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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Western Asset Global Corporate Opportunity Fund Inc | NYSE:GDO | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.03 | 0.27% | 11.04 | 11.0621 | 10.98 | 10.98 | 31,252 | 22:16:12 |
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 811-22334
Western Asset Global Corporate Opportunity Fund Inc.
(Exact name of registrant as specified in charter)
620 Eighth Avenue, 47th Floor, New York, NY 10018
(Address of principal executive offices) (Zip code)
Marc A. De Oliveira
Franklin Templeton
100 First Stamford Place
Stamford, CT 06902
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-888-777-0102
Date of fiscal year end: October 31
Date of reporting period: October 31, 2024
ITEM 1. | REPORT TO STOCKHOLDERS. |
The Annual Report to Stockholders is filed herewith.
III
|
|
1
|
|
7
|
|
8
|
|
10
|
|
32
|
|
33
|
|
34
|
|
35
|
|
36
|
|
38
|
|
53
|
|
54
|
|
61
|
|
62
|
|
69
|
|
70
|
|
71
|
|
91
|
|
93
|
Performance Snapshot as of October 31, 2024
|
|
Price Per Share
|
12-Month
Total Return**
|
$12.37 (NAV)
|
15.14
%†
|
$11.90 (Market Price)
|
16.48
%‡
|
Net Asset Value
|
|
Average annual total returns1
|
|
Twelve Months Ended 10/31/24
|
15.14
%
|
Five Years Ended 10/31/24
|
0.32
|
Ten Years Ended 10/31/24
|
2.81
|
Cumulative total returns1
|
|
10/31/14 through 10/31/24
|
31.87
%
|
Market Price
|
|
Average annual total returns2
|
|
Twelve Months Ended 10/31/24
|
16.48
%
|
Five Years Ended 10/31/24
|
0.94
|
Ten Years Ended 10/31/24
|
3.91
|
Cumulative total returns2
|
|
10/31/14 through 10/31/24
|
46.70
%
|
1
|
Assumes the reinvestment of all distributions, including returns of capital, if any,
at net asset value.
|
2
|
Assumes the reinvestment of all distributions, including returns of capital, if any,
in additional shares in
accordance with the Fund’s Dividend Reinvestment Plan.
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
Corporate Bonds & Notes — 120.5%
|
|||||
Communication Services — 12.2%
|
|||||
Diversified Telecommunication Services — 2.9%
|
|||||
Altice Financing SA, Senior Secured
Notes
|
5.000%
|
1/15/28
|
460,000
|
$389,475
(a)(b)
|
|
Altice Financing SA, Senior Secured
Notes
|
5.750%
|
8/15/29
|
750,000
|
615,961
(a)(b)
|
|
Altice France SA, Senior Secured Notes
|
5.500%
|
10/15/29
|
210,000
|
157,476
(a)
|
|
Optics Bidco SpA, Senior Secured
Notes
|
7.200%
|
7/18/36
|
200,000
|
206,743
(a)(b)
|
|
Optics Bidco SpA, Senior Secured
Notes
|
7.721%
|
6/4/38
|
200,000
|
212,458
(a)(b)
|
|
Telecom Italia Capital SA, Senior Notes
|
6.000%
|
9/30/34
|
17,000
|
16,565
|
|
Telefonica Emisiones SA, Senior Notes
|
7.045%
|
6/20/36
|
600,000
|
670,328
(b)
|
|
Verizon Communications Inc., Senior
Notes
|
2.355%
|
3/15/32
|
500,000
|
417,012
(b)
|
|
Total Diversified Telecommunication Services
|
2,686,018
|
||||
Entertainment — 1.8%
|
|||||
Banijay Entertainment SAS, Senior
Secured Notes
|
8.125%
|
5/1/29
|
290,000
|
300,978
(a)(b)
|
|
Netflix Inc., Senior Notes
|
6.375%
|
5/15/29
|
110,000
|
117,587
(b)
|
|
Pinewood Finco PLC, Senior Secured
Notes
|
6.000%
|
3/27/30
|
690,000
GBP
|
894,252
(a)
|
|
Walt Disney Co., Senior Notes
|
2.650%
|
1/13/31
|
320,000
|
284,692
(b)
|
|
Warnermedia Holdings Inc., Senior
Notes
|
3.638%
|
3/15/25
|
100,000
|
99,450
(b)
|
|
Total Entertainment
|
1,696,959
|
||||
Interactive Media & Services — 0.5%
|
|||||
Match Group Holdings II LLC, Senior
Notes
|
3.625%
|
10/1/31
|
560,000
|
491,124
(a)(b)
|
|
Media — 2.5%
|
|||||
Charter Communications Operating LLC/
Charter Communications Operating
Capital, Senior Secured Notes
|
4.908%
|
7/23/25
|
500,000
|
499,566
(b)
|
|
Charter Communications Operating LLC/
Charter Communications Operating
Capital Corp., Senior Secured Notes
|
6.484%
|
10/23/45
|
260,000
|
245,873
(b)
|
|
Charter Communications Operating LLC/
Charter Communications Operating
Capital Corp., Senior Secured Notes
|
3.700%
|
4/1/51
|
300,000
|
187,510
(b)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
Media — continued
|
|||||
Charter Communications Operating LLC/
Charter Communications Operating
Capital Corp., Senior Secured Notes
|
3.850%
|
4/1/61
|
200,000
|
$120,213
|
|
Comcast Corp., Senior Notes
|
4.200%
|
8/15/34
|
930,000
|
869,636
(b)
|
|
DISH DBS Corp., Senior Notes
|
5.875%
|
11/15/24
|
370,000
|
367,530
|
|
Total Media
|
2,290,328
|
||||
Wireless Telecommunication Services — 4.5%
|
|||||
America Movil SAB de CV, Senior Notes
|
6.125%
|
3/30/40
|
450,000
|
470,309
(b)
|
|
CSC Holdings LLC, Senior Notes
|
11.250%
|
5/15/28
|
200,000
|
195,219
(a)
|
|
CSC Holdings LLC, Senior Notes
|
11.750%
|
1/31/29
|
350,000
|
341,658
(a)
|
|
CSC Holdings LLC, Senior Notes
|
4.125%
|
12/1/30
|
520,000
|
384,377
(a)
|
|
CSC Holdings LLC, Senior Notes
|
4.500%
|
11/15/31
|
740,000
|
543,260
(a)(b)
|
|
Millicom International Cellular SA,
Senior Notes
|
4.500%
|
4/27/31
|
690,000
|
623,022
(a)
|
|
Sprint Capital Corp., Senior Notes
|
8.750%
|
3/15/32
|
90,000
|
108,953
(b)
|
|
T-Mobile USA Inc., Senior Notes
|
3.500%
|
4/15/31
|
860,000
|
789,414
(b)
|
|
Vmed O2 UK Financing I PLC, Senior
Secured Notes
|
4.500%
|
7/15/31
|
480,000
GBP
|
532,440
(a)
|
|
Vmed O2 UK Financing I PLC, Senior
Secured Notes
|
4.750%
|
7/15/31
|
200,000
|
173,399
(a)
|
|
Total Wireless Telecommunication Services
|
4,162,051
|
||||
|
|||||
Total Communication Services
|
11,326,480
|
||||
Consumer Discretionary — 17.9%
|
|||||
Automobile Components — 3.6%
|
|||||
Adient Global Holdings Ltd., Senior
Notes
|
4.875%
|
8/15/26
|
550,000
|
542,401
(a)(b)
|
|
American Axle & Manufacturing Inc.,
Senior Notes
|
6.500%
|
4/1/27
|
601,000
|
599,657
(b)
|
|
American Axle & Manufacturing Inc.,
Senior Notes
|
5.000%
|
10/1/29
|
650,000
|
588,712
(b)
|
|
Garrett Motion Holdings Inc./Garrett LX
I Sarl, Senior Notes
|
7.750%
|
5/31/32
|
260,000
|
259,685
(a)
|
|
JB Poindexter & Co. Inc., Senior Notes
|
8.750%
|
12/15/31
|
850,000
|
892,877
(a)(b)
|
|
ZF North America Capital Inc., Senior
Notes
|
7.125%
|
4/14/30
|
430,000
|
432,793
(a)(b)
|
|
Total Automobile Components
|
3,316,125
|
||||
Automobiles — 1.6%
|
|||||
Ford Motor Credit Co. LLC, Senior Notes
|
7.350%
|
3/6/30
|
750,000
|
795,890
(b)
|
|
General Motors Co., Senior Notes
|
6.125%
|
10/1/25
|
220,000
|
222,079
(b)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Automobiles — continued
|
|||||
Nissan Motor Acceptance Co. LLC,
Senior Notes
|
2.750%
|
3/9/28
|
520,000
|
$468,009
(a)(b)
|
|
Total Automobiles
|
1,485,978
|
||||
Broadline Retail — 2.0%
|
|||||
Amazon.com Inc., Senior Notes
|
2.100%
|
5/12/31
|
550,000
|
472,863
(b)
|
|
Marks & Spencer PLC, Senior Notes
|
7.125%
|
12/1/37
|
980,000
|
1,083,656
(a)(b)
|
|
Prosus NV, Senior Notes
|
4.193%
|
1/19/32
|
400,000
|
363,828
(b)(c)
|
|
Total Broadline Retail
|
1,920,347
|
||||
Distributors — 0.7%
|
|||||
Ritchie Bros Holdings Inc., Senior Notes
|
7.750%
|
3/15/31
|
610,000
|
643,453
(a)(b)
|
|
Diversified Consumer Services — 0.5%
|
|||||
Carriage Services Inc., Senior Notes
|
4.250%
|
5/15/29
|
270,000
|
246,989
(a)(b)
|
|
WW International Inc., Senior Secured
Notes
|
4.500%
|
4/15/29
|
750,000
|
191,250
(a)
|
|
Total Diversified Consumer Services
|
438,239
|
||||
Hotels, Restaurants & Leisure — 8.2%
|
|||||
Caesars Entertainment Inc., Senior
Secured Notes
|
6.500%
|
2/15/32
|
310,000
|
314,569
(a)(b)
|
|
Carnival Corp., Senior Notes
|
7.625%
|
3/1/26
|
260,000
|
261,981
(a)
|
|
Carnival Holdings Bermuda Ltd., Senior
Notes
|
10.375%
|
5/1/28
|
40,000
|
42,966
(a)
|
|
Carnival PLC, Senior Notes
|
1.000%
|
10/28/29
|
1,150,000
EUR
|
1,083,986
|
|
Las Vegas Sands Corp., Senior Notes
|
3.900%
|
8/8/29
|
530,000
|
495,664
(b)
|
|
Marston’s Issuer PLC, Secured Notes
(SONIA + 2.669%)
|
7.650%
|
7/16/35
|
1,068,000
GBP
|
1,160,283
(c)(d)
|
|
NCL Corp. Ltd., Senior Notes
|
3.625%
|
12/15/24
|
336,000
|
335,198
(a)(b)
|
|
NCL Corp. Ltd., Senior Notes
|
5.875%
|
3/15/26
|
320,000
|
319,850
(a)(b)
|
|
NCL Corp. Ltd., Senior Notes
|
7.750%
|
2/15/29
|
460,000
|
488,369
(a)(b)
|
|
NCL Corp. Ltd., Senior Secured Notes
|
8.125%
|
1/15/29
|
180,000
|
190,949
(a)
|
|
NCL Finance Ltd., Senior Notes
|
6.125%
|
3/15/28
|
160,000
|
161,111
(a)
|
|
Royal Caribbean Cruises Ltd., Senior
Notes
|
5.375%
|
7/15/27
|
430,000
|
429,480
(a)(b)
|
|
Royal Caribbean Cruises Ltd., Senior
Notes
|
5.500%
|
4/1/28
|
610,000
|
610,342
(a)(b)
|
|
Sands China Ltd., Senior Notes
|
2.850%
|
3/8/29
|
600,000
|
538,418
|
|
Sands China Ltd., Senior Notes
|
3.250%
|
8/8/31
|
500,000
|
433,168
|
|
Wynn Macau Ltd., Senior Notes
|
5.625%
|
8/26/28
|
200,000
|
192,141
(a)
|
|
Wynn Macau Ltd., Senior Notes
|
5.125%
|
12/15/29
|
590,000
|
548,425
(a)
|
|
Total Hotels, Restaurants & Leisure
|
7,606,900
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Household Durables — 0.6%
|
|||||
Lennar Corp., Senior Notes
|
5.000%
|
6/15/27
|
238,000
|
$239,531
(b)
|
|
Newell Brands Inc., Senior Notes
|
6.375%
|
5/15/30
|
290,000
|
292,050
(e)
|
|
Total Household Durables
|
531,581
|
||||
Specialty Retail — 0.7%
|
|||||
Global Auto Holdings Ltd./AAG FH UK
Ltd., Senior Notes
|
8.750%
|
1/15/32
|
270,000
|
245,656
(a)(b)
|
|
Michaels Cos. Inc., Senior Secured
Notes
|
5.250%
|
5/1/28
|
80,000
|
57,667
(a)
|
|
Sally Holdings LLC/Sally Capital Inc.,
Senior Notes
|
6.750%
|
3/1/32
|
400,000
|
405,327
(b)
|
|
Total Specialty Retail
|
708,650
|
||||
|
|||||
Total Consumer Discretionary
|
16,651,273
|
||||
Consumer Staples — 1.7%
|
|||||
Beverages — 0.9%
|
|||||
Anheuser-Busch Cos. LLC/Anheuser-
Busch InBev Worldwide Inc., Senior
Notes
|
4.700%
|
2/1/36
|
830,000
|
800,265
(b)
|
|
Anheuser-Busch InBev Worldwide Inc.,
Senior Notes
|
4.750%
|
1/23/29
|
60,000
|
60,289
|
|
Total Beverages
|
860,554
|
||||
Food Products — 0.5%
|
|||||
JBS USA Holding Lux Sarl/JBS USA
Food Co./JBS Lux Co. Sarl, Senior
Notes
|
3.750%
|
12/1/31
|
300,000
|
268,559
(b)
|
|
Kraft Heinz Foods Co., Senior Notes
|
4.250%
|
3/1/31
|
180,000
|
175,198
(b)
|
|
Kraft Heinz Foods Co., Senior Notes
|
5.500%
|
6/1/50
|
50,000
|
49,057
(b)
|
|
Total Food Products
|
492,814
|
||||
Tobacco — 0.3%
|
|||||
Altria Group Inc., Senior Notes
|
2.450%
|
2/4/32
|
150,000
|
124,865
|
|
Reynolds American Inc., Senior Notes
|
5.850%
|
8/15/45
|
140,000
|
135,196
|
|
Total Tobacco
|
260,061
|
||||
|
|||||
Total Consumer Staples
|
1,613,429
|
||||
Energy — 17.8%
|
|||||
Energy Equipment & Services — 0.3%
|
|||||
Noble Finance II LLC, Senior Notes
|
8.000%
|
4/15/30
|
280,000
|
284,003
(a)
|
|
Oil, Gas & Consumable Fuels — 17.5%
|
|||||
Cheniere Energy Partners LP, Senior
Notes
|
4.000%
|
3/1/31
|
250,000
|
231,332
(b)
|
|
Continental Resources Inc., Senior
Notes
|
4.375%
|
1/15/28
|
140,000
|
135,880
(b)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Oil, Gas & Consumable Fuels — continued
|
|||||
Crescent Energy Finance LLC, Senior
Notes
|
7.625%
|
4/1/32
|
330,000
|
$326,093
(a)(b)
|
|
Devon Energy Corp., Senior Notes
|
5.600%
|
7/15/41
|
400,000
|
379,389
|
|
Diamondback Energy Inc., Senior Notes
|
3.500%
|
12/1/29
|
320,000
|
298,810
(b)
|
|
Ecopetrol SA, Senior Notes
|
5.875%
|
5/28/45
|
3,000,000
|
2,113,630
(f)
|
|
Energy Transfer LP, Junior Subordinated
Notes (6.625% to 2/15/28 then 3 mo.
USD LIBOR + 4.155%)
|
6.625%
|
2/15/28
|
240,000
|
235,831
(d)(g)
|
|
EQM Midstream Partners LP, Senior
Notes
|
4.500%
|
1/15/29
|
110,000
|
105,972
(a)
|
|
EQM Midstream Partners LP, Senior
Notes
|
7.500%
|
6/1/30
|
420,000
|
451,995
(a)(b)
|
|
EQT Corp., Senior Notes
|
3.900%
|
10/1/27
|
400,000
|
389,552
(b)
|
|
Hilcorp Energy I LP/Hilcorp Finance Co.,
Senior Notes
|
8.375%
|
11/1/33
|
260,000
|
272,033
(a)(b)
|
|
KazMunayGas National Co. JSC, Senior
Notes
|
3.500%
|
4/14/33
|
1,000,000
|
843,890
(a)
|
|
NGPL PipeCo LLC, Senior Notes
|
7.768%
|
12/15/37
|
200,000
|
227,127
(a)(b)
|
|
Occidental Petroleum Corp., Senior
Notes
|
4.400%
|
8/15/49
|
260,000
|
193,435
(b)
|
|
Permian Resources Operating LLC,
Senior Notes
|
6.250%
|
2/1/33
|
300,000
|
298,042
(a)(b)
|
|
Petrobras Global Finance BV, Senior
Notes
|
6.750%
|
1/27/41
|
110,000
|
108,544
|
|
Petroleos del Peru SA, Senior Notes
|
4.750%
|
6/19/32
|
830,000
|
638,007
(a)
|
|
Petroleos Mexicanos, Senior Notes
|
6.500%
|
6/2/41
|
750,000
|
556,014
(b)
|
|
Petroleos Mexicanos, Senior Notes
|
5.500%
|
6/27/44
|
540,000
|
354,973
(b)
|
|
Puma International Financing SA,
Senior Notes
|
7.750%
|
4/25/29
|
280,000
|
286,304
(a)
|
|
Range Resources Corp., Senior Notes
|
4.875%
|
5/15/25
|
290,000
|
289,250
(b)
|
|
Range Resources Corp., Senior Notes
|
8.250%
|
1/15/29
|
180,000
|
185,587
(b)
|
|
Rockies Express Pipeline LLC, Senior
Notes
|
7.500%
|
7/15/38
|
220,000
|
224,809
(a)
|
|
Sabine Pass Liquefaction LLC, Senior
Secured Notes
|
5.000%
|
3/15/27
|
640,000
|
641,610
(b)
|
|
Southern Natural Gas Co. LLC, Senior
Notes
|
4.800%
|
3/15/47
|
800,000
|
683,683
(a)(b)
|
|
Targa Resources Partners LP/Targa
Resources Partners Finance Corp.,
Senior Notes
|
6.500%
|
7/15/27
|
130,000
|
131,185
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Oil, Gas & Consumable Fuels — continued
|
|||||
Tengizchevroil Finance Co. International
Ltd., Senior Secured Notes
|
3.250%
|
8/15/30
|
450,000
|
$382,722
(a)
|
|
Transportadora de Gas del Peru SA,
Senior Notes
|
4.250%
|
4/30/28
|
584,000
|
574,802
(a)(b)
|
|
Venture Global LNG Inc., Junior
Subordinated Notes (9.000% to 9/30/29
then 5 year Treasury Constant Maturity
Rate + 5.440%)
|
9.000%
|
9/30/29
|
540,000
|
540,305
(a)(b)(d)(g)
|
|
Venture Global LNG Inc., Senior
Secured Notes
|
9.875%
|
2/1/32
|
60,000
|
65,529
(a)
|
|
Western Midstream Operating LP,
Senior Notes
|
4.050%
|
2/1/30
|
905,000
|
850,919
(b)
|
|
Western Midstream Operating LP,
Senior Notes
|
5.300%
|
3/1/48
|
250,000
|
217,472
(b)
|
|
Western Midstream Operating LP,
Senior Notes
|
5.250%
|
2/1/50
|
2,770,000
|
2,418,984
(f)
|
|
Williams Cos. Inc., Senior Notes
|
7.500%
|
1/15/31
|
140,000
|
156,005
|
|
Williams Cos. Inc., Senior Notes
|
5.750%
|
6/24/44
|
450,000
|
444,946
(b)
|
|
Total Oil, Gas & Consumable Fuels
|
16,254,661
|
||||
|
|||||
Total Energy
|
16,538,664
|
||||
Financials — 28.8%
|
|||||
Banks — 16.6%
|
|||||
Banco Mercantil del Norte SA, Junior
Subordinated Notes (6.625% to 1/24/32
then 10 year Treasury Constant
Maturity Rate + 5.034%)
|
6.625%
|
1/24/32
|
1,110,000
|
1,006,680
(a)(b)(d)(g)
|
|
Banco Santander SA, Subordinated
Notes (5.750% to 8/23/28 then EUR 5
year Swap Rate + 2.850%)
|
5.750%
|
8/23/33
|
400,000
EUR
|
461,502
(c)(d)
|
|
Bank of America Corp., Junior
Subordinated Notes (5.875% to 3/15/28
then 3 mo. Term SOFR + 3.193%)
|
5.875%
|
3/15/28
|
910,000
|
919,543
(b)(d)(g)
|
|
Bank of America Corp., Subordinated
Notes
|
4.250%
|
10/22/26
|
500,000
|
495,447
(b)
|
|
Bank of Nova Scotia, Senior Notes
|
2.700%
|
8/3/26
|
250,000
|
242,353
|
|
Bank of Nova Scotia, Senior Notes
|
2.450%
|
2/2/32
|
400,000
|
338,960
|
|
Barclays PLC, Subordinated Notes
|
5.200%
|
5/12/26
|
200,000
|
200,134
(b)
|
|
Barclays PLC, Subordinated Notes
(5.088% to 6/20/29 then 3 mo. USD
LIBOR + 3.054%)
|
5.088%
|
6/20/30
|
680,000
|
669,349
(b)(d)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Banks — continued
|
|||||
BBVA Bancomer SA, Subordinated
Notes (5.125% to 1/17/28 then 5 year
Treasury Constant Maturity Rate +
2.650%)
|
5.125%
|
1/18/33
|
340,000
|
$317,287
(a)(d)
|
|
BNP Paribas SA, Senior Notes (5.125%
to 1/13/28 then 1 year Treasury
Constant Maturity Rate + 1.450%)
|
5.125%
|
1/13/29
|
500,000
|
502,524
(a)(b)(d)
|
|
BNP Paribas SA, Subordinated Notes
(4.375% to 3/1/28 then USD 5 year ICE
Swap Rate + 1.483%)
|
4.375%
|
3/1/33
|
300,000
|
287,990
(a)(d)
|
|
Citigroup Inc., Subordinated Notes
|
4.125%
|
7/25/28
|
2,000,000
|
1,951,012
(b)
|
|
Cooperatieve Rabobank UA, Senior
Notes
|
4.375%
|
8/4/25
|
750,000
|
744,917
|
|
Credit Agricole SA, Junior Subordinated
Notes (8.125% to 12/23/25 then USD 5
year ICE Swap Rate + 6.185%)
|
8.125%
|
12/23/25
|
560,000
|
574,917
(a)(b)(d)(g)
|
|
Credit Agricole SA, Senior Notes
(1.907% to 6/16/25 then SOFR +
1.676%)
|
1.907%
|
6/16/26
|
500,000
|
489,834
(a)(d)
|
|
Danske Bank A/S, Subordinated Notes
(4.625% to 5/14/29 then EURIBOR 5
year ICE Swap Rate + 1.950%)
|
4.625%
|
5/14/34
|
400,000
EUR
|
446,335
(c)(d)
|
|
HSBC Holdings PLC, Junior
Subordinated Notes (6.500% to 3/23/28
then USD 5 year ICE Swap Rate +
3.606%)
|
6.500%
|
3/23/28
|
1,320,000
|
1,318,170
(b)(d)(g)
|
|
Intesa Sanpaolo SpA, Subordinated
Notes
|
5.710%
|
1/15/26
|
640,000
|
641,022
(a)(b)
|
|
JPMorgan Chase & Co., Senior Notes
(2.580% to 4/22/31 then 3 mo. Term
SOFR + 1.250%)
|
2.580%
|
4/22/32
|
1,500,000
|
1,300,243
(d)
|
|
Lloyds Banking Group PLC, Junior
Subordinated Notes (7.500% to 9/27/25
then USD 5 year ICE Swap Rate +
4.496%)
|
7.500%
|
9/27/25
|
300,000
|
303,303
(d)(g)
|
|
Lloyds Banking Group PLC, Junior
Subordinated Notes (8.000% to 3/27/30
then 5 year Treasury Constant Maturity
Rate + 3.913%)
|
8.000%
|
9/27/29
|
1,150,000
|
1,201,358
(d)(f)(g)
|
|
PNC Financial Services Group Inc.,
Senior Notes
|
2.550%
|
1/22/30
|
650,000
|
581,490
(b)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Banks — continued
|
|||||
Truist Financial Corp., Senior Notes
(5.711% to 1/24/34 then SOFR +
1.922%)
|
5.711%
|
1/24/35
|
400,000
|
$407,430
(b)(d)
|
|
Total Banks
|
15,401,800
|
||||
Capital Markets — 5.6%
|
|||||
Charles Schwab Corp., Junior
Subordinated Notes (4.000% to 12/1/30
then 10 year Treasury Constant
Maturity Rate + 3.079%)
|
4.000%
|
12/1/30
|
700,000
|
610,728
(b)(d)(g)
|
|
Credit Suisse AG AT1 Claim
|
—
|
—
|
3,900,000
|
0
*(h)(i)(j)
|
|
Daimler Truck Finance North
America LLC, Senior Notes
|
5.200%
|
1/17/25
|
150,000
|
150,089
(a)
|
|
Goldman Sachs Group Inc., Senior
Notes (2.640% to 2/24/27 then SOFR +
1.114%)
|
2.640%
|
2/24/28
|
2,500,000
|
2,382,402
(d)(f)
|
|
Morgan Stanley, Senior Notes (2.699%
to 1/22/30 then SOFR + 1.143%)
|
2.699%
|
1/22/31
|
300,000
|
268,502
(b)(d)
|
|
State Street Corp., Senior Notes
|
3.550%
|
8/18/25
|
500,000
|
496,958
(b)
|
|
UBS Group AG, Junior Subordinated
Notes (6.875% to 8/7/25 then USD 5
year ICE Swap Rate + 4.590%)
|
6.875%
|
8/7/25
|
860,000
|
862,701
(c)(d)(g)
|
|
UBS Group AG, Senior Notes
|
4.875%
|
5/15/45
|
470,000
|
434,125
(b)
|
|
Total Capital Markets
|
5,205,505
|
||||
Financial Services — 5.2%
|
|||||
AerCap Ireland Capital DAC/AerCap
Global Aviation Trust, Senior Notes
|
3.400%
|
10/29/33
|
3,500,000
|
3,002,709
(f)
|
|
GE Capital International Funding Co.
Unlimited Co., Senior Notes
|
3.373%
|
11/15/25
|
350,000
|
344,470
(b)
|
|
Jane Street Group/JSG Finance Inc.,
Senior Secured Notes
|
7.125%
|
4/30/31
|
770,000
|
798,752
(a)(b)
|
|
VFH Parent LLC/Valor Co-Issuer Inc.,
Senior Secured Notes
|
7.500%
|
6/15/31
|
360,000
|
369,939
(a)
|
|
VistaJet Malta Finance PLC/Vista
Management Holding Inc., Senior Notes
|
6.375%
|
2/1/30
|
400,000
|
342,832
(a)(b)
|
|
Total Financial Services
|
4,858,702
|
||||
Insurance — 1.0%
|
|||||
APH Somerset Investor 2 LLC/APH2
Somerset Investor 2 LLC/APH3
Somerset Investor 2 LLC, Senior Notes
|
7.875%
|
11/1/29
|
90,000
|
89,999
(a)
|
|
MetLife Capital Trust IV, Junior
Subordinated Notes
|
7.875%
|
12/15/37
|
100,000
|
110,108
(a)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Insurance — continued
|
|||||
Muenchener Rueckversicherungs-
Gesellschaft AG in Muenchen,
Subordinated Notes (3.250% to 5/26/29
then 3 mo. EURIBOR + 3.400%)
|
3.250%
|
5/26/49
|
500,000
EUR
|
$533,691
(c)(d)
|
|
Nuveen Finance LLC, Senior Notes
|
4.125%
|
11/1/24
|
250,000
|
250,000
(a)(b)
|
|
Total Insurance
|
983,798
|
||||
Mortgage Real Estate Investment Trusts (REITs) — 0.4%
|
|||||
Starwood Property Trust Inc., Senior
Notes
|
7.250%
|
4/1/29
|
340,000
|
348,344
(a)(b)
|
|
|
|||||
Total Financials
|
26,798,149
|
||||
Health Care — 10.7%
|
|||||
Biotechnology — 0.6%
|
|||||
Amgen Inc., Senior Notes
|
5.150%
|
3/2/28
|
300,000
|
304,170
|
|
Amgen Inc., Senior Notes
|
2.450%
|
2/21/30
|
300,000
|
267,409
(b)
|
|
Total Biotechnology
|
571,579
|
||||
Health Care Equipment & Supplies — 0.6%
|
|||||
Becton Dickinson & Co., Senior Notes
|
4.685%
|
12/15/44
|
500,000
|
446,668
|
|
Becton Dickinson and Co., Senior Notes
|
3.700%
|
6/6/27
|
150,000
|
146,620
|
|
Total Health Care Equipment & Supplies
|
593,288
|
||||
Health Care Providers & Services — 6.4%
|
|||||
Centene Corp., Senior Notes
|
3.375%
|
2/15/30
|
1,060,000
|
951,029
(b)
|
|
CHS/Community Health Systems Inc.,
Senior Secured Notes
|
10.875%
|
1/15/32
|
450,000
|
482,834
(a)(b)
|
|
CVS Health Corp., Senior Notes
|
3.250%
|
8/15/29
|
500,000
|
459,160
(b)
|
|
CVS Health Corp., Senior Notes
|
5.250%
|
2/21/33
|
400,000
|
393,079
(b)
|
|
HCA Inc., Senior Notes
|
3.500%
|
9/1/30
|
750,000
|
688,136
(b)
|
|
Humana Inc., Senior Notes
|
5.875%
|
3/1/33
|
200,000
|
204,090
(b)
|
|
LifePoint Health Inc., Senior Secured
Notes
|
4.375%
|
2/15/27
|
380,000
|
368,743
(a)(b)
|
|
Sotera Health Holdings LLC, Senior
Secured Notes
|
7.375%
|
6/1/31
|
460,000
|
471,643
(a)(b)
|
|
Tenet Healthcare Corp., Secured Notes
|
6.250%
|
2/1/27
|
160,000
|
160,252
(b)
|
|
Tenet Healthcare Corp., Senior Notes
|
6.125%
|
10/1/28
|
440,000
|
439,986
(b)
|
|
UnitedHealth Group Inc., Senior Notes
|
2.000%
|
5/15/30
|
1,500,000
|
1,300,965
(b)
|
|
Total Health Care Providers & Services
|
5,919,917
|
||||
Pharmaceuticals — 3.1%
|
|||||
Endo Finance Holdings Inc., Senior
Secured Notes
|
8.500%
|
4/15/31
|
470,000
|
503,122
(a)(b)
|
|
Par Pharmaceutical Inc., Escrow
|
—
|
—
|
500,000
|
0
*(a)(h)(i)(j)
|
|
Pfizer Inc., Senior Notes
|
3.000%
|
12/15/26
|
1,000,000
|
971,365
(b)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Pharmaceuticals — continued
|
|||||
Teva Pharmaceutical Finance
Netherlands III BV, Senior Notes
|
3.150%
|
10/1/26
|
890,000
|
$849,119
(b)
|
|
Teva Pharmaceutical Finance
Netherlands III BV, Senior Notes
|
5.125%
|
5/9/29
|
450,000
|
437,372
(b)
|
|
Teva Pharmaceutical Finance
Netherlands III BV, Senior Notes
|
4.100%
|
10/1/46
|
200,000
|
141,215
|
|
Total Pharmaceuticals
|
2,902,193
|
||||
|
|||||
Total Health Care
|
9,986,977
|
||||
Industrials — 14.4%
|
|||||
Aerospace & Defense — 0.8%
|
|||||
Avolon Holdings Funding Ltd., Senior
Notes
|
2.750%
|
2/21/28
|
300,000
|
277,004
(a)(b)
|
|
Boeing Co., Senior Notes
|
3.625%
|
2/1/31
|
300,000
|
271,123
(b)
|
|
Bombardier Inc., Senior Notes
|
7.500%
|
2/1/29
|
210,000
|
218,879
(a)
|
|
Total Aerospace & Defense
|
767,006
|
||||
Building Products — 2.3%
|
|||||
GUSAP LP, Senior Notes
|
7.250%
|
4/16/44
|
840,000
|
950,198
(a)(b)
|
|
Masterbrand Inc., Senior Notes
|
7.000%
|
7/15/32
|
140,000
|
143,554
(a)
|
|
Standard Industries Inc., Senior Notes
|
5.000%
|
2/15/27
|
1,035,000
|
1,014,321
(a)(b)
|
|
Total Building Products
|
2,108,073
|
||||
Commercial Services & Supplies — 1.6%
|
|||||
CoreCivic Inc., Senior Notes
|
4.750%
|
10/15/27
|
60,000
|
57,362
(b)
|
|
CoreCivic Inc., Senior Notes
|
8.250%
|
4/15/29
|
410,000
|
431,179
(b)
|
|
GEO Group Inc., Senior Notes
|
10.250%
|
4/15/31
|
700,000
|
750,794
(b)
|
|
GEO Group Inc., Senior Secured Notes
|
8.625%
|
4/15/29
|
80,000
|
83,742
|
|
GFL Environmental Inc., Senior Secured
Notes
|
6.750%
|
1/15/31
|
180,000
|
185,556
(a)
|
|
Total Commercial Services & Supplies
|
1,508,633
|
||||
Construction & Engineering — 0.2%
|
|||||
Arcosa Inc., Senior Notes
|
6.875%
|
8/15/32
|
200,000
|
205,461
(a)
|
|
Machinery — 1.7%
|
|||||
Cellnex Finance Co. SA, Senior Notes
|
2.000%
|
2/15/33
|
1,500,000
EUR
|
1,433,018
(c)
|
|
Titan International Inc., Senior Secured
Notes
|
7.000%
|
4/30/28
|
200,000
|
194,162
|
|
Total Machinery
|
1,627,180
|
||||
Passenger Airlines — 5.3%
|
|||||
American Airlines Group Inc., Senior
Notes
|
3.750%
|
3/1/25
|
1,590,000
|
1,575,349
(a)(b)
|
|
Delta Air Lines Inc., Senior Secured
Notes
|
7.000%
|
5/1/25
|
2,490,000
|
2,510,644
(a)(f)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Passenger Airlines — continued
|
|||||
Delta Air Lines Inc./SkyMiles IP Ltd.,
Senior Secured Notes
|
4.750%
|
10/20/28
|
150,000
|
$148,384
(a)(b)
|
|
Spirit Loyalty Cayman Ltd./Spirit IP
Cayman Ltd., Senior Secured Notes
|
8.000%
|
9/20/25
|
399,999
|
248,968
(a)
|
|
United Airlines Pass-Through Trust
|
4.875%
|
1/15/26
|
408,000
|
404,600
(b)
|
|
Total Passenger Airlines
|
4,887,945
|
||||
Trading Companies & Distributors — 2.5%
|
|||||
Air Lease Corp., Senior Notes
|
3.375%
|
7/1/25
|
200,000
|
198,035
(b)
|
|
Air Lease Corp., Senior Notes
|
5.100%
|
3/1/29
|
500,000
|
503,577
(b)
|
|
Ashtead Capital Inc., Senior Notes
|
2.450%
|
8/12/31
|
710,000
|
590,639
(a)(b)
|
|
H&E Equipment Services Inc., Senior
Notes
|
3.875%
|
12/15/28
|
540,000
|
499,119
(a)(b)
|
|
United Rentals North America Inc.,
Senior Notes
|
5.500%
|
5/15/27
|
377,000
|
376,514
(b)
|
|
United Rentals North America Inc.,
Senior Notes
|
4.875%
|
1/15/28
|
140,000
|
137,159
|
|
Total Trading Companies & Distributors
|
2,305,043
|
||||
|
|||||
Total Industrials
|
13,409,341
|
||||
Information Technology — 3.4%
|
|||||
Communications Equipment — 0.7%
|
|||||
Connect Finco SARL/Connect US
Finco LLC, Senior Secured Notes
|
9.000%
|
9/15/29
|
630,000
|
599,192
(a)(b)
|
|
Viasat Inc., Senior Notes
|
7.500%
|
5/30/31
|
130,000
|
85,450
(a)
|
|
Total Communications Equipment
|
684,642
|
||||
Electronic Equipment, Instruments & Components — 0.3%
|
|||||
EquipmentShare.com Inc., Secured
Notes
|
8.625%
|
5/15/32
|
170,000
|
175,587
(a)
|
|
EquipmentShare.com Inc., Senior
Secured Notes
|
8.000%
|
3/15/33
|
130,000
|
131,354
(a)
|
|
Total Electronic Equipment, Instruments & Components
|
306,941
|
||||
IT Services — 0.7%
|
|||||
Amentum Holdings Inc., Senior Notes
|
7.250%
|
8/1/32
|
300,000
|
310,996
(a)(b)
|
|
Shift4 Payments LLC/Shift4 Payments
Finance Sub Inc., Senior Notes
|
6.750%
|
8/15/32
|
290,000
|
297,754
(a)
|
|
Total IT Services
|
608,750
|
||||
Software — 0.5%
|
|||||
Cloud Software Group Inc., Senior
Secured Notes
|
8.250%
|
6/30/32
|
440,000
|
452,559
(a)(b)
|
|
Technology Hardware, Storage & Peripherals — 1.2%
|
|||||
Seagate HDD Cayman, Senior Notes
|
4.750%
|
1/1/25
|
640,000
|
638,266
(b)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Technology Hardware, Storage & Peripherals — continued
|
|||||
Western Digital Corp., Senior Notes
|
4.750%
|
2/15/26
|
440,000
|
$435,117
(b)
|
|
Total Technology Hardware, Storage & Peripherals
|
1,073,383
|
||||
|
|||||
Total Information Technology
|
3,126,275
|
||||
Materials — 7.3%
|
|||||
Chemicals — 2.6%
|
|||||
OCP SA, Senior Notes
|
6.750%
|
5/2/34
|
1,220,000
|
1,274,961
(a)
|
|
Orbia Advance Corp. SAB de CV, Senior
Notes
|
1.875%
|
5/11/26
|
450,000
|
425,071
(a)(b)
|
|
Sasol Financing USA LLC, Senior Notes
|
8.750%
|
5/3/29
|
730,000
|
751,201
(a)(b)
|
|
Total Chemicals
|
2,451,233
|
||||
Construction Materials — 0.5%
|
|||||
Smyrna Ready Mix Concrete LLC, Senior
Secured Notes
|
8.875%
|
11/15/31
|
400,000
|
420,538
(a)(b)
|
|
Metals & Mining — 3.5%
|
|||||
ArcelorMittal SA, Senior Notes
|
7.000%
|
10/15/39
|
150,000
|
163,844
(b)
|
|
First Quantum Minerals Ltd., Secured
Notes
|
9.375%
|
3/1/29
|
460,000
|
489,625
(a)
|
|
Freeport Indonesia PT, Senior Notes
|
5.315%
|
4/14/32
|
350,000
|
345,887
(a)
|
|
Freeport-McMoRan Inc., Senior Notes
|
5.450%
|
3/15/43
|
60,000
|
57,637
(b)
|
|
Southern Copper Corp., Senior Notes
|
5.250%
|
11/8/42
|
1,280,000
|
1,195,203
(b)
|
|
Teck Resources Ltd., Senior Notes
|
6.000%
|
8/15/40
|
200,000
|
198,648
|
|
Vale Overseas Ltd., Senior Notes
|
6.875%
|
11/10/39
|
750,000
|
817,322
(b)
|
|
Total Metals & Mining
|
3,268,166
|
||||
Paper & Forest Products — 0.7%
|
|||||
Suzano Austria GmbH, Senior Notes
|
3.750%
|
1/15/31
|
750,000
|
669,365
(b)
|
|
|
|||||
Total Materials
|
6,809,302
|
||||
Real Estate — 1.8%
|
|||||
Health Care REITs — 0.1%
|
|||||
Diversified Healthcare Trust, Senior
Notes
|
4.375%
|
3/1/31
|
80,000
|
64,875
|
|
Hotel & Resort REITs — 0.4%
|
|||||
Service Properties Trust, Senior Notes
|
8.875%
|
6/15/32
|
440,000
|
409,427
(b)
|
|
Real Estate Management & Development — 1.3%
|
|||||
Blackstone Property Partners Europe
Holdings Sarl, Senior Notes
|
1.625%
|
4/20/30
|
500,000
EUR
|
483,157
(c)
|
|
Country Garden Holdings Co. Ltd.,
Senior Secured Notes
|
—
|
1/27/24
|
750,000
|
75,937
*(c)(k)
|
|
Cushman & Wakefield U.S.
Borrower LLC, Senior Secured Notes
|
8.875%
|
9/1/31
|
140,000
|
150,965
(a)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Real Estate Management & Development — continued
|
|||||
P3 Group Sarl, Senior Notes
|
4.625%
|
2/13/30
|
400,000
EUR
|
$448,035
(c)
|
|
Total Real Estate Management & Development
|
1,158,094
|
||||
|
|||||
Total Real Estate
|
1,632,396
|
||||
Utilities — 4.5%
|
|||||
Electric Utilities — 3.1%
|
|||||
Comision Federal de Electricidad,
Senior Notes
|
3.348%
|
2/9/31
|
1,000,000
|
843,780
(a)(b)
|
|
Electricite de France SA, Senior Notes
|
1.000%
|
11/29/33
|
900,000
EUR
|
785,021
(c)
|
|
Enel Finance International NV, Senior
Notes
|
2.875%
|
4/11/29
|
600,000
GBP
|
703,890
(c)
|
|
Pacific Gas and Electric Co., First
Mortgage Bonds
|
6.950%
|
3/15/34
|
200,000
|
221,900
(b)
|
|
Vistra Operations Co. LLC, Senior Notes
|
7.750%
|
10/15/31
|
300,000
|
317,155
(a)(b)
|
|
Total Electric Utilities
|
2,871,746
|
||||
Gas Utilities — 0.7%
|
|||||
Suburban Propane Partners LP/
Suburban Energy Finance Corp., Senior
Notes
|
5.875%
|
3/1/27
|
660,000
|
659,678
(b)
|
|
Independent Power and Renewable Electricity Producers — 0.7%
|
|||||
Lightning Power LLC, Senior Secured
Notes
|
7.250%
|
8/15/32
|
300,000
|
312,362
(a)(b)
|
|
Minejesa Capital BV, Senior Secured
Notes
|
4.625%
|
8/10/30
|
386,820
|
377,163
(a)(b)
|
|
Total Independent Power and Renewable Electricity Producers
|
689,525
|
||||
|
|||||
Total Utilities
|
4,220,949
|
||||
Total Corporate Bonds & Notes (Cost — $107,952,997)
|
112,113,235
|
||||
Sovereign Bonds — 14.8%
|
|||||
Angola — 0.9%
|
|||||
Angolan Government International
Bond, Senior Notes
|
8.000%
|
11/26/29
|
900,000
|
825,588
(a)
|
|
Argentina — 0.5%
|
|||||
Provincia de Cordoba, Senior Notes
|
6.990%
|
6/1/27
|
480,000
|
451,200
(a)
|
|
Brazil — 1.2%
|
|||||
Brazil Letras do Tesouro Nacional
|
0.000%
|
1/1/26
|
344,000
BRL
|
51,769
|
|
Brazil Notas do Tesouro Nacional Serie
F, Notes
|
10.000%
|
1/1/25
|
6,000,000
BRL
|
1,035,274
|
|
Total Brazil
|
1,087,043
|
||||
Colombia — 1.2%
|
|||||
Colombia Government International
Bond, Senior Notes
|
3.250%
|
4/22/32
|
1,500,000
|
1,161,807
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Indonesia — 2.4%
|
|||||
Indonesia Government International
Bond, Senior Notes
|
3.500%
|
1/11/28
|
1,110,000
|
$1,072,632
(b)
|
|
Indonesia Treasury Bond
|
6.875%
|
4/15/29
|
17,850,000,000
IDR
|
1,146,062
|
|
Total Indonesia
|
2,218,694
|
||||
Jordan — 0.3%
|
|||||
Jordan Government International Bond,
Senior Notes
|
7.750%
|
1/15/28
|
250,000
|
256,844
(a)
|
|
Mexico — 4.4%
|
|||||
Mexican Bonos, Bonds
|
7.750%
|
5/29/31
|
54,030,000
MXN
|
2,423,436
|
|
Mexico Government International Bond,
Senior Notes
|
4.350%
|
1/15/47
|
2,250,000
|
1,654,873
(b)
|
|
Total Mexico
|
4,078,309
|
||||
Panama — 0.7%
|
|||||
Panama Government International
Bond, Senior Notes
|
4.500%
|
5/15/47
|
1,000,000
|
691,900
|
|
Philippines — 0.4%
|
|||||
Philippine Government International
Bond, Senior Notes
|
3.200%
|
7/6/46
|
500,000
|
359,707
|
|
Poland — 1.0%
|
|||||
Republic of Poland Government Bond
|
1.250%
|
10/25/30
|
4,800,000
PLN
|
935,395
|
|
Qatar — 0.5%
|
|||||
Qatar Government International Bond,
Senior Notes
|
3.750%
|
4/16/30
|
500,000
|
482,771
(a)
|
|
Saudi Arabia — 0.5%
|
|||||
Saudi Government International Bond,
Senior Notes
|
4.000%
|
4/17/25
|
500,000
|
498,246
(a)
|
|
Uruguay — 0.8%
|
|||||
Uruguay Government International
Bond, Senior Notes
|
9.750%
|
7/20/33
|
30,000,000
UYU
|
740,311
|
|
|
|||||
Total Sovereign Bonds (Cost — $13,815,396)
|
13,787,815
|
||||
Senior Loans — 11.1%
|
|||||
Consumer Discretionary — 2.7%
|
|||||
Diversified Consumer Services — 0.3%
|
|||||
WW International Inc., Initial Term Loan
(1 mo. Term SOFR + 3.614%)
|
8.300%
|
4/13/28
|
1,250,000
|
313,069
(d)(l)(m)
|
|
Hotels, Restaurants & Leisure — 2.4%
|
|||||
Flutter Entertainment PLC, Term Loan B
(3 mo. Term SOFR + 2.000%)
|
6.604%
|
11/29/30
|
890,756
|
891,647
(d)(l)(m)
|
|
Hilton Worldwide Finance LLC, Term
Loan B4 (1 mo. Term SOFR + 1.750%)
|
6.488%
|
11/8/30
|
850,000
|
850,841
(d)(l)(m)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Hotels, Restaurants & Leisure — continued
|
|||||
Scientific Games International Inc.,
Term Loan B2 (1 mo. Term SOFR +
2.250%)
|
7.034%
|
4/14/29
|
486,225
|
$486,755
(d)(l)(m)
|
|
Total Hotels, Restaurants & Leisure
|
2,229,243
|
||||
|
|||||
Total Consumer Discretionary
|
2,542,312
|
||||
Energy — 0.5%
|
|||||
Oil, Gas & Consumable Fuels — 0.5%
|
|||||
Buckeye Partners LP, Term Loan B2 (1
mo. Term SOFR + 2.000%)
|
6.685%
|
11/22/30
|
497,503
|
497,080
(d)(l)(m)
|
|
|
|||||
Financials — 3.7%
|
|||||
Consumer Finance — 0.7%
|
|||||
Blackhawk Network Holdings Inc., Term
Loan B (1 mo. Term SOFR + 5.000%)
|
9.685%
|
3/12/29
|
159,600
|
160,527
(d)(l)(m)
|
|
TransUnion Intermediate Holdings Inc.,
Term Loan B7 (1 mo. Term SOFR +
2.000%)
|
6.685%
|
12/1/28
|
496,253
|
496,821
(d)(l)(m)
|
|
Total Consumer Finance
|
657,348
|
||||
Financial Services — 1.6%
|
|||||
Boost Newco Borrower LLC, Term Loan
B1 (3 mo. Term SOFR + 2.500%)
|
7.104%
|
1/31/31
|
800,000
|
803,252
(d)(l)(m)
|
|
Citadel Securities LP, 2024 Term Loan
Facility (1 mo. Term SOFR + 2.000%)
|
6.718%
|
10/31/31
|
713,302
|
714,083
(d)(l)(m)
|
|
Total Financial Services
|
1,517,335
|
||||
Insurance — 0.8%
|
|||||
Asurion LLC, New Term Loan B10 (1 mo.
Term SOFR + 4.100%)
|
8.785%
|
8/19/28
|
744,304
|
738,789
(d)(l)(m)
|
|
Mortgage Real Estate Investment Trusts (REITs) — 0.6%
|
|||||
Starwood Property Mortgage LLC, First
Lien Term Loan B (1 mo. Term SOFR +
2.750%)
|
7.435%
|
11/18/27
|
496,212
|
498,539
(d)(l)(m)
|
|
|
|||||
Total Financials
|
3,412,011
|
||||
Health Care — 0.5%
|
|||||
Life Sciences Tools & Services — 0.5%
|
|||||
IQVIA Inc., Term Loan B4 (3 mo. Term
SOFR + 2.000%)
|
6.604%
|
1/2/31
|
496,250
|
498,448
(d)(l)(m)
|
|
|
|||||
Industrials — 1.7%
|
|||||
Passenger Airlines — 1.7%
|
|||||
Delta Air Lines Inc., Initial Term Loan (3
mo. Term SOFR + 3.750%)
|
8.367%
|
10/20/27
|
386,348
|
394,193
(d)(l)(m)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
|
|||||
Passenger Airlines — continued
|
|||||
United Airlines Inc., Term Loan B (3 mo.
Term SOFR + 2.750%)
|
7.385%
|
2/22/31
|
1,203,950
|
$1,208,140
(d)(l)(m)
|
|
|
|||||
Total Industrials
|
1,602,333
|
||||
Information Technology — 1.3%
|
|||||
Electronic Equipment, Instruments & Components — 1.0%
|
|||||
Coherent Corp., Term Loan B1 (1 mo.
Term SOFR + 2.500%)
|
7.185%
|
7/2/29
|
886,147
|
888,251
(d)(l)(m)
|
|
Software — 0.3%
|
|||||
Modena Buyer LLC, Initial Term Loan (3
mo. Term SOFR + 4.500%)
|
9.104%
|
7/1/31
|
280,000
|
269,034
(d)(l)(m)
|
|
|
|||||
Total Information Technology
|
1,157,285
|
||||
Utilities — 0.7%
|
|||||
Electric Utilities — 0.7%
|
|||||
Vistra Operations Co. LLC, 2018
Incremental Term Loan (1 mo. Term
SOFR + 2.000%)
|
6.685%
|
12/20/30
|
591,750
|
592,987
(d)(l)(m)
|
|
|
|||||
Total Senior Loans (Cost — $10,977,460)
|
10,302,456
|
||||
Collateralized Mortgage Obligations(n) — 5.5%
|
|||||
Citigroup Commercial Mortgage Trust,
2015-P1 D
|
3.225%
|
9/15/48
|
630,000
|
570,749
(a)
|
|
CSAIL Commercial Mortgage Trust,
2015-C3 C
|
4.363%
|
8/15/48
|
600,000
|
495,565
(d)
|
|
Federal Home Loan Mortgage Corp.
(FHLMC) REMIC, Structured Agency
Credit Risk Trust, 2020-DNA6 B1 (30
Day Average SOFR + 3.000%)
|
7.857%
|
12/25/50
|
440,000
|
476,230
(a)(d)
|
|
Federal Home Loan Mortgage Corp.
(FHLMC) REMIC, Structured Agency
Credit Risk Trust, 2022-DNA2 M1B (30
Day Average SOFR + 2.400%)
|
7.257%
|
2/25/42
|
225,000
|
230,295
(a)(d)
|
|
Federal National Mortgage Association
(FNMA) — CAS, 2021-R03 1M2 (30 Day
Average SOFR + 1.650%)
|
6.507%
|
12/25/41
|
390,000
|
392,820
(a)(d)
|
|
Federal National Mortgage Association
(FNMA) — CAS, 2023-R06 1M2 (30 Day
Average SOFR + 2.700%)
|
7.557%
|
7/25/43
|
790,000
|
818,323
(a)(d)
|
|
Federal National Mortgage Association
(FNMA) — CAS, 2024-R02 1M2 (30 Day
Average SOFR + 1.800%)
|
6.657%
|
2/25/44
|
730,000
|
735,502
(a)(d)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
Collateralized Mortgage Obligations(n) — continued
|
|||||
JPMorgan Mortgage Trust, 2005-A5
1A2
|
5.094%
|
8/25/35
|
30,106
|
$28,496
(d)
|
|
Morgan Stanley Capital Trust, 2015-
UBS8 C
|
4.576%
|
12/15/48
|
580,000
|
513,831
(d)
|
|
Morgan Stanley Capital Trust, 2016-
BNK2 B
|
3.485%
|
11/15/49
|
610,000
|
503,519
|
|
UBS Commercial Mortgage Trust, 2018-
C15 C
|
5.139%
|
12/15/51
|
405,000
|
370,842
(d)
|
|
|
|||||
Total Collateralized Mortgage Obligations (Cost — $4,874,670)
|
5,136,172
|
||||
Convertible Bonds & Notes — 2.5%
|
|||||
Communication Services — 2.5%
|
|||||
Media — 2.5%
|
|||||
DISH Network Corp., Senior Notes
|
0.000%
|
12/15/25
|
2,110,000
|
1,886,467
|
|
DISH Network Corp., Senior Notes
|
3.375%
|
8/15/26
|
560,000
|
474,383
|
|
|
|||||
Total Convertible Bonds & Notes (Cost — $1,914,493)
|
2,360,850
|
||||
Asset-Backed Securities — 1.1%
|
|||||
AGL CLO Ltd., 2024-35A E (3 mo. Term
SOFR + 5.150%)
|
9.709%
|
1/21/38
|
120,000
|
120,000
(a)(d)(e)(h)
|
|
Bain Capital Credit CLO Ltd., 2020-3A
DRR (3 mo. Term SOFR + 3.100%)
|
7.726%
|
10/23/34
|
340,000
|
340,000
(a)(d)
|
|
Goldentree Loan Management US CLO
Ltd., 2020-8A ERR (3 mo. Term SOFR +
5.750%)
|
10.352%
|
10/20/34
|
280,000
|
280,000
(a)(d)
|
|
Oaktree CLO Ltd., 2022-2A D1R2 (3 mo.
Term SOFR + 3.250%)
|
7.865%
|
10/15/37
|
240,000
|
240,000
(a)(d)
|
|
|
|||||
Total Asset-Backed Securities (Cost — $980,000)
|
980,000
|
||||
|
|
|
|
Shares
|
|
Common Stocks — 0.1%
|
|||||
Health Care — 0.1%
|
|||||
Pharmaceuticals — 0.1%
|
|||||
Endo Inc. (Cost — $74,455)
|
|
2,996
|
76,428
*
|
||
Total Investments before Short-Term Investments (Cost — $140,589,471)
|
144,756,956
|
||||
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
|
Short-Term Investments — 3.4%
|
|||||
U.S. Treasury Bills — 2.7%
|
|||||
U.S. Treasury Bills
|
3.892%
|
11/5/24
|
2,000,000
|
1,998,957
(o)
|
Security
|
|
Rate
|
Maturity
Date
|
Face
Amount†
|
Value
|
Short-Term Investments — continued
|
|||||
U.S. Treasury Bills — continued
|
|||||
U.S. Treasury Bills
|
4.142%
|
11/7/24
|
500,000
|
$499,612
(o)
|
|
|
|||||
Total U.S. Treasury Bills (Cost — $2,498,548)
|
2,498,569
|
||||
|
|
|
|
Shares
|
|
Money Market Funds — 0.7%
|
|||||
Western Asset Premier Institutional
Government Reserves, Premium Shares
(Cost — $657,653)
|
4.821%
|
|
657,653
|
657,653
(p)(q)
|
|
|
|||||
Total Short-Term Investments (Cost — $3,156,201)
|
3,156,222
|
||||
Total Investments — 159.0% (Cost — $143,745,672)
|
147,913,178
|
||||
Liabilities in Excess of Other Assets — (59.0)%
|
(54,903,939
)
|
||||
Total Net Assets — 100.0%
|
$93,009,239
|
†
|
Face amount denominated in U.S. dollars, unless otherwise noted.
|
*
|
Non-income producing security.
|
(a)
|
Security is exempt from registration under Rule 144A of the Securities Act of 1933.
This security may be resold in
transactions that are exempt from registration, normally to qualified institutional
buyers. This security has been
deemed liquid pursuant to guidelines approved by the Board of Directors.
|
(b)
|
All or a portion of this security is pledged as collateral pursuant to the loan agreement (Note 6).
|
(c)
|
Security is exempt from registration under Regulation S of the Securities Act of 1933.
Regulation S applies to
securities offerings that are made outside of the United States and do not involve
direct selling efforts in the
United States. This security has been deemed liquid pursuant to guidelines approved
by the Board of Directors.
|
(d)
|
Variable rate security. Interest rate disclosed is as of the most recent information
available. Certain variable rate
securities are not based on a published reference rate and spread but are determined
by the issuer or agent and
are based on current market conditions. These securities do not indicate a reference
rate and spread in their
description above.
|
(e)
|
Securities traded on a when-issued or delayed delivery basis.
|
(f)
|
All or a portion of this security is held by the counterparty as collateral for open
reverse repurchase agreements.
|
(g)
|
Security has no maturity date. The date shown represents the next call date.
|
(h)
|
Security is fair valued in accordance with procedures approved by the Board of Directors (Note 1).
|
(i)
|
Security is valued using significant unobservable inputs (Note 1).
|
(j)
|
Value is less than $1.
|
(k)
|
The maturity principal is currently in default as of October 31, 2024.
|
(l)
|
Interest rates disclosed represent the effective rates on senior loans. Ranges in
interest rates are attributable to
multiple contracts under the same loan.
|
(m)
|
Senior loans may be considered restricted in that the Fund ordinarily is contractually
obligated to receive approval
from the agent bank and/or borrower prior to the disposition of a senior loan.
|
(n)
|
Collateralized mortgage obligations are secured by an underlying pool of mortgages
or mortgage pass-through
certificates that are structured to direct payments on underlying collateral to different
series or classes of the
obligations. The interest rate may change positively or inversely in relation to one
or more interest rates, financial
indices or other financial indicators and may be subject to an upper and/or lower
limit.
|
(o)
|
Rate shown represents yield-to-maturity.
|
(p)
|
Rate shown is one-day yield as of the end of the reporting period.
|
(q)
|
In this instance, as defined in the Investment Company Act of 1940, an “Affiliated Company” represents Fund
ownership of at least 5% of the outstanding voting securities of an issuer, or a company
which is under common
ownership or control with the Fund. At October 31, 2024, the total market value of
investments in Affiliated
Companies was $657,653 and the cost was $657,653 (Note 9).
|
Abbreviation(s) used in this schedule:
|
||
BRL
|
—
|
Brazilian Real
|
CAS
|
—
|
Connecticut Avenue Securities
|
CLO
|
—
|
Collateralized Loan Obligation
|
EUR
|
—
|
Euro
|
EURIBOR
|
—
|
Euro Interbank Offered Rate
|
GBP
|
—
|
British Pound
|
ICE
|
—
|
Intercontinental Exchange
|
IDR
|
—
|
Indonesian Rupiah
|
JSC
|
—
|
Joint Stock Company
|
LIBOR
|
—
|
London Interbank Offered Rate
|
MXN
|
—
|
Mexican Peso
|
PLN
|
—
|
Polish Zloty
|
REMIC
|
—
|
Real Estate Mortgage Investment Conduit
|
SOFR
|
—
|
Secured Overnight Financing Rate
|
SONIA
|
—
|
Sterling Overnight Index Average
|
USD
|
—
|
United States Dollar
|
UYU
|
—
|
Uruguayan Peso
|
Counterparty
|
Rate
|
Effective
Date
|
Maturity
Date
|
Face Amount
of Reverse
Repurchase
Agreements
|
Asset Class
of Collateral*
|
Collateral
Value**
|
Deutsche Bank AG
|
5.080%
|
9/24/2024
|
12/18/2024
|
$2,454,527
|
Corporate Bonds &
Notes
Cash
|
$2,597,794
57,448
|
Deutsche Bank AG
|
5.200%
|
9/18/2024
|
12/18/2024
|
5,297,500
|
Corporate Bonds &
Notes
Cash
|
5,397,923
123,986
|
Deutsche Bank AG
|
5.500%
|
8/23/2024
|
11/1/2024
|
2,331,249
|
Corporate Bonds &
Notes
Cash
|
2,455,340
54,562
|
Deutsche Bank AG
|
5.670%
|
8/14/2024
|
11/14/2024
|
1,025,588
|
Corporate Bonds &
Notes
Cash
|
1,210,047
24,004
|
Goldman Sachs
Group Inc.
|
5.500%
|
9/20/2024
|
TBD***
|
1,626,654
|
Corporate Bonds &
Notes
|
2,184,791
|
Counterparty
|
Rate
|
Effective
Date
|
Maturity
Date
|
Face Amount
of Reverse
Repurchase
Agreements
|
Asset Class
of Collateral*
|
Collateral
Value**
|
Royal Bank of Canada
|
5.120%
|
11/1/2024
|
1/30/2025
|
$2,300,462
|
Corporate Bonds &
Notes
|
$2,455,341
|
|
|
|
|
$15,035,980
|
|
$16,561,236
|
*
|
Refer to the Schedule of Investments for positions held at the counterparty as collateral
for reverse repurchase
agreements.
|
**
|
Including accrued interest.
|
***
|
TBD — To Be Determined; These reverse repurchase agreements have no maturity dates because they are
renewed daily and can be terminated by either the Fund or the counterparty in accordance
with the terms of the
agreements. The rates for these agreements are variable. The rate disclosed is the
rate as of October 31, 2024.
|
Currency
Purchased
|
Currency
Sold
|
Counterparty
|
Settlement
Date
|
Unrealized
Appreciation
(Depreciation)
|
||
USD
|
1,865,342
|
MXN
|
36,866,621
|
JPMorgan Chase & Co.
|
1/15/25
|
$46,562
|
EUR
|
24,672,232
|
USD
|
27,196,695
|
Bank of America N.A.
|
1/16/25
|
(268,245
)
|
GBP
|
345,050
|
USD
|
448,334
|
Bank of America N.A.
|
1/16/25
|
(3,507
)
|
GBP
|
933,480
|
USD
|
1,222,704
|
Bank of America N.A.
|
1/16/25
|
(19,292
)
|
CAD
|
2,940,570
|
USD
|
2,143,641
|
BNP Paribas SA
|
1/16/25
|
(25,909
)
|
GBP
|
580,700
|
USD
|
759,263
|
BNP Paribas SA
|
1/16/25
|
(10,642
)
|
GBP
|
1,584,600
|
USD
|
2,068,253
|
BNP Paribas SA
|
1/16/25
|
(25,436
)
|
USD
|
412,028
|
EUR
|
374,952
|
BNP Paribas SA
|
1/16/25
|
2,788
|
Net unrealized depreciation on open forward foreign currency contracts
|
$(303,681
)
|
Abbreviation(s) used in this table:
|
||
CAD
|
—
|
Canadian Dollar
|
EUR
|
—
|
Euro
|
GBP
|
—
|
British Pound
|
MXN
|
—
|
Mexican Peso
|
USD
|
—
|
United States Dollar
|
Summary of Investments by Country# (unaudited)
|
|
United States
|
54.6
%
|
Mexico
|
6.2
|
United Kingdom
|
6.2
|
Ireland
|
2.8
|
Brazil
|
2.5
|
Colombia
|
2.2
|
France
|
2.1
|
Indonesia
|
2.0
|
Spain
|
1.7
|
Luxembourg
|
1.4
|
Italy
|
1.2
|
Macau
|
1.2
|
Canada
|
1.1
|
Switzerland
|
1.1
|
Israel
|
1.0
|
Morocco
|
0.9
|
Kazakhstan
|
0.8
|
Peru
|
0.8
|
Germany
|
0.8
|
Cayman Islands
|
0.7
|
Poland
|
0.6
|
Belgium
|
0.6
|
Angola
|
0.6
|
South Africa
|
0.5
|
Netherlands
|
0.5
|
Uruguay
|
0.5
|
Panama
|
0.5
|
Guatemala
|
0.4
|
Saudi Arabia
|
0.3
|
Zambia
|
0.3
|
Qatar
|
0.3
|
Argentina
|
0.3
|
Denmark
|
0.3
|
China
|
0.3
|
Philippines
|
0.2
|
Singapore
|
0.2
|
Jordan
|
0.2
|
Short-Term Investments
|
2.1
|
|
100.0
%
|
#
|
As a percentage of total investments. Please note that the Fund holdings are as of
October 31, 2024, and are
subject to change.
|
Assets:
|
|
Investments in unaffiliated securities, at value (Cost — $143,088,019)
|
$147,255,525
|
Investments in affiliated securities, at value (Cost — $657,653)
|
657,653
|
Foreign currency, at value (Cost — $229,845)
|
187,013
|
Cash
|
9,949
|
Receivable for open reverse repurchase agreements (Note 3)
|
2,300,462
|
Receivable for securities sold
|
1,908,266
|
Interest receivable
|
1,852,731
|
Deposits with brokers for open reverse repurchase agreements
|
260,000
|
Unrealized appreciation on forward foreign currency contracts
|
49,350
|
Dividends receivable from affiliated investments
|
43,172
|
Prepaid expenses
|
3,206
|
Total Assets
|
154,527,327
|
Liabilities:
|
|
Loan payable (Note 6)
|
44,000,000
|
Payable for open reverse repurchase agreements (Note 3)
|
15,035,980
|
Distributions payable
|
917,367
|
Payable for securities purchased
|
620,000
|
Unrealized depreciation on forward foreign currency contracts
|
353,031
|
Interest and commitment fees payable
|
343,993
|
Investment management fee payable
|
95,567
|
Directors’ fees payable
|
1,942
|
Accrued foreign capital gains tax
|
489
|
Accrued expenses
|
149,719
|
Total Liabilities
|
61,518,088
|
Total Net Assets
|
$93,009,239
|
Net Assets:
|
|
Par value ($0.001 par value; 7,519,400 shares issued and outstanding; 100,000,000
shares
authorized)
|
$7,519
|
Paid-in capital in excess of par value
|
149,890,917
|
Total distributable earnings (loss)
|
(56,889,197
)
|
Total Net Assets
|
$93,009,239
|
Shares Outstanding
|
7,519,400
|
Net Asset Value
|
$12.37
|
Investment Income:
|
|
Interest
|
$19,203,352
|
Dividends from affiliated investments
|
142,269
|
Less: Foreign taxes withheld
|
(3,852
)
|
Total Investment Income
|
19,341,769
|
Expenses:
|
|
Interest expense (Notes 3 and 6)
|
5,513,518
|
Investment management fee (Note 2)
|
2,173,556
|
Transfer agent fees
|
166,185
|
Legal fees
|
104,317
|
Directors’ fees
|
64,986
|
Audit and tax fees
|
57,887
|
Shareholder reports
|
42,411
|
Fund accounting fees
|
29,108
|
Commitment fees (Note 6)
|
15,658
|
Stock exchange listing fees
|
12,500
|
Insurance
|
2,160
|
Custody fees
|
192
|
Miscellaneous expenses
|
41,411
|
Total Expenses
|
8,223,889
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
(107,221
)
|
Net Expenses
|
8,116,668
|
Net Investment Income
|
11,225,101
|
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts, Forward Foreign
Currency
Contracts and Foreign Currency Transactions (Notes 1, 3 and 4):
|
|
Net Realized Gain (Loss) From:
|
|
Investment transactions in unaffiliated securities
|
3,885,347
|
Futures contracts
|
(7,915
)
|
Forward foreign currency contracts
|
691,815
|
Foreign currency transactions
|
24,088
|
Net Realized Gain
|
4,593,335
|
Change in Net Unrealized Appreciation (Depreciation) From:
|
|
Investments in unaffiliated securities
|
14,446,830
†
|
Forward foreign currency contracts
|
(305,562
)
|
Foreign currencies
|
12,519
|
Change in Net Unrealized Appreciation (Depreciation)
|
14,153,787
|
Net Gain on Investments, Futures Contracts, Forward Foreign Currency Contracts and
Foreign Currency Transactions
|
18,747,122
|
Increase in Net Assets From Operations
|
$29,972,223
|
†
|
Net of change in accrued foreign capital gains tax of $489.
|
For the Years Ended October 31,
|
2024
|
2023
|
Operations:
|
|
|
Net investment income
|
$11,225,101
|
$13,249,080
|
Net realized gain (loss)
|
4,593,335
|
(14,354,575
)
|
Change in net unrealized appreciation (depreciation)
|
14,153,787
|
8,640,854
|
Increase in Net Assets From Operations
|
29,972,223
|
7,535,359
|
Distributions to Shareholders From (Note 1):
|
|
|
Total distributable earnings
|
(11,546,458
)
|
(12,694,110
)
|
Return of capital
|
(7,339,809
)
|
(5,454,180
)
|
Decrease in Net Assets From Distributions to Shareholders
|
(18,886,267
)
|
(18,148,290
)
|
Fund Share Transactions:
|
|
|
Cost of shares repurchased through tender offer (7,429,768 and 0 shares
repurchased, respectively) (Note 5)
|
(96,289,793
)
|
—
|
Decrease in Net Assets From Fund Share Transactions
|
(96,289,793
)
|
—
|
Decrease in Net Assets
|
(85,203,837
)
|
(10,612,931
)
|
Net Assets:
|
|
|
Beginning of year
|
178,213,076
|
188,826,007
|
End of year
|
$93,009,239
|
$178,213,076
|
Increase (Decrease) in Cash:
|
|
Cash Flows from Operating Activities:
|
|
Net increase in net assets resulting from operations
|
$29,972,223
|
Adjustments to reconcile net increase in net assets resulting from operations to net
cash
provided (used) by operating activities:
|
|
Purchases of portfolio securities
|
(123,801,070
)
|
Sales of portfolio securities
|
259,382,347
|
Net purchases, sales and maturities of short-term investments
|
79,274
|
Net amortization of premium (accretion of discount)
|
(3,965,915
)
|
Increase in receivable for securities sold
|
(1,455,103
)
|
Decrease in interest receivable
|
1,977,372
|
Increase in prepaid expenses
|
(1,673
)
|
Increase in dividends receivable from affiliated investments
|
(31,880
)
|
Decrease in payable for securities purchased
|
(160,413
)
|
Decrease in investment management fee payable
|
(85,430
)
|
Decrease in Directors’ fees payable
|
(1,700
)
|
Decrease in interest and commitment fees payable
|
(114,453
)
|
Decrease in accrued expenses
|
(11,417
)
|
Net realized gain on investments
|
(3,885,347
)
|
Change in net unrealized appreciation (depreciation) of investments and forward foreign
currency contracts
|
(14,141,268
)
|
Net Cash Provided in Operating Activities*
|
143,755,547
|
Cash Flows from Financing Activities:
|
|
Distributions paid on common stock (net of distributions payable)
|
(19,493,715
)
|
Proceeds from loan facility borrowings
|
3,000,000
|
Repayment of loan facility borrowings
|
(40,000,000
)
|
Increase in receivable for open reverse repurchase agreements
|
(2,300,462
)
|
Increase in payable for open reverse repurchase agreements
|
11,044,319
|
Payment for shares repurchased through tender offer
|
(96,289,793
)
|
Net Cash Used by Financing Activities
|
(144,039,651
)
|
Net Decrease in Cash and Restricted Cash
|
(284,104
)
|
Cash and restricted cash at beginning of year
|
741,066
|
Cash and restricted cash at end of year
|
$456,962
|
*
|
Included in operating expenses is $5,643,629 paid for interest and commitment fees
on borrowings.
|
|
October 31, 2024
|
Cash
|
$196,962
|
Restricted cash
|
260,000
|
Total cash and restricted cash shown in the Statement of Cash Flows
|
$456,962
|
For a share of capital stock outstanding throughout each year ended October 31:
|
|||||
|
20241
|
20231
|
20221
|
20211
|
20201
|
Net asset value, beginning of year
|
$11.92
|
$12.63
|
$18.06
|
$17.91
|
$18.41
|
Income (loss) from operations:
|
|||||
Net investment income
|
0.78
|
0.89
|
1.04
|
1.07
|
1.03
|
Net realized and unrealized gain (loss)
|
0.99
|
(0.39
)
|
(5.26
)
|
0.29
|
(0.32
)
|
Total income (loss) from operations
|
1.77
|
0.50
|
(4.22)
|
1.36
|
0.71
|
Less distributions from:
|
|
|
|
|
|
Net investment income
|
(0.81
)
|
(0.85
)
|
(0.55
)
|
(0.94
)
|
(1.01
)
|
Return of capital
|
(0.51
)
|
(0.36
)
|
(0.66
)
|
(0.27
)
|
(0.20
)
|
Total distributions
|
(1.32)
|
(1.21)
|
(1.21)
|
(1.21)
|
(1.21)
|
Anti-dilutive impact of repurchase plan
|
—
|
—
|
—
|
—
|
0.00
2,3
|
Anti-dilutive impact of tender offer
|
(0.00
)2,4
|
—
|
—
|
—
|
—
|
Net asset value, end of year
|
$12.37
|
$11.92
|
$12.63
|
$18.06
|
$17.91
|
Market price, end of year
|
$11.90
|
$11.36
|
$11.70
|
$18.16
|
$16.53
|
Total return, based on NAV5,6
|
15.14
%
|
3.65
%
|
(24.14
)%
|
7.62
%
|
4.27
%
|
Total return, based on Market Price7
|
16.48
%
|
6.98
%
|
(29.96
)%
|
17.43
%
|
2.25
%
|
Net assets, end of year (000s)
|
$93,009
|
$178,213
|
$188,826
|
$269,831
|
$267,615
|
Ratios to average net assets:
|
|||||
Gross expenses
|
4.49
%
|
4.01
%
|
2.12
%
|
1.53
%
|
1.94
%
|
Net expenses8,9
|
4.43
|
4.01
|
2.12
|
1.53
|
1.93
|
Net investment income
|
6.13
|
6.82
|
6.80
|
5.73
|
5.79
|
Portfolio turnover rate
|
47
%
|
37
%
|
81
%
|
35
%
|
50
%
|
Supplemental data:
|
|
|
|
|
|
Loan Outstanding, End of Year (000s)
|
$44,000
|
$81,000
|
$83,000
|
$90,000
|
$90,000
|
Asset Coverage Ratio for Loan Outstanding10
|
311
%
|
320
%
|
328
%
|
400
%
|
397
%
|
Asset Coverage, per $1,000 Principal Amount
of Loan Outstanding10
|
$3,114
|
$3,200
|
$3,275
|
$3,998
|
$3,974
|
Weighted Average Loan (000s)
|
$78,891
|
$81,477
|
$86,510
|
$90,000
|
$88,716
|
Weighted Average Interest Rate on Loan
|
6.18
%
|
5.56
%
|
1.69
%
|
0.76
%
|
1.75
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
Amount represents less than $0.005 or greater than $(0.005) per share.
|
3
|
The repurchase plan was completed at an average repurchase price of $12.30 for 2,114
shares and $26,011 for the
year ended October 31, 2020.
|
4
|
The tender offer was completed at a price of $12.96 for 7,429,768 shares and $96,289,793
for the year ended
October 31, 2024.
|
5
|
Performance figures may reflect compensating balance arrangements, fee waivers and/or
expense reimbursements.
In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements,
the total
return would have been lower. Past performance is no guarantee of future results.
|
6
|
The total return calculation assumes that distributions are reinvested at NAV. Past
performance is no guarantee of
future results.
|
7
|
The total return calculation assumes that distributions are reinvested in accordance with the Fund’s dividend
reinvestment plan. Past performance is no guarantee of future results.
|
8
|
The manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management
fee payable in connection with any investment in an affiliated money market fund.
|
9
|
Reflects fee waivers and/or expense reimbursements.
|
10
|
Represents value of net assets plus the loan outstanding at the end of the period
divided by the loan outstanding
at the end of the period.
|
ASSETS
|
||||
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
Long-Term Investments†:
|
|
|
|
|
Corporate Bonds & Notes:
|
|
|
|
|
Financials
|
—
|
$26,798,149
|
$0
*
|
$26,798,149
|
Health Care
|
—
|
9,986,977
|
0
*
|
9,986,977
|
Other Corporate Bonds &
Notes
|
—
|
75,328,109
|
—
|
75,328,109
|
Sovereign Bonds
|
—
|
13,787,815
|
—
|
13,787,815
|
Senior Loans
|
—
|
10,302,456
|
—
|
10,302,456
|
Collateralized Mortgage
Obligations
|
—
|
5,136,172
|
—
|
5,136,172
|
Convertible Bonds & Notes
|
—
|
2,360,850
|
—
|
2,360,850
|
Asset-Backed Securities
|
—
|
980,000
|
—
|
980,000
|
Common Stocks
|
—
|
76,428
|
—
|
76,428
|
Total Long-Term Investments
|
—
|
144,756,956
|
0
*
|
144,756,956
|
Short-Term Investments†:
|
|
|
|
|
U.S. Treasury Bills
|
—
|
2,498,569
|
—
|
2,498,569
|
Money Market Funds
|
$657,653
|
—
|
—
|
657,653
|
Total Short-Term Investments
|
657,653
|
2,498,569
|
—
|
3,156,222
|
Total Investments
|
$657,653
|
$147,255,525
|
$0
*
|
$147,913,178
|
ASSETS (cont’d)
|
||||
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
Other Financial Instruments:
|
|
|
|
|
Forward Foreign Currency
Contracts††
|
—
|
$49,350
|
—
|
$49,350
|
Total
|
$657,653
|
$147,304,875
|
—
|
$147,962,528
|
LIABILITIES
|
||||
Description
|
Quoted Prices
(Level 1)
|
Other Significant
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
Other Financial Instruments:
|
|
|
|
|
Forward Foreign Currency
Contracts††
|
—
|
$353,031
|
—
|
$353,031
|
†
|
See Schedule of Investments for additional detailed categorizations.
|
*
|
Amount represents less than $1.
|
††
|
Reflects the unrealized appreciation (depreciation) of the instruments.
|
|
Investments
|
U.S. Government &
Agency Obligations
|
Purchases
|
$115,074,686
|
$8,726,384
|
Sales
|
250,453,297
|
8,929,050
|
|
Cost
|
Gross
Unrealized
Appreciation
|
Gross
Unrealized
Depreciation
|
Net
Unrealized
Appreciation
(Depreciation)
|
Securities
|
$145,845,501
|
$7,067,718
|
$(5,000,041)
|
$2,067,677
|
Forward foreign currency contracts
|
—
|
49,350
|
(353,031)
|
(303,681)
|
Average Daily
Balance*
|
Weighted Average
Interest Rate*
|
Maximum Amount
Outstanding
|
$9,703,825
|
5.638%
|
$16,015,109
|
* Averages based on the number of days that the Fund had reverse repurchase agreements
outstanding.
|
ASSET DERIVATIVES1
|
|
|
Foreign
Exchange Risk
|
Forward foreign currency contracts
|
$49,350
|
LIABILITY DERIVATIVES1
|
|
|
Foreign
Exchange Risk
|
Forward foreign currency contracts
|
$353,031
|
1
|
Generally, the balance sheet location for asset derivatives is receivables/net unrealized
appreciation and for
liability derivatives is payables/net unrealized depreciation.
|
AMOUNT OF NET REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
|
|||
|
Interest
Rate Risk
|
Foreign
Exchange Risk
|
Total
|
Futures contracts
|
$(7,915
)
|
—
|
$(7,915
)
|
Forward foreign currency contracts
|
—
|
$691,815
|
691,815
|
Total
|
$(7,915
)
|
$691,815
|
$683,900
|
CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
|
|
Foreign
Exchange Risk
|
Forward foreign currency contracts
|
$(305,562
)
|
|
Average Market
Value
|
Futures contracts (to buy)†
|
$37,644
|
Forward foreign currency contracts (to buy)
|
27,279,550
|
Forward foreign currency contracts (to sell)
|
3,618,603
|
†
|
At October 31, 2024, there were no open positions held in this derivative.
|
Counterparty
|
Gross Assets
Subject to
Master
Agreements1
|
Gross
Liabilities
Subject to
Master
Agreements1
|
Net Assets
(Liabilities)
Subject to
Master
Agreements
|
Collateral
Pledged
(Received)
|
Net
Amount2
|
Bank of America N.A.
|
—
|
$(291,044)
|
$(291,044)
|
—
|
$(291,044)
|
BNP Paribas SA
|
$2,788
|
(61,987)
|
(59,199)
|
—
|
(59,199)
|
JPMorgan Chase & Co.
|
46,562
|
—
|
46,562
|
—
|
46,562
|
Total
|
$49,350
|
$(353,031)
|
$(303,681)
|
—
|
$(303,681)
|
1
|
Absent an event of default or early termination, derivative assets and liabilities
are presented gross and not
offset in the Statement of Assets and Liabilities.
|
2
|
Represents the net amount receivable (payable) from (to) the counterparty in the event
of default.
|
Record Date
|
Payable Date
|
Amount
|
10/24/2024
|
11/1/2024
|
$0.1220
|
11/21/2024
|
12/2/2024
|
$0.1220
|
12/23/2024
|
12/31/2024
|
$0.1220
|
1/24/2025
|
2/3/2025
|
$0.1220
|
2/21/2025
|
3/3/2025
|
$0.1220
|
|
Affiliate
Value at
October 31, 2023
|
Purchased
|
Sold
|
||
Cost
|
Shares
|
Proceeds
|
Shares
|
||
Western Asset
Premier
Institutional
Government
Reserves, Premium
Shares
|
$2,475,438
|
$198,378,009
|
198,378,009
|
$200,195,794
|
200,195,794
|
(cont’d)
|
Realized
Gain (Loss)
|
Dividend
Income
|
Net Increase
(Decrease) in
Unrealized
Appreciation
(Depreciation)
|
Affiliate
Value at
October 31,
2024
|
Western Asset Premier
Institutional
Government Reserves,
Premium Shares
|
—
|
$142,269
|
—
|
$657,653
|
|
2024
|
2023
|
Distributions paid from:
|
|
|
Ordinary income
|
$11,546,458
|
$12,694,110
|
Tax return of capital
|
7,339,809
|
5,454,180
|
Total distributions paid
|
$18,886,267
|
$18,148,290
|
Deferred capital losses*
|
$(57,989,878)
|
Other book/tax temporary differences(a)
|
(613,685)
|
Unrealized appreciation (depreciation)(b)
|
1,714,366
|
Total distributable earnings (loss) — net
|
$(56,889,197)
|
*
|
These capital losses have been deferred in the current year as either short-term or
long-term losses. The losses
will be deemed to occur on the first day of the next taxable year in the same character
as they were originally
deferred and will be available to offset future taxable capital gains. Losses may
be subject to limitation under
IRC Section 382 in future periods.
|
(a)
|
Other book/tax temporary differences are attributable to the realization for tax purposes
of unrealized gains
(losses) on foreign currency contracts, the difference between cash and accrual basis
distributions paid and
book/tax differences in the timing of the deductibility of various expenses.
|
(b)
|
The difference between book-basis and tax-basis unrealized appreciation (depreciation)
is attributable to the tax
deferral of losses on wash sales, the difference between book and tax amortization
methods for premium on
fixed income securities and book/tax differences in the accrual of interest income
on securities in default.
|
FOR
|
AGAINST
|
ABSTAIN
|
BROKER NON-VOTES
|
7,502,732
|
1,722,517
|
234,908
|
N/A
|
Independent Directors†
|
|
Robert D. Agdern
|
|
Year of birth
|
1950
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit, Compensation and
Pricing and Valuation Committees, and Compliance Liaison,
Class III
|
Term of office1 and length of time served
|
Since 2015
|
Principal occupation(s) during the past five years
|
Member of the Advisory Committee of the Dispute Resolution
Research Center at the Kellogg Graduate School of Business,
Northwestern University (2002 to 2016); formerly, Deputy
General Counsel responsible for western hemisphere matters
for BP PLC (1999 to 2001); Associate General Counsel at Amoco
Corporation responsible for corporate, chemical, and refining
and marketing matters and special assignments (1993 to 1998)
(Amoco merged with British Petroleum in 1998 forming BP PLC)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
None
|
Carol L. Colman
|
|
Year of birth
|
1946
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit and Compensation
Committees, and Chair of Pricing and Valuation Committee,
Class I
|
Term of office1 and length of time served
|
Since 2009
|
Principal occupation(s) during the past five years
|
President, Colman Consulting Company (consulting)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
None
|
Independent Directors† (cont’d)
|
|
Daniel P. Cronin
|
|
Year of birth
|
1946
|
Position(s) held with Fund1
|
Director and Member of Audit, Compensation and Pricing and
Valuation Committees, and Chair of Nominating Committee,
Class I
|
Term of office1 and length of time served
|
Since 2009
|
Principal occupation(s) during the past five years
|
Retired; formerly, Associate General Counsel, Pfizer Inc. (prior to
and including 2004)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
None
|
Paolo M. Cucchi
|
|
Year of birth
|
1941
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit, and Pricing and
Valuation Committees, and Chair of Compensation Committee,
Class I
|
Term of office1 and length of time served
|
Since 2009
|
Principal occupation(s) during the past five years
|
Emeritus Professor of French and Italian (since 2014) and
formerly, Vice President and Dean of The College of Liberal Arts
(1984 to 2009) and Professor of French and Italian (2009 to 2014)
at Drew University
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
None
|
Anthony Grillo*
|
|
Year of birth
|
1955
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit, Compensation and
Pricing and Valuation Committees, Class I
|
Term of office1 and length of time served
|
Since 2024
|
Principal occupation(s) during the past five years
|
Retired; Founder, Managing Director and Partner of American
Securities Opportunity Funds (private equity and credit firm)
(2006 to 2018); formerly, Senior Managing Director of Evercore
Partners Inc. (investment banking) (2001 to 2004); Senior
Managing Director of Joseph Littlejohn & Levy, Inc. (private
equity firm) (1999 to 2001); Senior Managing Director of The
Blackstone Group L.P. (private equity and credit firm) (1991 to
1999)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
Director of Littelfuse, Inc. (electronics manufacturing) (since
1991); formerly, Director of Oaktree Acquisition Corp. II (2020
to 2022); Director of Oaktree Acquisition Corp. (2019 to 2021)
|
Independent Directors† (cont’d)
|
|
Eileen A. Kamerick**
|
|
Year of birth
|
1958
|
Position(s) held with Fund1
|
Chair and Member of Nominating, Compensation, Pricing and
Valuation and Audit Committees, Class III
|
Term of office1 and length of time served
|
Since 2013
|
Principal occupation(s) during the past five years
|
Chief Executive Officer, The Governance Partners, LLC
(consulting firm) (since 2015); National Association of Corporate
Directors Board Leadership Fellow (since 2016, with Directorship
Certification since 2019) and NACD 2022 Directorship 100
honoree; Adjunct Professor, Georgetown University Law Center
(since 2021); Adjunct Professor, The University of Chicago Law
School (since 2018); Adjunct Professor, University of Iowa
College of Law (since 2007); formerly, Chief Financial Officer,
Press Ganey Associates (health care informatics company) (2012
to 2014); Managing Director and Chief Financial Officer,
Houlihan Lokey (international investment bank) and President,
Houlihan Lokey Foundation (2010 to 2012)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
Director, VALIC Company I (since October 2022); Director of ACV
Auctions Inc. (since 2021); Director of Associated Banc-Corp
(financial services company) (since 2007); formerly, Director of
Hochschild Mining plc (precious metals company) (2016
to 2023); formerly Trustee of AIG Funds and Anchor Series Trust
(2018 to 2021)
|
Nisha Kumar
|
|
Year of birth
|
1970
|
Position(s) held with Fund1
|
Director and Member of Nominating, Compensation and Pricing
and Valuation Committees, and Chair of the Audit Committee,
Class II
|
Term of office1 and length of time served
|
Since 2019
|
Principal occupation(s) during the past five years
|
Formerly, Managing Director and the Chief Financial Officer and
Chief Compliance Officer of Greenbriar Equity Group, LP (2011
to 2021); formerly, Chief Financial Officer and Chief
Administrative Officer of Rent the Runway, Inc. (2011); Executive
Vice President and Chief Financial Officer of AOL LLC, a
subsidiary of Time Warner Inc. (2007 to 2009); Member of the
Council of Foreign Relations
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
Director of Birkenstock Holding plc (since 2023); Director of The
India Fund, Inc. (since 2016); formerly, Director of Aberdeen
Income Credit Strategies Fund (2017 to 2018); and Director of
The Asia Tigers Fund, Inc. (2016 to 2018)
|
Independent Directors† (cont’d)
|
|
Peter Mason*
|
|
Year of birth
|
1959
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit, Compensation and
Pricing and Valuation Committees, Class I
|
Term of office1 and length of time served
|
Since 2024
|
Principal occupation(s) during the past five years
|
Arbitrator and Mediator (self-employed) (since 2021); formerly,
Global General Counsel of UNICEF (non-governmental
organization) (1998-2021)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
Chairman of University of Sydney USA Foundation (since 2020);
Director of the Radio Workshop US, Inc. (since 2023)
|
Hillary A. Sale*
|
|
Year of birth
|
1961
|
Position(s) held with Fund1
|
Director and Member of Nominating, Audit, Compensation and
Pricing and Valuation Committees, Class II
|
Term of office1 and length of time served
|
Since 2024
|
Principal occupation(s) during the past five years
|
Agnes Williams Sesquicentennial Professor of Leadership and
Corporate Governance, Georgetown Law; and Professor of
Management, McDonough School of Business (since 2018);
formerly, Associate Dean for Strategy, Georgetown Law (2020-
2023); National Association of Corporate Directors Board Faculty
Member (since 2021); formerly, a Member of the Board of
Governors of FINRA (2016-2022)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
16
|
Other board memberships held by Director during the past five
years
|
CBOE U.S. Securities Exchanges, CBOE Futures Exchange, and
CBOE SEF, Director (since 2022); Advisory Board Member of
Foundation Press (academic book publisher) (since 2019); Chair
of DirectWomen Board Institute (since 2019); formerly, Member
of DirectWomen Board (nonprofit) (2007-2022)
|
Interested Director and Officer
|
|
Jane Trust, CFA2
|
|
Year of birth
|
1962
|
Position(s) held with Fund1
|
Director, President and Chief Executive Officer, Class II
|
Term of office1 and length of time served
|
Since 2015
|
Principal occupation(s) during the past five years
|
Senior Vice President, Fund Board Management, Franklin
Templeton (since 2020); Officer and/or Trustee/Director of 115
funds associated with FTFA or its affiliates (since 2015);
President and Chief Executive Officer of FTFA (since 2015);
formerly, Senior Managing Director (2018 to 2020) and
Managing Director (2016 to 2018) of Legg Mason & Co., LLC
(“Legg Mason & Co.”); and Senior Vice President of FTFA (2015)
|
Number of portfolios in fund complex overseen by Director
(including the Fund)
|
Trustee/Director of Franklin Templeton funds consisting of 115
portfolios; Trustee of Putnam Family of Funds consisting of 105
portfolios
|
Other board memberships held by Director during the past five
years
|
None
|
Additional Officers
|
|
Fred Jensen
|
|
Franklin Templeton
280 Park Avenue, 8th Floor, New York, NY 10017
|
|
Year of birth
|
1963
|
Position(s) held with Fund1
|
Chief Compliance Officer
|
Term of office1 and length of time served
|
Since 2020
|
Principal occupation(s) during the past five years
|
Director - Global Compliance of Franklin Templeton (since 2020);
Managing Director of Legg Mason & Co. (2006 to 2020); Director
of Compliance, Legg Mason Office of the Chief Compliance
Officer (2006 to 2020); formerly, Chief Compliance Officer of
Legg Mason Global Asset Allocation (prior to 2014); Chief
Compliance Officer of Legg Mason Private Portfolio Group (prior
to 2013); formerly, Chief Compliance Officer of The Reserve
Funds (investment adviser, funds and broker-dealer) (2004) and
Ambac Financial Group (investment adviser, funds and broker-
dealer) (2000 to 2003)
|
Marc A. De Oliveira
|
|
Franklin Templeton
100 First Stamford Place, 6th Floor, Stamford, CT 06902
|
|
Year of birth
|
1971
|
Position(s) held with Fund1
|
Secretary and Chief Legal Officer
|
Term of office1 and length of time served
|
Since 2023
|
Principal occupation(s) during the past five years
|
Associate General Counsel of Franklin Templeton (since 2020);
Secretary and Chief Legal Officer of certain funds associated
with Legg Mason & Co. or its affiliates since 2020); Assistant
Secretary of certain funds associated with Legg Mason & Co. or
its affiliates (since 2006); formerly, Managing Director (2016
to 2020) and Associate General Counsel of Legg Mason & Co.
(2005 to 2020)
|
Additional Officers (cont’d)
|
|
Thomas C. Mandia
|
|
Franklin Templeton
100 First Stamford Place, 6th Floor, Stamford, CT 06902
|
|
Year of birth
|
1962
|
Position(s) held with Fund1
|
Senior Vice President
|
Term of office1 and length of time served
|
Since 2022
|
Principal occupation(s) during the past five years
|
Senior Associate General Counsel of Franklin Templeton
(since 2020); Secretary of FTFA (since 2006); Assistant Secretary
of certain funds associated with Legg Mason & Co. or its
affiliates (since 2006); Secretary of LM Asset Services, LLC
(“LMAS”) (since 2002) and Legg Mason Fund Asset
Management, Inc. (“LMFAM”) (since 2013) (formerly registered
investment advisers); formerly, Managing Director and Deputy
General Counsel of Legg Mason & Co. (2005 to 2020) and
Assistant Secretary of certain funds in the fund complex (2006
to 2022)
|
Christopher Berarducci
|
|
Franklin Templeton
280 Park Avenue, 8th Floor, New York, NY 10017
|
|
Year of birth
|
1974
|
Position(s) held with Fund1
|
Treasurer and Principal Financial Officer
|
Term of office1 and length of time served
|
Since 2019
|
Principal occupation(s) during the past five years
|
Vice President, Fund Administration and Reporting, Franklin
Templeton (since 2020); Treasurer (since 2010) and Principal
Financial Officer (since 2019) of certain funds associated with
Legg Mason & Co. or its affiliates; formerly, Managing
Director (2020), Director (2015 to 2020), and Vice President (2011
to 2015) of Legg Mason & Co.
|
Jeanne M. Kelly
|
|
Franklin Templeton
280 Park Avenue, 8th Floor, New York, NY 10017
|
|
Year of birth
|
1951
|
Position(s) held with Fund1
|
Senior Vice President
|
Term of office1 and length of time served
|
Since 2009
|
Principal occupation(s) during the past five years
|
U.S. Fund Board Team Manager, Franklin Templeton (since 2020);
Senior Vice President of certain funds associated with Legg
Mason & Co. or its affiliates (since 2007); Senior Vice President
of FTFA (since 2006); President and Chief Executive Officer of
LMAS and LMFAM (since 2015); formerly, Managing Director of
Legg Mason & Co. (2005 to 2020); Senior Vice President of
LMFAM (2013 to 2015)
|
|
Pursuant to:
|
Amount Reported
|
Qualified Net Interest Income (QII)
|
§871(k)(1)(C)
|
$5,364,811
|
Section 163(j) Interest Earned
|
§163(j)
|
$18,198,071
|
Interest Earned from Federal Obligations
|
Note (1)
|
$369,036
|
ITEM 2. | CODE OF ETHICS. |
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller.
ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
The Board of Directors of the registrant has determined that Eileen A. Kamerick and Nisha Kumar, are the members of the Board’s Audit Committee, possesses the technical attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as an “audit committee financial experts”.
Item 4. | Principal Accountant Fees and Services. |
(a) Audit Fees. The aggregate fees billed in the previous fiscal years ending October 31, 2023 and October 31, 2024 (the “Reporting Periods”) for professional services rendered by the Registrant’s principal accountant (the “Auditor”) for the audit of the Registrant’s annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $50,837 in October 31, 2023 and $53,887 in October 31, 2024.
(b) Audit-Related Fees. The aggregate fees billed in the Reporting Period for assurance and related services by the Auditor that are reasonably related to the performance of the Registrant’s financial statements were $0 in October 31, 2023 and $0 in October 31, 2024.
(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning (“Tax Services”) were $10,000 in October 31, 2023 and $10,000 in October 31, 2024. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.
There were no fees billed for tax services by the Auditors to service affiliates during the Reporting Periods that required pre-approval by the Audit Committee.
(d) All Other Fees. The aggregate fees for other fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item for the Western Asset Global Corporate Opportunity Fund Inc. were $0 in October 31, 2023 and $0 in October 31, 2024.
All Other Fees. There were no other non-audit services rendered by the Auditor to Legg Mason Partners Fund Advisors, LLC (“LMPFA”), and any entity controlling, controlled by or under common control with LMPFA that provided ongoing services to Western Asset Global Corporate Opportunity Fund Inc. requiring pre-approval by the Audit Committee in the Reporting Period.
(e) Audit Committee’s pre—approval policies and procedures described in paragraph (c) (7) of Rule 2-01 of Regulation S-X.
(1) The Charter for the Audit Committee (the “Committee”) of the Board of each registered investment company (the “Fund”) advised by LMPFA or one of their affiliates (each, an “Adviser”) requires that the Committee shall approve (a) all audit and permissible non-audit services to be provided to the Fund and (b) all permissible non-audit services to be provided by the Fund’s independent auditors to the Adviser and any Covered Service Providers if the engagement relates directly to the operations and financial reporting of the Fund. The Committee may implement policies and procedures by which such services are approved other than by the full Committee.
The Committee shall not approve non-audit services that the Committee believes may impair the independence of the auditors. As of the date of the approval of this Audit Committee Charter, permissible non-audit services include any professional services (including tax services), that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may not include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible.
Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, the Adviser and any service providers controlling, controlled by or under common control with the Adviser that provide ongoing services to the Fund (“Covered Service Providers”) constitutes not more than 5% of the total amount of revenues paid to the independent auditors during the fiscal year in which the permissible non-audit services are provided to (a) the Fund, (b) the Adviser and (c) any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.
(2) None of the services described in paragraphs (b) through (d) of this Item were performed in reliance on paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not applicable.
(g) Non-audit fees billed by the Auditor for services rendered to Western Asset Global Corporate Opportunity Fund Inc., LMPFA and any entity controlling, controlled by, or under common control with LMPFA that provides ongoing services to Western Asset Global Corporate Opportunity Fund Inc. during the reporting period were $342,635 in October 31, 2023 and $334,889 in October 31, 2024.
(h) Yes. Western Asset Global Corporate Opportunity Fund Inc.’s Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Accountant’s independence. All services provided by the Auditor to the Western Asset Global Corporate Opportunity Fund Inc. or to Service Affiliates, which were required to be pre-approved, were pre-approved as required.
(i) Not applicable.
(j) Not applicable.
ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
a) Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)58(A) of the Exchange Act. The Audit Committee consists of the following Board members:
Robert D. Agdern
Carol L. Colman
Daniel P. Cronin
Paolo M. Cucchi
Eileen A. Kamerick
Nisha Kumar
b) Not applicable
ITEM 6. | SCHEDULE OF INVESTMENTS. |
Included herein under Item 1.
ITEM 7. | FINANCIAL STATEMENTS AND FINANCIAL HIGLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 8. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 9. | PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 10. | REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 11. | STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT. |
The information is disclosed as part of the Financial Statements included in Item 1 of this Form N-CSR, as applicable.
ITEM 12. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Western Asset Management Company, LLC
Proxy Voting Policies and Procedures
NOTE
The policy below relating to proxy voting and corporate actions is a global policy for Western Asset Management Company, LLC (“Western Asset” or the “Firm”) and all Western Asset affiliates, including Western
Asset Management Company Limited (“Western Asset Limited”), Western Asset Management Company Ltd (“Western Asset Japan”) and Western Asset Management Company Pte. Ltd. (“Western Asset Singapore”), as applicable. As compliance with the policy is monitored by Western Asset, the policy has been adopted from the US Compliance Manual and all defined terms are those defined in the US Compliance Manual rather than the compliance manual of any other Western Asset affiliate.
BACKGROUND
An investment adviser is required to adopt and implement policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with fiduciary duties and Rule 206(4)-6 under the Investment Advisers Act of 1940 (“Advisers Act”). The authority to vote the proxies of our clients is established through investment management agreements or comparable documents. In addition to SEC requirements governing advisers, long-standing fiduciary standards and responsibilities have been established for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies, the Department of Labor has determined that the responsibility for these votes lies with the investment manager.
POLICY
As a fixed income only manager, the occasion to vote proxies is very rare, for instance, when fixed income securities are converted into equity by their terms or in connection with a bankruptcy or corporate workout. However, the Firm has adopted and implemented policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with our fiduciary duties and Rule 206(4)-6 under the Advisers Act. In addition to SEC requirements governing advisers, our proxy voting policies reflect the long-standing fiduciary standards and responsibilities for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies, the Department of Labor has determined that the responsibility for these votes lies with the investment manager.
While the guidelines included in the procedures are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the Firm’s contractual obligations to our clients and all other relevant facts and circumstances at the time of the vote (such that these guidelines may be overridden to the extent the Firm deems appropriate).
In exercising its voting authority, Western Asset will not consult or enter into agreements with officers, directors or employees of Franklin Resources (Franklin Resources includes Franklin Resources, Inc. and organizations operating as Franklin Resources) or any of its affiliates (other than Western Asset affiliated companies) regarding the voting of any securities owned by its clients.
PROCEDURES |
Responsibility and Oversight
The Legal & Compliance Group is responsible for administering and overseeing the proxy voting process. The gathering of proxies is coordinated through the Corporate Actions team of the Investment Operations Group (“Corporate Actions”). Research analysts and portfolio managers are responsible for determining appropriate voting positions on each proxy utilizing any applicable guidelines contained in these procedures.
Client Authority
The Investment Management Agreement for each client is reviewed at account start-up for proxy voting instructions. If an agreement is silent on proxy voting, but contains an overall delegation of discretionary authority or if the account represents assets of an ERISA plan, Western Asset will assume responsibility for proxy voting. The Portfolio Compliance Group maintains a matrix of proxy voting authority.
Proxy Gathering
Registered owners of record, client custodians, client banks and trustees (“Proxy Recipients”) that receive proxy materials on behalf of clients should forward them to Corporate Actions. Proxy Recipients for new clients (or, if Western Asset becomes aware that the applicable Proxy Recipient for an existing client has changed, the Proxy Recipient for the existing client) are notified at start-up of appropriate routing to Corporate Actions of proxy materials received and reminded of their responsibility to forward all proxy materials on a timely basis. If Western Asset personnel other than Corporate Actions receive proxy materials, they should promptly forward the materials to Corporate Actions.
Proxy Voting
Once proxy materials are received by Corporate Actions, they are forwarded to the Portfolio Compliance Group for coordination and the following actions:
Proxies are reviewed to determine accounts impacted.
Impacted accounts are checked to confirm Western Asset voting authority.
Where appropriate, the Regulatory Affairs Group reviews the issues presented to determine any material conflicts of interest. (See Conflicts of Interest section of these procedures for further information on determining material conflicts of interest.)
If a material conflict of interest exists, (i) to the extent reasonably practicable and permitted by applicable law, the client is promptly notified, the conflict is disclosed and Western Asset obtains the client’s proxy voting instructions, and (ii) to the extent that it is not reasonably practicable or permitted by applicable law to notify the client and obtain such instructions (e.g., the client is a mutual fund or other commingled vehicle or is an ERISA plan client), Western Asset seeks voting instructions from an independent third party.
The Portfolio Compliance Group provides proxy material to the appropriate research analyst or portfolio manager to obtain their recommended vote. Research analysts and portfolio managers determine votes on a case-by-case basis taking into account the voting guidelines contained in these procedures. For avoidance of doubt, depending on the best interest of each individual client, Western Asset may vote the same proxy differently for different clients. The analyst’s or portfolio manager’s basis for their decision is documented and maintained by the Portfolio Compliance Group.
Portfolio Compliance Group votes the proxy pursuant to the instructions received in (d) or (e) and returns the voted proxy as indicated in the proxy materials.
Timing
Western Asset’s Legal and Compliance Department personnel act in such a manner to ensure that, absent special circumstances, the proxy gathering and proxy voting steps noted above can be completed before the applicable deadline for returning proxy votes.
Recordkeeping
Western Asset maintains records of proxies voted pursuant to Rule 204-2 of the Advisers Act and ERISA DOL Bulletin 94-2. These records include:
• | A copy of Western Asset’s proxy voting policies and procedures. |
Copies of proxy statements received with respect to securities in client accounts.
A copy of any document created by Western Asset that was material to making a decision how to vote proxies.
Each written client request for proxy voting records and Western Asset’s written response to both verbal and written client requests.
A proxy log including:
1. | Issuer name; |
2. | Exchange ticker symbol of the issuer’s shares to be voted; |
3. | Committee on Uniform Securities Identification Procedures (“CUSIP”) number for the shares to be voted; |
4. | A brief identification of the matter voted on; |
5. | Whether the matter was proposed by the issuer or by a shareholder of the issuer; |
6. | Whether a vote was cast on the matter; |
7. | A record of how the vote was cast; |
8. | Whether the vote was cast for or against the recommendation of the issuer’s management team; |
9. | Funds are required to categorize their votes so that investors can focus on the topics they find important. Categories include, for example, votes related to director elections, extraordinary transactions, say-on-pay, shareholder rights and defenses, and the environment or climate, among others; and |
10. | Funds are required to disclose the number of shares voted or instructed to be cast, as well as the number of shares loaned but not recalled and, therefore, not voted by the fund. |
Records are maintained in an easily accessible place for a period of not less than five (5) years with the first two (2) years in Western Asset’s offices.
Disclosure
Western Asset’s proxy policies and procedures are described in the Firm’s Form ADV Part 2A. Clients are provided with a copy of these policies and procedures upon request. In addition, clients may receive reports on how their proxies have been voted, upon request.
Conflicts of Interest
All proxies that potentially present conflicts of interest are reviewed by the Regulatory Affairs Group for a materiality assessment. Issues to be reviewed include, but are not limited to:
1. | Whether Western Asset (or, to the extent required to be considered by applicable law, its affiliates) manages assets for the company or an employee group of the company or otherwise has an interest in the company; |
2. | Whether Western Asset or an officer or director of Western Asset or the applicable portfolio manager or analyst responsible for recommending the proxy vote (together, “Voting Persons”) is a close relative of or has a personal or business relationship with an executive, director or person who is a candidate for director of the company or is a participant in a proxy contest; and |
3. | Whether there is any other business or personal relationship where a Voting Person has a personal interest in the outcome of the matter before shareholders. |
Voting Guidelines
Western Asset’s substantive voting decisions are based on the particular facts and circumstances of each proxy vote and are evaluated by the designated research analyst or portfolio manager. The examples outlined below are meant as guidelines to aid in the decision making process.
Situations can arise in which more than one Western Asset client invests in instruments of the same issuer or in which a single client may invest in instruments of the same issuer but in multiple accounts or strategies. Multiple clients or the same client in multiple accounts or strategies may have different investment objectives, investment styles, or investment professionals involved in making decisions. While there may be differences, votes are always cast in the best interests of the client and the investment objectives agreed with Western Asset. As a result, there may be circumstances where Western Asset casts different votes on behalf of different clients or on behalf of the same client with multiple accounts or strategies.
Guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been approved and are recommended by a company’s board of directors; Part II deals with proposals submitted by shareholders for inclusion in proxy statements; Part III addresses issues relating to voting shares of investment companies; and Part IV addresses unique considerations pertaining to foreign issuers.
I. | Board Approved Proposals |
The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself that have been approved and recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies, Western Asset generally votes in support of decisions reached by independent boards of directors. More specific guidelines related to certain board-approved proposals are as follows:
1. | Matters relating to the Board of Directors |
Western Asset votes proxies for the election of the company’s nominees for directors and for board-approved proposals on other matters relating to the board of directors with the following exceptions:
a. | Votes are withheld for the entire board of directors if the board does not have a majority of independent directors or the board does not have nominating, audit and compensation committees composed solely of independent directors. |
b. | Votes are withheld for any nominee for director who is considered an independent director by the company and who has received compensation from the company other than for service as a director. |
c. | Votes are withheld for any nominee for director who attends less than 75% of board and committee meetings without valid reasons for absences. |
d. | Votes are cast on a case-by-case basis in contested elections of directors. |
2. | Matters relating to Executive Compensation |
Western Asset generally favors compensation programs that relate executive compensation to a company’s long-term performance. Votes are cast on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows:
a. | Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for stock option plans that will result in a minimal annual dilution. |
b. | Western Asset votes against stock option plans or proposals that permit replacing or repricing of underwater options. |
c. | Western Asset votes against stock option plans that permit issuance of options with an exercise price below the stock’s current market price. |
d. | Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for employee stock purchase plans that limit the discount for shares purchased under the plan to no more than 15% of their market value, have an offering period of 27 months or less and result in dilution of 10% or less. |
3. | Matters relating to Capitalization |
The Management of a company’s capital structure involves a number of important issues, including cash flows, financing needs and market conditions that are unique to the circumstances of each company. As a result, Western Asset votes on a case-by-case basis on board-approved proposals involving changes to a company’s capitalization except where Western Asset is otherwise withholding votes for the entire board of directors.
a. | Western Asset votes for proposals relating to the authorization of additional common stock. |
b. | Western Asset votes for proposals to effect stock splits (excluding reverse stock splits). |
c. | Western Asset votes for proposals authorizing share repurchase programs. |
4. | Matters relating to Acquisitions, Mergers, Reorganizations and Other Transactions |
Western Asset votes these issues on a case-by-case basis on board-approved transactions.
5. | Matters relating to Anti-Takeover Measures |
Western Asset votes against board-approved proposals to adopt anti-takeover measures except as follows:
a. | Western Asset votes on a case-by-case basis on proposals to ratify or approve shareholder rights plans. |
b. | Western Asset votes on a case-by-case basis on proposals to adopt fair price provisions. |
6. | Other Business Matters |
Western Asset votes for board-approved proposals approving such routine business matters such as changing the company’s name, ratifying the appointment of auditors and procedural matters relating to the shareholder meeting.
a. | Western Asset votes on a case-by-case basis on proposals to amend a company’s charter or bylaws. |
b. | Western Asset votes against authorization to transact other unidentified, substantive business at the meeting. |
7. | Reporting of Financially Material Information |
Western Asset generally believes issuers should disclose information that is material to their business. What qualifies as “material” can vary, so votes are cast on a case-by-case basis but consistent with the overarching principle.
II. | Shareholder Proposals |
SEC regulations permit shareholders to submit proposals for inclusion in a company’s proxy statement. These proposals generally seek to change some aspect of a company’s corporate governance structure or to change some aspect of its business operations. Western Asset votes in accordance with the recommendation of the company’s board of directors on all shareholder proposals, except as follows:
1. | Western Asset votes for shareholder proposals to require shareholder approval of shareholder rights plans. |
2. | Western Asset votes for shareholder proposals that are consistent with Western Asset’s proxy voting guidelines for board-approved proposals. |
3. | Western Asset votes on a case-by-case basis on other shareholder proposals where the firm is otherwise withholding votes for the entire board of directors. |
Environmental or social issues that are the subject of a proxy vote will be considered on a case-by-case basis. Constructive proposals that seek to advance the health of the issuer and the prospect for risk-adjusted returns to Western Assets clients are viewed more favorably than proposals that advance a single issue or limit the ability of management to meet its operating objectives.
III. | Voting Shares of Investment Companies |
Western Asset may utilize shares of open or closed-end investment companies to implement its investment strategies. Shareholder votes for investment companies that fall within the categories listed in Parts I and II above are voted in accordance with those guidelines.
1. | Western Asset votes on a case-by-case basis on proposals relating to changes in the investment objectives of an investment company taking into account the original intent of the fund and the role the fund plays in the clients’ portfolios. |
2. | Western Asset votes on a case-by-case basis all proposals that would result in increases in expenses (e.g., proposals to adopt 12b-1 plans, alter investment advisory arrangements or approve fund mergers) taking into account comparable expenses for similar funds and the services to be provided. |
IV. | Voting Shares of Foreign Issuers |
In the event Western Asset is required to vote on securities held in non-U.S. issuers – i.e. issuers that are incorporated under the laws of a foreign jurisdiction and that are not listed on a U.S. securities exchange or the NASDAQ stock market, the following guidelines are used, which are premised on the existence of a sound corporate governance and disclosure framework. These guidelines, however, may not be appropriate under some circumstances for foreign issuers and therefore apply only where applicable.
1. | Western Asset votes for shareholder proposals calling for a majority of the directors to be independent of management. |
2. | Western Asset votes for shareholder proposals seeking to increase the independence of board nominating, audit and compensation committees. |
3. | Western Asset votes for shareholder proposals that implement corporate governance standards similar to those established under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated. |
4. | Western Asset votes on a case-by-case basis on proposals relating to (1) the issuance of common stock in excess of 20% of a company’s outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a company’s outstanding common stock where shareholders have preemptive rights. |
V. | Environmental, Social and Governance (“ESG”) Matters |
Western Asset incorporates ESG considerations, among other relevant risks, as part of the overall process where appropriate. The Firm seeks to identify and consider material risks to the investment thesis, including material risks presented by ESG factors. While Western Asset is primarily a fixed income manager, opportunities to vote proxies are considered on the investment merits of the instruments and strategies involved.
As a general proposition, Western Asset votes to encourage disclosure of information material to their business. This principle extends to ESG matters. What qualifies as “material” can vary, so votes are cast on a case-by-case basis but consistent with the overarching principle. Western Asset recognizes that objective standards and criteria may not be available or universally agreed and that there may be different views and subjective analysis regarding factors and their significance.
Targeted environmental or social issues that are the subject of a proxy vote will be considered on a case-by-case basis. Constructive proposals that seek to advance the health of the issuer and the prospect for risk-adjusted returns to Western Assets clients are viewed more favorably than proposals that advance a single issue or limit the ability of management to meet its operating objectives.
Retirement Accounts |
For accounts subject to ERISA, as well as other retirement accounts, Western Asset is presumed to have the responsibility to vote proxies for the client. The Department of Labor has issued a bulletin that states that investment managers have the responsibility to vote proxies on behalf of Retirement Accounts unless the authority to vote proxies has been specifically reserved to another named fiduciary. Furthermore, unless Western Asset is expressly precluded from voting the proxies, the Department of Labor has determined that the responsibility remains with the investment manager.
In order to comply with the Department of Labor’s position, Western Asset will be presumed to have the obligation to vote proxies for its retirement accounts unless Western Asset has obtained a specific written instruction indicating that: (a) the right to vote proxies has been reserved to a named fiduciary of the client, and (b) Western Asset is precluded from voting proxies on behalf of the client. If Western Asset does not receive such an instruction, Western Asset will be responsible for voting proxies in the best interests of the retirement account client and in accordance with any proxy voting guidelines provided by the client.
ITEM 13. | INVESTMENT PROFESSIONALS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
(a)(1): | As of the date of filing this report: |
NAME AND ADDRESS |
LENGTH OF TIME SERVED |
PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS |
Michael C. Buchanan
Western Asset |
Since 2009 | Responsible for the day-to-day management with other members of the Fund’s portfolio management team; Co-Chief Investment Officer of Western Asset since 2023; employed by Western Asset Management as an investment professional for at least the past five years. |
Christopher Kilpatrick
Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2012 | Responsible for the day-to-day management with other members of the Fund’s portfolio management team; employed by Western Asset Management as an investment professional for at least the past five years. |
Annabel Rudebeck
Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2017 |
Responsible for the day-to-day management with other members of the Fund’s portfolio management team; Ms. Rudebeck joined Western Asset in 2016 as Head of Non-US Credit. Ms. Rudebeck has over 18 years of investment industry experience. Formerly Ms. Rudebeck was a Senior Partner and Head of Global Investment-Grade Credit for Rogge Global Partners and also served as a Credit Research Associate at J.P. Morgan Securities. |
Walter Kilcullen
Western Asset |
Since
December 1, 2024 |
Responsible for the day-to-day management with other members of the Fund’s portfolio management team; employed by Western Asset Management as an investment professional since 2002. |
(a)(2): DATA TO BE PROVIDED BY FINANCIAL CONTROL
The following tables set forth certain additional information with respect to the fund’s investment professionals for the fund. Unless noted otherwise, all information is provided as of October 31, 2024.
Other Accounts Managed by Investment Professionals
The table below identifies the number of accounts (other than the fund) for which the fund’s investment professionals have day-to-day management responsibilities and the total assets in such accounts, within each of the following categories: registered investment companies, other pooled investment vehicles, and other accounts. For each category, the number of accounts and total assets in the accounts where fees are based on performance is also indicated.
Name of PM | Type of Account | Number of Accounts Managed | Total Assets Managed | Number of Accounts Managed for which Advisory Fee is Performance-Based | Assets Managed for which Advisory Fee is Performance-Based |
Michael C. Buchanan ‡ | Other Registered Investment Companies | 73 | $94.67 billion | None | None |
Other Pooled Vehicles | 253 | $60.24 billion | 21 | $2.56 billion | |
Other Accounts | 522 | $159.71 billion | 17 | $9.83 billion | |
Annabel Rudebeck‡ | Other Registered Investment Companies | 8 | $5.71 billion | None | None |
Other Pooled Vehicles | 12 | $3.83 billion | None | None | |
Other Accounts | 21 | $7.54 billion | 1 | $179 million |
Christopher Kilpatrick ‡ | Other Registered Investment Companies | 8 | $3.10 billion | None | None |
Other Pooled Vehicles | 6 | $487 million | 3 | $338 million | |
Other Accounts | None | None | None | None | |
Walter Kilcullen*‡
|
Other Registered Investment Companies | 10 | $4.28 billion | None | None |
Other Pooled Vehicles | 18 | $7.64 billion | 3 | $338 million | |
Other Accounts | 16 | $323 million | None | None |
*Mr. Kilcullen became a portfolio manager of the Fund on December 1, 2024.
‡ The numbers above reflect the overall number of portfolios managed by employees of Western Asset Management Company (“Western Asset”). Mr. Buchanan is involved in the management of all the Firm’s portfolios, but they are not solely responsible for particular portfolios. Western Asset’s investment discipline emphasizes a team approach that combines the efforts of groups of specialists working in different market sectors. He is responsible for overseeing implementation of Western Asset’s overall investment ideas and coordinating the work of the various sector teams. This structure ensures that client portfolios benefit from a consensus that draws on the expertise of all team members.
(a)(3): As of October 31, 2024:
Investment Professional Compensation
Conflicts of Interest
The Subadviser has adopted compliance policies and procedures to address a wide range of potential conflicts of interest that could directly impact client portfolios. For example, potential conflicts of interest may arise in connection with the management of multiple portfolios (including portfolios managed in a personal capacity). These could include potential conflicts of interest related to the knowledge and timing of a portfolio’s trades, investment opportunities and broker selection. Portfolio managers are privy to the size, timing, and possible market impact of a portfolio’s trades.
It is possible that an investment opportunity may be suitable for both a portfolio and other accounts managed by a portfolio manager, but may not be available in sufficient quantities for both the portfolio and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by a portfolio and another account. A conflict may arise where the portfolio manager may have an incentive to treat an account preferentially as compared to a portfolio because the account pays a performance-based fee or the portfolio manager, the Subadviser or an affiliate has an interest in the account. The Subadviser has adopted procedures for allocation of portfolio transactions and investment opportunities across multiple client accounts on a fair and equitable basis over time. Eligible accounts that can participate in a trade generally share the same price on a pro-rata allocation basis, taking into account differences based on factors such as cash availability, investment restrictions and guidelines, and portfolio composition versus strategy.
With respect to securities transactions, the Subadviser determines which broker or dealer to use to execute each order, consistent with their duty to seek best execution of the transaction. However, with respect to certain other accounts (such as pooled investment vehicles that are not registered investment companies and other accounts managed for organizations and individuals), the Subadviser may be limited by the client with respect to the selection of brokers or dealers or may be instructed to direct trades through a particular broker or dealer. In these cases, trades for a portfolio in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of a portfolio or the other account(s) involved. Additionally, the management of multiple portfolios and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each portfolio and/or other account. The Subadviser’s team approach to portfolio management and block trading approach seeks to limit this potential risk.
The Subadviser also maintains a gift and entertainment policy to address the potential for a business contact to give gifts or host entertainment events that may influence the business judgment of an employee. Employees are permitted to retain gifts of only a nominal value and are required to make reimbursement for entertainment events above a certain value. All gifts (except those of a de minimis value) and entertainment events that are given or sponsored by a business contact are required to be reported in a gift and entertainment log which is reviewed on a regular basis for possible issues.
Employees of the Subadviser have access to transactions and holdings information regarding client accounts and the Subadviser’s overall trading activities. This information represents a potential conflict of interest because employees may take advantage of this information as they trade in their personal accounts. Accordingly, the Subadviser maintains a Code of Ethics that is compliant with Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act to address personal trading. In addition, the Code of Ethics seeks to establish broader principles of good conduct and fiduciary responsibility in all aspects of the Subadviser’s business. The Code of Ethics is administered by the Legal and Compliance Department and monitored through the Subadviser’s compliance monitoring program.
The Subadviser may also face other potential conflicts of interest with respect to managing client assets, and the description above is not a complete description of every conflict of interest that could be deemed to exist. The Subadviser also maintains a compliance monitoring program and engages independent auditors toconduct a SOC1/ISAE 3402 audit on an annual basis. These steps help to ensure that potential conflicts of interest have been addressed.
Investment Professional Compensation
With respect to the compensation of the Fund’s investment professionals, the Subadviser’s compensation system assigns each employee a total compensation range, which is derived from annual market surveys that benchmark each role with its job function and peer universe. This method is designed to reward employees with total compensation reflective of the external market value of their skills, experience and ability to produce desired results. Standard compensation includes competitive base salaries, generous employee benefits and a retirement plan.
In addition, the Subadviser’s employees are eligible for bonuses. These are structured to closely align the interests of employees with those of the Subadviser, and are determined by the professional’s job function and pre-tax performance as measured by a formal review process. All bonuses are completely discretionary. The principal factor considered is an investment professional’s investment performance versus appropriate peer groups and benchmarks (e.g., a securities index and with respect to the Fund, the benchmark set forth in the Fund’s Prospectus to which the Fund’s average annual total returns are compared or, if none, the benchmark set forth in the Fund’s annual report). Performance is reviewed on a 1, 3 and 5 year basis for compensation - with 3 and 5 years having a larger emphasis. The Subadviser may also measure an investment professional’s pre-tax investment performance against other benchmarks, as it determines appropriate. Because investment professionals are generally responsible for multiple accounts (including the Fund) with similar investment strategies, they are generally compensated on the performance of the aggregate group of similar accounts, rather than a specific account. Other factors that may be considered when making bonus decisions include client service, business development, length of service to the Subadviser, management or supervisory responsibilities, contributions to developing business strategy and overall contributions to the Subadviser’s business.
Finally, in order to attract and retain top talent, all investment professionals are eligible for additional incentives in recognition of outstanding performance. These are determined based upon the factors described above and include long-term incentives that vest over a set period of time past the award date.
(a)(4): Investment Professional Securities Ownership
The table below identifies the dollar range of securities beneficially owned by each investment professional as of October 31, 2024.
Portfolio Manager(s) |
Dollar
Range of | |
Michael C. Buchanan | A | |
Christopher Kilpatrick | A | |
Annabel Rudebeck |
A | |
Walter Kilcullen* |
A |
*Mr. Kilcullen became a portfolio manager of the Fund on December 1, 2024.
Dollar Range ownership is as follows:
A: none
B: $1 - $10,000
C: 10,001 - $50,000
D: $50,001 - $100,000
E: $100,001 - $500,000
F: $500,001 - $1 million
G: over $1 million
ITEM 14. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
Not applicable.
ITEM 15. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
Not applicable.
ITEM 16. | CONTROLS AND PROCEDURES. |
(a) | The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934. |
(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) that occurred during the period covered by this report that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting. |
ITEM 17. | DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 18. | RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION. |
(a) | Not applicable. |
(b) | Not applicable. |
ITEM 19. | EXHIBITS. |
(a) (1) Code of Ethics attached hereto.
Exhibit 99.CODE ETH
(a) (2) Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto.
Exhibit 99.CERT
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto.
Exhibit 99.906CERT
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, there unto duly authorized.
Western Asset Global Corporate Opportunity Fund Inc. | ||
By: | /s/ Jane Trust | |
Jane Trust | ||
Chief Executive Officer | ||
Date: | December 23, 2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ Jane Trust | |
Jane Trust | ||
Chief Executive Officer | ||
Date: | December 23, 2024 |
By: | /s/ Christopher Berarducci | |
Christopher Berarducci | ||
Principal Financial Officer | ||
Date: | December 23, 2024 |
Code of Conduct for Principal Executive and Financial Officers (SOX)
Covered Officers and Purpose of the Code
The Funds’ code of ethics (the “Code”) for investment companies within the Legg Mason family of mutual funds (each a “Fund,” and collectively, the “Funds”) applies to each Fund’s Principal Executive Officer, Principal Financial Officer, and Controller (the “Covered Officers”) for the purpose of promoting:
• | honest and ethical conduct, including ethical handling of actual or apparent conflicts of interest between personal and professional relationships; |
• | full, fair, accurate, timely and understandable disclosure in reports and documents a registrant files with, or submits to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Funds; |
• | compliance with applicable laws and governmental rules and regulations; |
• | prompt internal reporting of Code violations to appropriate persons identified in the Code; and |
• | accountability for adherence to the Code. |
Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest.
Covered Officers Should Ethically Handle Actual and Apparent Conflicts of Interest
A “conflict of interest” occurs when a Covered Officer’s private interest interferes with the interests of, or his or her service to, a Fund. For example, a conflict of interest would arise if a Covered Officer, or a member of his or her family, receives improper personal benefits as a result of his or her position with a Fund.
Certain conflicts of interest arise out of the relationships between Covered Officers and a Fund and already are subject to conflict of interest provisions in the Investment Company Act of 1940 (“Investment Company Act”) and the Investment Advisers Act of 1940 (“Investment Advisers Act”). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with a Fund because of their status as “affiliated persons” of the Fund. The Funds’ and the investment advisers’ compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.
Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between a Fund and an investment adviser of which Covered Officers are also officers or employees. As a result, this Code recognizes Covered Officers will, in the normal course of their duties (whether formally for a Fund or for the adviser, or for both), be involved in establishing policies and
implementing decisions that will have different effects on the adviser and the Funds. The participation of Covered Officers in such activities is inherent in the contractual relationship between a Fund and an adviser and is consistent with the performance by Covered Officers of their duties as officers of the Funds. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the Funds’ Boards of Directors/Trustees (“Boards”) that Covered Officers may also be officers or employees of one or more other investment companies covered by this or other codes and that such service, by itself does not give rise to a conflict of interest.
Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of a Fund.
Each Covered Officer must:
• | not use his or her personal influence or personal relationships improperly to influence investment decisions or financial reporting by a Fund; |
• | not cause a Fund to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit the Fund; and, |
• | not use material non-public knowledge of portfolio transactions made or contemplated for the Trust to trade personally or cause others to trade personally in contemplation of the market effect of such transactions. |
There are some actual or potential conflict of interest situations that, if material, should always be discussed with the Chief Compliance Officer (“CCO”) or designate that has been appointed by the Board of the Funds. Examples of these include:
• | service as a director on the board of any public company (other than the Funds or their investment advisers or any affiliated person thereof); |
• | the receipt of any non-nominal gifts (i.e., in excess of $100); |
• | the receipt of any entertainment from any company with which a Fund has current or prospective business dealings unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety; |
• | any ownership interest in, or any consulting or employment relationship with, any of the Funds’ service providers (other than their investment advisers, or principal underwriter, or any affiliated person thereof); |
• | a direct or indirect financial interest in commissions, transaction charges or spreads paid by a Fund for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officer’s employment, such as compensation or equity ownership. |
Disclosure and Compliance
Each Covered Officer should:
• | familiarize him or herself with the disclosure requirements generally applicable to the Funds; |
• | not knowingly misrepresent, or cause others to misrepresent, facts about a Fund to others, whether within or outside the Fund, including to the Fund’s Directors/Trustees and auditors, and to governmental regulators and self-regulatory organizations; and |
• | to the extent appropriate within his or her area of responsibility, consult with other officers and employees of the Funds and the advisers with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Funds file with, or submit to, the SEC and in other public communications made by the Funds. |
It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations.
Reporting and Accountability
Each Covered Officer must:
• | upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that he or she has received, read, and understands the Code; |
• | annually thereafter affirm to the Board that he or she has complied with the requirements of the Code; |
• | not retaliate against any other Covered Officer or any employee of the Funds or their advisers or any affiliated persons thereof or service providers of the Funds for reports of potential violations that are made in good faith; |
• | notify the CCO promptly if he or she knows of any violation of this Code, of which failure to do so is itself a violation; and |
• | report at least annually, if necessary, any employment position, including officer or directorships, held by the Covered Officer or any immediate family member of a Covered Officer with affiliated persons of or Service Providers to the Funds. |
The CCO is responsible for applying this Code to specific situations in which questions are presented and has the authority to interpret this Code in any particular situation. However, approvals or waivers sought by a Covered Officer will be considered by the Compliance Committee or Audit Committee, (the “Committee”) responsible for oversight of the Fund’s code of ethics under Rule 17j-1 under the Investment Company Act. If a Covered Officer seeking an approval or waiver sits on the Committee, the Covered Person shall recuse him or herself from any such deliberations. Any approval or waiver granted by the Committee will be reported promptly to the Chair of the Audit Committees of the Funds.
The Funds will follow these procedures in investigating and enforcing this Code:
• | the CCO will take all appropriate action to investigate any potential violations reported to him, which actions may include the use of internal or external counsel, accountants or other personnel; |
• | if, after such investigation, the CCO believes that no violation has occurred, the CCO is not required to take any further action; |
• | any matter that the CCO believes is a violation will be reported to the Committee; |
• | if the Committee concurs that a violation has occurred, it will inform the Board, which will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer; |
• | the Committee will be responsible for granting waivers, as appropriate; and, |
• | any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules. |
Other Policies and Procedures
This Code shall be the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Funds, the Funds’ advisers, principal underwriter, or other service providers govern or purport to govern the behavior or activities of Covered Officers subject to this Code, they are superseded by this Code to the extent they overlap or conflict with the provisions of this Code. The Funds’ and their investment advisers’ and principal underwriter’s codes of ethics under Rule 17j-1 under the Investment Company Act are separate requirements applying to Covered Officers and others, and are not part of this Code.
Confidentiality
All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the appropriate Board and Fund counsel, and the board of Directors/Trustees and fund counsel of any other investment company for whom a Covered Officer serves in a similar capacity.
Annual Report
No less than annually, the CCO shall provide the Board with a written report describing any issues having arisen since the prior year’s report.
Internal Use
This Code is intended solely for the internal use by the Funds and does not constitute an admission by or on behalf of any Fund, as to any fact, circumstance or legal consideration.
CERTIFICATIONS PURSUANT TO SECTION 302
EX-99.CERT
CERTIFICATIONS
I, Jane Trust, certify that:
1. | I have reviewed this report on Form N-CSR of Western Asset Global Corporate Opportunity Fund Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officers and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | December 23, 2024 | /s/ Jane Trust | |
Jane Trust | |||
Chief Executive Officer |
CERTIFICATIONS
I, Christopher Berarducci, certify that:
1. | I have reviewed this report on Form N-CSR of Western Asset Global Corporate Opportunity Fund Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial information included in this report, and the financial statements on which the financial information is based, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officers and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | December 23, 2024 | /s/ Christopher Berarducci | |
Christopher Berarducci | |||
Principal Financial Officer |
CERTIFICATIONS PURSUANT TO SECTION 906
EX-99.906CERT
CERTIFICATION
Jane Trust, Chief Executive Officer, and Christopher Berarducci, Principal Financial Officer of Western Asset Global Corporate Opportunity Fund Inc. (the “Registrant”), each certify to the best of their knowledge that:
1. The Registrant’s periodic report on Form N-CSR for the period ended October 31, 2024 (the “Form N-CSR”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and
2. The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
Chief Executive Officer | Principal Financial Officer | |
Western Asset Global Corporate | Western Asset Global Corporate | |
Opportunity Fund Inc. | Opportunity Fund Inc. | |
/s/ Jane Trust | /s/ Christopher Berarducci | |
Jane Trust | Christopher Berarducci | |
Date: December 23, 2024 | Date: December 23, 2024 |
This certification is being furnished to the Securities and Exchange Commission solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR with the Commission.
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