Depreciation) | and Deferrals | Differences | Total |
$— | $— | $(17,565,879) | $(20,468,036) | $(110,883) | $(38,144,798) |
The differences between book basis and tax basis distributable earnings are primarily due to: losses disallowed and recognized on wash sales, distribution payments, mark to market on certain swap contract transactions and capital loss carryforwards. To the extent the Fund’s net realized capital gains, if any, can be offset by capital loss carryforwards, it is the policy of the Fund not to distribute such gains. The Regulated Investment Company Modernization Act of 2010 made changes to the capital loss carryforward rules allowing for RICs to carry forward capital losses indefinitely and to retain the character of capital loss carryforwards as short-term or long-term (“Post-Enactment”). Rules in effect previously limited the carryforward period to eight years and all carryforwards were considered short-term in character (“Pre-Enactment”). As determined at October 31, 2015, the Fund had unused capital loss carryforwards available for federal income tax purposes to offset net realized capital gains, if any, as follows: |
Pre-Enactment | |
Expiring in: | |
2016 | 2017 |
$4,971,059(1) | $4,089,608 |
Post-Enactment (No Expiration Date) | |
Long-Term | Short-Term |
$7,386,847 | $4,020,522 |
(1) | The capital loss carryforwards shown above includes $4,971,059 expiring in 2016, which was acquired on August 6, 2010 in the merger with Neuberger Berman Income Opportunity Fund Inc. The use of these losses to offset future gains may be limited. |
During the year ended October 31, 2015, the Fund had capital loss carryforwards expire of $4,989,077. |
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5 | Foreign taxes: Foreign taxes withheld, if any, represent amounts withheld by foreign tax authorities net of refunds recoverable. |
6 | Distributions to common stockholders: The Fund earns income, net of expenses, daily on its investments. It is the policy of the Fund to declare and pay monthly distributions to common stockholders. The Fund has adopted a policy to pay common stockholders a stable monthly distribution. The Fund’s ability to satisfy its policy will depend on a number of factors, including the stability of income received from its investments, the availability of capital gains, distributions paid on preferred shares, interest paid on notes and the level of Fund expenses. In an effort to maintain a stable monthly distribution amount, the Fund may pay distributions consisting of net investment income, net realized gains and paid-in capital. There is no assurance that the Fund will always be able to pay distributions of a particular size, or that distributions will consist solely of net investment income and net realized capital gains. The composition of the Fund’s distributions for the calendar year 2016 will be reported to Fund stockholders on IRS Form 1099-DIV. The Fund may pay distributions in excess of those required by its stable distribution policy to avoid excise tax or to satisfy the requirements of the U.S. Internal Revenue Code. Distributions to common stockholders are recorded on the ex-date. Net realized capital gains, if any, will be offset to the extent of any available capital loss carryforwards. Any such offset will not reduce the level of the stable distribution paid by the Fund. Distributions to preferred stockholders are accrued and determined as described in Note A-8. |
On April 29, 2016, the Fund declared a monthly distribution to common stockholders in the amount of $0.08 per share, payable on May 31, 2016 to stockholders of record on May 16, 2016, with an ex-date of May 12, 2016. Subsequent to April 30, 2016, the Fund declared a monthly distribution to common stockholders in the amount of $0.08 per share, payable on June 30, 2016 to stockholders of record on June 15, 2016, with an ex-date of June 13, 2016. | |
7 | Expense allocation: Certain expenses are applicable to multiple funds within the complex of related investment companies, which includes open-end and closed-end investment companies for which Management serves as investment manager. Expenses directly attributable to the Fund are charged to the Fund. Expenses borne by the complex of related investment companies that are not directly attributable to a particular investment company (e.g., the Fund) are allocated among the Fund and the other investment companies or series thereof in the complex on the basis of relative net assets, except where a more appropriate allocation of expenses to each of the investment companies or series thereof in the complex can otherwise be made fairly. |
8 | Financial leverage: In 2010, the Fund issued 1,087 privately placed perpetual preferred shares (“PPS”) with an aggregate liquidation preference of $27,175,000 and privately placed notes (“PNs”) with an aggregate principal value of $82,610,000. In September 2013, the Fund issued privately placed notes (“New PNs”) with an aggregate principal value of $90,000,000 and Mandatory Redeemable Preferred Shares, Series B (“MRPS” and, together with the New PNs, “Private Securities”) with an aggregate liquidation preference of $35,000,000 to holders of the PNs and PPS and used the proceeds to redeem and prepay their PNs and PPS and increase the Fund’s leverage. |
The New PNs and MRPS have a maturity date of September 18, 2023. The interest on the New PNs is accrued daily and paid quarterly. The MRPS have a liquidation preference of $25,000 per share plus any accumulated unpaid distributions, whether or not earned or declared by the Fund, but excluding interest thereon (“Liquidation Value”). Distributions on the MRPS are accrued daily and paid quarterly. The PNs and PPS had these same terms. For financial reporting purposes only, the liquidation preference of the MRPS is recognized as a liability in the Statement of Assets and Liabilities. | |
For the six months ended April 30, 2016, the distribution rates on the MRPS ranged from 2.73% to 3.03% and the interest rates on the New PNs ranged from 1.53% to 1.83%. |
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The table below sets forth key terms of the MPRS.
Mandatory | Aggregate | ||||
Redemption | Interest | Shares | Liquidation | Estimated | |
Series | Date | Rate | Outstanding | Preference | Fair Value |
Series B | 9/18/23 | 3.0309%* | 1,400 | $35,000,000 | $35,000,000 |
* | Floating rate effective for the six months ended April 30, 2016. |
The Fund has paid up front offering and organizational expenses which are being amortized over the life of the New PNs and MRPS. The expenses are included in the interest expense that is reflected in the Statement of Operations. | |
The Fund may redeem MRPS or prepay the New PNs, in whole or in part, at its option after giving a minimum amount of notice to the relevant holders of the Private Securities but will incur additional expenses if it chooses to so redeem or prepay. The Fund is also subject to certain restrictions relating to the Private Securities. Failure to comply with these restrictions could preclude the Fund from declaring any distributions to common stockholders or repurchasing shares of common stock and/or could trigger the mandatory redemption of MRPS at MRPS Liquidation Value and certain expenses and/or mandatory prepayment of New PNs at par plus accrued but unpaid interest and certain expenses. The holders of MRPS are entitled to one vote per share and will vote with holders of shares of common stock as a single class, except that the holders of MRPS will vote separately as a class on certain matters, as required by law or the Fund’s organizational documents. The holders of MRPS, voting as a separate class, are entitled at all times to elect two Directors of the Fund, and to elect a majority of the Directors of the Fund if the Fund fails to pay distributions on MRPS for two consecutive years. | |
9 | Concentration of credit risk: The Fund will normally invest at least 80% of its total assets in high yield debt securities of U.S. and foreign issuers, which include securities that are rated below investment grade by a rating agency or are unrated debt securities determined to be of comparable quality by the Fund’s investment manager. |
Due to the likelihood of volatility and potential illiquidity of the high yield securities in which the Fund invests and the real or perceived difficulty of issuers of those high yield securities to meet their payment obligations during economic downturns or because of negative business developments relating to the issuer or its industry in general, the value and/or price of the Fund’s shares of common stock may fluctuate more than would be the case if the Fund did not concentrate in high yield securities. | |
10 | Derivative instruments: The Fund’s use of derivatives during the six months ended April 30, 2016, is described below. Please see the Schedule of Investments for the Fund’s open positions in derivatives, at April 30, 2016. |
The Fund has adopted the provisions of ASC 815 “Derivatives and Hedging” (“ASC 815”). The disclosure requirements of ASC 815 distinguish between derivatives that qualify for hedge accounting and those that do not. Because investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of Operations, they do not qualify for hedge accounting. Accordingly, even though the Fund’s investments in derivatives may represent economic hedges, they are considered non-hedge transactions for purposes of this disclosure. |
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Interest rate swaps: The Fund used OTC interest rate swap transactions to reduce the risk that an increase in short-term interest rates could reduce common share net earnings as a result of leverage. Under the terms of the OTC interest rate swaps, the Fund agrees to pay the swap counterparty a fixed-rate payment in exchange for the counterparty’s paying the Fund a variable-rate payment that is intended to approximate all or a portion of the Fund’s variable-rate payment obligations on the Fund’s Private Securities, or the Fund agrees to pay the swap counterparty a variable-rate payment that is intended to approximate all or a portion of the Fund’s variable-rate payment obligations on the Fund’s Private Securities in exchange for the counterparty’s paying the Fund a fixed-rate payment. The fixed-rate and variable-rate payment flows are netted against each other, with the difference being paid by one party to the other on a monthly basis. The Fund segregates cash or liquid securities having a value at least equal to the Fund’s net payment obligations under any interest rate swap transaction, marked to market daily. There is no guarantee that these interest rate swap transactions will be successful in reducing or limiting risk. Risks may arise if the counterparty to a swap contract fails to comply with the terms of its contract. The loss incurred by the failure of a counterparty is generally limited to the net interest payment to be received by the Fund and/or the termination value at the end of the contract. Additionally, risks may arise if there is no liquid market for these agreements or from movements in interest rates unanticipated by Management. Periodic expected interim net interest payments or receipts on the swaps are recorded as an adjustment to unrealized gains/losses, along with the fair value of the future periodic payment streams on the swaps. The unrealized gains/losses associated with the periodic interim net interest payments are reclassified to realized gains/losses in conjunction with the actual net receipt or payment of such amounts. The reclassifications do not impact the Fund’s total net assets applicable to common stockholders or its total net increase (decrease) in net assets applicable to common stockholders resulting from operations. During the six months ended April 30, 2016, the Fund used centrally cleared interest rate swaps to reduce the risk that an increase in short-term interest rates could reduce common share net earnings as a result of leverage. Certain clearinghouses currently offer clearing for limited types of derivative transactions, principally credit derivatives. In a cleared derivative transaction, a fund typically enters into the transaction with a financial institution counterparty, and performance of the transaction is effectively guaranteed by a central clearinghouse, thereby reducing or eliminating the fund’s exposure to the credit risk of the original counterparty. A fund typically will be required to post specified levels of both initial and variation margin with the clearinghouse or at the instruction of the clearinghouse; the margin required by a clearinghouse may be greater than the margin the fund would be required to post in an uncleared derivative transaction. The daily change in valuation for centrally cleared swaps is recorded as a receivable or payable for variation margin and settled in cash with the centrally clearing party daily. |
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For financial reporting purpose unamortized upfront payments, if any, are netted with unrealized appreciation or depreciation on swap contracts to determine the market value of swaps as presented in the table below. At April 30, 2016, the Fund had the following derivatives (which did not qualify for hedge accounting under ASC 815), grouped by primary risk exposure: |
Liability Derivatives
Interest Rate Risk | Statement of Assets and Liabilities Location | |
Centrally Cleared Interest Rate Swaps | $(519,596) | Payable for variation margin on centrally cleared |
interest rate swaps(1) | ||
Total Value - Liabilities | $(519,596) |
(1) | “Centrally Cleared Interest Rate Swaps” reflects cumulative unrealized appreciation or (depreciation). Only the current day’s variation margin on open centrally cleared interest rate swaps is reported within the Statement of Assets and Liabilities as “Payable for variation margin on centrally cleared interest rate swaps (Note A).” | |
The impact of the use of these derivative instruments on the Statement of Operations during the six months ended April 30, 2016, was as follows: |
Realized Gain (Loss)
Interest Rate Risk | Statement of Operations Location | |
Interest Rate Swaps | $(637,170) | Net realized gain (loss) |
Total Realized Gain (Loss) | $(637,170) | on: interest rate swaps |
Change in Appreciation (Depreciation) | ||
Interest Rate Risk | Statement of Operations Location | |
Interest Rate Swaps | $358,309 | Change in net unrealized appreciation |
Total Change in Appreciation (Depreciation) | $358,309 | (depreciation) in value of: interest rate swaps |
The Fund adopted the provisions of Accounting Standards Update 2011-11 Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). ASU 2011-11 is intended to enhance disclosure requirements on the offsetting of financial assets and liabilities. Pursuant to ASU 2011-11, an entity is required to disclose both gross and net information for assets and liabilities related to derivatives, repurchase and reverse repurchase agreements, and securities lending and securities borrowing transactions that are eligible for offset or subject to an enforceable master netting or similar agreement. At April 30, 2016, the Fund had no derivatives eligible for offset or subject to an enforceable master netting or similiar agreement. | |
11 | Indemnifications: Like many other companies, the Fund’s organizational documents provide that its officers (“Officers”) and directors (“Directors”) are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, both in some of its principal service contracts and in the normal course of its business, the Fund enters into contracts that provide indemnifications to other parties for certain types of losses or liabilities. The Fund’s maximum exposure under these arrangements is unknown as this could involve future claims against the Fund. |
12 | Arrangements with certain non-affiliated service providers: In order to satisfy rating agency requirements and the terms of the Private Securities, the Fund is required to provide the rating agency and holders of Private Securities a report on a monthly basis verifying that the Fund is maintaining eligible assets having a discounted value equal to or greater than the basic maintenance amount, which is the minimum level set by the rating agency as one of the conditions to maintain the AAA rating on the New PNs and the AA rating on the MRPS. “Discounted value” refers to the fact that the rating agency requires the Fund, in performing this calculation, to discount portfolio securities below their face value, at rates determined by the rating agency. The Fund pays State Street Bank and Trust Company (“State Street”) for the preparation of this report, which is reflected in the Statement of Operations under the caption “Basic maintenance expense (Note A).” |
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13 | Unfunded loan commitments: The Fund may enter into certain credit agreements all or a portion of which may be unfunded. The Fund is obligated to fund these commitments at the borrower’s discretion. As of April 30, 2016, the value of unfunded loan commitments was $4,383,041 pursuant to the following loan agreements: |
Borrower | Principal Amount | Value | |||
Charter Communications Operating Holding LLC, First Lien Unsecured Bridge Loan, due 5/21/16 | $3,769,415 | $3,769,415 | |||
Charter Communications Operating LLC, Unsecured Bridge Loan, due 5/23/16 | 613,626 | 613,626 |
Note B—Investment Management Fees, Administration Fees, Distribution Arrangements, and Other Transactions with Affiliates:
The Fund retains Management as its investment manager under a Management Agreement. For such investment management services, the Fund pays Management a monthly fee computed at an annual rate of 0.60% of the Fund’s average daily Managed Assets. Managed Assets equal the total assets of the Fund, less liabilities other than the aggregate indebtedness entered into for purposes of leverage. For purposes of calculating Managed Assets, the Liquidation Value of any MRPS (PPS prior to September 2013) outstanding and borrowings under the New PNs (PNs prior to September 2013) are not considered liabilities. Prior to January 1, 2016, Neuberger Berman Fixed Income LLC (“NBFI”) was the sub-adviser to the Fund, retained by Management pursuant to a Sub-Advisory Agreement to be responsible for developing, implementing and supervising the Fund’s investment program and providing certain administrative services to the Fund, and received a monthly fee paid by Management. Several individuals who are Officers and/or Directors of the Fund are also employees of Management. The Fund retains Management as its administrator under an Administration Agreement. The Fund pays Management an administration fee at the annual rate of 0.05% of its average daily Managed Assets under this agreement. Additionally, Management retains State Street as its sub-administrator under a Sub-Administration Agreement. Management pays State Street a fee for all services received under the agreement. In April 2016, the Fund recorded a capital contribution from a portfolio manager in the amount of $2,435. This amount was paid in accordance with Section 16(b) of the Securities Exchange Act of 1934, as amended. |
During the six months ended April 30, 2016, there were purchases and sales of long-term securities (excluding interest rate swap contracts) of $96,390,129 and $91,069,625, respectively. |
On June 1, 2015, the Fund was served with a lawsuit filed in the United States Bankruptcy Court for the Southern District of New York, entitled Motors Liquidation Company Avoidance Action Trust vs. JPMorgan Chase Bank, N.A. et al. and numbered Adv. No. 09-00504 (REG). In addition to the Fund, the lawsuit also names over five hundred other institutional investors as defendants. The lawsuit does not allege any misconduct by the defendants, but seeks to recover payments made by General Motors Corporation (n/k/a Motors Liquidation Company) and its affiliates (collectively, “GM”) to the defendants shortly prior to and after GM’s Chapter 11 bankruptcy filing on June 1, 2009 (the “Petition Date”). The complaint alleges that GM made the payments to the defendants under a certain term loan agreement, dated as of November 29, 2006, as amended by that first amendment dated as of March 4, 2009 (the “Term Loan Agreement”); that the payments occurred both during the ninety (90) days prior to the Petition Date (the “Preference Period”) and after the Petition Date when all amounts due under the Term Loan Agreement were paid in full in connection with GM’s postpetition financing (the “Postpetition Transfers”); that the lien purportedly securing the Term Loan Agreement was not perfected as of the Petition Date; and that |
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the lenders under the Term Loan Agreement should therefore have been treated as unsecured creditors rather than paid in full as secured creditors. The plaintiff seeks avoidance of the lien securing the Term Loan Agreement as unperfected under Section 544(a) of the Bankruptcy Code; disgorgement of all amounts paid to the defendants during the Preference Period (plus interest) under Section 547 of the Bankruptcy Code; disgorgement of all amounts paid to the defendants as Postpetition Transfers (plus interest) under Section 549 of the Bankruptcy Code; and disallowance of any bankruptcy claims of the defendants against GM until they repay all such amounts under Section 502(d) of the Bankruptcy Code. During 2009, the Fund received pay downs from GM in connection with the term loan totaling approximately $3.0 million. The Fund cannot predict the outcome of the lawsuit. If the lawsuit were to be decided or settled in a manner adverse to the Fund, the payment of such judgment or settlement could have an adverse effect on the Fund’s net asset value. However, no liability for litigation relating to this matter has been accrued in the financial statements as neither the likelihood nor the amount of any liability can reasonably be determined at this time. The Fund will incur legal expenses associated with the defense of the lawsuit. |
Effective January 1, 2016, Neuberger Berman Management LLC (“NBM”) transferred to NBFI its rights and obligations pertaining to all services it provided to the Fund under the Management Agreement and Administration Agreement (the “Agreements”). Following such transfer, NBFI was renamed Neuberger Berman Investment Advisers LLC (“NBIA”). Additionally, effective January 1, 2016, the Sub-Advisory Agreement between NBM and NBFI was terminated. NBIA now serves as the Fund’s investment manager and administrator. The investment professionals of NBM, who provided services to the Fund under the Agreements, continue to provide the same services, except that they provide those services in their new capacities as investment professionals of NBIA. Similarly, the investment professionals of NBFI, who provided services to the Fund under the Sub-Advisory Agreement, continue to provide the same services, except that they provide those services pursuant to the Management Agreement. Further, the consolidation did not result in any change in the investment processes currently employed by the Fund, the nature or level of services provided to the Fund, or the fees the Fund pays under its Agreements. |
The financial information included in this interim report is taken from the records of the Fund without audit by an independent registered public accounting firm. Annual reports contain audited financial statements. |
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The following table includes selected data for a share of common stock outstanding throughout each period and other performance information derived from the Financial Statements. Amounts that do not round to $0.01 or $(0.01) per share are presented as $0.00 or $(0.00), respectively. Ratios that do not round to 0.01% or (0.01)% are presented as 0.00% or (0.00)%, respectively. Net Asset amounts with a zero balance, if any, may reflect actual amounts rounding to less than $0.1 million. A “—” indicates that the line item was not applicable in the corresponding period.
Six Months | ||||||||||||||||||||||||
Ended | ||||||||||||||||||||||||
April 30, | Year Ended October 31, | |||||||||||||||||||||||
2016 | 2015 | 2014 | 2013 | 2012 | 2011 | |||||||||||||||||||
(Unaudited) | ||||||||||||||||||||||||
Common Share Net Asset Value, Beginning of Period | $ | 12.68 | $ | 14.42 | $ | 14.67 | $ | 14.03 | $ | 13.00 | $ | 13.82 | ||||||||||||
Net Investment Income¢ | 0.47 | 1.02 | 1.10 | 1.15 | 1.17 | 1.34 | ||||||||||||||||||
Net Gains or Losses on Securities | ||||||||||||||||||||||||
(both realized and unrealized) | (0.23 | ) | (1.75 | ) | (0.27 | ) | 0.61 | 1.03 | (0.83 | ) | ||||||||||||||
Common Stock Equivalent of Distributions to | ||||||||||||||||||||||||
Preferred Stockholders From: | ||||||||||||||||||||||||
Net Investment Income¢ | — | — | — | (0.04 | ) | (0.05 | ) | (0.05 | ) | |||||||||||||||
Total From Investment Operations Applicable to | ||||||||||||||||||||||||
Common Stockholders | 0.24 | (0.73 | ) | 0.83 | 1.72 | 2.15 | 0.46 | |||||||||||||||||
Less Distributions to Common Stockholders From: | ||||||||||||||||||||||||
Net Investment Income | (0.48 | ) | (0.94 | ) | (1.08 | ) | (1.08 | ) | (1.12 | ) | (1.28 | ) | ||||||||||||
Tax Return of Capital | — | (0.07 | ) | — | — | — | — | |||||||||||||||||
Total Distributions to Common Stockholders | (0.48 | ) | (1.01 | ) | (1.08 | ) | (1.08 | ) | (1.12 | ) | (1.28 | ) | ||||||||||||
Voluntary Contribution from Management | 0.00 | — | 0.00 | — | — | — | ||||||||||||||||||
Common Stock Net Asset Value, End of Period | $ | 12.44 | $ | 12.68 | $ | 14.42 | $ | 14.67 | $ | 14.03 | $ | 13.00 | ||||||||||||
Common Stock Market Value, End of Period | $ | 10.85 | $ | 10.69 | $ | 13.16 | $ | 13.56 | $ | 14.18 | $ | 13.55 | ||||||||||||
Total Return, Common Stock Net Asset Value† | 2.83 | %**a | (4.23 | )% | 6.48 | %a | 13.18 | % | 17.24 | % | 3.34 | % | ||||||||||||
Total Return, Common Stock Market Value† | 6.38 | %**a | (11.53 | )% | 5.13 | %a | 3.51 | % | 13.68 | % | 6.03 | % | ||||||||||||
Ratios/Supplemental Data†† | ||||||||||||||||||||||||
Ratios are Calculated Using Average Net Assets | ||||||||||||||||||||||||
Applicable to Common Stockholders | ||||||||||||||||||||||||
Ratio of Gross ExpensesØ | 2.39 | %* | 2.02 | % | 1.89 | % | 1.73 | % | 1.81 | %# | 1.75 | %# | ||||||||||||
Ratio of Net Expenses§Ø | 2.39 | %* | 2.02 | % | 1.89 | % | 1.73 | % | 1.76 | % | 1.68 | % | ||||||||||||
Ratio of Net Investment Income | 8.02 | %* | 7.46 | % | 7.47 | % | 8.02 | % | 8.79 | % | 9.86 | % | ||||||||||||
Portfolio Turnover Rate | 27 | %** | 54 | % | 60 | % | 69 | % | 94 | % | 100 | % | ||||||||||||
Net Assets Applicable to Common | ||||||||||||||||||||||||
Stockholders, End of Period (000’s) | $ | 243,032 | $ | 247,756 | $ | 281,719 | $ | 286,658 | $ | 274,136 | $ | 253,170 | ||||||||||||
Preferred Stock | ||||||||||||||||||||||||
Preferred Stock Outstanding,¢¢ | ||||||||||||||||||||||||
End of Period (000’s) | $ | 35,000 | $ | 35,000 | $ | 35,000 | $ | 35,000 | $ | 27,175 | $ | 27,175 | ||||||||||||
Asset Coverage Per Share of Preferred Stock@ | $ | 198,660 | $ | 202,029 | $ | 226,286 | $ | 229,815 | $ | 277,268 | $ | 257,980 | ||||||||||||
Liquidation Value Per Share | $ | 25,000 | $ | 25,000 | $ | 25,000 | $ | 25,000 | $ | 25,000 | $ | 25,000 | ||||||||||||
Notes Payable | ||||||||||||||||||||||||
Notes Payable Outstanding, End of Period (000’s) | $ | 90,000 | $ | 90,000 | $ | 90,000 | $ | 90,000 | $ | 82,600 | $ | 82,600 | ||||||||||||
Asset Coverage Per $1,000 of Notes Payable@@ | $ | 4,090 | $ | 4,143 | $ | 4,520 | $ | 4,575 | $ | 4,649 | $ | 4,395 |
See Notes to Financial Highlights | 35 |
† | Total return based on per share NAV reflects the effects of changes in NAV on the performance of the Fund during each fiscal period. Total return based on per share market value assumes the purchase of shares of common stock at the market price on the first day and sales of common stock at the market price on the last day of the period indicated. Distributions, if any, are assumed to be reinvested at prices obtained under the Fund’s distribution reinvestment plan. Results represent past performance and do not indicate future results. Current returns may be lower or higher than the performance data quoted. Investment returns may fluctuate and shares of common stock when sold may be worth more or less than original cost. Total return would have been lower if Management had not waived certain expenses during certain of the periods shown. |
# | Represents the annualized ratios of net expenses to average daily net assets if Management had not waived a portion of the investment management fee. |
§ | Prior to January 1, 2013, the Fund had an expense offset arrangement in connection with its custodian contract. The impact of expense reductions related to expense offset arrangements, if any, was less than 0.01%. |
@ | Calculated by subtracting the Fund’s total liabilities (excluding the liquidation preference of MRPS and accumulated unpaid distributions on MRPS (PPS prior to September 18, 2013)) from the Fund’s total assets and dividing by the number of MRPS/PPS outstanding. |
@@ | Calculated by subtracting the Fund’s total liabilities (excluding the liquidation preference of MRPS, the outstanding principal of New PNs (PNs prior to September 18, 2013) and accumulated unpaid liabilities on Private Securities (PPS and PNs prior to September 18, 2013) and New PNs (PNs prior to September 18, 2013)) from the Fund’s total assets and dividing by the outstanding Notes payable balance. |
†† | Expense ratios do not include the effect of distribution payments to PPS stockholders outstanding. Income ratios include income earned on assets attributable to MRPS (PPS prior to September 18, 2013) outstanding. Income ratios also include the effect of interest expense from the PNs. |
¢ | Calculated based on the average number of shares of common stock outstanding during each fiscal period. |
¢¢ | From August 6, 2010 to September 17, 2013, the Fund had 1,087 PPS outstanding. Since September 18, 2013, the Fund has 1,400 MRPS outstanding (see Note A to Financial Statements). |
Ø | Interest expense is included in expense ratios. The annualized ratio of interest expense to average net assets applicable to common stockholders was: |
Six Months Ended | |||||||||||
April 30, | Year Ended October 31, | ||||||||||
2016 | 2015 | 2014 | 2013 | 2012 | 2011 | ||||||
0.70% | 0.51% | 0.46% | 0.58% | 0.69% | 0.61% |
a | The payments by affiliates received in 2014 and 2016 had no impact on the Fund’s total returns for the year ended October 31, 2014 and six months ended April 30, 2016, respectively. |
* | Annualized. |
** | Not annualized. |
36
Computershare, Inc. (the “Plan Agent”) will act as Plan Agent for stockholders who have not elected in writing to receive dividends and distributions in cash (each a “Participant”), will open an account for each Participant under the Distribution Reinvestment Plan (“Plan”) in the same name as their then-current shares of the Fund’s common stock (“Shares”) are registered, and will put the Plan into effect for each Participant as of the first record date for a dividend or capital gains distribution.
Whenever the Fund declares a dividend or distribution with respect to the Shares, each Participant will receive such dividends and distributions in additional Shares, including fractional Shares acquired by the Plan Agent and credited to each Participant’s account. If on the payment date for a cash dividend or distribution, the net asset value is equal to or less than the market price per Share plus estimated brokerage commissions, the Plan Agent shall automatically receive such Shares, including fractions, for each Participant’s account. Except in the circumstances described in the next paragraph, the number of additional Shares to be credited to each Participant’s account shall be determined by dividing the dollar amount of the dividend or distribution payable on their Shares by the greater of the net asset value per Share determined as of the date of purchase or 95% of the then-current market price per Share on the payment date.
Should the net asset value per Share exceed the market price per Share plus estimated brokerage commissions on the payment date for a cash dividend or distribution, the Plan Agent or a broker-dealer selected by the Plan Agent shall endeavor, for a purchase period lasting until the last business day before the next date on which the Shares trade on an “ex-dividend” basis, but in no event, except as provided below, more than 30 days after the payment date, to apply the amount of such dividend or distribution on each Participant’s Shares (less their pro rata share of brokerage commissions incurred with respect to the Plan Agent’s open-market purchases in connection with the reinvestment of such dividend or distribution) to purchase Shares on the open market for each Participant’s account. No such purchases may be made more than 30 days after the payment date for such dividend or distribution except where temporary curtailment or suspension of purchase is necessary to comply with applicable provisions of federal securities laws. If, at the close of business on any day during the purchase period the net asset value per Share equals or is less than the market price per Share plus estimated brokerage commissions, the Plan Agent will not make any further open-market purchases in connection with the reinvestment of such dividend or distribution. If the Plan Agent is unable to invest the full dividend or distribution amount through open-market purchases during the purchase period, the Plan Agent shall request that, with respect to the uninvested portion of such dividend or distribution amount, the Fund issue new Shares at the close of business on the earlier of the last day of the purchase period or the first day during the purchase period on which the net asset value per Share equals or is less than the market price per Share, plus estimated brokerage commissions, such Shares to be issued in accordance with the terms specified in the third paragraph hereof. These newly issued Shares will be valued at the then-current market price per Share at the time such Shares are to be issued.
For purposes of making the reinvestment purchase comparison under the Plan, (a) the market price of the Shares on a particular date shall be the last sales price on the New York Stock Exchange (or if the Shares are not listed on the New York Stock Exchange, such other exchange on which the Shares are principally traded) on that date, or, if there is no sale on such Exchange (or if not so listed, in the over-the-counter market) on that date, then the mean between the closing bid and asked quotations for such Shares on such Exchange on such date and (b) the net asset value per Share on a particular date shall be the net asset value per Share most recently calculated by or on behalf of the Fund. All dividends, distributions and other payments (whether made in cash or Shares) shall be made net of any applicable withholding tax.
Open-market purchases provided for above may be made on any securities exchange where the Fund’s Shares are traded, in the over-the-counter market or in negotiated transactions and may be on such terms as to price, delivery and otherwise as the Plan Agent shall determine. Each Participant’s uninvested funds held by the Plan Agent will not bear interest, and it is understood that, in any event, the Plan Agent shall have no liability in connection with any inability to purchase Shares within 30 days after the initial date of such purchase as herein provided, or with the timing of any purchases effected. The Plan Agent shall have no responsibility as to the value of the Shares acquired for each
37
Participant’s account. For the purpose of cash investments, the Plan Agent may commingle each Participant’s funds with those of other stockholders of the Fund for whom the Plan Agent similarly acts as agent, and the average price (including brokerage commissions) of all Shares purchased by the Plan Agent as Plan Agent shall be the price per Share allocable to each Participant in connection therewith.
The Plan Agent may hold each Participant’s Shares acquired pursuant to the Plan together with the Shares of other stockholders of the Fund acquired pursuant to the Plan in noncertificated form in the Plan Agent’s name or that of the Plan Agent’s nominee. The Plan Agent will forward to each Participant any proxy solicitation material and will vote any Shares so held for each Participant only in accordance with the instructions set forth on proxies returned by the Participant to the Fund.
The Plan Agent will confirm to each Participant each acquisition made for their account as soon as practicable but not later than 60 days after the date thereof. Although each Participant may from time to time have an undivided fractional interest (computed to three decimal places) in a Share, no certificates for a fractional Share will be issued. However, dividends and distributions on fractional Shares will be credited to each Participant’s account. In the event of termination of a Participant’s account under the Plan, the Plan Agent will adjust for any such undivided fractional interest in cash at the market value of the Shares at the time of termination, less the pro rata expense of any sale required to make such an adjustment.
Any Share dividends or split Shares distributed by the Fund on Shares held by the Plan Agent for Participants will be credited to their accounts. In the event that the Fund makes available to its stockholders rights to purchase additional Shares or other securities, the Shares held for each Participant under the Plan will be added to other Shares held by the Participant in calculating the number of rights to be issued to each Participant.
The Plan Agent’s service fee for handling capital gains and other distributions or income dividends will be paid by the Fund. Participants will be charged their pro rata share of brokerage commissions on all open-market purchases.
Each Participant may terminate their account under the Plan by notifying the Plan Agent in writing. Such termination will be effective immediately if the Participant’s notice is received by the Plan Agent not less than ten days prior to any dividend or distribution record date, otherwise such termination will be effective the first trading day after the payment date for such dividend or distribution with respect to any subsequent dividend or distribution. The Plan may be terminated by the Plan Agent or the Fund upon notice in writing mailed to each Participant at least 30 days prior to any record date for the payment of any dividend or distribution by the Fund.
These terms and conditions may be amended or supplemented by the Plan Agent or the Fund at any time or times but, except when necessary or appropriate to comply with applicable law or the rules or policies of the Securities and Exchange Commission or any other regulatory authority, only by mailing to each Participant appropriate written notice at least 30 days prior to the effective date thereof. The amendment or supplement shall be deemed to be accepted by each Participant unless, prior to the effective date thereof, the Plan Agent receives written notice of the termination of their account under the Plan. Any such amendment may include an appointment by the Plan Agent in its place and stead of a successor Plan Agent under these terms and conditions, with full power and authority to perform all or any of the acts to be performed by the Plan Agent under these terms and conditions. Upon any such appointment of any Plan Agent for the purpose of receiving dividends and distributions, the Fund will be authorized to pay to such successor Plan Agent, for each Participant’s account, all dividends and distributions payable on Shares held in their name or under the Plan for retention or application by such successor Plan Agent as provided in these terms and conditions.
The Plan Agent shall at all times act in good faith and agrees to use its best efforts within reasonable limits to ensure the accuracy of all services performed under this Agreement and to comply with applicable law, but assumes no responsibility and shall not be liable for loss or damage due to errors unless such error is caused by the Plan Agent’s negligence, bad faith, or willful misconduct or that of its employees. These terms and conditions are governed by the laws of the State of Maryland.
38
Reinvested dividends and distributions are taxed in the same manner as cash dividends and distributions — i.e., reinvestment in additional Shares does not relieve stockholders of, or defer the need to pay, any income tax that may be payable (or that is required to be withheld) on Fund dividends and distributions. Participants should contact their tax professionals for information on how the Plan impacts their personal tax situation. For additional information about the Plan, please contact the Plan Agent at 1-866-227-2136 or P.O. Box 30170, College Station, TX 77842-3170.
39
Investment Manager and Administrator | Stock Transfer Agent |
Neuberger Berman Investment Advisers LLC | Computershare, Inc. |
605 Third Avenue, 2nd Floor | 480 Washington Boulevard |
New York, NY 10158-0180 | Jersey City, NJ 07310 |
877.461.1899 or 212.476.8800 | |
Sub-Adviser (prior to January 1, 2016) | Plan Agent |
Neuberger Berman Fixed Income LLC | Computershare, Inc. |
200 South Wacker Drive | P.O. Box 30170 |
Suite 2100 | College Station, TX 77842-3170 |
Chicago, IL 60601 | |
Overnight correspondence should be sent to: | |
Custodian | Computershare, Inc. |
State Street Bank and Trust Company | 211 Quality Circle, Suite 210 |
One Lincoln Street | College Station, TX 77845 |
Boston, MA 02111 | |
Legal Counsel | |
K&L Gates LLP | |
1601 K Street, NW | |
Washington, DC 20006-1600 | |
Independent Registered Public Accounting Firm | |
Ernst & Young LLP | |
200 Clarendon Street | |
Boston, MA 02116 |
40
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, by calling 800-877-9700 (toll-free) and on the Securities and Exchange Commission’s website, at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available upon request, without charge, by calling 800-877-9700 (toll-free), on the Securities and Exchange Commission’s website at www.sec.gov, and on Management’s website at www.nb.com.
The Fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Securities and Exchange Commission’s website at www.sec.gov and may be reviewed and copied at the Securities and Exchange Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. The information on Form N-Q is available upon request, without charge, by calling 800-877-9700 (toll-free).
41
Rev. 12/2010
FACTS | WHAT DOES NEUBERGER BERMAN DO WITH YOUR PERSONAL INFORMATION? |
Why? |
Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. |
What? |
The types of personal information we collect and share depend on the product or service you have with us. This information can include: ■Social Security number and account balances
■income and transaction history
■credit history and credit scores
When you are no longer our customer, we continue to share your information as described in this notice. |
How? |
All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Neuberger Berman chooses to share; and whether you can limit this sharing. |
Reasons we can share your personal information | Does Neuberger Berman share? |
Can you limit this sharing? |
For our everyday business purposes— |
Yes |
No |
For our marketing purposes— |
Yes |
No |
For joint marketing with other financial companies |
No |
We don’t share |
For our affiliates’ everyday business purposes— |
Yes |
No |
For our affiliates’ everyday business purposes— |
No |
We don’t share |
For nonaffiliates to market to you |
No |
We don’t share |
Questions? | Call 800.223.6448 |
This is not part of the Funds’ stockholder report.
Page 2 |
Who we are | |
Who is providing this notice? |
Entities within the Neuberger Berman family of companies, mutual funds, and private investment funds. |
What we do |
|
How does Neuberger Berman |
To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We restrict access to customer information to those employees who need to know such information in order to perform their job responsibilities. |
How does Neuberger Berman |
We collect your personal information, for example, when you ■open an account or provide account information
■seek advice about your investments or give us your income information
■give us your contact information
We also collect your personal information from others, such as credit bureaus, affiliates, or other companies. |
Why can’t I limit all sharing? |
Federal law gives you the right to limit only ■sharing for affiliates’ everyday business purposes—information about your creditworthiness
■affiliates from using your information to market to you
■sharing for nonaffiliates to market to you
State laws and individual companies may give you additional rights to limit sharing. |
Definitions |
|
Affiliates |
Companies related by common ownership or control. They can be financial and nonfinancial companies. ■Our affiliates include companies with a Neuberger Berman name; financial companies, such as investment advisers, broker dealers; mutual funds, and private investment funds.
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Nonaffiliates |
Companies not related by common ownership or control. They can be financial and nonfinancial companies. ■Nonaffiliates we share with can include companies that perform administrative services on our behalf (such as vendors that provide data processing, transaction processing, and printing services) or other companies such as brokers, dealers, or counterparties in connection with servicing your account.
|
Joint marketing |
A formal agreement between nonaffiliated financial companies that together market financial products or services to you. ■Neuberger Berman doesn’t jointly market.
|
This is not part of the Funds’ stockholder report.
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Neuberger Berman Investment Advisers LLC |
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Statistics and projections in this report are derived from sources deemed to be reliable but cannot be regarded as a representation of future results of the Fund. This report is prepared for the general information of stockholders and is not an offer of shares of the Fund. |
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H0547 06/16 | |||||
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(a) | Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) as of a date within 90 days of the filing date of this report, the Chief Executive Officer and President and the Treasurer and Principal Financial and Accounting Officer of the Registrant have concluded that such disclosure controls and procedures are effectively designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is accumulated and communicated to the Registrant’s management to allow timely decisions regarding required disclosure. |
(b) | There were no significant changes in the Registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the Registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
(a)(1) | Not applicable for the period covered by this Form N-CSR. |
(a)(2) | The certifications required by Rule 30a-2(a) under the Act and Section 302 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”) are filed herewith. |
(a)(3) | Not applicable to the Registrant. |
(b) | The certification required by Rule 30a-2(b) under the Act and Section 906 of the Sarbanes-Oxley Act is furnished herewith. |