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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Eagle Growth and Income Opportunities Fund | NYSE:EGIF | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 12.55 | 0 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-22839
Eagle Growth and
Income Opportunities Fund
(Exact name of registrant as specified in charter)
227 West Monroe Street, Suite 3200
Chicago, IL 60606
(Address of principal executive offices) (Zip code)
Sabrina Rusnak-Carlson
100 Federal St., 31st Floor
Boston, MA 02110
(Name and address of agent for service)
Copies of Communications to:
Nicole M. Runyan
Proskauer Rose LLP
Eleven Times Square
New York, NY 10036
Registrant's telephone number, including area code: (312) 702-8199
Date of fiscal year end: December 31
Date of reporting period: December 31, 2019
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
The Report to Shareholders is attached herewith.
Contents
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| | | | 42 | | |
| Seagate Technology PLC, Common Stock | | | | | 2.37% | | |
| AT&T, Inc., Common Stock | | | | | 2.32% | | |
| Carnival Corp., Common Stock | | | | | 2.23% | | |
| Cisco Systems, Inc., Common Stock | | | | | 2.23% | | |
| Southern Co. (The), Common Stock | | | | | 2.17% | | |
| Merck & Co., Inc., Common Stock | | | | | 2.17% | | |
| PPL Corp., Common Stock | | | | | 2.15% | | |
| Pfizer, Inc., Common Stock | | | | | 2.11% | | |
| Cedar Fair LP, Master Limited Partnership | | | | | 2.09% | | |
| ONEOK, Inc., Common Stock | | | | | 2.09% | | |
| | |
1 Year
|
| |
3 Year(6)
|
| |
Since
Inception(2)(6) |
| |||||||||
EGIF NAV | | | | | 25.04% | | | | | | 5.28% | | | | | | 5.41% | | |
EGIF Market Price | | | | | 43.44% | | | | | | 7.86% | | | | | | 2.66% | | |
Composite Index* | | | | | 14.82% | | | | | | 5.27% | | | | | | 5.55% | | |
| Banks | | | | | 15.36% | | |
| Real Estate Investment Trusts (REITs) | | | | | 9.88% | | |
| Telecommunications | | | | | 8.01% | | |
| Electric Utilities | | | | | 6.52% | | |
| Pharmaceuticals | | | | | 5.96% | | |
| Pipelines | | | | | 5.94% | | |
| Oil, Gas & Consumable Fuels | | | | | 5.67% | | |
| Hotels, Restaurants & Leisure | | | | | 5.01% | | |
| Multi-Utilities | | | | | 3.92% | | |
| Agriculture | | | | | 3.92% | | |
| Technology Hardware, Storage & Peripherals | | | | | 3.02% | | |
| Debt Funds | | | | | 2.99% | | |
| Capital Markets | | | | | 2.76% | | |
| Media | | | | | 2.62% | | |
| Commercial Services | | | | | 1.87% | | |
| Chemicals | | | | | 1.44% | | |
| Insurance | | | | | 1.43% | | |
| Automobiles | | | | | 1.33% | | |
| Software | | | | | 0.93% | | |
| Internet | | | | | 0.90% | | |
| Aerospace & Defense | | | | | 0.82% | | |
| Building Materials | | | | | 0.74% | | |
| Healthcare - Services | | | | | 0.72% | | |
| Auto Parts & Equipment | | | | | 0.71% | | |
| Forest Products & Paper | | | | | 0.70% | | |
| Trucking & Leasing | | | | | 0.66% | | |
| Food Products | | | | | 0.65% | | |
| Retail | | | | | 0.64% | | |
| Packaging & Containers | | | | | 0.59% | | |
| Home Builders | | | | | 0.57% | | |
| Consumer Services | | | | | 0.53% | | |
| Other(5) | | | | | 3.18% | | |
Investments
|
| |
Shares
|
| |
Value
|
| ||||||
COMMON STOCKS – 75.8% (53.7% of Total Investments) | | | | ||||||||||
Aerospace & Defense – 1.1% | | | | ||||||||||
Lockheed Martin Corp.
|
| | | | 3,962 | | | | | $ | 1,542,724 | | |
Agriculture – 5.1% | | | | | | | | | | | | | |
Altria Group, Inc.
|
| | | | 67,871 | | | | | | 3,387,441 | | |
Philip Morris International, Inc.
|
| | | | 40,752 | | | | | | 3,467,588 | | |
Total Agriculture
|
| | | | | | | | | | 6,855,029 | | |
Automobiles – 1.3% | | | | | | | | | | | | | |
Ford Motor Co.
|
| | | | 186,020 | | | | | | 1,729,986 | | |
Banks – 8.0% | | | | | | | | | | | | | |
Bank of Montreal (Canada)
|
| | | | 48,719 | | | | | | 3,775,722 | | |
Huntington Bancshares, Inc.
|
| | | | 227,254 | | | | | | 3,426,990 | | |
Umpqua Holdings Corp.
|
| | | | 206,475 | | | | | | 3,654,608 | | |
Total Banks
|
| | | | | | | | | | 10,857,320 | | |
Chemicals – 1.6% | | | | | | | | | | | | | |
LyondellBasell Industries NV, Class A (Netherlands)
|
| | | | 22,717 | | | | | | 2,146,302 | | |
Electric Utilities – 7.4% | | | | | | | | | | | | | |
Evergy, Inc.
|
| | | | 27,744 | | | | | | 1,805,857 | | |
PPL Corp.
|
| | | | 114,621 | | | | | | 4,112,602 | | |
Southern Co. (The)
|
| | | | 65,283 | | | | | | 4,158,527 | | |
Total Electric Utilities
|
| | | | | | | | | | 10,076,986 | | |
Hotels, Restaurants & Leisure – 3.1% | | | | | | | | | | | | | |
Carnival Corp.
|
| | | | 83,951 | | | | | | 4,267,229 | | |
Multi-Utilities – 5.5% | | | | | | | | | | | | | |
CenterPoint Energy, Inc.
|
| | | | 130,871 | | | | | | 3,568,852 | | |
National Grid PLC, ADR (United Kingdom)
|
| | | | 61,017 | | | | | | 3,823,936 | | |
Total Multi-Utilities
|
| | | | | | | | | | 7,392,788 | | |
Oil, Gas & Consumable Fuels – 5.2% | | | | | | | | | | | | | |
Occidental Petroleum Corp.
|
| | | | 39,910 | | | | | | 1,644,691 | | |
Schlumberger Ltd.
|
| | | | 54,110 | | | | | | 2,175,222 | | |
TOTAL SA, ADR (France)
|
| | | | 57,314 | | | | | | 3,169,464 | | |
Total Oil, Gas & Consumable Fuels
|
| | | | | | | | | | 6,989,377 | | |
Pharmaceuticals – 8.3% | | | | | | | | | | | | | |
AbbVie, Inc.
|
| | | | 34,400 | | | | | | 3,045,776 | | |
Merck & Co., Inc.
|
| | | | 45,668 | | | | | | 4,153,505 | | |
Pfizer, Inc.
|
| | | | 103,169 | | | | | | 4,042,161 | | |
Total Pharmaceuticals
|
| | | | | | | | | | 11,241,442 | | |
Pipelines – 5.3% | | | | | | | | | | | | | |
Energy Transfer LP
|
| | | | 248,653 | | | | | | 3,190,218 | | |
ONEOK, Inc.
|
| | | | 52,767 | | | | | | 3,992,879 | | |
Total Pipelines
|
| | | | | | | | | | 7,183,097 | | |
|
Investments
|
| |
Shares
|
| |
Value
|
| ||||||
COMMON STOCKS (continued) | | | | ||||||||||
Real Estate Investment Trusts (REITs) – 12.4% | | | | ||||||||||
Crown Castle International Corp.
|
| | | | 22,255 | | | | | $ | 3,163,548 | | |
Digital Realty Trust, Inc.
|
| | | | 24,473 | | | | | | 2,930,397 | | |
EPR Properties
|
| | | | 53,121 | | | | | | 3,752,467 | | |
Highwoods Properties, Inc.
|
| | | | 52,894 | | | | | | 2,587,046 | | |
Host Hotels & Resorts, Inc.
|
| | | | 146,703 | | | | | | 2,721,341 | | |
Weyerhaeuser Co.
|
| | | | 53,794 | | | | | | 1,624,579 | | |
Total Real Estate Investment Trusts (REITs)
|
| | | | | | | | | | 16,779,378 | | |
Technology Hardware, Storage & Peripherals – 3.3% | | | | | | | | | | | | | |
Seagate Technology PLC (Ireland)
|
| | | | 76,135 | | | | | | 4,530,032 | | |
Telecommunications – 8.2% | | | | | | | | | | | | | |
AT&T, Inc.
|
| | | | 113,700 | | | | | | 4,443,396 | | |
Cisco Systems, Inc.
|
| | | | 88,929 | | | | | | 4,265,035 | | |
Verizon Communications, Inc.
|
| | | | 39,392 | | | | | | 2,418,669 | | |
Total Telecommunications
|
| | | | | | | | | | 11,127,100 | | |
Total Common Stocks
(Cost $103,549,877) |
| | | | | | | | |
|
102,718,790
|
| |
PREFERRED STOCKS – 19.9% (14.1% of Total Investments) | | | | ||||||||||
Banks – 12.4% | | | | | | | | | | | | | |
Bank of America Corp., Series Y, 6.50%
|
| | | | 40,000 | | | | | | 999,200 | | |
BOK Financial Corp., 5.38%
|
| | | | 30,000 | | | | | | 786,000 | | |
Citigroup, Inc., Series J, 7.13%
|
| | | | 20,000 | | | | | | 566,800 | | |
Citigroup, Inc., Series K, 6.88%
|
| | | | 20,000 | | | | | | 563,400 | | |
Fifth Third Bancorp, Series I, 6.63%
|
| | | | 40,000 | | | | | | 1,148,400 | | |
First Horizon National Corp., Series A, 6.20%
|
| | | | 2,398 | | | | | | 61,796 | | |
First Republic Bank, Series I, 5.50%
|
| | | | 56,640 | | | | | | 1,513,421 | | |
Huntington Bancshares, Inc., Series D, 6.25%
|
| | | | 20,000 | | | | | | 520,000 | | |
JPMorgan Chase & Co., Series AA, 6.10%
|
| | | | 40,000 | | | | | | 1,029,600 | | |
JPMorgan Chase & Co., Series Y, 6.13%
|
| | | | 40,000 | | | | | | 1,023,200 | | |
PNC Financial Services Group, Inc. (The), Series P, 6.13%
|
| | | | 20,000 | | | | | | 547,800 | | |
Regions Financial Corp., Series B, 6.38%
|
| | | | 40,000 | | | | | | 1,128,800 | | |
SVB Financial Group, Series A, 5.25%
|
| | | | 20,000 | | | | | | 517,000 | | |
Synchrony Financial, Series A, 5.63%
|
| | | | 10,000 | | | | | | 255,500 | | |
TCF Financial Corp., Series C, 5.70%
|
| | | | 50,000 | | | | | | 1,319,000 | | |
US Bancorp, Series F, 6.50%
|
| | | | 50,000 | | | | | | 1,381,000 | | |
Wells Fargo & Co., Series Q, 5.85%
|
| | | | 40,000 | | | | | | 1,095,600 | | |
Wells Fargo & Co., Series R, 6.63%
|
| | | | 80,000 | | | | | | 2,306,400 | | |
Total Banks
|
| | | | | | | | | | 16,762,917 | | |
Capital Markets – 3.5% | | | | | | | | | | | | | |
Apollo Global Management, Inc., Series A, 6.38%
|
| | | | 60,000 | | | | | | 1,596,000 | | |
Goldman Sachs Group, Inc. (The), Series K, 6.38%
|
| | | | 40,000 | | | | | | 1,138,800 | | |
Morgan Stanley, Series I, 6.38%
|
| | | | 60,000 | | | | | | 1,690,200 | | |
Oaktree Capital Group LLC, Series A, 6.63%
|
| | | | 10,000 | | | | | | 269,300 | | |
Total Capital Markets
|
| | | | | | | | | | 4,694,300 | | |
|
Investments
|
| |
Shares
|
| |
Value
|
| ||||||
PREFERRED STOCKS (continued) | | | | ||||||||||
Electric Utilities – 0.8% | | | | | | | | | | | | | |
DTE Energy Co., Series B, 5.38%
|
| | | | 20,000 | | | | | $ | 517,000 | | |
Southern Co. (The), 6.25%
|
| | | | 20,000 | | | | | | 527,400 | | |
Total Electric Utilities
|
| | | | | | | | | | 1,044,400 | | |
Insurance – 1.6% | | | | | | | | | | | | | |
Hartford Financial Services Group, Inc. (The), 7.88%
|
| | | | 20,000 | | | | | | 567,800 | | |
WR Berkley Corp., 5.75%
|
| | | | 60,000 | | | | | | 1,572,000 | | |
Total Insurance
|
| | | | | | | | | | 2,139,800 | | |
Pipelines – 0.9% | | | | | | | | | | | | | |
Energy Transfer Operating LP, Series D, 7.63%
|
| | | | 20,000 | | | | | | 496,400 | | |
Energy Transfer Operating LP, Series E, 7.60%
|
| | | | 30,000 | | | | | | 759,600 | | |
Total Pipelines
|
| | | | | | | | | | 1,256,000 | | |
Real Estate Investment Trusts (REITs) – 0.7% | | | | | | | | | | | | | |
EPR Properties, Series G, 5.75%
|
| | | | 40,000 | | | | | | 1,032,800 | | |
Total Preferred Stocks
(Cost $26,052,827) |
| | | | | | | | |
|
26,930,217
|
| |
MASTER LIMITED PARTNERSHIP – 3.0% (2.1% of Total Investments) | | | | ||||||||||
Hotels, Restaurants & Leisure – 3.0% | | | | | | | | | | | | | |
Cedar Fair LP
|
| | | | 72,111 | | | | | | 3,997,834 | | |
(Cost $4,029,646)
|
| | | | | | | | | | | | |
EXCHANGE-TRADED FUNDS – 4.2% (2.9% of Total Investments) | | | | ||||||||||
Debt Funds – 4.2% | | | | | | | | | | | | | |
iShares iBoxx High Yield Corporate Bond ETF(a)
|
| | | | 31,305 | | | | | | 2,752,962 | | |
SPDR Bloomberg Barclays High Yield Bond ETF(a)
|
| | | | 26,426 | | | | | | 2,894,704 | | |
Total Exchange-Traded Funds
(Cost $5,724,402) |
| | | | | | | | |
|
5,647,666
|
| |
| | |
Principal
|
| | | | | | | |||
CORPORATE BONDS – 30.2% (21.4% of Total Investments) | | | | ||||||||||
Agriculture – 0.4% | | | | | | | | | | | | | |
Darling Ingredients, Inc., 5.25%, 04/15/27(b)
|
| | | $ | 500,000 | | | | | | 533,125 | | |
Auto Parts & Equipment – 1.0% | | | | | | | | | | | | | |
Adient US LLC, 7.00%, 05/15/26(b)
|
| | | | 500,000 | | | | | | 545,625 | | |
Panther BF Aggregator 2 LP/Panther Finance Co., Inc., 8.50%,
05/15/27(b) |
| | | | 750,000 | | | | | | 800,175 | | |
Total Auto Parts & Equipment
|
| | | | | | | | | | 1,345,800 | | |
Automobiles – 0.6% | | | | | | | | | | | | | |
Ford Motor Co., 4.75%, 01/15/43
|
| | | | 300,000 | | | | | | 267,750 | | |
Ford Motor Credit Co. LLC, 5.11%, 05/03/29
|
| | | | 500,000 | | | | | | 515,980 | | |
Total Automobiles
|
| | | | | | | | | | 783,730 | | |
|
Investments
|
| |
Principal
|
| |
Value
|
| ||||||
CORPORATE BONDS (continued) | | | | ||||||||||
Banks – 1.0% | | | | ||||||||||
Citizens Financial Group, Inc., Series C, 6.38%, 12/31/49
|
| | | $ | 750,000 | | | | | $ | 808,040 | | |
Goldman Sachs Group, Inc. (The), Series Q, 5.50%, 12/31/49
|
| | | | 500,000 | | | | | | 539,375 | | |
Total Banks
|
| | | | | | | | | | 1,347,415 | | |
Building Materials – 1.0% | | | | | | | | | | | | | |
Builders FirstSource, Inc., 6.75%, 06/01/27(b)
|
| | | | 500,000 | | | | | | 548,375 | | |
Masonite International Corp., 5.75%, 09/15/26(b)(g)
|
| | | | 300,000 | | | | | | 319,125 | | |
Masonite International Corp., 5.38%, 02/01/28(b)
|
| | | | 100,000 | | | | | | 106,250 | | |
Patrick Industries, Inc., 7.50%, 10/15/27(b)
|
| | | | 400,000 | | | | | | 426,500 | | |
Total Building Materials
|
| | | | | | | | | | 1,400,250 | | |
Capital Markets – 0.4% | | | | | | | | | | | | | |
Apollo Management Holdings LP, 4.95%, 12/31/49(b)
|
| | | | 500,000 | | | | | | 507,110 | | |
Chemicals – 0.4% | | | | | | | | | | | | | |
Rayonier AM Products, Inc., 5.50%, 06/01/24(b)
|
| | | | 750,000 | | | | | | 566,250 | | |
Commercial Services – 1.5% | | | | | | | | | | | | | |
ASGN, Inc., 4.63%, 05/15/28(b)
|
| | | | 250,000 | | | | | | 257,282 | | |
Ashtead Capital, Inc., 5.25%, 08/01/26(b)
|
| | | | 250,000 | | | | | | 268,422 | | |
Brink’s Co. (The), 4.63%, 10/15/27(b)
|
| | | | 750,000 | | | | | | 773,438 | | |
Herc Holdings, Inc., 5.50%, 07/15/27(b)
|
| | | | 250,000 | | | | | | 264,180 | | |
Hertz Corp. (The), 6.00%, 01/15/28(b)
|
| | | | 250,000 | | | | | | 250,619 | | |
United Rentals (North America), Inc., 4.88%, 01/15/28
|
| | | | 250,000 | | | | | | 260,936 | | |
Total Commercial Services
|
| | | | | | | | | | 2,074,877 | | |
Distribution/Wholesale – 0.2% | | | | | | | | | | | | | |
Performance Food Group, Inc., 5.50%, 10/15/27(b)
|
| | | | 250,000 | | | | | | 266,509 | | |
Diversified Financial Services – 0.2% | | | | | | | | | | | | | |
AerCap Holdings NV (Ireland), 5.88%, 10/10/79
|
| | | | 250,000 | | | | | | 267,955 | | |
Diversified Holding Companies – 0.4% | | | | | | | | | | | | | |
VistaJet Malta Finance PLC/XO Management Holding, Inc. (Malta), 10.50%,
06/01/24(b) |
| | | | 500,000 | | | | | | 481,875 | | |
Electric Utilities – 0.9% | | | | | | | | | | | | | |
CenterPoint Energy, Inc., Series A, 6.13%, Perpetual(c)
|
| | | | 600,000 | | | | | | 640,500 | | |
Clearway Energy Operating LLC, 5.75%, 10/15/25
|
| | | | 500,000 | | | | | | 527,500 | | |
Total Electric Utilities
|
| | | | | | | | | | 1,168,000 | | |
Electrical Components & Equipment – 0.4% | | | | | | | | | | | | | |
Energizer Holdings, Inc., 7.75%, 01/15/27(b)
|
| | | | 500,000 | | | | | | 560,625 | | |
Entertainment – 0.5% | | | | | | | | | | | | | |
Live Nation Entertainment, Inc., 4.75%, 10/15/27(b)
|
| | | | 500,000 | | | | | | 517,812 | | |
Wynn Resorts Finance LLC/Wynn Resorts Capital Corp., 5.13%,
10/01/29(b) |
| | | | 200,000 | | | | | | 214,752 | | |
Total Entertainment
|
| | | | | | | | | | 732,564 | | |
|
Investments
|
| |
Principal
|
| |
Value
|
| ||||||
CORPORATE BONDS (continued) | | | | ||||||||||
Environmental Control – 0.2% | | | | ||||||||||
Stericycle, Inc., 5.38%, 07/15/24(b)
|
| | | $ | 300,000 | | | | | $ | 315,232 | | |
Food Products – 0.9% | | | | ||||||||||
Conagra Brands, Inc., 7.13%, 10/01/26
|
| | | | 300,000 | | | | | | 365,130 | | |
Kraft Heinz Foods Co., 5.20%, 07/15/45
|
| | | | 300,000 | | | | | | 327,294 | | |
Post Holdings, Inc., 5.50%, 12/15/29(b)
|
| | | | 500,000 | | | | | | 534,050 | | |
Total Food Products
|
| | | | | | | | | | 1,226,474 | | |
Forest Products & Paper – 1.0% | | | | | | | | | | | | | |
Mercer International, Inc. (Canada), 5.50%, 01/15/26
|
| | | | 750,000 | | | | | | 774,563 | | |
Schweitzer-Mauduit International, Inc., 6.88%, 10/01/26(b)
|
| | | | 500,000 | | | | | | 539,375 | | |
Total Forest Products & Paper
|
| | | | | | | | | | 1,313,938 | | |
Healthcare - Services – 1.0% | | | | | | | | | | | | | |
Centene Corp., 4.63%, 12/15/29(b)
|
| | | | 100,000 | | | | | | 105,138 | | |
HCA, Inc., 5.63%, 09/01/28
|
| | | | 500,000 | | | | | | 570,087 | | |
HCA, Inc., 4.13%, 06/15/29
|
| | | | 500,000 | | | | | | 532,525 | | |
Humana, Inc., 8.15%, 06/15/38
|
| | | | 100,000 | | | | | | 146,536 | | |
Total Healthcare - Services
|
| | | | | | | | | | 1,354,286 | | |
Home Builders – 0.8% | | | | | | | | | | | | | |
KB Home, 4.80%, 11/15/29
|
| | | | 250,000 | | | | | | 255,937 | | |
M/I Homes, Inc., 5.63%, 08/01/25
|
| | | | 250,000 | | | | | | 263,125 | | |
PulteGroup, Inc., 5.50%, 03/01/26
|
| | | | 500,000 | | | | | | 560,000 | | |
Total Home Builders
|
| | | | | | | | | | 1,079,062 | | |
Hotels, Restaurants & Leisure – 0.7% | | | | | | | | | | | | | |
Boyd Gaming Corp., 4.75%, 12/01/27(b)
|
| | | | 100,000 | | | | | | 104,000 | | |
MGM Resorts International, 5.50%, 04/15/27
|
| | | | 750,000 | | | | | | 832,297 | | |
Total Hotels, Restaurants & Leisure
|
| | | | | | | | | | 936,297 | | |
Household Products – 0.3% | | | | | | | | | | | | | |
Spectrum Brands, Inc., 5.00%, 10/01/29(b)
|
| | | | 400,000 | | | | | | 414,000 | | |
Housewares – 0.2% | | | | | | | | | | | | | |
Scotts Miracle-Gro Co. (The), 4.50%, 10/15/29(b)
|
| | | | 250,000 | | | | | | 256,800 | | |
Insurance – 0.4% | | | | | | | | | | | | | |
CNO Financial Group, Inc., 5.25%, 05/30/29
|
| | | | 500,000 | | | | | | 558,755 | | |
Internet – 1.3% | | | | | | | | | | | | | |
GrubHub Holdings, Inc., 5.50%, 07/01/27(b)
|
| | | | 750,000 | | | | | | 702,187 | | |
Twitter, Inc., 3.88%, 12/15/27(b)
|
| | | | 1,000,000 | | | | | | 1,000,105 | | |
Total Internet
|
| | | | | | | | | | 1,702,292 | | |
Iron/Steel – 0.3% | | | | | | | | | | | | | |
Cleveland-Cliffs, Inc., 5.88%, 06/01/27(b)
|
| | | | 500,000 | | | | | | 480,885 | | |
Media – 3.0% | | | | ||||||||||
Charter Communications Operating LLC/Charter Communications Operating Capital, 3.75%, 02/15/28
|
| | | | 750,000 | | | | | | 781,875 | | |
Investments
|
| |
Principal
|
| |
Value
|
| ||||||
CORPORATE BONDS (continued) | | | | ||||||||||
Media (continued) | | | | ||||||||||
Charter Communications Operating LLC/Charter Communications Operating Capital, 6.38%, 10/23/35
|
| | | $ | 300,000 | | | | | $ | 377,208 | | |
CSC Holdings LLC, 6.50%, 02/01/29(b)
|
| | | | 500,000 | | | | | | 557,540 | | |
Diamond Sports Group LLC/Diamond Sports Finance Co., 5.38%,
08/15/26(b) |
| | | | 500,000 | | | | | | 505,774 | | |
Diamond Sports Group LLC/Diamond Sports Finance Co., 6.63%,
08/15/27(b) |
| | | | 100,000 | | | | | | 97,500 | | |
Discovery Communications LLC, 4.88%, 04/01/43
|
| | | | 300,000 | | | | | | 323,639 | | |
Sinclair Television Group, Inc., 5.50%, 03/01/30(b)
|
| | | | 500,000 | | | | | | 513,000 | | |
Sirius XM Radio, Inc., 5.50%, 07/01/29(b)
|
| | | | 500,000 | | | | | | 540,620 | | |
ViacomCBS, Inc., 5.85%, 09/01/43
|
| | | | 300,000 | | | | | | 378,954 | | |
Total Media
|
| | | | | | | | | | 4,076,110 | | |
Miscellaneous Manufacturing – 0.4% | | | | | | | | | | | | | |
Koppers, Inc., 6.00%, 02/15/25(b)
|
| | | | 500,000 | | | | | | 525,000 | | |
Oil, Gas & Consumable Fuels – 2.7% | | | | | | | | | | | | | |
Ascent Resources Utica Holdings LLC/ARU Finance Corp., 7.00%, 11/01/26(b)
|
| | | | 650,000 | | | | | | 519,187 | | |
Cenovus Energy, Inc. (Canada), 6.75%, 11/15/39
|
| | | | 150,000 | | | | | | 191,916 | | |
Hilcorp Energy I LP/Hilcorp Finance Co., 6.25%, 11/01/28(b)
|
| | | | 250,000 | | | | | | 238,750 | | |
HollyFrontier Corp., 5.88%, 04/01/26
|
| | | | 750,000 | | | | | | 844,156 | | |
Laredo Petroleum, Inc., 6.25%, 03/15/23
|
| | | | 400,000 | | | | | | 377,000 | | |
Oasis Petroleum, Inc., 6.88%, 03/15/22
|
| | | | 150,000 | | | | | | 145,875 | | |
Oasis Petroleum, Inc., 6.25%, 05/01/26(b)
|
| | | | 350,000 | | | | | | 293,461 | | |
Parkland Fuel Corp. (Canada), 5.88%, 07/15/27(b)
|
| | | | 500,000 | | | | | | 539,688 | | |
Southwestern Energy Co., 7.50%, 04/01/26
|
| | | | 600,000 | | | | | | 555,000 | | |
Total Oil, Gas & Consumable Fuels
|
| | | | | | | | | | 3,705,033 | | |
Packaging & Containers – 0.6% | | | | | | | | | | | | | |
Ardagh Packaging Finance PLC/Ardagh Holdings USA, Inc. (Ireland), 6.00%, 02/15/25(b)
|
| | | | 300,000 | | | | | | 315,749 | | |
Greif, Inc., 6.50%, 03/01/27(b)
|
| | | | 500,000 | | | | | | 542,500 | | |
Total Packaging & Containers
|
| | | | | | | | | | 858,249 | | |
Pipelines – 2.0% | | | | | | | | | | | | | |
Enable Midstream Partners LP, 4.95%, 05/15/28
|
| | | | 750,000 | | | | | | 762,734 | | |
EnLink Midstream LLC, 5.38%, 06/01/29
|
| | | | 500,000 | | | | | | 471,875 | | |
EQM Midstream Partners LP, 5.50%, 07/15/28
|
| | | | 500,000 | | | | | | 490,050 | | |
MPLX LP, Series B, 6.88%, 12/31/49
|
| | | | 750,000 | | | | | | 754,974 | | |
Plains All American Pipeline LP/PAA Finance Corp., 4.30%, 01/31/43
|
| | | | 300,000 | | | | | | 279,194 | | |
Total Pipelines
|
| | | | | | | | | | 2,758,827 | | |
Real Estate Investment Trusts (REITs) – 0.6% | | | | | | | | | | | | | |
Brookfield Property REIT, Inc./BPR Cumulus LLC/BPR Nimbus LLC/GGSI
Sellco LLC, 5.75%, 05/15/26(b) |
| | | | 250,000 | | | | | | 264,062 | | |
GLP Capital LP/GLP Financing II, Inc., 5.30%, 01/15/29
|
| | | | 500,000 | | | | | | 558,805 | | |
Total Real Estate Investment Trusts (REITs)
|
| | | | | | | | | | 822,867 | | |
|
Investments
|
| |
Principal
|
| |
Value
|
| ||||||
CORPORATE BONDS (continued) | | | | ||||||||||
Retail – 0.5% | | | | ||||||||||
Party City Holdings, Inc., 6.63%, 08/01/26(b)
|
| | | $ | 575,000 | | | | | $ | 409,377 | | |
Yum! Brands, Inc., 5.35%, 11/01/43
|
| | | | 300,000 | | | | | | 300,375 | | |
Total Retail
|
| | | | | | | | | | 709,752 | | |
Semiconductors – 0.3% | | | | | | | | | | | | | |
KLA Corp., 5.65%, 11/01/34
|
| | | | 300,000 | | | | | | 355,372 | | |
Technology Hardware, Storage & Peripherals – 0.9% | | | | | | | | | | | | | |
Dell International LLC/EMC Corp., 5.30%, 10/01/29(b)
|
| | | | 750,000 | | | | | | 837,196 | | |
Hewlett-Packard Co., 6.00%, 09/15/41
|
| | | | 300,000 | | | | | | 333,584 | | |
Total Technology Hardware, Storage & Peripherals
|
| | | | | | | | | | 1,170,780 | | |
Telecommunications – 2.3% | | | | | | | | | | | | | |
Anixter, Inc., 6.00%, 12/01/25
|
| | | | 250,000 | | | | | | 263,125 | | |
AT&T, Inc., 6.38%, 03/01/41
|
| | | | 395,000 | | | | | | 526,908 | | |
AT&T, Inc., 4.35%, 06/15/45
|
| | | | 300,000 | | | | | | 325,168 | | |
CommScope, Inc., 8.25%, 03/01/27(b)
|
| | | | 750,000 | | | | | | 793,125 | | |
Vodafone Group PLC (United Kingdom), 7.00%, 04/04/79
|
| | | | 1,000,000 | | | | | | 1,175,910 | | |
Total Telecommunications
|
| | | | | | | | | | 3,084,236 | | |
Trucking & Leasing – 0.9% | | | | | | | | | | | | | |
AerCap Global Aviation Trust (Ireland), 6.50%, 06/15/45(b)
|
| | | | 400,000 | | | | | | 443,000 | | |
Avolon Holdings Funding Ltd. (Ireland), 4.38%, 05/01/26(b)
|
| | | | 750,000 | | | | | | 795,248 | | |
Total Trucking & Leasing
|
| | | | | | | | | | 1,238,248 | | |
Total Corporate Bonds
(Cost $39,043,536) |
| | | | | | | | |
|
40,978,580
|
| |
SENIOR LOANS(d) – 6.1% (4.3% of Total Investments) | | | | ||||||||||
Commercial Services – 1.1% | | | | | | | | | | | | | |
Guidehouse LLP, Term Loan – First Lien, 6.300% (1-Month USD LIBOR +
4.500%, 0.000% Floor), 05/01/25 |
| | | | 534,358 | | | | | | 531,352 | | |
Lakeland Tours, LLC (WorldStrides), Initial Term Loan – First Lien, 6.150%
(LIBOR + 4.2500%, 1.000% Floor), 12/16/24 |
| | | | 122,765 | | | | | | 122,714 | | |
Upstream Newco, Inc., Term Loan – First Lien, 6.300% (1-Month USD
LIBOR + 4.500%, 0.000% Floor), 11/20/26(g) |
| | | | 550,000 | | | | | | 554,812 | | |
WIRB-Copernicus Group (Western Institutional Review Board, Inc.), Term Loan B – First Lien (LIBOR + 4.250%, 1.000% Floor), 12/12/26(e)
|
| | | | 250,000 | | | | | | 250,625 | | |
Total Commercial Services
|
| | | | | | | | | | 1,459,503 | | |
Construction & Building – 0.1% | | | | | | | | | | | | | |
Yak Access LLC (Yak Mat), Term Loan B – First Lien, 6.800% (1-Month
USD LIBOR + 5.000%, 0.000% Floor), 07/02/25(e) |
| | | | 123,397 | | | | | | 119,503 | | |
Consumer Services – 0.7% | | | | | | | | | | | | | |
Cambium Learning, Inc., Term Loan – First Lien, 6.300% (1-Month USD
LIBOR + 4.500%, 0.000% Floor), 12/18/25(e)(g) |
| | | | 249,370 | | | | | | 241,889 | | |
WP CityMD Bidco LLC (CityMD), Term Loan B, 6.440% (3-Month USD
LIBOR + 4.500%, 1.000% Floor), 08/13/26 |
| | | | 750,000 | | | | | | 752,265 | | |
Total Consumer Services
|
| | | | | | | | | | 994,154 | | |
|
Investments
|
| |
Principal
|
| |
Value
|
| ||||||
SENIOR LOANS(d) (continued) | | | | ||||||||||
Healthcare - Medical Devices – 0.5% | | | | ||||||||||
Carestream Health, Inc. (aka Onex), Extended Term Loan – First Lien
(LIBOR + 5.500%, 1.000% Floor), 02/28/21(e) |
| | | $ | 500,000 | | | | | $ | 493,855 | | |
National Seating & Mobility, Inc., Term Loan – First Lien, 7.190%
(3-Month USD LIBOR + 5.250%, 0.000% Floor), 11/14/26(g) |
| | | | 231,250 | | | | | | 230,672 | | |
Total Healthcare - Medical Devices
|
| | | | | | | | | | 724,527 | | |
Hotels, Restaurants & Leisure – 0.2% | | | | | | | | | | | | | |
Portillo’s Holdings LLC, Term Loan – First Lien, 7.440%
(3-Month USD LIBOR + 5.000%, 1.000% Floor), 09/06/24(g) |
| | | | 249,375 | | | | | | 249,531 | | |
Media – 0.6% | | | | | | | | | | | | | |
Abe Investment Holdings, Inc. (Getty Images, Inc.), Term Loan B – First
Lien, 6.310% (1-Month USD LIBOR + 4.500%, 0.000% Floor), 02/12/26 |
| | | | 498,741 | | | | | | 500,922 | | |
Cengage Learning Acquisitions, Inc., Term Loan B – First Lien, 6.050%
(1-Month USD LIBOR + 4.250%, 1.000% Floor), 06/07/23 |
| | | | 124,677 | | | | | | 119,545 | | |
Terrier Media Buyer, Inc. (Cox Media Group), Term Loan B, 6.150%
(3-Month USD LIBOR + 4.250%, 0.000% Floor), 12/12/26 |
| | | | 250,000 | | | | | | 252,814 | | |
Total Media
|
| | | | | | | | | | 873,281 | | |
Packaging & Containers – 0.2% | | | | | | | | | | | | | |
Canister International Group, Inc., Term Loan B – First Lien, 6.510%
(3-Month USD LIBOR + 4.750%, 0.000% Floor), 12/21/26 |
| | | | 250,000 | | | | | | 251,094 | | |
Real Estate – 0.3% | | | | | | | | | | | | | |
Avision Young Canada, Inc., Term Loan – First Lien, 6.930% (3-Month USD
LIBOR + 5.000%, 0.000% Floor), 01/31/26 |
| | | | 497,487 | | | | | | 489,819 | | |
Retail – 0.4% | | | | | | | | | | | | | |
American Sportsman Holdings Co. (Bass Pro), Initial Term Loan – First Lien, 6.800% (1-Month USD LIBOR + 5.000%, 0.750% Floor), 09/25/24
|
| | | | 498,724 | | | | | | 498,206 | | |
Software – 1.3% | | | | | | | | | | | | | |
Aptean, Inc., Term Loan – First Lien, 6.190% (3-Month USD LIBOR + 4.250%, 0.000% Floor), 04/27/26(g)
|
| | | | 249,372 | | | | | | 248,593 | | |
Exact Merger Sub, LLC (ECI Software), Term Loan – First Lien, (LIBOR + 4.2500%, 1.000% Floor), 09/27/24
|
| | | | 139,732 | | | | | | 139,994 | | |
Help/Systems Holdings, Inc., Term Loan – First Lien, 6.550% (1-Month
USD LIBOR + 4.750%, 1.000% Floor), 11/13/26 |
| | | | 300,000 | | | | | | 298,750 | | |
Infoblox, Inc., New Term Loan – First Lien, 6.300% (1-Month USD
LIBOR + 4.500%, 0.000% Floor), 11/07/23 |
| | | | 249,364 | | | | | | 250,819 | | |
ION Trading Technologies, LLC, Term Loan B – First Lien, (LIBOR + 4.0000%, 1.000% Floor), 11/21/24(g)
|
| | | | 224,427 | | | | | | 215,450 | | |
Perforce Software, Inc., Term Loan B – First Lien, 6.300% (1-Month USD
LIBOR + 4.500%, 0.000% Floor), 07/01/26(g) |
| | | | 99,750 | | | | | | 99,938 | | |
Quest Software (Dell Software Group / Seahawk Holding Cayman Ltd.),
Term Loan – First Lien, 6.180% (3-Month USD LIBOR + 4.250%, 0.000% Floor), 05/18/25 |
| | | | 500,000 | | | | | | 496,877 | | |
Total Software
|
| | | | | | | | | | 1,750,421 | | |
|
Investments
|
| |
Principal
|
| |
Value
|
| ||||||
SENIOR LOANS(d) (continued) | | | | ||||||||||
Telecommunications – 0.7% | | | | ||||||||||
Avaya, Inc., Tranche B Term Loan – First Lien, 5.990% (1-Month USD
LIBOR + 4.250%, 0.000% Floor), 12/16/24 |
| | | $ | 910,690 | | | | | $ | 896,347 | | |
Total Senior Loans
(Cost $8,213,935) |
| | | | | | | | |
|
8,306,386
|
| |
|
| | |
Shares
|
| | | | | | | |||
MONEY MARKET FUND – 2.1% (1.5% of Total Investments) | | | | ||||||||||
Morgan Stanley Institutional Liquidity Treasury Portfolio – Institutional Share Class, 1.50%(f)
(Cost $2,857,678) |
| | | | 2,857,678 | | | | | | 2,857,678 | | |
Total Investments – 141.3%
(Cost $189,471,901) |
| | | | | | | | |
|
191,437,151
|
| |
Borrowings – (41.2)%
|
| | | | | | | | | | (55,800,000) | | |
Liabilities in Excess of Other Assets – (0.1)%
|
| | | | | | | | | | (174,349) | | |
Net Assets – 100.0%
|
| | | | | | | | | $ | 135,462,802 | | |
SUMMARY OF SCHEDULE OF INVESTMENTS
|
| |
% of Net Assets
|
| |||
Aerospace & Defense
|
| | | | 1.1% | | |
Agriculture
|
| | | | 5.5 | | |
Auto Parts & Equipment
|
| | | | 1.0 | | |
Automobiles
|
| | | | 1.9 | | |
Banks
|
| | | | 21.4 | | |
Building Materials
|
| | | | 1.0 | | |
Capital Markets
|
| | | | 3.9 | | |
Chemicals
|
| | | | 2.0 | | |
Commercial Services
|
| | | | 2.6 | | |
Construction & Building
|
| | | | 0.1 | | |
Consumer Services
|
| | | | 0.7 | | |
Debt Funds
|
| | | | 4.2 | | |
Distribution/Wholesale
|
| | | | 0.2 | | |
Diversified Financial Services
|
| | | | 0.2 | | |
Diversified Holding Companies
|
| | | | 0.4 | | |
Electric Utilities
|
| | | | 9.1 | | |
Electrical Components & Equipment
|
| | | | 0.4 | | |
Entertainment
|
| | | | 0.5 | | |
Environmental Control
|
| | | | 0.2 | | |
Food Products
|
| | | | 0.9 | | |
Forest Products & Paper
|
| | | | 1.0 | | |
Healthcare - Medical Devices
|
| | | | 0.5 | | |
Healthcare - Services
|
| | | | 1.0 | | |
Home Builders
|
| | | | 0.8 | | |
Hotels, Restaurants & Leisure
|
| | | | 7.0 | | |
Household Products
|
| | | | 0.3 | | |
Housewares
|
| | | | 0.2 | | |
Insurance
|
| | | | 2.0 | | |
Internet
|
| | | | 1.3 | | |
Iron/Steel
|
| | | | 0.3 | | |
Media
|
| | | | 3.6 | | |
Miscellaneous Manufacturing
|
| | | | 0.4 | | |
Money Market Fund
|
| | | | 2.1 | | |
Multi-Utilities
|
| | | | 5.5 | | |
Oil, Gas & Consumable Fuels
|
| | | | 7.9 | | |
Packaging & Containers
|
| | | | 0.8 | | |
Pharmaceuticals
|
| | | | 8.3 | | |
Pipelines
|
| | | | 8.2 | | |
Real Estate
|
| | | | 0.3 | | |
Real Estate Investment Trusts (REITs)
|
| | | | 13.7 | | |
Retail
|
| | | | 0.9 | | |
Semiconductors
|
| | | | 0.3 | | |
Software
|
| | | | 1.3 | | |
Technology Hardware, Storage & Peripherals
|
| | | | 4.2 | | |
Telecommunications
|
| | | | 11.2 | | |
Trucking & Leasing
|
| | | | 0.9 | | |
Total Investments
|
| | | | 141.3 | | |
Line of Credit Payable
|
| | | | (41.2) | | |
Liabilities in Excess of Other Assets
|
| | | | (0.1) | | |
Net Assets
|
| | | | 100.0% | | |
| ASSETS: | | | | | | | |
|
Investments, at value (cost $189,471,901)
|
| | | $ | 191,437,151 | | |
|
Cash
|
| | | | 21,808 | | |
|
Interest receivable
|
| | | | 615,348 | | |
|
Dividends receivable
|
| | | | 606,319 | | |
|
Due from adviser and sub-adviser (Note 4)
|
| | | | 97,527 | | |
|
Tax reclaims receivable
|
| | | | 73,938 | | |
|
Prepaid and other expenses
|
| | | | 103,440 | | |
|
Total Assets
|
| | | | 192,955,531 | | |
| LIABILITIES: | | | | | | | |
|
Borrowings (Note 3)
|
| | | | 55,800,000 | | |
|
Payable for securities purchased
|
| | | | 1,055,854 | | |
|
Interest payable (Note 3)
|
| | | | 178,156 | | |
|
Advisory fee payable (Note 4)
|
| | | | 136,473 | | |
|
Payable for shares repurchased
|
| | | | 103,426 | | |
|
Other accrued expenses
|
| | | | 218,820 | | |
|
Total Liabilities
|
| | | | 57,492,729 | | |
|
NET ASSETS
|
| | | $ | 135,462,802 | | |
| NET ASSETS CONSIST OF: | | | | | | | |
|
Paid-in capital
|
| | | $ | 134,253,330 | | |
|
Total distributable earnings
|
| | | | 1,209,472 | | |
|
NET ASSETS
|
| | | $ | 135,462,802 | | |
|
Common Shares Outstanding (unlimited shares authorized; $0.001 per share par value)
|
| | | | 7,124,824 | | |
|
Net asset value, Per share
|
| | | $ | 19.01 | | |
Eagle Growth and Income Opportunities Fund
Statement of Operations |
| |
For the Year Ended
December 31, 2019 |
| |||
INVESTMENT INCOME: | | | | | | | |
Dividend income (net of foreign tax withheld $42,397)
|
| | | $ | 6,361,304 | | |
Interest income
|
| | | | 2,320,422 | | |
Total Income
|
| | | | 8,681,726 | | |
EXPENSES: | | | | | | | |
Interest expense and fees on borrowings (Note 3)
|
| | | | 1,818,532 | | |
Advisory fees (Note 4)
|
| | | | 1,572,548 | | |
Professional fees
|
| | | | 692,387 | | |
Trustees’ fees and expenses (Note 4)
|
| | | | 135,250 | | |
Administration fees
|
| | | | 133,250 | | |
Investor support services fees (Note 4)
|
| | | | 64,764 | | |
Insurance fees
|
| | | | 63,331 | | |
Printing and mailing expenses
|
| | | | 58,489 | | |
Compliance fees (Note 4)
|
| | | | 40,600 | | |
Transfer agent fees
|
| | | | 27,463 | | |
Custody fees
|
| | | | 24,999 | | |
NYSE Listing fees
|
| | | | 23,750 | | |
Other expenses
|
| | | | 69,910 | | |
Total Expenses
|
| | | | 4,725,273 | | |
Less expense waivers and reimbursements (Note 4)
|
| | | | (97,527) | | |
Net Expenses
|
| | | | 4,627,746 | | |
Net Investment Income
|
| | | | 4,053,980 | | |
NET REALIZED AND CHANGE IN UNREALIZED GAIN (LOSS)
ON INVESTMENTS |
| | | | | | |
Net realized gain on investments
|
| | | | 2,921,283 | | |
Net change in unrealized appreciation on investments
|
| | | | 21,202,488 | | |
Net realized and change in unrealized gain on investments
|
| | | | 24,123,771 | | |
Net Increase in Net Assets Resulting From Operations
|
| | | $ | 28,177,751 | | |
Eagle Growth and Income Opportunities Fund
Statement of Changes in Net Assets |
| |
Year Ended
December 31, 2019 |
| |
Year Ended
December 31, 2018 |
| ||||||
OPERATIONS: | | | | | | | | | | | | | |
Net investment income
|
| | | $ | 4,053,980 | | | | | $ | 4,869,955 | | |
Net realized gain (loss) on investments
|
| | | | 2,921,283 | | | | | | (359,723) | | |
Net change in unrealized appreciation (depreciation) on investments
|
| | | | 21,202,488 | | | | | | (24,002,721) | | |
Net increase (decrease) in net assets resulting from operations
|
| | | | 28,177,751 | | | | | | (19,492,489) | | |
Distributions to shareholders*
|
| | | | (6,813,907) | | | | | | (5,782,572) | | |
Return of capital
|
| | | | (79,732) | | | | | | (708,939) | | |
Cost of shares repurchased
|
| | | | (952,981) | | | | | | — | | |
Net increase (decrease) in net assets
|
| | | | 20,331,131 | | | | | | (25,984,000) | | |
NET ASSETS: | | | | | | | | | | | | | |
Beginning of year
|
| | | | 115,131,671 | | | | | | 141,115,671 | | |
End of year
|
| | | $ | 135,462,802 | | | | | $ | 115,131,671 | | |
Eagle Growth and Income Opportunities Fund
Statement of Cash Flows |
| |
For the Year Ended
December 31, 2019 |
| |||
Cash Flows From Operating Activities: | | | | | | | |
Net increase in net assets from operations
|
| | | $ | 28,177,751 | | |
Adjustments to reconcile net increase in net assets from operations to net cash provided by operating activities:
|
| | | | | | |
Purchases of long-term investments
|
| | | | (97,698,968) | | |
Proceeds from sales of long-term investments
|
| | | | 102,647,439 | | |
Net increase in money market funds
|
| | | | (2,154,556) | | |
Net change in unrealized appreciation on investments
|
| | | | (21,202,488) | | |
Net accretion/amortization of premium or discount
|
| | | | (14,356) | | |
Net realized gain on investments
|
| | | | (2,921,283) | | |
Decrease in dividend receivable
|
| | | | 79,057 | | |
Increase in interest receivable
|
| | | | (156,956) | | |
Increase in due from advisor and sub-advisor
|
| | | | (97,527) | | |
Increase in tax reclaim receivable
|
| | | | (1,739) | | |
Increase in prepaid expenses
|
| | | | (65,536) | | |
Increase in payable for securities purchased
|
| | | | 1,055,854 | | |
Increase in advisory fee payable
|
| | | | 8,108 | | |
Decrease in interest payable
|
| | | | (33,790) | | |
Increase in other accrued expenses
|
| | | | 659 | | |
Net cash provided by operating activities
|
| | | | 7,621,669 | | |
Cash Flows from Financing Activities: | | | | | | | |
Distributions paid
|
| | | | (6,893,639) | | |
Shares repurchased
|
| | | | (849,555) | | |
Net cash used in financing activities
|
| | |
|
(7,743,194)
|
| |
Net decrease in cash
|
| | |
|
(121,525)
|
| |
Cash, beginning of year
|
| | | | 143,333 | | |
Cash, end of year
|
| | |
$
|
21,808
|
| |
Supplemental disclosure of cash flow information: | | | | | | | |
Cash paid for interest on borrowings
|
| | | $ | 1,852,322 | | |
Eagle Growth and Income Opportunities Fund
Financial Highlights |
| |
Year Ended
December 31, 2019 |
| |
Year Ended
December 31, 2018 |
| |
Year Ended
December 31, 2017 |
| |
Year Ended
December 31, 2016 |
| |
For the Period
June 19, 2015 Through December 31, 2015 |
| |||||||||||||||
Common Shares | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Per Share Operating Performance: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period
|
| | | $ | 16.03 | | | | | $ | 19.65 | | | | | $ | 18.97 | | | | | $ | 17.77 | | | | | $ | 19.06 | | |
Operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income(1)
|
| | | | 0.56 | | | | | | 0.68 | | | | | | 0.67 | | | | | | 0.69 | | | | | | 0.35 | | |
Net realized and unrealized gain (loss) on investments, written call options and foreign currency(2)
|
| | | | 3.38 | | | | | | (3.39) | | | | | | 0.99 | | | | | | 1.64 | | | | | | (1.09) | | |
Total gain (loss) from investment operations
|
| | | | 3.94 | | | | | | (2.71) | | | | | | 1.66 | | | | | | 2.33 | | | | | | (0.74) | | |
Distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income
|
| | | | (0.79) | | | | | | (0.75) | | | | | | (0.95) | | | | | | (1.01) | | | | | | (0.55) | | |
Realized gains
|
| | | | (0.16) | | | | | | (0.06) | | | | | | (0.03) | | | | | | — | | | | | | — | | |
Return of capital
|
| | | | (0.01) | | | | | | (0.10) | | | | | | — | | | | | | (0.12) | | | | | | — | | |
Total distributions to shareholders
|
| | | | (0.96) | | | | | | (0.91) | | | | | | (0.98) | | | | | | (1.13) | | | | | | (0.55) | | |
Net asset value per share, end of period
|
| | | $ | 19.01 | | | | | $ | 16.03 | | | | | $ | 19.65 | | | | | $ | 18.97 | | | | | $ | 17.77 | | |
Market price per share, end of period
|
| | | $ | 17.03 | | | | | $ | 12.62 | | | | | $ | 16.59 | | | | | $ | 16.22 | | | | | $ | 15.16 | | |
Total return:(3)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value
|
| | | | 25.04% | | | | | | (14.30)% | | | | | | 8.88% | | | | | | 13.32% | | | | | | (3.93)% | | |
Market value
|
| | | | 43.44% | | | | | | (19.24)% | | | | | | 8.32% | | | | | | 14.61% | | | | | | (21.67)% | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000)
|
| | | $ | 135,463 | | | | | $ | 115,132 | | | | | $ | 141,116 | | | | | $ | 136,220 | | | | | $ | 127,636 | | |
Ratio of total expenses, including interest on borrowings, to average net assets
|
| | | | 3.65% | | | | | | 3.35% | | | | | | 2.89% | | | | | | 2.68% | | | | | | 2.62%(4) | | |
Ratio of net expenses, including interest on
borrowings, to average net assets |
| | | | 3.65% | | | | | | 3.33% | | | | | | 2.89% | | | | | | 2.68% | | | | | | 2.62%(4) | | |
Ratio of total waivers to average net assets
|
| | | | — | | | | | | 0.02% | | | | | | — | | | | | | — | | | | | | — | | |
Ratio of net investment income, including
interest on borrowings, to average net assets |
| | | | 3.13% | | | | | | 3.66% | | | | | | 3.44% | | | | | | 3.66% | | | | | | 3.55%(4) | | |
Portfolio turnover rate
|
| | | | 54% | | | | | | 30% | | | | | | 11% | | | | | | 19% | | | | | | 22% | | |
Borrowings: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Aggregate principal amount, end of period (000s)
|
| | | $ | 55,800 | | | | | $ | 55,800 | | | | | $ | 50,000 | | | | | $ | 45,000 | | | | | $ | 45,000 | | |
Average borrowings outstanding during the period (000s)
|
| | | $ | 55,800 | | | | | $ | 57,312 | | | | | $ | 45,425 | | | | | $ | 45,000 | | | | | $ | 44,683 | | |
Asset coverage, end of period per $1,000 of debt(5)
|
| | | $ | 3,428 | | | | | $ | 3,063 | | | | | $ | 3,822 | | | | | $ | 4,027 | | | | | $ | 3,836 | | |
| | |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
| ||||||||||||
Assets Type | | | | | | ||||||||||||||||||||
Common Stocks*
|
| | | $ | 102,718,790 | | | | | $ | — | | | | | $ | — | | | | | $ | 102,718,790 | | |
Corporate Bonds
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Agriculture
|
| | | | — | | | | | | 533,125 | | | | | | — | | | | | | 533,125 | | |
Auto Parts & Equipment
|
| | | | — | | | | | | 1,345,800 | | | | | | — | | | | | | 1,345,800 | | |
Automobiles
|
| | | | — | | | | | | 783,730 | | | | | | — | | | | | | 783,730 | | |
Banks
|
| | | | — | | | | | | 1,347,415 | | | | | | — | | | | | | 1,347,415 | | |
Building Materials
|
| | | | — | | | | | | 1,081,125 | | | | | | 319,125 | | | | | | 1,400,250 | | |
Capital Markets
|
| | | | — | | | | | | 507,110 | | | | | | — | | | | | | 507,110 | | |
Chemicals
|
| | | | — | | | | | | 566,250 | | | | | | — | | | | | | 566,250 | | |
Commercial Services
|
| | | | — | | | | | | 2,074,877 | | | | | | — | | | | | | 2,074,877 | | |
Distribution / Wholesale
|
| | | | — | | | | | | 266,509 | | | | | | — | | | | | | 266,509 | | |
Diversified Financial Services
|
| | | | — | | | | | | 267,955 | | | | | | — | | | | | | 267,955 | | |
Diversified Holding Companies
|
| | | | — | | | | | | 481,875 | | | | | | — | | | | | | 481,875 | | |
Electric Utilities
|
| | | | — | | | | | | 1,168,000 | | | | | | — | | | | | | 1,168,000 | | |
Electrical Components & Equipment
|
| | | | — | | | | | | 560,625 | | | | | | — | | | | | | 560,625 | | |
Entertainment
|
| | | | — | | | | | | 732,564 | | | | | | — | | | | | | 732,564 | | |
Environmental Control
|
| | | | — | | | | | | 315,232 | | | | | | — | | | | | | 315,232 | | |
Food Products
|
| | | | — | | | | | | 1,226,474 | | | | | | — | | | | | | 1,226,474 | | |
Forest Products & Paper
|
| | | | — | | | | | | 1,313,938 | | | | | | — | | | | | | 1,313,938 | | |
Healthcare — Services
|
| | | | — | | | | | | 1,354,286 | | | | | | — | | | | | | 1,354,286 | | |
Home Builders
|
| | | | — | | | | | | 1,079,062 | | | | | | — | | | | | | 1,079,062 | | |
Hotels, Restaurants & Leisure
|
| | | | — | | | | | | 936,297 | | | | | | — | | | | | | 936,297 | | |
Household Products
|
| | | | — | | | | | | 414,000 | | | | | | — | | | | | | 414,000 | | |
Housewares
|
| | | | — | | | | | | 256,800 | | | | | | — | | | | | | 256,800 | | |
Insurance
|
| | | | — | | | | | | 558,755 | | | | | | — | | | | | | 558,755 | | |
Internet
|
| | | | — | | | | | | 1,702,292 | | | | | | — | | | | | | 1,702,292 | | |
Iron / Steel
|
| | | | — | | | | | | 480,885 | | | | | | — | | | | | | 480,885 | | |
Media
|
| | | | — | | | | | | 4,076,110 | | | | | | — | | | | | | 4,076,110 | | |
| | |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
| ||||||||||||
Miscellaneous Manufacturing
|
| | | $ | — | | | | | $ | 525,000 | | | | | $ | — | | | | | $ | 525,000 | | |
Oil, Gas & Consumable Fuels
|
| | | | — | | | | | | 3,705,033 | | | | | | — | | | | | | 3,705,033 | | |
Packaging & Containers
|
| | | | — | | | | | | 858,249 | | | | | | — | | | | | | 858,249 | | |
Pipelines
|
| | | | — | | | | | | 2,758,827 | | | | | | — | | | | | | 2,758,827 | | |
Real Estate Investment Trusts (REITs)
|
| | | | — | | | | | | 822,867 | | | | | | — | | | | | | 822,867 | | |
Retail
|
| | | | — | | | | | | 709,752 | | | | | | — | | | | | | 709,752 | | |
Semiconductors
|
| | | | — | | | | | | 355,372 | | | | | | — | | | | | | 355,372 | | |
Technology Hardware, Storage & Peripherals
|
| | | | — | | | | | | 1,170,780 | | | | | | — | | | | | | 1,170,780 | | |
Telecommunications
|
| | | | — | | | | | | 3,084,236 | | | | | | — | | | | | | 3,084,236 | | |
Trucking & Leasing
|
| | | | — | | | | | | 1,238,248 | | | | | | — | | | | | | 1,238,248 | | |
Preferred Stocks*
|
| | | | 26,930,217 | | | | | | — | | | | | | — | | | | | | 26,930,217 | | |
Senior Loans
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Commercial Services
|
| | | | — | | | | | | 904,691 | | | | | | 554,812 | | | | | | 1,459,503 | | |
Construction & Building
|
| | | | — | | | | | | 119,503 | | | | | | — | | | | | | 119,503 | | |
Consumer Services
|
| | | | — | | | | | | 752,265 | | | | | | 241,889 | | | | | | 994,154 | | |
Healthcare-Medical Devices
|
| | | | — | | | | | | 493,855 | | | | | | 230,672 | | | | | | 724,527 | | |
Hotels, Restaurants & Leisure
|
| | | | — | | | | | | — | | | | | | 249,531 | | | | | | 249,531 | | |
Media
|
| | | | — | | | | | | 873,281 | | | | | | — | | | | | | 873,281 | | |
Packaging & Containers
|
| | | | — | | | | | | 251,094 | | | | | | — | | | | | | 251,094 | | |
Real Estate
|
| | | | — | | | | | | 489,819 | | | | | | — | | | | | | 489,819 | | |
Retail
|
| | | | — | | | | | | 498,206 | | | | | | — | | | | | | 498,206 | | |
Software
|
| | | | — | | | | | | 1,186,440 | | | | | | 563,981 | | | | | | 1,750,421 | | |
Telecommunications
|
| | | | — | | | | | | 896,347 | | | | | | — | | | | | | 896,347 | | |
Exchange-Traded Funds*
|
| | | | 5,647,666 | | | | | | — | | | | | | — | | | | | | 5,647,666 | | |
Master Limited Partnerships*
|
| | | | 3,997,834 | | | | | | — | | | | | | — | | | | | | 3,997,834 | | |
Money Market Fund
|
| | | | 2,857,678 | | | | | | — | | | | | | — | | | | | | 2,857,678 | | |
Total Investments
|
| | | $ | 142,152,185 | | | | | $ | 47,124,956 | | | | | $ | 2,160,010 | | | | | $ | 191,437,151 | | |
|
| | |
Senior Loans
|
| |
Corporate Bonds
|
| |
Total
|
| |||||||||
Balance as of December 31, 2018
|
| | | $ | — | | | | | $ | — | | | | | $ | — | | |
Realized gain
|
| | | | 43 | | | | | | — | | | | | | 43 | | |
Change in unrealized appreciation
|
| | | | 19,463 | | | | | | 35,324 | | | | | | 54,787 | | |
Amortization
|
| | | | 216 | | | | | | 676 | | | | | | 892 | | |
Purchases
|
| | | | 1,823,239 | | | | | | — | | | | | | 1,823,239 | | |
Sales and principal paydowns
|
| | | | (2,076) | | | | | | — | | | | | | (2,076) | | |
Transfers into Level 3
|
| | | | — | | | | | | 283,125 | | | | | | 283,125 | | |
Transfers out of Level 3
|
| | | | — | | | | | | — | | | | | | — | | |
| | |
Senior Loans
|
| |
Corporate Bonds
|
| |
Total
|
| |||||||||
Balance as of December 31, 2019
|
| | | $ | 1,840,885 | | | | | $ | 319,125 | | | | | $ | 2,160,010 | | |
Net change in unrealized appreciation attributable to level 3 investments held at December 31, 2019
|
| | | $ | 19,463 | | | | | $ | 35,324 | | | | | $ | 54,682 | | |
| | |
Fair Value
|
| |
Valuation Technique
|
| |
Unobservable Input
|
| |
Range
|
| |
Direction Change in
Fair Value Resulting from Increase in Unobservable Inputs(1) |
| |||||||||
Senior Loans
|
| | | $ | 1,840,885 | | | |
Third-party vendor
pricing service |
| |
Broker quotes
|
| | | | N/A | | | | | | Increase | | |
Corporate Bonds
|
| | | | 319,125 | | | |
Third-party vendor
pricing service |
| |
Broker quotes
|
| | | | N/A | | | | | | Increase | | |
|
Shares of common stock, beginning of year
|
| | | | 7,180,875 | | |
|
Change in shares of common stock outstanding (share repurchases)
|
| | | | (56,051) | | |
|
Shares of common stock, end of year
|
| | | | 7,124,824 | | |
|
Dollar amount repurchased
|
| | | $ | 952,981 | | |
|
Shares repurchased
|
| | | | 56,051 | | |
|
Average price per share (including commission)
|
| | | $ | 16.97 | | |
|
Weighted average discount to NAV
|
| | | | 9.80% | | |
|
Year
|
| |
Ordinary
Income* |
| |
Return of
Capital |
| |
Long-Term
Capital Gain |
| |||||||||
|
2018
|
| | | $ | 5,315,587 | | | | | $ | 708,939 | | | | | $ | 466,985 | | |
|
2019
|
| | | $ | 5,664,967 | | | | | $ | 79,732 | | | | | $ | 1,148,940 | | |
|
Distributions in excess of Net
Investment Income |
| |
Accumulated on Investments Net
Realized Loss |
| |
Net Unrealized
Appreciation on Investments |
|
|
$ —
|
| |
$528,348
|
| |
$1,737,820
|
|
Shareholder
|
| |
Percent of
Ownership |
| |||
Raymond James Financial
|
| | | | 19.6% | | |
Karpus Management Inc
|
| | | | 11.1% | | |
| | |
Shares
|
| |||||||||
| | |
For
|
| |
Withhold Authority
|
| ||||||
To elect two Class III Trustees of the Fund, to serve for a term ending at the
2022 Annual Meeting of the Fund and until her or his successor has been elected and qualified |
| | | ||||||||||
Laurie Hesslein
|
| | | | 6,092,077 | | | | | | 926,145 | | |
Brian Good
|
| | | | 6,088,331 | | | | | | 929,891 | | |
| | |
Shares
|
| | | | | | | |||||||||||||||
| | |
For
|
| |
Against
|
| |
Abstain
|
| | | |||||||||||||
To take action on a shareholder proposal submitted in December 2018 requesting that the Fund take the steps necessary to terminate all advisory, sub-advisory and management agreements in effect as of December 2018 with Four Wood Capital Advisors, LLC and Eagle Asset Management, Inc.
|
| | | | 954,611 | | | | | | 888,588 | | | | | | 72,616 | | | | |
|
Fund
|
| | | | 100% | | |
|
Fund
|
| | | | 100% | | |
Name, Year of Birth
|
| |
Position(s) Held
with the Fund |
| |
Number of
Funds in Complex Overseen by Trustee(2) |
| |
Principal
Occupation(s) During Past 5 Years: |
| |
Other Directorship
Held by the Trustee |
|
Brian Good(1)
Year of Birth: 1965 |
| | President and Principal Executive Officer; Trustee, Class III since 2019 | | | 1 | | | First Eagle Alternative Credit, LLC, Senior Managing Director (2012 – Present). | | | None | |
Steven A. Baffico Year of Birth: 1973 | | | Trustee, Class II, since 2015 | | | 1 | | |
Four Wood Capital Partners, LLC, Managing Partner and Chief Executive Officer
(2011 – Present). |
| | None | |
Joseph L. Morea Year of Birth: 1955 | | | Trustee, Class I, and Chairman of the Board since 2015 | | | 2 | | | Self-Employed, Commercial and Industrial Real Estate Investment (2012 – Present). | | | Director, TravelCenters of America, LLC; Director, Garrison Capital Inc.; Trustee, RMR Real Estate Income Fund; Trustee, Industrial Logistics Properties Trust; Trustee, Tremont Mortgage Trust | |
Laurie Hesslein
Year of Birth: 1959 |
| | Trustee, Class III, since 2017 | | | 2 | | | Citigroup, Managing Director, Citi Holdings Division – Business Head, Local Consumer Lending North America (2013 – 2017). | | | Trustee, VanEck Vectors ETF Trust (56 Funds) | |
Ronald J. Burton Year of Birth: 1947 | | | Trustee, Class II, and Audit Committee Chair since 2015 | | | 2 | | | Burton Consulting, LLC, Principal (2013 – Present). | | | None | |
Michael Perino
Year of Birth: 1963 |
| | Trustee, Class I, and Nominating and Governance Committee Chair since 2015 | | | 2 | | | St. John’s University School of Law, Dean George W. Matheson Professor of Law (2007 – Present); Associate Academic Dean (2017 – Present). | | | None | |
Name, Year of Birth, and Position(s)
Held with the Fund |
| |
Principal Occupation(s) During Past 5 Years:
|
|
Brian Good
Year of Birth: 1965 President and Principal Executive Officer since 2019 |
| | First Eagle Alternative Credit, LLC, Senior Managing Director and Chief Product Strategist (2012 – Present). | |
Jennifer Wilson
Year of Birth: 1972 Treasurer, Principal Financial Officer, Principal Accounting Officer, and Secretary since 2019 |
| | First Eagle Alternative Credit, LLC, Chief Accounting Officer (2020), Director of Financial Planning & Analysis (2018 – Present); Four Wood Capital Partners LLC, Managing Partner and Chief Financial Officer (2012 – 2018). | |
Andrew Morris
Year of Birth: 1986 Chief Compliance Officer since 2019 |
| |
First Eagle Alternative Credit, LLC, Chief
Compliance Officer (2020); Director, Senior Counsel (2019); Kirkland & Ellis LLP, Associate (2016 – 2019); Davis Polk & Wardwell LLP, Associate (2014 – 2016). |
|
Sabrina Rusnak-Carlson
Year of Birth: 1979 Chief Legal Officer since 2019 |
| | First Eagle Alternative Credit, LLC, General Counsel (2015 – Present) and Chief Compliance Officer (2018 – 2019); Proskauer Rose LLP, Partner (2004 – 2015). | |
|
James Camp
Year of Birth: 1964 Vice President since 2015 |
| | Eagle Asset Management, Inc., Managing Director (1997 – Present) | |
| Trustees | |
| Brian Good | |
| Joseph L. Morea*# | |
| Laurie A. Hesslein*# | |
| Ronald J. Burton*# | |
| Michael Perino*# | |
| Steven Baffico | |
| Officers | |
| Brian Good | |
| Jennifer Wilson | |
| Sabrina Rusnak-Carlson | |
| Andrew Morris | |
| James Camp | |
|
Investment Adviser
|
|
| First Eagle Alternative Credit, LLC | |
|
Sub-Adviser
|
|
| Eagle Asset Management, Inc. | |
| Administrator, Custodian & Accounting Agent | |
| The Bank of New York Mellon | |
| Transfer Agent, Dividend Paying Agent and Registrar | |
| American Stock Transfer and Trust Company | |
| Independent Registered Public Accounting Firm | |
| RSM US LLP | |
| Legal Counsel | |
| Proskauer Rose LLP | |
Item 2. Code of Ethics.
(a) | The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. |
(b) | Not applicable |
(c) | The code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, was amended on August 27, 2019 to reflect changes relating to the transition of the registrant’s investment adviser from Four Wood Capital Advisors, LLC to THL Credit Advisors LLC. |
(d) | The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions. |
(e) | The registrant intends to satisfy the disclosure requirement under paragraph (c) of this item by posting such information on its Internet website at http://thlcreditegif.com. |
(f) | The registrant posts its code of ethics referenced in Item 2(a) above on its Internet website at http://thlcreditegif.com. |
Item 3. Audit Committee Financial Expert.
As of the end of the period covered by the report, the registrant’s board of trustees has determined that Mr. Ronald Burton Jr. and Mr. Joseph Morea are qualified to serve as audit committee financial experts serving on its audit committee and that they are “independent,” as defined by Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
Audit Fees
(a) | The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $36,250 for 2019 and $35,000 for 2018. |
Audit-Related Fees
(b) | The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item are $0 for 2019 and $0 for 2018. |
Tax Fees
(c) | The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $15,700 for 2019 and $15,250 for 2018. These services are related to the review of federal and state income tax returns, excise tax returns, and the review of the distribution requirements for excise tax purposes. |
All Other Fees
(d) | The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2019 and $0 for 2018. |
(e) | (1) | Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. |
Pre-Approval of Audit and Non-Audit Services Provided to the Eagle Growth and Income Opportunities Fund (“EGIF” or the “Fund”). The Pre-Approval Policies and Procedures (the “Policy”) adopted by the Audit Committee (the “Committee”) of EGIF set forth the procedures and the conditions pursuant to which services performed by an independent auditor (“Auditor”) for EGIF may be pre-approved. The Committee as a whole or, in certain circumstances, a designated member of the Committee (“Designated Member”), must pre-approve all audit services and non-audit services that the Auditor provides to the Funds.
Pre-Approval of Non-Audit Services Provided to EGIF’s Investment Adviser or Service Affiliates. The Committee as a whole, or in certain circumstances, a Designated Member, must pre-approve any engagement of the Auditor to provide non-audit services to the Investment Adviser and any Service Affiliate during the period of the Auditor’s engagement to provide audit services to the Fund, if the non-audit services to the Investment Adviser or Service Affiliate directly impact the Fund’s operations and financial reporting.
(e) | (2) | The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows: |
(b) N/A
(c) 100%
(d) N/A
(f) | Not applicable. |
(g) | The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $76,950 for 2019 and $68,985 for 2018. |
(h) | The registrant's audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. |
Item 5. Audit Committee of Listed Registrants.
(a) | The registrant has a separately designated audit committee consisting of all the independent trustees of the registrant. The members of the audit committee are: Mr. Ronald Burton Jr., Mr. Joseph Morea, Ms. Laurie Hesslein, and Mr. Michael Perino. |
(b) | Not applicable. |
Item 6. Investments.
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
(b) | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
The Proxy Voting Policies are attached herewith.
Eagle Growth And Income Opportunities Fund
PROXY VOTING POLICIES AND PROCEDURES
1. | Policy |
It is the policy of the Board of Trustees (the “Board”) of Eagle Growth and Income Opportunities Fund (the “Fund”) to delegate the responsibility for voting proxies relating to the securities held by the Fund to the Fund’s Adviser (the “Adviser”) and Subadviser (the “Subadviser”), subject to the Board’s continuing oversight. The Board hereby delegates such responsibility to the Fund’s Adviser and Subadviser, and directs the Adviser and Subadviser to vote proxies relating to Fund portfolio securities managed by the Adviser and Subadviser, respectively, consistent with the duties and procedures set forth below. The Adviser and Subadviser may retain a third party to review, monitor and recommend how to vote proxies in a manner consistent with the duties and procedures set forth below, to ensure such proxies are voted on a timely basis and to provide reporting and/or record retention services in connection with proxy voting for the Fund.
2. | Fiduciary Duty |
The right to vote a proxy with respect to securities held by the Fund is an asset to the Fund. The Adviser and Subadviser, to which authority to vote on behalf of the Fund is delegated, acts as a fiduciary of the Fund and must vote proxies in a matter consistent with the best interest of the Fund and its shareholders. In discharging this fiduciary duty, the Advise r an d Subadviser must maintain and adhere to its policies and procedures for addressing conflicts of interest and must vote in a manner substantially consistent with its policies, procedures and guidelines,
as presented to the Board.
3. | Procedures |
The following are the procedures adopted by the Board for the administration of this policy:
A. | Review of Subadviser’s Proxy Voting Procedures. The Adviser and Subadviser shall present to the Board their policies, procedures and other guidelines for voting proxies at least annually, and must notify the Board promptly of material changes to any of these documents, including changes to policies and procedures addressing conflicts of interest. |
B. | Voting Record Reporting. The Adviser and Subadviser shall ensure that the voting record necessary for the completion and filing of Form N-PX is provided to the Fund’s administrator at least annually. Such voting record information shall be in a form acceptable to the Fund and shall be provided at such time(s) as are required for the timely filing of Form N-PX and at such additional times(s) as the Fund and the Adviser or the Subadviser, as applicable, may agree from time to time. With respect to those proxies that the Adviser or Subadviser, as applicable, has identified as involving a conflict of interest, the Adviser or Subadviser shall submit a report indicating the nature of the conflict of interest and how that conflict was resolved with respect to the voting of the proxy. |
C. | Conflicts of Interest. Any actual or potential conflicts of interest between the Adviser or Subadviser, on the one hand, and the Fund's shareholders, on the other hand, arising from the proxy voting process will be addressed by the Adviser or Subadviser, as applicable, and the Adviser’s or Subadviser’s application of its proxy voting procedures pursuant to the delegation of proxy voting responsibilities to the Adviser and Subadviser. In the event that the Adviser or Subadviser notifies the Chief Compliance Officer of the Fund (the “CCO”) that a conflict of interest cannot be resolved under the applicable Proxy Voting Procedures, the CCO is responsible for notifying the Chairman of the Board of the Fund of the irreconcilable conflict of interest and assisting the Chairman with any actions he determines are necessary. |
A “conflict of interest” includes, for example, any circumstance when the Fund, the Adviser, the Subadviser or one or more of their affiliates (including officers, directors and employees) knowingly does business with, receives compensation from, or sits on the board of, a particular issuer or closely affiliated entity, and therefore, may appear to have a conflict of interest between its own interests and the interests of Fund shareholders in how proxies of that issuer are voted. Situations where the issuer seeking the proxy vote is also a client of the Adviser or Subadviser, as applicable, are deemed to be potential conflicts of interest. Potential conflicts of interest may also arise in connection with consent solicitations relating to debt securities where the issuer of debt is also a client of the Adviser or Subadviser, as applicable.
D. | Securities Lending Program. When the Fund’s securities are out on loan, they are transferred into the borrower’s name and are voted by the borrower, in its discretion. Where the Adviser or Subadviser determines, however, that there is a proxy vote (or other shareholder action) for a material event, the Adviser or Subadviser, as applicable, should request that the agent recall the security prior to the record date to allow the A dv i s e r or Subadviser to vote the proxy for the security. When determining whether to recall securities to allow for a proxy vote, the Adviser or Subadviser will determine whether such action is beneficial to the Fund and its shareholders by considering the materiality of the proxy item, the percentage of the issuer’s shares held, the likelihood of materially affecting the proxy vote, and the cost and use of resources to recall the securities. |
4. | Revocation |
The delegation by the Board of the authority to vote proxies relating to securities of the Fund is entirely voluntary and may be revoked by the Board, in whole or in part, at any time without prior notice.
5. | Disclosure of Policy or Description/Proxy Voting Record |
A. | The Fund will disclose a description of the Fund’s proxy voting policy in the Fund’s Statement of Additional Information (“SAI”). The Fund also will disclose in its SAI that information is available about how the Fund voted proxies during the most recent twelve-month period ended June 30 without charge, upon request, (i) either by calling a specified toll-free telephone number, or on the Fund’s website at a specified address, or both, and (ii) on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov. Upon any request for a proxy voting record by telephone, the Fund will send the policy or the information disclosed in the Fund’s most recently filed report on Form N-PX (or a copy of the SAI containing the policy or description) by first-class mail or other prompt delivery method within three business days of receipt of the request. If the Fund discloses that the Fund’s proxy voting record is available on or through its website, the Fund will make available free of charge the information disclosed in the Fund’s most recently filed report on Form N-PX on or through its website as soon as reasonably practicable after filing the report with the SEC. |
B. | The Fund will disclose in its annual and semi-annual shareholder reports that this proxy voting policy or a description of it is available without charge, upon request, (i) by calling a specified toll-free telephone number, (ii) on the Fund’s website, if applicable, and (iii) on the SEC’s website. Upon any request for a proxy voting policy or description of it, the Fund will send the policy or the description (or a copy of the SAI containing the policy or description) by first-class mail or other prompt delivery method within three business days of receipt of the request. |
C. | The Fund also will disclose in its annual and semi-annual shareholder reports that information is available about how the Fund voted proxies during the most recent twelve-month period ended June 30 without charge, upon request, (i) either by calling a specified toll free telephone number, (ii) on the Fund’s website at a specified address, if applicable, and (iii) on the SEC’s website. Upon any request for a proxy voting record by telephone, the Fund will send the policy or the information disclosed in the Fund’s most recently filed report on Form N-PX (or a copy of the SAI containing the policy or description) by first-class mail or other prompt delivery method within three business days of receipt of the request. If the Fund discloses that the Fund’s proxy voting record is available on or through its website, the Fund will make available free of charge the information disclosed in the Fund’s most recently filed report on Form N-PX on or through its website as soon as reasonably practicable after filing the report with the SEC. |
D. | The Fund will file Form N-PX containing its proxy voting record for the most recent twelve-month period ended June 30 with the SEC, and will provide a copy of the report (in paper form, online, or by reference to the SEC’s website) to shareholders who request it. |
E. | The Fund will disclose its proxy voting record for the most recent twelve-month period ended June 30 (on Form N-PX or otherwise) to shareholders either in paper form upon request, or on its website. |
6. | Related Procedures |
The Fund currently satisfies the disclosure obligation set forth in Section 5 above by:
• | describing the proxy voting policy in the Fund’s SAI and disclosing in the Fund’s SAI that the information is available about how the Fund voted proxies during the most recent twelve-month period ended June 30 without charge, upon request by calling a specified toll-free telephone number and on the Commission’s website; |
• | disclosing in its annual and semi-annual shareholder reports that this proxy voting policy is available without charge, upon request by calling a specified toll-free telephone number and on the Commission’s website; |
• | disclosing in its annual and semi-annual shareholder reports that information is available about how the Fund voted proxies during the most recent twelve-month period ended June 30 without charge, upon request, by calling a specified toll-free telephone number and on the Commission’s website; and |
• | providing any shareholder, upon request, a paper form of the most recently filed report on Form N-PX by first-class mail or other prompt delivery method within three business days of receipt of the request. |
7. | Recordkeeping |
Proxy voting books and records shall be maintained and preserved in an easily accessible place for a period of not less than five years from the end of the fiscal year during which the last entry was made on the record, the first two years in office of the Adviser or Subadviser, as applicable.
The Adviser and Subadviser shall maintain the following records relating to proxy voting:
• | a copy of these policies and procedures; |
• | a copy of each proxy form (as voted); |
• | a copy of each proxy solicitation (including proxy statements) and related materials; |
• | documentation relating to the identification and resolution of conflicts of interest; |
• | any documents created by the Adviser or Subadviser that were material to a proxy voting decision, including a decision to abstain from voting, or that memorialized the basis for that decision; and |
• | a copy of each written request from an investor for the Fund’s proxy voting policies and procedures and/or information on how the Adviser or Subadviser voted proxies, and a copy of any written response by the Adviser or Subadviser to any such requests. |
8. | Review of Policy |
The Board shall review from time to time this policy to determine its sufficiency and shall make and approve any changes that it deems necessary from time to time.
Adopted: August 22, 2013
Amended: May 14, 2015
Amended: June 21, 2018
Amended: August 27, 2019
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
(a)(1) | Identification of Portfolio Manager(s) or Management Team Members and Description of Role of Portfolio Manager(s) or Management Team Members |
James R. Fellows, Chief Investment Officer and Managing Director, First Eagle Alternative Credit, LLC (“FEAC”), the Fund’s investment adviser. James has worked for FEAC’s senior loan strategies business from June 2012 to present. Between April 2004 and June 2012, James served as Managing Director for McDonnell Investment Management, LLC, whose alternative credit strategies business was the predecessor firm to FEAC’s senior loan strategies business.
Brian W. Good, Managing Director, FEAC. Brian has worked for FEAC’s senior loan strategies business from June 2012 to present. Between April 2004 and June 2012, Brian served as Managing Director for McDonnell Investment Management, LLC, whose alternative credit strategies business was the predecessor firm to FEAC’s senior loan strategies business.
Robert J. Hickey, Managing Director, FEAC. Robert has worked for FEAC’s senior loan strategies business from June 2012 to present. Between April 2004 and June 2012, Robert served as Managing Director for McDonnell Investment Management, LLC, whose alternative credit strategies business was the predecessor firm to FEAC’s senior loan strategies business.
Brian J. Murphy, Managing Director, FEAC. Brian has worked for FEAC’s senior loan strategies business, June 2012 to present. Between May 2004 and June 2012, Brian served as Managing Director for McDonnell Investment Management, LLC, whose alternative credit strategies business was the predecessor firm to FEAC’s senior loan strategies business.
Steven F. Krull, Managing Director, FEAC. Steven has worked for FEAC’s senior loan strategies business, June 2012 to present. Between May 2004 and June 2012, Steven served as Director for McDonnell Investment Management, LLC, whose alternative credit strategies business was the predecessor firm to FEAC’s senior loan strategies business.
James C. Camp, CFA, Managing Director, Portfolio Manager, Eagle Asset Management, Inc. (“EAM”), the Fund’s sub-adviser. Mr. Camp has 30 years of fixed income investment experience and is responsible for the management of all fixed income portfolios. Before joining EAM in 1997, James was a Vice President in the Fixed Income Research and Mortgage Specialist Groups at Raymond James & Associates following three years at ING Investment Management. Mr. Camp graduated with a B.S. in Engineering Science from Vanderbilt University in 1986 and earned his M.B.A. in Finance from Emory University in 1990. He is a CFA charterholder.
David Blount, CFA, CPA, Portfolio Co-Manager, EAM. Mr. Blount has 35 years of investment experience and is responsible for portfolio management, as well as research in the consumer discretionary and consumer staples sectors. Prior to joining Eagle in 1993, David served as an Investment Analyst for Allstate. He earned a B.S. in Finance from the University of Florida in 1983. Mr. Blount is a CFA charterholder and a Certified Public Accountant.
Joseph Jackson, CFA, Portfolio Co-Manager & Senior Credit Analyst, EAM. Mr. Jackson has 20 years of investment experience and is responsible for analyzing corporate issues for Eagle's Fixed Income group. Prior to joining Eagle in 2004, he was Senior Vice President & Corporate Bond Portfolio Manager at BB&T Asset Management, where he managed over $1 billion in corporate bonds, as well as BB&T's Intermediate Corporate Bond Fund. Mr. Jackson earned a B.A. in 1990 and an M.B.A. in Finance and Investments in 1998, both from Wake Forest University. He is a CFA charterholder.
Ed Cowart, CFA, Portfolio Co-Manager, EAM. Mr. Cowart has 47 years of investment experience and is responsible for portfolio management, as well as research in the energy and financial (ex-REITs) sector. He has been with Eagle since 1999. Prior to joining Eagle, he was Managing Director of the Value Equity team at Bank One Investment Advisors, where he managed the One Group Large Cap Value Fund. His extensive investment experience also includes positions as Director of Research for a regional broker/dealer and for the University of Texas' Endowment Fund. Mr. Cowart earned an A.B. from Dartmouth College. He is a CFA charterholder.
Harald Hvideberg, CFA, Portfolio Co-Manager, EAM. Mr. Hvideberg has 22 years of investment experience and is responsible for portfolio management, as well as research in the technology, telecommunications, and utilities sectors. He joined Eagle in 2014. Prior to joining Eagle, he was a portfolio manager at Wood Asset Management. Mr. Hvideberg earned a B.A. in Economics in 1992 and a B.S. in finance in 1993, both from the University of South Florida and an M.B.A. from the University of Florida in 1997. He is a CFA charterholder.
The Portfolio Managers employed noted above manage EGIF via a committee. Therefore, the day-to-day management of EGIF is shared among the Portfolio Managers.
All information provided is as of December 31, 2019.
(a)(2) | Other Accounts Managed by Portfolio Manager(s) or Management Team Member and Potential Conflicts of Interest |
Name of Portfolio Manager or Team Member |
Type of Accounts |
Total No. of Accounts Managed |
Total Assets | No. of Accounts where Advisory Fee is Based on Performance | Total Assets in Accounts where Advisory Fee is Based on Performance |
James R. Fellows | Registered Investment Companies: | 5 |
$ 849 million
|
1** | $0 |
Other Pooled Investment Vehicles: | 44 | $15.3 billion | 6 | $14.4 billion | |
Other Accounts: | 4 | $1.1 billion | 0 | $0 | |
Brian W. Good | Registered Investment Companies: | 4 | $409 million | 0 | $0 |
Other Pooled Investment Vehicles: | 37 | $14.1 billion | 30*** | $13.2 billion | |
Other Accounts: | 4 | $1.1 billion | 0 | $0 | |
Robert J. Hickey | Registered Investment Companies: | 4 | $409 million | 0 | $0 |
Other Pooled Investment Vehicles: | 38 | $14.2 billion | 31*** | $13.3 billion | |
Other Accounts: | 5 | $1.1 billion | 1 | $2.3 million | |
Brian J. Murphy | Registered Investment Companies: | 4 | $409 million | 0 | $0 |
Other Pooled Investment Vehicles: | 37 | $14.1 billion | 30*** | $13.2 billion | |
Other Accounts: | 4 | $1.1 billion | 0 | $0 | |
Steven F. Krull | Registered Investment Companies: | 4 | $409 million | 0 | $0 |
Other Pooled Investment Vehicles: | 37 | $14.1 billion | 30*** | $13.2 billion | |
Other Accounts: | 4 | $1.1 billion | 0 | $0 | |
James C. Camp | Registered Investment Companies: | 0 | 0 | 0 | 0 |
Other Pooled Investment Vehicles: | 0 | 0 | 0 | 0 | |
Other Accounts: | 9,141 | $7.2 billion | 0 | 0 | |
David Blount | Registered Investment Companies: | 1 | $878 million | 0 | 0 |
Other Pooled Investment Vehicles: | 0 | 0 | 0 | 0 | |
Other Accounts: | 872 | $446 million | 0 | 0 | |
Joseph Jackson | Registered Investment Companies: | 0 | 0 | 0 | 0 |
Other Pooled Investment Vehicles: | 0 | 0 | 0 | 0 | |
Other Accounts: | 9,141 | $7.2 billion | 0 | 0 | |
Ed Cowart | Registered Investment Companies: | 1 | $878 million | 0 | 0 |
Other Pooled Investment Vehicles: | 0 | 0 | 0 | 0 | |
Other Accounts: | 872 | $446 million | 0 | 0 | |
Harald Hvideberg | Registered Investment Companies: | 1 | $878 million | 0 | 0 |
Other Pooled Investment Vehicles: | 0 | 0 | 0 | 0 | |
Other Accounts: | 872 | $446 million | 0 | 0 |
* Information as of December 31, 2019, except as noted, and is unaudited.
**Includes one business development company (the “BDC”), as of September 30, 2019, for which the performance fee was waived in 2019. Therefore, no assets of the BDC are included in the “Total Assets in Accounts where Advisory Fee is Based on Performance”.
*** Includes one pooled investment vehicle which is currently in wind down and three called CLOs, and no performance based fee is being received/billed from the vehicles, so assets of the wind down portfolio and the called CLOs are not included in “Total Assets in Accounts where Advisory Fee is Based on Performance”. Also, twenty-six other accounts noted in this column represent Collateralized Loan Obligation Vehicles (CLOs) where the performance fees of a CLO are achieved based on a pre-defined percentage based internal rate of return (IRR) hurdle for holders of the subordinated notes of the CLO.
Potential Conflicts of Interests
The Portfolio Managers may be subject to certain conflicts of interest in their management of the Fund. These conflicts could arise primarily from the involvement of FEAC and EAM (collectively, the “Advisers”) and their respective affiliated entities (“Affiliates”) in other activities that may conflict with those of the Fund. The Advisers’ Affiliates engage in a broad spectrum of activities. In the ordinary course of their business activities, the Advisers’ Affiliates may engage in activities where the interests of the Affiliates or the interests of their clients may conflict with the interests of the Fund. Other present and future activities of the Affiliates may give rise to additional conflicts of interest which may have a negative impact on the Fund. In addition, the Portfolio Managers or other management team members of the Advisers serve or may serve as Portfolio Managers or management team members of entities that operate in the same or a related line of business, or of accounts sponsored or managed by the Affiliates. In serving in these multiple capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the best interests of the Fund.
In addressing these conflicts and regulatory, legal and contractual requirements across its various businesses, certain members of the Advisers and the Affiliates have implemented certain policies and procedures (e.g., information walls). For example, the Advisers and their Affiliates may come into possession of material non-public information with respect to companies in which the Advisers may be considering making an investment or companies that are advisory clients of the Advisers and their Affiliates. As a consequence, that information, which could be of benefit to the Fund, could also restrict the Fund’s activities and the investment opportunity may otherwise be unavailable to the Fund. Additionally, the terms of confidentiality or other agreements with or related to companies in which any account managed by the Advisers has or has considered making an investment or which is otherwise an advisory client of the Advisers and their Affiliates may restrict or otherwise limit the ability of the Advisers to direct investments in such companies.
The Advisers and their Affiliates may participate on creditors’ committees with respect to the bankruptcy, restructuring or workout of issuers. In such circumstances, the Advisers may take positions on behalf of themselves and other accounts and clients that are adverse to the interest of other clients. As a result of such participation, the Advisers may be restricted in trading in such issuers or securities of said issuers.
The Investment Company Act of 1940, as amended (“1940 Act”), also prohibits certain “joint” transactions with certain of the Advisers’ Affiliates, which could include making investments in the same portfolio company (whether at the same or different times). As a result of these restrictions, the Advisers may be prohibited in some cases from buying or selling any security directly from or to any portfolio company of a fund managed by an Affiliate. These limitations may limit the scope of investment opportunities that would otherwise be available to the Fund.
All of the transactions described above involve the potential for conflicts of interest between the Advisers (or their employees) and the Fund. The Investment Advisers Act of 1940, as amended, and the 1940 Act impose certain requirements designed to mitigate the possibility of conflicts of interest between an investment adviser and its clients. In some cases, transactions may be permitted subject to fulfillment of certain conditions. Certain other transactions may be prohibited. The Advisers have instituted policies and procedures designed to prevent conflicts of interest from arising and, when they do arise, to ensure that it effects transactions for clients in a manner that is consistent with the Advisers’ fiduciary duties to the Fund and in accordance with applicable law. The Advisers seeks to ensure that potential or actual conflicts of interest are appropriately resolved taking into consideration the overriding best interest of the applicable Fund or client account.
(a)(3) | Compensation Structure of Portfolio Manager(s) or Management Team Members |
The Portfolio Managers of the Fund’s adviser (the “FEAC Portfolio Managers”) are employed by First Eagle Alternative Credit SLS, LLC (“FEAC SLS”), a subsidiary of FEAC, and provide services to FEAC through a staffing arrangement. FEAC SLS offers all investment professionals the opportunity to receive a performance bonus, in addition to their annual salary, which is based in part on the performance of firm overall, rather than specific accounts.
The FEAC Portfolio Managers are evaluated based on a set of objective performance criteria where a numerical scoring framework is applied. Annual investment performance is a significant component of that score, with the contribution amount varied pursuant to the FEAC Portfolio Manager’s experience and seniority. In addition, management finds it valuable and fair to look at all decisions made, not simply the ones that resulted in assets entering or leaving the portfolios. In addition to the FEAC Portfolio Manager’s salary and annual bonus, FEAC offers employees significant benefits. Benefits include 401k company matching, health, dental, disability and life insurance coverage as well as paid vacation time.
Generally, the FEAC Portfolio Managers are offered compensation levels that are viewed as competitive within the investment industry and benchmarked to industry data. Specifically, the professional staff is compensated with a base salary in addition to a yearly bonus that is based on company, group and individual performance. The intent of this compensation plan is the long term alignment of interests between the investment team and our clients over a multi-year period. Relative outperformance and client satisfaction over time will often lead to improved fund flows and thus a more robust bonus pool.
With respect to the Fund’s sub-adviser, professional compensation at EAM for Investment Personnel is structured so that key professionals benefit from staying with EAM. Each portfolio manager receives a fixed base salary and a cash bonus payable every year. A portion of the bonus is deferred pursuant to the practice of EAM. The bonus is determined at the discretion of senior management of EAM, and is based on a qualitative analysis of several factors, including the profitability of EAM and the contribution of the individual employee. Many of the factors considered by management in reaching its compensation determinations will be impacted by the long-term performance and the value of assets held in the Fund as well as the portfolios managed for EAM’s other clients. However, there are no set formulas and no benchmarks considered in these determinations, which are not quantitative in any way. When portfolio managers also perform additional management functions within EAM, those contributions may also be considered in the determination of bonus compensations.
(a)(4) | Disclosure of Securities Ownership |
"Beneficial ownership" should be determined in accordance with rule 16a-1(a)(2) under the Exchange Act (17 CFR 240.16a-1(a)(2)).
Name of Portfolio Manager or Team Member |
Dollar ($) Range of Fund Shares Beneficially Owned* |
|
James R. Fellow | $0 | |
Brian W. Good | $0 | |
Robert J. Hickey | $0 | |
Brian J. Murphy | $0 | |
Steven F. Krull | $0 | |
James C. Camp | $100,001 - $500,000 | |
David Blount | $50,001 - $100,001 | |
Joseph Jackson | $0 | |
Ed Cowart | $0 | |
Harald Hvideberg | $0 |
*Information as of December 31, 2019.
(b) | Not applicable. |
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
REGISTRANT PURCHASES OF EQUITY SECURITIES
Period |
Total Number of Shares (or Units) Purchased |
Average Price Paid per Share (or Unit) |
Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs |
Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs* |
December 13 – 31, 2019 | 56,051 | $16.97 | 56,051 | 662,036 shares |
Total | 56,051 | $16.97 | 56,051 | 662,036 shares |
* On November 21, 2019, the Fund announced a share repurchase program authorizing the Fund to repurchase up to 10% of its then currently outstanding shares. The repurchase program will expire on November 30, 2020.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
(a) | The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the registrant’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
The registrant did not engage in any securities lending activity during the fiscal period reported on the Form N-CSR .
Item 13. Exhibits.
(a)(1) | Code of ethics – See Item 2. |
(a)(2) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
(a)(3) | Not applicable. |
(a)(4) | Not applicable. |
(b) | Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Eagle Growth and Income Opportunities Fund
By (Signature and Title)* /s/ Brian W. Good
Brian W. Good, President and Principal Executive Officer
(principal executive officer)
Date 3/6/20
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* /s/ Brian W. Good
Brian W. Good, President and Principal Executive Officer
(principal executive officer)
Date 3/6/20
By (Signature and Title)* /s/ Jennifer Wilson
Jennifer Wilson, Treasurer, Principal Financial Officer and Secretary
(principal financial officer)
Date 3/6/20
* Print the name and title of each signing officer under his or her signature.
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