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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Pioneer High Income Fund Inc | NYSE:PHT | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.03 | -0.38% | 7.80 | 7.8399 | 7.76 | 7.8034 | 39,900 | 01:00:00 |
Ticker Symbol: PHT |
2 | |
9 | |
10 | |
11 | |
12 | |
37 | |
43 | |
65 | |
68 | |
73 |
Q |
How did the Fund perform during the six-month period ended September 30, 2024? |
A |
Pioneer High Income Fund, Inc. returned 7.97% at net asset value (NAV) and 9.02% at market price during the six-month period ended September 30, 2024. During the same six-month period, the Fund’s benchmark, the ICE Bank of America US High Yield Index (the ICE BofA Index), returned 5.66% at NAV. The ICE BofA Index is an unmanaged measure of the performance of high-yield securities. Unlike the Fund, the ICE BofA Index does not use leverage. While the use of leverage increases investment opportunity, it also increases investment risk. |
During the same six-month period, the average return at NAV of the 39 closed end funds in Morningstar’s High Yield Bond Closed End Funds category (which may or may not be leveraged) was 7.66%, while the same closed end fund Morningstar category’s average return at market price was 9.07%. The shares of the Fund were selling at a 5.33% discount to NAV on September 30, 2024. Comparatively, the Fund’s shares were selling at a discount to NAV of 6.24% on March 31, 2024. On September 30, 2024, the standardized 30-day SEC yield of the Fund’s shares was 7.32%*. | |
Q |
Which of the Fund’s investment strategies contributed positively to the Fund’s benchmark-relative performance during the six-month period ended September 30, 2024? |
A |
The Fund carries leveraged exposure to the high yield corporate bond market, which proved additive to benchmark-relative |
* | The 30-day SEC yield is a standardized formula that is based on the hypothetical annualized earning power (investment income only) of the Fund’s portfolio securities during the period indicated. |
returns during the six-month period, driven by the market’s positive performance during the period. With respect to ratings categories, the Fund’s tilt toward lower quality issues within the high yield corporate bond market benefited benchmark-relative results during the six-month period, as non-rated issues outperformed the higher-rated “BB” issues in which the Fund was underweight. In sector terms, the Fund’s underweight allocations to the retail, capital goods and automotive sectors, as well as an overweight to the insurance sector, contributed positively to the Fund’s benchmark-relative returns during the six-month period. Finally, the Fund’s benchmark-relative returns benefited from out-of-benchmark allocations to insurance-linked securities, as returns experienced by the Fund’s holdings within the category exceeded those of the broader high yield corporate bond market during the six-month period. | |
Top performing individual securities included TMS International, which provides industrial steel mill services, and Trinity Industrial, within the machinery subsector, as both had strong earnings reported during the period. | |
Q |
Which investment strategies detracted from the Fund’s benchmark-relative performance results during the six-month period ended September 30, 2024? |
A |
The main factor that held back the performance of the Fund was that the duration of the Fund ’ ’ ’ |
Overweight exposure to the energy sector, and underweight exposure to the telecommunications and media sectors, were the largest detractors from benchmark-relative performance during the six-month period. The individual securities that detracted most from the benchmark-relative performance during the period were within the consumer goods, healthcare and basic industry sectors. | |
A top detractor from the Fund’s performance on an individual security basis was Spectrum Brands, which is categorized as |
personal & household products subsector within the consumer goods sector. It was anticipated that the company would utilize cash proceeds to buy back existing debt, but this did not materialize. | |
Q |
Did the Fund’s distributions** to stockholders change during the six-month period ended September 30, 2024? |
A |
The Fund’s monthly distribution rate remained at $0.0550 per share over the course of the six-month period. |
Q |
How did the level of leverage in the Fund change during the six-month period ended September 30, 2024? |
A |
The Fund employs leverage through a credit agreement. As of September 30, 2024, 30.4% of the Fund’s total managed assets were financed by leverage, or borrowed funds, compared with 31.2% of the Fund’s total managed assets financed by leverage at the start of the six-month period on April 1, 2024. The change in the percentage of the Fund’s total managed assets financed by leverage during the six-month period was the result of an increase in the value of the Fund’s total managed assets relative to the absolute amount of funds borrowed. The interest rate on the Fund’s leverage decreased by 1 basis points from March 31, 2024 to September 30, 2024. |
Q |
Did the Fund have any exposure to derivatives during the six- month period ended September 30, 2024? |
A |
Yes, we invested the Fund’s portfolio in forward foreign currency exchange contracts (currency forwards) and other currency related derivatives during the period, which had a positive effect on benchmark-relative performance. These investments were made to hedge positions bought in non-dollar securities. In addition, the Fund’s small position in credit default swaps contributed modestly to relative returns. |
Q |
What is your investment outlook, and how is the Fund positioned heading into the second half of its fiscal year? |
A |
The US economy has experienced stronger growth than anticipated this year, but is gradually decelerating. The once- |
** |
Dividends/Distributions are not guaranteed. |
overheated labor market has cooled, with companies reducing their hiring rates, yet layoffs have remained relatively low thus far. To trigger a recession in the US, an increase in layoffs is likely necessary. Although the Federal Reserve’s shift towards a less restrictive policy and emphasis on employment downside risks lessen the threat of recession, a hard economic landing is still possible. The re-emergence of a more dovish Powell has also decreased downside risk for corporate bonds. Currently, high yield spreads are relatively and historically narrow, suggesting that investors have already accounted for limited economic risk. Currently, high yield spreads are relatively and historically narrow, suggesting that investors have already accounted for limited economic risk. While yields remain attractive relative to inflation, the market has factored in a very aggressive trajectory for Fed rate cuts over the next year. We expect defaults to decline as we do not see a significant sector or driver that would increase defaults to levels seen in past periods of volatility such as the 2008 financial crisis. | |
September 2024 opened with the economic tea leaves reflecting a continued cooling in US labor demand, with two separate data releases pointing to a further contraction in job openings and monthly job creation falling to a level below labor force growth. As the month progressed, investor attention shifted to the September 18th Federal Open Market Committee (FOMC) meeting. A Fed Funds rate cut, the first rate action since July 2023, was widely anticipated with expectations divided between an initial rate reduction of 25 and 50 basis points. Ultimately, the FOMC proceeded with a 50-basis point cut. Treasury yields rose post the FOMC announcement as the Fed had implemented a “hawkish 50” by kicking off an easing cycle without showing alarm or committing to similar magnitude rate cuts in the future. Chair Powell highlighted that the historically outsized initial rate cut was largely driven by a decrease in PCE inflation to 2.2%, which is close to the Fed’s 2.0% target, rather than by major concerns regarding growth. He also noted that the timing and extent of future rate cuts would be contingent on economic data, particularly employment figures, and he refrained from endorsing market predictions of another 50-basis point cut at one of the remaining meetings of the year. |
We do not believe that the high yield market will perform as poorly as it has historically performed in a recession. Credit quality is currently higher than it has been historically, featuring more BB-rated (higher quality) credits and a reduced number of CCC-rated (lower quality) credits. Secondly, issuance has been focused on refinancing debt, rather than adding debt for acquisitions or other purposes. | |
The very tight levels of spreads is a concern. Yields remain attractive, but spreads are in the tightest decile historically. They are pricing in defaults falling back to non-recessionary levels (2-3%) versus the average levels we are currently experiencing. We do not expect a significant decrease in the number of defaults until profits recover across the economy. We have sought to reduce risk in the Fund’s portfolio relative to recent periods, and sought to maintain a high level of yield. This will allow us to add risk to the Fund’s portfolio if the market sells off to levels that price in some margin of error. | |
The main focus of the Fund continues to be income and the higher level of interest rates has helped. Our cost of leverage has declined slightly as the Fed has begun the process of easing. This should allow some flexibility, although it might be accompanied by a more difficult environment for high yield bonds. While the market has been “risk on” in the last year, we believe security selection will be more important going forward, and we’ve seen distressed securities struggle lately. Our team of analysts will focus on identifying mispriced securities to help the Fund perform. |
(As a percentage of total investments)* | ||
1. | Hercules LLC, 6.50%, 6/30/29 | 1.22% |
2. | Prime Security Services Borrower LLC/Prime Finance, Inc., 6.25%, 1/15/28 (144A) | 1.19 |
3. | Hanover Insurance Group, Inc., 7.625%, 10/15/25 | 1.11 |
4. | Liberty Mutual Group, Inc., 10.75% (3 Month Term SOFR + 738 bps), 6/15/58 (144A) |
1.06 |
5. | Kennedy-Wilson, Inc., 5.00%, 3/1/31 | 1.03 |
6. | McGraw-Hill Education, Inc., 8.00%, 8/1/29 (144A) | 1.01 |
7. | Limak Cimento Sanayi ve Ticaret AS, 9.75%, 7/25/29 (144A) | 1.00 |
8. | Provident Funding Associates LP/PFG Finance Corp., 6.375%, 6/15/25 (144A) | 0.98 |
9. | Prime Healthcare Services, Inc., 9.375%, 9/1/29 (144A) | 0.94 |
10. | Grupo Aeromexico SAB de CV, 8.50%, 3/17/27 (144A) | 0.94 |
9/30/24 |
3/31/24 | |
Market Value | $ |
$ |
Discount | ( |
( |
9/30/24 |
3/31/24 | |
Net Asset Value | $ |
$ |
Net Investment Income |
Short-Term Capital Gains |
Long-Term Capital Gains | |
4/1/24 – 9/30/24 | $0.3300 | $— | $— |
9/30/24 |
3/31/24 | |
30-Day SEC Yield | 7.01% | 7.32% |
Principal Amount USD ($) |
Value | |||||
UNAFFILIATED ISSUERS — 142.8%^ |
||||||
Senior Secured Floating Rate Loan Interests — 2.0% of Net Assets*(a) |
||||||
Auto Parts & Equipment — 0.5% |
||||||
1,375,628 | First Brands Group LLC, First Lien 2021 Term Loan, 10.514% (Term SOFR + 500 bps), 3/30/27 |
$ 1,364,117 | ||||
Total Auto Parts & Equipment |
$ 1,364,117 | |||||
Casino Hotels — 0.6% |
||||||
1,492,268 | Century Casinos, Inc., Term B Facility Loan, 11.301% (Term SOFR + 600 bps), 4/2/29 |
$ 1,428,847 | ||||
Total Casino Hotels |
$ 1,428,847 | |||||
Computer Services — 0.1% |
||||||
380,000(b) | Amazon Holdco, Inc., Seven-Year Term Loan, 7/30/31 | $ 379,287 | ||||
Total Computer Services |
$ 379,287 | |||||
Cruise Lines — 0.3% |
||||||
840,000 | LC Ahab US Bidco LLC, Initial Term Loan, 8.345% (Term SOFR + 350 bps), 5/1/31 |
$ 844,725 | ||||
Total Cruise Lines |
$ 844,725 | |||||
Electric-Generation — 0.3% |
||||||
675,000(b) | Alpha Generation LLC, Term Loan B, 9/19/31 | $ 675,844 | ||||
Total Electric-Generation |
$ 675,844 | |||||
Medical-Drugs — 0.2% |
||||||
390,000 | Endo Finance Holdings, Inc., Initial Term Loan, 9.783% (Term SOFR + 450 bps), 4/23/31 |
$ 390,122 | ||||
Total Medical-Drugs |
$ 390,122 | |||||
Total Senior Secured Floating Rate Loan Interests (Cost $5,078,633) |
$ 5,082,942 | |||||
Shares |
||||||
Common Stocks — 0.5% of Net Assets |
||||||
Chemicals — 0.0% † |
||||||
22 | LyondellBasell Industries NV, Class A | $ 2,110 | ||||
Total Chemicals |
$ 2,110 | |||||
Shares |
Value | |||||
Communications Equipment — 0.0% † |
||||||
2,630 + |
Digicel International Finance Ltd. | $ 6,575 | ||||
Total Communications Equipment |
$ 6,575 | |||||
Diversified Telecommunication Services — 0.0% † |
||||||
251,944 + |
Atento S.A. | $ 7 | ||||
Total Diversified Telecommunication Services |
$ 7 | |||||
Oil, Gas & Consumable Fuels — 0.0% † |
||||||
21(c) | Amplify Energy Corp. | $ 137 | ||||
8,027 | Petroquest Energy, Inc. | 1,405 | ||||
Total Oil, Gas & Consumable Fuels |
$ 1,542 | |||||
Passenger Airlines — 0.5% |
||||||
57,203 | Grupo Aeromexico SAB de CV | $ 1,283,122 | ||||
Total Passenger Airlines |
$ 1,283,122 | |||||
Pharmaceuticals — 0.0% † |
||||||
2,975(c) | Endo, Inc. | $ 75,804 | ||||
Total Pharmaceuticals |
$ 75,804 | |||||
Total Common Stocks (Cost $1,479,274) |
$ 1,369,160 | |||||
Principal Amount USD ($) |
||||||
Asset Backed Securities — 0.6% of Net Assets |
||||||
1,443,149 | Santander Bank Auto Credit-Linked Notes, Series 2023-B, Class F, 12.24%, 12/15/33 (144A) | $ 1,494,135 | ||||
Total Asset Backed Securities (Cost $1,443,149) |
$ 1,494,135 | |||||
Collateralized Mortgage Obligations—2.3% of Net Assets |
||||||
710,000(a) | Connecticut Avenue Securities Trust, Series 2021-R01, Class 1B2, 11.28% (SOFR30A + 600 bps), 10/25/41 (144A) |
$ 747,491 | ||||
430,000(a) | Federal Home Loan Mortgage Corp. STACR REMIC Trust, Series 2021-DNA7, Class B2, 13.08% (SOFR30A + 780 bps), 11/25/41 (144A) |
465,883 | ||||
450,000(a) | Federal Home Loan Mortgage Corp. STACR REMIC Trust, Series 2021-HQA3, Class B2, 11.53% (SOFR30A + 625 bps), 9/25/41 (144A) |
471,266 |
Principal Amount USD ($) |
Value | |||||
Collateralized Mortgage Obligations— (continued) |
||||||
610,000(a) | Federal Home Loan Mortgage Corp. STACR REMIC Trust, Series 2022-DNA2, Class B2, 13.78% (SOFR30A + 850 bps), 2/25/42 (144A) |
$ 670,998 | ||||
1,370,000(a) | Federal Home Loan Mortgage Corp. STACR Trust, Series 2019-DNA3, Class B2, 13.545% (SOFR30A + 826 bps), 7/25/49 (144A) |
1,568,650 | ||||
120,000(a) | Federal National Mortgage Association Connecticut Avenue Securities, Series 2021-R02, Class 2B2, 11.48% (SOFR30A + 620 bps), 11/25/41 (144A) |
126,191 | ||||
1,350,000(a) | STACR Trust, Series 2018-HRP2, Class B2, 15.895% (SOFR30A + 1,061 bps), 2/25/47 (144A) |
1,638,625 | ||||
Total Collateralized Mortgage Obligations (Cost $5,231,268) |
$ 5,689,104 | |||||
Commercial Mortgage-Backed Securities—2.5% of Net Assets |
||||||
1,415,000(a) | Capital Funding Mortgage Trust, Series 2021-19, Class B, 20.41% (1 Month Term SOFR + 1,521 bps), 10/27/24 (144A) |
$ 1,406,411 | ||||
890,204(d) | FREMF Mortgage Trust, Series 2019-KJ24, Class B, 7.60%, 10/25/27 (144A) | 837,941 | ||||
1,499,131(a) | FREMF Mortgage Trust, Series 2019-KS12, Class C, 12.361% (SOFR30A + 701 bps), 8/25/29 |
1,438,456 | ||||
222,712(a) | FREMF Mortgage Trust, Series 2020-KF74, Class C, 11.711% (SOFR30A + 636 bps), 1/25/27 (144A) |
205,284 | ||||
317,897(a) | FREMF Mortgage Trust, Series 2020-KF83, Class C, 14.461% (SOFR30A + 911 bps), 7/25/30 (144A) |
300,442 | ||||
2,500,000 | Wells Fargo Commercial Mortgage Trust, Series 2015-C28, Class E, 3.00%, 5/15/48 (144A) | 1,970,550 | ||||
Total Commercial Mortgage-Backed Securities (Cost $6,329,737) |
$ 6,159,084 | |||||
Principal Amount USD ($) |
Value | |||||
Convertible Corporate Bonds — 2.7% of Net Assets |
||||||
Banks — 0.0% † |
||||||
IDR 1,422,679,000 |
PT Bakrie & Brothers Tbk, 12/31/24 | $ 7,142 | ||||
Total Banks |
$ 7,142 | |||||
Chemicals — 1.7% |
||||||
4,000,000(e) | Hercules LLC, 6.50%, 6/30/29 | $ 4,248,381 | ||||
Total Chemicals |
$ 4,248,381 | |||||
Commercial Services — 0.5% |
||||||
1,130,000 | Global Payments, Inc., 1.50%, 3/1/31 (144A) | $ 1,079,150 | ||||
Total Commercial Services |
$ 1,079,150 | |||||
Entertainment — 0.5% |
||||||
1,455,000(f) | DraftKings Holdings, Inc., 3/15/28 | $ 1,259,302 | ||||
Total Entertainment |
$ 1,259,302 | |||||
Total Convertible Corporate Bonds (Cost $5,634,248) |
$ 6,593,975 | |||||
Corporate Bonds — 123.3% of Net Assets |
||||||
Advertising — 3.3% |
||||||
2,090,000 | Clear Channel Outdoor Holdings, Inc., 7.50%, 6/1/29 (144A) | $ 1,800,030 | ||||
1,470,000 | Neptune Bidco US, Inc., 9.29%, 4/15/29 (144A) | 1,439,938 | ||||
2,010,000 | Stagwell Global LLC, 5.625%, 8/15/29 (144A) | 1,943,305 | ||||
3,000,000 | Summer BC Bidco B LLC, 5.50%, 10/31/26 (144A) | 2,964,214 | ||||
Total Advertising |
$ 8,147,487 | |||||
Aerospace & Defense — 1.5% |
||||||
2,150,000 | Bombardier, Inc., 6.00%, 2/15/28 (144A) | $ 2,164,214 | ||||
246,000 | Bombardier, Inc., 7.125%, 6/15/26 (144A) | 249,774 | ||||
740,000 | Spirit AeroSystems, Inc., 9.375%, 11/30/29 (144A) | 802,790 | ||||
592,000 | Triumph Group, Inc., 9.00%, 3/15/28 (144A) | 619,715 | ||||
Total Aerospace & Defense |
$ 3,836,493 | |||||
Airlines — 4.8% |
||||||
1,938,887(g) | ABRA Global Finance, 11.50% (5.50% PIK or 6.00% Cash), 3/2/28 (144A) | $ 2,070,422 | ||||
355,000 | Delta Air Lines, Inc., 7.375%, 1/15/26 | 365,212 |
Principal Amount USD ($) |
Value | |||||
Airlines — (continued) |
||||||
3,001,186(a) | Gol Finance S.A., 15.344% (1 Month Term SOFR + 1,050 bps), 1/29/25 (144A) |
$ 3,181,257 | ||||
3,255,000 | Grupo Aeromexico SAB de CV, 8.50%, 3/17/27 (144A) | 3,289,220 | ||||
330,000 | Latam Airlines Group S.A., 13.375%, 10/15/29 (144A) | 383,913 | ||||
759,000 | Mileage Plus Holdings LLC/Mileage Plus Intellectual Property Assets, Ltd., 6.50%, 6/20/27 (144A) | 768,437 | ||||
EUR 1,600,000 |
Transportes Aereos Portugueses S.A., 5.625%, 12/2/24 (144A) | 1,779,259 | ||||
Total Airlines |
$ 11,837,720 | |||||
Auto Manufacturers — 0.4% |
||||||
1,035,000 | JB Poindexter & Co., Inc., 8.75%, 12/15/31 (144A) | $ 1,094,268 | ||||
Total Auto Manufacturers |
$ 1,094,268 | |||||
Auto Parts & Equipment — 0.6% |
||||||
1,285,000 | Adient Global Holdings, Ltd., 8.25%, 4/15/31 (144A) | $ 1,363,385 | ||||
Total Auto Parts & Equipment |
$ 1,363,385 | |||||
Banks — 3.7% |
||||||
600,000(d)(h) | Bank of America Corp., 6.50% (3 Month Term SOFR + 444 bps) |
$ 599,858 | ||||
EUR 2,400,000 (d)(h) |
CaixaBank S.A., 3.625% (5 Year EUR Swap + 386 bps) |
2,377,515 | ||||
1,175,000 | Freedom Mortgage Corp., 12.25%, 10/1/30 (144A) | 1,315,947 | ||||
675,000(d)(h) | Intesa Sanpaolo S.p.A., 7.70% (5 Year USD Swap Rate + 546 bps) (144A) |
674,177 | ||||
1,975,000 | KeyBank N.A., 4.90%, 8/8/32 | 1,922,533 | ||||
410,000(d) | Toronto-Dominion Bank, 7.25% (5 Year CMT Index + 298 bps), 7/31/84 |
427,159 | ||||
1,240,000(d) | Toronto-Dominion Bank, 8.125% (5 Year CMT Index + 408 bps), 10/31/82 |
1,330,287 | ||||
545,000(d)(h) | UBS Group AG, 9.25% (5 Year CMT Index + 476 bps) (144A) |
642,737 | ||||
Total Banks |
$ 9,290,213 | |||||
Principal Amount USD ($) |
Value | |||||
Biotechnology — 0.3% |
||||||
EUR 745,000 |
Cidron Aida Finco S.a.r.l., 5.00%, 4/1/28 (144A) | $ 805,537 | ||||
Total Biotechnology |
$ 805,537 | |||||
Building Materials — 3.5% |
||||||
1,991,000 | AmeriTex HoldCo Intermediate LLC, 10.25%, 10/15/28 (144A) | $ 2,082,751 | ||||
2,211,000 | Cornerstone Building Brands, Inc., 6.125%, 1/15/29 (144A) | 1,956,408 | ||||
1,140,000 | Knife River Corp., 7.75%, 5/1/31 (144A) | 1,212,076 | ||||
3,550,000 | Limak Cimento Sanayi ve Ticaret AS, 9.75%, 7/25/29 (144A) | 3,477,765 | ||||
Total Building Materials |
$ 8,729,000 | |||||
Chemicals — 7.5% |
||||||
1,355,000 | LSF11 A5 HoldCo LLC, 6.625%, 10/15/29 (144A) | $ 1,317,927 | ||||
EUR 885,000 |
Lune Holdings S.a.r.l., 5.625%, 11/15/28 (144A) | 863,584 | ||||
2,250,000 | LYB Finance Co. BV, 8.10%, 3/15/27 (144A) | 2,418,703 | ||||
2,831,000 | Mativ Holdings, Inc., 6.875%, 10/1/26 (144A) | 2,829,726 | ||||
980,000(i) | Mativ Holdings, Inc., 8.00%, 10/1/29 (144A) | 1,000,261 | ||||
470,000 | Olin Corp., 9.50%, 6/1/25 (144A) | 478,225 | ||||
EUR 1,355,000 |
Olympus Water US Holding Corp., 9.625%, 11/15/28 (144A) | 1,618,178 | ||||
2,320,000 | Olympus Water US Holding Corp., 9.75%, 11/15/28 (144A) | 2,476,041 | ||||
2,500,000 | SCIL IV LLC/SCIL USA Holdings LLC, 5.375%, 11/1/26 (144A) | 2,468,952 | ||||
EUR 1,005,000 |
SCIL IV LLC/SCIL USA Holdings LLC, 9.50%, 7/15/28 (144A) | 1,207,402 | ||||
2,000,000 | Tronox, Inc., 4.625%, 3/15/29 (144A) | 1,868,254 | ||||
Total Chemicals |
$ 18,547,253 | |||||
Coal — 1.2% |
||||||
2,795,000 | Alliance Resource Operating Partners LP/Alliance Resource Finance Corp., 8.625%, 6/15/29 (144A) | $ 2,970,084 | ||||
Total Coal |
$ 2,970,084 | |||||
Commercial Services — 7.0% |
||||||
20,000 | Allied Universal Holdco LLC, 7.875%, 2/15/31 (144A) | $ 20,430 |
Principal Amount USD ($) |
Value | |||||
Commercial Services — (continued) |
||||||
1,645,000 | Allied Universal Holdco LLC/Allied Universal Finance Corp., 6.00%, 6/1/29 (144A) | $ 1,470,061 | ||||
1,905,000 | Allied Universal Holdco LLC/Allied Universal Finance Corp., 9.75%, 7/15/27 (144A) | 1,909,098 | ||||
1,165,000 | Avis Budget Car Rental LLC/Avis Budget Finance, Inc., 8.25%, 1/15/30 (144A) | 1,191,726 | ||||
1,652,000 | Champions Financing, Inc., 8.75%, 2/15/29 (144A) | 1,682,651 | ||||
2,116,000 | Garda World Security Corp., 6.00%, 6/1/29 (144A) | 2,030,669 | ||||
2,059,000 | Garda World Security Corp., 9.50%, 11/1/27 (144A) | 2,061,705 | ||||
319,000 | Herc Holdings, Inc., 5.50%, 7/15/27 (144A) | 318,608 | ||||
915,000 | NESCO Holdings II, Inc., 5.50%, 4/15/29 (144A) | 843,426 | ||||
4,155,000 | Prime Security Services Borrower LLC/Prime Finance, Inc., 6.25%, 1/15/28 (144A) | 4,156,118 | ||||
1,093,000 | Sotheby's, 7.375%, 10/15/27 (144A) | 1,051,952 | ||||
690,000 | Williams Scotsman, Inc., 6.625%, 6/15/29 (144A) | 710,416 | ||||
Total Commercial Services |
$ 17,446,860 | |||||
Computers — 0.3% |
||||||
365,000 | Amentum Escrow Corp., 7.25%, 8/1/32 (144A) | $ 380,926 | ||||
415,000 | Fortress Intermediate 3, Inc., 7.50%, 6/1/31 (144A) | 437,836 | ||||
Total Computers |
$ 818,762 | |||||
Distribution/Wholesale — 0.9% |
||||||
705,000 | Velocity Vehicle Group LLC, 8.00%, 6/1/29 (144A) | $ 734,050 | ||||
1,325,000 | Windsor Holdings III LLC, 8.50%, 6/15/30 (144A) | 1,417,324 | ||||
Total Distribution/Wholesale |
$ 2,151,374 | |||||
Diversified Financial Services — 12.8% |
||||||
3,500,000(d)(h) | Air Lease Corp., 4.125% (5 Year CMT Index + 315 bps) |
$ 3,284,678 | ||||
1,725,000(d) | Ally Financial, Inc., 6.184% (SOFR + 229 bps), 7/26/35 |
1,765,439 | ||||
811,000 | Bread Financial Holdings, Inc., 7.00%, 1/15/26 (144A) | 807,081 | ||||
140,000(j) | Credito Real SAB de CV SOFOM ER, 8.00%, 1/21/28 (144A) | 13,796 |
Principal Amount USD ($) |
Value | |||||
Diversified Financial Services — (continued) |
||||||
1,500,000(j) | Credito Real SAB de CV SOFOM ER, 9.50%, 2/7/26 (144A) | $ 152,775 | ||||
1,095,000 | Freedom Mortgage Holdings LLC, 9.125%, 5/15/31 (144A) | 1,125,778 | ||||
1,140,000 | Freedom Mortgage Holdings LLC, 9.25%, 2/1/29 (144A) | 1,184,968 | ||||
EUR 480,000 |
Garfunkelux Holdco 3 S.A., 6.75%, 11/1/25 (144A) | 359,859 | ||||
GBP 820,000 |
Garfunkelux Holdco 3 S.A., 7.75%, 11/1/25 (144A) | 731,780 | ||||
350,000 | GGAM Finance, Ltd., 7.75%, 5/15/26 (144A) | 357,888 | ||||
1,805,000 | GGAM Finance, Ltd., 8.00%, 6/15/28 (144A) | 1,934,702 | ||||
3,045,000 | Global Aircraft Leasing Co., Ltd., 8.75%, 9/1/27 (144A) | 3,089,926 | ||||
2,900,000 | Jefferies Finance LLC/JFIN Co.-Issuer Corp., 5.00%, 8/15/28 (144A) | 2,757,351 | ||||
845,000 | Nationstar Mortgage Holdings, Inc., 6.00%, 1/15/27 (144A) | 845,097 | ||||
1,210,000 | OneMain Finance Corp., 7.875%, 3/15/30 | 1,264,918 | ||||
2,320,000 | OneMain Finance Corp., 9.00%, 1/15/29 | 2,458,428 | ||||
755,000 | PHH Mortgage Corp., 7.875%, 3/15/26 (144A) | 758,846 | ||||
3,415,000 | Provident Funding Associates LP/PFG Finance Corp., 6.375%, 6/15/25 (144A) | 3,413,787 | ||||
2,405,000 | Provident Funding Associates LP/PFG Finance Corp., 9.75%, 9/15/29 (144A) | 2,450,246 | ||||
1,051,000 | United Wholesale Mortgage LLC, 5.50%, 4/15/29 (144A) | 1,023,675 | ||||
1,860,000 | United Wholesale Mortgage LLC, 5.75%, 6/15/27 (144A) | 1,847,903 | ||||
Total Diversified Financial Services |
$ 31,628,921 | |||||
Electric — 1.5% |
||||||
360,000 | Alpha Generation LLC, 6.75%, 10/15/32 (144A) | $ 365,075 | ||||
412,000 | Cemig Geracao e Transmissao S.A., 9.25%, 12/5/24 (144A) | 411,803 | ||||
1,145,000 | Lightning Power LLC, 7.25%, 8/15/32 (144A) | 1,204,010 | ||||
676,000 | NRG Energy, Inc., 6.625%, 1/15/27 | 676,969 |
Principal Amount USD ($) |
Value | |||||
Electric — (continued) |
||||||
1,045,000 | Talen Energy Supply LLC, 8.625%, 6/1/30 (144A) | $ 1,138,864 | ||||
6,000 | Vistra Operations Co. LLC, 5.625%, 2/15/27 (144A) | 5,991 | ||||
Total Electric |
$ 3,802,712 | |||||
Electrical Components & Equipments — 1.3% |
||||||
2,600,000 | Energizer Holdings, Inc., 6.50%, 12/31/27 (144A) | $ 2,641,465 | ||||
520,000 | WESCO Distribution, Inc., 7.25%, 6/15/28 (144A) | 532,475 | ||||
Total Electrical Components & Equipments |
$ 3,173,940 | |||||
Electronics — 0.9% |
||||||
1,330,000 | EquipmentShare.com, Inc., 8.00%, 3/15/33 (144A) | $ 1,361,501 | ||||
735,000 | EquipmentShare.com, Inc., 8.625%, 5/15/32 (144A) | 771,087 | ||||
Total Electronics |
$ 2,132,588 | |||||
Entertainment — 2.5% |
||||||
395,000 | International Game Technology Plc, 6.25%, 1/15/27 (144A) | $ 403,198 | ||||
1,910,000 | Light & Wonder International, Inc., 7.00%, 5/15/28 (144A) | 1,926,724 | ||||
1,910,000 | Light & Wonder International, Inc., 7.25%, 11/15/29 (144A) | 1,976,132 | ||||
EUR 730,000 |
Lottomatica S.p.A./Roma, 7.125%, 6/1/28 (144A) | 855,268 | ||||
930,000 | Mohegan Tribal Gaming Authority, 8.00%, 2/1/26 (144A) | 919,747 | ||||
Total Entertainment |
$ 6,081,069 | |||||
Food — 0.7% |
||||||
531,000 | Albertsons Cos., Inc./Safeway, Inc./New Albertsons LP/Albertsons LLC, 7.50%, 3/15/26 (144A) | $ 535,582 | ||||
1,215,000 | Fiesta Purchaser, Inc., 9.625%, 9/15/32 (144A) | 1,257,692 | ||||
Total Food |
$ 1,793,274 | |||||
Healthcare-Products — 0.8% |
||||||
1,960,000 | Sotera Health Holdings LLC, 7.375%, 6/1/31 (144A) | $ 2,035,478 | ||||
Total Healthcare-Products |
$ 2,035,478 | |||||
Principal Amount USD ($) |
Value | |||||
Healthcare-Services — 3.4% |
||||||
1,014,000 | Auna S.A., 10.00%, 12/15/29 (144A) | $ 1,069,818 | ||||
580,000 | CHS/Community Health Systems, Inc., 5.625%, 3/15/27 (144A) | 570,760 | ||||
265,000 | CHS/Community Health Systems, Inc., 6.00%, 1/15/29 (144A) | 257,259 | ||||
385,000 | LifePoint Health, Inc., 5.375%, 1/15/29 (144A) | 363,784 | ||||
3,200,000 | Prime Healthcare Services, Inc., 9.375%, 9/1/29 (144A) | 3,300,747 | ||||
2,775,000 | US Acute Care Solutions LLC, 9.75%, 5/15/29 (144A) | 2,874,231 | ||||
Total Healthcare-Services |
$ 8,436,599 | |||||
Home Builders — 1.5% |
||||||
1,155,000 | Beazer Homes USA, Inc., 7.25%, 10/15/29 | $ 1,185,837 | ||||
2,285,000 | LGI Homes, Inc., 8.75%, 12/15/28 (144A) | 2,447,043 | ||||
Total Home Builders |
$ 3,632,880 | |||||
Household Products/Wares — 0.7% |
||||||
2,050,000 | Spectrum Brands, Inc., 3.875%, 3/15/31 (144A) | $ 1,794,761 | ||||
Total Household Products/Wares |
$ 1,794,761 | |||||
Insurance — 5.0% |
||||||
3,800,000 | Hanover Insurance Group, Inc., 7.625%, 10/15/25 | $ 3,879,771 | ||||
3,075,000(d) | Liberty Mutual Group, Inc., 10.75% (3 Month Term SOFR + 738 bps), 6/15/58 (144A) |
3,711,381 | ||||
2,677,000 | Liberty Mutual Insurance Co., 7.697%, 10/15/97 (144A) | 3,178,313 | ||||
1,100,000 | MetLife, Inc., 10.75%, 8/1/39 | 1,571,956 | ||||
Total Insurance |
$ 12,341,421 | |||||
Internet — 1.6% |
||||||
3,005,000 | Acuris Finance US, Inc./Acuris Finance S.a.r.l., 9.00%, 8/1/29 (144A) | $ 3,020,025 | ||||
205,000 | Expedia Group, Inc., 6.25%, 5/1/25 (144A) | 205,525 | ||||
700,000 | ION Trading Technologies S.a.r.l., 9.50%, 5/30/29 (144A) | 716,568 | ||||
Total Internet |
$ 3,942,118 | |||||
Iron & Steel — 2.3% |
||||||
1,855,000 | Carpenter Technology Corp., 7.625%, 3/15/30 | $ 1,942,320 |
Principal Amount USD ($) |
Value | |||||
Iron & Steel — (continued) |
||||||
1,721,000 | Cleveland-Cliffs, Inc., 7.00%, 3/15/32 (144A) | $ 1,739,915 | ||||
2,235,000 | TMS International Corp., 6.25%, 4/15/29 (144A) | 2,128,302 | ||||
Total Iron & Steel |
$ 5,810,537 | |||||
Leisure Time — 4.2% |
||||||
215,000 | Carnival Corp., 7.625%, 3/1/26 (144A) | $ 216,990 | ||||
235,000 | Carnival Holdings Bermuda, Ltd., 10.375%, 5/1/28 (144A) | 253,581 | ||||
EUR 731,000 |
Carnival Plc, 1.00%, 10/28/29 | 706,360 | ||||
1,000,000 | Cruise Yacht Upper HoldCo, Ltd., 11.875%, 7/5/28 | 1,027,500 | ||||
1,295,000 | NCL Corp., Ltd., 5.875%, 3/15/26 (144A) | 1,295,080 | ||||
2,435,000 | NCL Corp., Ltd., 7.75%, 2/15/29 (144A) | 2,609,353 | ||||
965,000 | NCL Corp., Ltd., 8.125%, 1/15/29 (144A) | 1,031,777 | ||||
360,000 | NCL Finance, Ltd., 6.125%, 3/15/28 (144A) | 367,200 | ||||
2,790,000 | Viking Cruises, Ltd., 6.25%, 5/15/25 (144A) | 2,785,916 | ||||
Total Leisure Time |
$ 10,293,757 | |||||
Lodging — 3.3% |
||||||
375,000 | Choice Hotels International, Inc., 5.85%, 8/1/34 | $ 386,721 | ||||
2,095,000 | Genting New York LLC/GENNY Capital, Inc., 7.25%, 10/1/29 (144A) | 2,119,786 | ||||
1,715,000 | Hilton Grand Vacations Borrower Escrow LLC/Hilton Grand Vacations Borrower Esc, 6.625%, 1/15/32 (144A) | 1,736,017 | ||||
1,715,000 | Melco Resorts Finance, Ltd., 7.625%, 4/17/32 (144A) | 1,767,875 | ||||
1,505,000 | MGM Resorts International, 6.50%, 4/15/32 | 1,533,648 | ||||
725,000 | Travel + Leisure Co., 6.625%, 7/31/26 (144A) |
738,692 | ||||
Total Lodging |
$ 8,282,739 | |||||
Media — 4.5% |
||||||
2,500,000 | CCO Holdings LLC/CCO Holdings Capital Corp., 4.75%, 2/1/32 (144A) | $ 2,203,195 | ||||
2,200,000 | CSC Holdings LLC, 4.625%, 12/1/30 (144A) | 1,116,485 | ||||
1,925,000 | CSC Holdings LLC, 5.00%, 11/15/31 (144A) | 951,299 | ||||
835,000 | CSC Holdings LLC, 11.75%, 1/31/29 (144A) | 807,104 | ||||
1,057,000 | Gray Television, Inc., 7.00%, 5/15/27 (144A) | 1,038,928 |
Principal Amount USD ($) |
Value | |||||
Media — (continued) |
||||||
1,545,000 | Gray Television, Inc., 10.50%, 7/15/29 (144A) | $ 1,613,695 | ||||
3,530,000 | McGraw-Hill Education, Inc., 8.00%, 8/1/29 (144A) | 3,542,662 | ||||
Total Media |
$ 11,273,368 | |||||
Metal Fabricate/Hardware — 0.5% |
||||||
1,185,000 | Park-Ohio Industries, Inc., 6.625%, 4/15/27 | $ 1,162,586 | ||||
Total Metal Fabricate/Hardware |
$ 1,162,586 | |||||
Mining — 3.7% |
||||||
2,340,000 | Coeur Mining, Inc., 5.125%, 2/15/29 (144A) | $ 2,272,336 | ||||
705,000 | First Quantum Minerals, Ltd., 6.875%, 10/15/27 (144A) | 697,027 | ||||
2,840,000 | First Quantum Minerals, Ltd., 8.625%, 6/1/31 (144A) | 2,845,685 | ||||
415,000 | First Quantum Minerals, Ltd., 9.375%, 3/1/29 (144A) | 439,877 | ||||
692,000 | Hudbay Minerals, Inc., 6.125%, 4/1/29 (144A) | 701,927 | ||||
2,010,000 | Taseko Mines, Ltd., 8.25%, 5/1/30 (144A) | 2,109,448 | ||||
Total Mining |
$ 9,066,300 | |||||
Miscellaneous Manufacturing — 0.7% |
||||||
1,670,000 | Trinity Industries, Inc., 7.75%, 7/15/28 (144A) | $ 1,752,814 | ||||
Total Miscellaneous Manufacturing |
$ 1,752,814 | |||||
Oil & Gas — 14.2% |
||||||
685,000 | 3R Lux S.a.r.l., 9.75%, 2/5/31 (144A) | $ 721,792 | ||||
1,755,000(i) | Aethon United BR LP/Aethon United Finance Corp., 7.50%, 10/1/29 (144A) | 1,778,253 | ||||
2,430,000 | Aethon United BR LP/Aethon United Finance Corp., 8.25%, 2/15/26 (144A) | 2,458,713 | ||||
1,105,000 | Ascent Resources Utica Holdings LLC/ARU Finance Corp., 5.875%, 6/30/29 (144A) | 1,091,627 | ||||
1,890,000 | Baytex Energy Corp., 7.375%, 3/15/32 (144A) | 1,883,109 | ||||
2,140,000 | Baytex Energy Corp., 8.50%, 4/30/30 (144A) | 2,217,930 | ||||
727,378 | Borr IHC, Ltd./Borr Finance LLC, 10.00%, 11/15/28 (144A) | 754,655 | ||||
541,529 | Borr IHC, Ltd./Borr Finance LLC, 10.375%, 11/15/30 (144A) | 572,126 | ||||
180,000 | Cenovus Energy, Inc., 6.75%, 11/15/39 | 203,259 | ||||
1,225,000 | Civitas Resources, Inc., 8.375%, 7/1/28 (144A) | 1,273,350 | ||||
830,000 | Civitas Resources, Inc., 8.625%, 11/1/30 (144A) | 879,366 | ||||
1,225,000 | Civitas Resources, Inc., 8.75%, 7/1/31 (144A) | 1,296,709 |
Principal Amount USD ($) |
Value | |||||
Oil & Gas — (continued) |
||||||
830,000 | Hilcorp Energy I LP/Hilcorp Finance Co., 6.00%, 2/1/31 (144A) | $ 805,694 | ||||
1,815,000 | Hilcorp Energy I LP/Hilcorp Finance Co., 6.875%, 5/15/34 (144A) | 1,808,259 | ||||
1,330,000 | Kosmos Energy, Ltd., 7.75%, 5/1/27 (144A) | 1,314,594 | ||||
975,000 | Kraken Oil & Gas Partners LLC, 7.625%, 8/15/29 (144A) | 973,689 | ||||
1,010,000 | MEG Energy Corp., 5.875%, 2/1/29 (144A) | 988,044 | ||||
750,000 | Murphy Oil Corp., 6.375%, 7/15/28 | 761,973 | ||||
1,109,000 | Nabors Industries, Ltd., 7.50%, 1/15/28 (144A) | 1,039,075 | ||||
1,130,000 | Noble Finance II LLC, 8.00%, 4/15/30 (144A) | 1,165,927 | ||||
2,010,000 | Occidental Petroleum Corp., 4.40%, 4/15/46 | 1,631,089 | ||||
692,000 | Petroleos Mexicanos, 6.70%, 2/16/32 | 620,406 | ||||
579,000 | Precision Drilling Corp., 6.875%, 1/15/29 (144A) | 577,796 | ||||
2,265,000 | Shelf Drilling Holdings, Ltd., 9.625%, 4/15/29 (144A) | 2,089,079 | ||||
885,000 | Southwestern Energy Co., 4.75%, 2/1/32 | 846,609 | ||||
285,000 | Transocean Titan Financing, Ltd., 8.375%, 2/1/28 (144A) | 293,553 | ||||
1,030,000 | Transocean, Inc., 6.80%, 3/15/38 | 840,567 | ||||
665,000 | Transocean, Inc., 8.25%, 5/15/29 (144A) | 659,233 | ||||
665,000 | Transocean, Inc., 8.50%, 5/15/31 (144A) | 660,777 | ||||
2,075,000 | Tullow Oil Plc, 10.25%, 5/15/26 (144A) | 1,883,382 | ||||
905,000 | Wildfire Intermediate Holdings LLC, 7.50%, 10/15/29 (144A) | 890,568 | ||||
342,000 | YPF S.A., 6.95%, 7/21/27 (144A) | 332,762 | ||||
Total Oil & Gas |
$ 35,313,965 | |||||
Oil & Gas Services — 2.6% |
||||||
385,000 | Archrock Partners LP/Archrock Partners Finance Corp., 6.25%, 4/1/28 (144A) | $ 386,913 | ||||
2,583,000 | Archrock Partners LP/Archrock Partners Finance Corp., 6.875%, 4/1/27 (144A) | 2,591,095 | ||||
1,445,000 | Enerflex, Ltd., 9.00%, 10/15/27 (144A) | 1,490,671 | ||||
703,000 | USA Compression Partners LP/USA Compression Finance Corp., 6.875%, 9/1/27 | 708,943 | ||||
1,290,000 | USA Compression Partners LP/USA Compression Finance Corp., 7.125%, 3/15/29 (144A) | 1,328,638 | ||||
Total Oil & Gas Services |
$ 6,506,260 | |||||
Principal Amount USD ($) |
Value | |||||
Packaging & Containers — 1.2% |
||||||
EUR 1,400,000 |
Fiber Bidco S.p.A., 6.125%, 6/15/31 (144A) | $ 1,550,618 | ||||
1,355,000 | Owens-Brockway Glass Container, Inc., 7.25%, 5/15/31 (144A) | 1,392,035 | ||||
Total Packaging & Containers |
$ 2,942,653 | |||||
Pharmaceuticals — 1.7% |
||||||
265,000 | Endo Finance Holdings, Inc., 8.50%, 4/15/31 (144A) | $ 283,956 | ||||
2,750,000 | Owens & Minor, Inc., 6.625%, 4/1/30 (144A) | 2,669,418 | ||||
579,000 + |
Par Pharmaceutical, Inc., 7.50%, 4/1/27 (144A) | — | ||||
1,095,000 | Teva Pharmaceutical Finance Netherlands III BV, 7.875%, 9/15/29 | 1,209,725 | ||||
2,600,000 + |
Tricida, Inc., 5/15/27 | — | ||||
Total Pharmaceuticals |
$ 4,163,099 | |||||
Pipelines — 7.2% |
||||||
1,672,285 | Acu Petroleo Luxembourg S.a.r.l., 7.50%, 1/13/32 (144A) | $ 1,678,355 | ||||
910,000 | DCP Midstream Operating LP, 5.60%, 4/1/44 | 904,931 | ||||
1,060,000 | Delek Logistics Partners LP/Delek Logistics Finance Corp., 7.125%, 6/1/28 (144A) | 1,061,186 | ||||
1,524,000(a) | Energy Transfer LP, 8.527% (3 Month Term SOFR + 328 bps), 11/1/66 |
1,445,635 | ||||
1,965,000(d)(h) | Energy Transfer LP, 7.125% (5 Year CMT Index + 531 bps) |
2,007,297 | ||||
270,000 | EnLink Midstream Partners LP, 5.45%, 6/1/47 | 255,329 | ||||
717,000 | EnLink Midstream Partners LP, 5.60%, 4/1/44 | 685,265 | ||||
1,845,000 | Genesis Energy LP/Genesis Energy Finance Corp., 7.875%, 5/15/32 | 1,878,479 | ||||
770,000 | Genesis Energy LP/Genesis Energy Finance Corp., 8.00%, 1/15/27 | 787,171 | ||||
421,000 | Global Partners LP/GLP Finance Corp., 7.00%, 8/1/27 | 423,842 | ||||
1,515,000 | Harvest Midstream I LP, 7.50%, 9/1/28 (144A) | 1,550,337 | ||||
1,150,000 | NuStar Logistics LP, 6.375%, 10/1/30 | 1,193,266 | ||||
540,000(d) | South Bow Canadian Infrastructure Holdings, Ltd., 7.50% (5 Year CMT Index + 367 bps), 3/1/55 (144A) |
567,332 | ||||
1,265,000 | Summit Midstream Holdings LLC, 8.625%, 10/31/29 (144A) | 1,323,155 |
Principal Amount USD ($) |
Value | |||||
Pipelines — (continued) |
||||||
1,355,000 | Venture Global LNG, Inc., 8.375%, 6/1/31 (144A) | $ 1,430,780 | ||||
505,000 | Venture Global LNG, Inc., 9.50%, 2/1/29 (144A) | 568,885 | ||||
Total Pipelines |
$ 17,761,245 | |||||
Real Estate — 1.5% |
||||||
4,000,000 | Kennedy-Wilson, Inc., 5.00%, 3/1/31 | $ 3,590,947 | ||||
Total Real Estate |
$ 3,590,947 | |||||
REITs — 2.1% |
||||||
EUR 490,000 |
Alexandrite Monnet UK Holdco Plc, 10.50%, 5/15/29 (144A) | $ 589,826 | ||||
2,275,000 | MPT Operating Partnership LP/MPT Finance Corp., 3.50%, 3/15/31 | 1,661,391 | ||||
365,000 | Starwood Property Trust, Inc., 7.25%, 4/1/29 (144A) | 382,725 | ||||
230,000 | Uniti Group LP/Uniti Fiber Holdings, Inc./CSL Capital LLC, 6.00%, 1/15/30 (144A) | 196,172 | ||||
1,555,000 | Uniti Group LP/Uniti Group Finance, Inc./CSL Capital LLC, 10.50%, 2/15/28 (144A) | 1,659,816 | ||||
755,000 | Uniti Group LP/Uniti Group Finance, Inc./CSL Capital LLC, 10.50%, 2/15/28 (144A) | 805,892 | ||||
Total REITs |
$ 5,295,822 | |||||
Retail — 1.7% |
||||||
GBP 1,320,000 |
CD&R Firefly Bidco Plc, 8.625%, 4/30/29 (144A) | $ 1,824,776 | ||||
1,210,000 | Cougar JV Subsidiary LLC, 8.00%, 5/15/32 (144A) | 1,279,289 | ||||
1,125,000 | LCM Investments Holdings II LLC, 8.25%, 8/1/31 (144A) | 1,194,548 | ||||
Total Retail |
$ 4,298,613 | |||||
Telecommunications — 2.3% |
||||||
1,495,000 | Altice France Holding S.A., 6.00%, 2/15/28 (144A) | $ 461,691 | ||||
1,169,000 | Altice France Holding S.A., 10.50%, 5/15/27 (144A) | 403,343 | ||||
270,000 | Altice France S.A., 5.125%, 1/15/29 (144A) | 189,629 | ||||
1,035,000 | Connect Finco S.a.r.l./Connect US Finco LLC, 9.00%, 9/15/29 (144A) | 1,001,606 | ||||
375,000 | Iliad Holding SASU, 8.50%, 4/15/31 (144A) | 403,352 |
Principal Amount USD ($) |
Value | |||||
Telecommunications — (continued) |
||||||
41,000 | Sprint LLC, 7.625%, 3/1/26 | $ 42,351 | ||||
3,135,000 | Windstream Escrow LLC/Windstream Escrow Finance Corp., 7.75%, 8/15/28 (144A) | 3,137,947 | ||||
Total Telecommunications |
$ 5,639,919 | |||||
Transportation — 1.9% |
||||||
2,640,000 | Carriage Purchaser, Inc., 7.875%, 10/15/29 (144A) | $ 2,453,479 | ||||
1,375,000 | Danaos Corp., 8.50%, 3/1/28 (144A) | 1,415,333 | ||||
820,000 | Seaspan Corp., 5.50%, 8/1/29 (144A) | 781,012 | ||||
Total Transportation |
$ 4,649,824 | |||||
Total Corporate Bonds (Cost $299,366,939) |
$ 305,638,645 | |||||
Shares |
||||||
Convertible Preferred Stock — 0.4% of Net Assets |
||||||
Banks — 0.4% |
||||||
752(h) | Wells Fargo & Co., 7.50% | $ 964,214 | ||||
Total Banks |
$ 964,214 | |||||
Total Convertible Preferred Stock (Cost $950,539) |
$ 964,214 | |||||
Preferred Stock — 0.0% † of Net Assets |
||||||
Internet — 0.0% † |
||||||
129,055 | MYT Holding LLC, 10.00%, 6/6/29 | $ 22,585 | ||||
Total Internet |
$ 22,585 | |||||
Total Preferred Stock (Cost $235,604) |
$ 22,585 | |||||
Right/Warrant — 0.0% † of Net Assets |
||||||
Trading Companies & Distributors — 0.0% † |
||||||
GBP 21,700 (c) |
Avation Plc, 1/1/59 | $ 7,978 | ||||
Total Trading Companies & Distributors |
$ 7,978 | |||||
Total Right/Warrant (Cost $—) |
$ 7,978 | |||||
Principal Amount USD ($) |
Value | |||||
Insurance-Linked Securities — 6.5% of Net Assets# |
||||||
Event Linked Bonds — 1.6% |
||||||
Flood – U.S. — 0.3% |
||||||
250,000(a) | FloodSmart Re, 16.376%, (3 Month U.S. Treasury Bill + 1,183 bps), 2/25/25 (144A) |
$ 255,750 | ||||
250,000(a) | FloodSmart Re, 18.602%, (3 Month U.S. Treasury Bill + 1,400 bps), 3/12/27 (144A) |
262,775 | ||||
250,000(a) | FloodSmart Re, 21.696%, (1 Month U.S. Treasury Bill + 1,715 bps), 3/11/26 (144A) |
262,850 | ||||
$781,375 | ||||||
Multiperil – U.S. — 0.7% |
||||||
250,000(a) | Matterhorn Re, 10.119%, (SOFR + 525 bps), 3/24/25 (144A) |
$ 253,275 | ||||
250,000(a) | Matterhorn Re, 12.619%, (SOFR + 775 bps), 3/24/25 (144A) |
254,350 | ||||
250,000(a) | Merna Re II, 11.852%, (3 Month U.S. Treasury Bill + 725 bps), 7/7/27 (144A) |
256,295 | ||||
250,000(a) | Merna Re II, 13.102%, (3 Month U.S. Treasury Bill + 850 bps), 7/7/27 (144A) |
261,704 | ||||
250,000(a) | Mystic Re, 16.546%, (3 Month U.S. Treasury Bill + 1,200 bps), 1/8/27 (144A) |
258,000 | ||||
250,000(a) | Residential Re, 16.566%, (3 Month U.S. Treasury Bill + 1,202 bps), 12/6/25 (144A) |
247,000 | ||||
$1,530,624 | ||||||
Multiperil – U.S. & Canada — 0.2% |
||||||
250,000(a) | Atlas Re, 17.483%, (SOFR + 1,250 bps), 6/8/27 (144A) |
$ 271,775 | ||||
250,000(a) | Easton Re, 12.046%, (3 Month U.S. Treasury Bill + 750 bps), 1/8/27 (144A) |
251,250 | ||||
$523,025 | ||||||
Windstorm – Florida — 0.2% |
||||||
250,000(a) | Marlon Re, 11.602%, (3 Month U.S. Treasury Bill + 700 bps), 6/7/27 (144A) |
$ 252,425 | ||||
250,000(a) | Merna Re II, 13.352%, (3 Month U.S. Treasury Bill + 875 bps), 7/7/27 (144A) |
260,858 | ||||
$513,283 | ||||||
Windstorm – Mexico — 0.1% |
||||||
250,000(a) | International Bank for Reconstruction & Development, 18.569%, (SOFR + 1,372 bps), 4/24/28 (144A) |
$ 261,850 |
Principal Amount USD ($) |
Value | |||||
Windstorm – U.S. — 0.1% |
||||||
250,000(a) | Bonanza Re, 12.996%, (3 Month U.S. Treasury Bill + 845 bps), 1/8/26 (144A) |
$ 259,400 | ||||
Total Event Linked Bonds |
$3,869,557 | |||||
Face Amount USD ($) |
||||||
Collateralized Reinsurance — 0.6% |
||||||
Multiperil – Massachusetts — 0.1% |
||||||
350,000(c)(k) + |
Portsalon Re 2022, 5/31/28 | $ 320,922 | ||||
Multiperil – U.S. — 0.1% |
||||||
250,000(c)(k) + |
Mangrove Risk Solutions, 5/10/25 (144A) | $ 234,900 | ||||
Windstorm – North Carolina — 0.1% |
||||||
250,000(c)(k) + |
Mangrove Risk Solutions, 4/30/30 | $ 248,825 | ||||
Windstorm – U.S. — 0.2% |
||||||
250,000(c)(k) + |
Aberystwyth-PI0049, 11/30/27 | $ 235,972 | ||||
250,000(c)(k) + |
PI0048 Re 2024, 11/30/27 | 237,907 | ||||
$473,879 | ||||||
Windstorm – U.S. Regional — 0.1% |
||||||
250,000(c)(k) + |
Oakmont Re 2024, 4/1/30 | $ 245,758 | ||||
Total Collateralized Reinsurance |
$ 1,524,284 | |||||
Reinsurance Sidecars — 4.3% |
||||||
Multiperil – U.S. — 0.0% † |
||||||
500,000(c)(l) + |
Harambee Re 2018, 12/31/24 | $ 2,150 | ||||
600,000(l) + |
Harambee Re 2019, 12/31/24 | — | ||||
$2,150 | ||||||
Multiperil – Worldwide — 4.3% |
||||||
40,466(l) + |
Alturas Re 2022-2, 12/31/27 | $ 2,582 | ||||
1,500,000(c)(k) + |
Bantry Re 2024, 12/31/29 | 1,681,833 | ||||
1,000,000(c)(k) + |
Berwick Re 2024-1, 12/31/29 | 1,106,873 | ||||
500,000(k) + |
Eccleston Re 2023, 11/30/28 | 31,574 | ||||
750,000(c)(k) + |
Gleneagles Re 2022, 12/31/27 | 225,000 | ||||
1,000,000(c)(k) + |
Gullane Re 2024, 12/31/29 | 1,040,000 | ||||
499,318(c)(l) + |
Lorenz Re 2019, 6/30/25 | 4,094 | ||||
1,000,000(c)(k) + |
Merion Re 2022-2, 12/31/27 | 948,111 | ||||
500,000(c)(k) + |
Pangaea Re 2024-1, 12/31/29 | 553,385 | ||||
500,000(c)(k) + |
Pangaea Re 2024-3, 7/1/28 | 524,153 | ||||
2,357(k) + |
Sector Re V, 12/1/27 (144A) | 56,306 |
Face Amount USD ($) |
Value | |||||
Multiperil – Worldwide — (continued) |
||||||
500,000(c)(k) + |
Sector Re V, 12/1/28 (144A) | $ 659,906 | ||||
1,000,000(c)(k) + |
Sector Re V, 12/1/28 (144A) | 1,319,811 | ||||
250,000(c)(k) + |
Sussex Re 2020-1, 12/31/24 | 325 | ||||
1,500,000(c)(l) + |
Thopas Re 2022, 12/31/27 | — | ||||
1,596,147(c)(l) + |
Thopas Re 2023, 12/31/28 | — | ||||
1,596,147(c)(l) + |
Thopas Re 2024, 12/31/29 | 1,974,115 | ||||
500,000(c)(k) + |
Torricelli Re 2024, 6/30/30 | 540,705 | ||||
244,914(c)(k) + |
Woburn Re 2019, 12/31/24 | 33,713 | ||||
$10,702,486 | ||||||
Total Reinsurance Sidecars |
$ 10,704,636 | |||||
Total Insurance-Linked Securities (Cost $14,604,374) |
$ 16,098,477 | |||||
Principal Amount USD ($) |
||||||
Foreign Government Bond — 0.1% of Net Assets |
||||||
Russia — 0.1% |
||||||
382,800(j)(m) | Russian Government International Bond, 7.500%, 3/31/30 | $ 254,011 | ||||
Total Russia |
$ 254,011 | |||||
Total Foreign Government Bond (Cost $322,808) |
$ 254,011 | |||||
Shares |
Value | |||||
SHORT TERM INVESTMENTS — 1.9% of Net Assets |
||||||
Open-End Fund — 1.9% |
||||||
4,679,404(n) | Dreyfus Government Cash Management, Institutional Shares, 4.80% |
$ 4,679,404 | ||||
$4,679,404 | ||||||
TOTAL SHORT TERM INVESTMENTS (Cost $4,679,404) |
$ 4,679,404 | |||||
TOTAL INVESTMENTS IN UNAFFILIATED ISSUERS — 142.8% (Cost $345,355,977) |
$ 354,053,714 | |||||
OTHER ASSETS AND LIABILITIES — (42.8)% |
$(106,129,737) | |||||
net assets — 100.0% |
$247,923,977 | |||||
bps | Basis Points. |
CMT | Constant Maturity Treasury Index. |
FREMF | Freddie Mac Multifamily Fixed-Rate Mortgage Loans. |
SOFR | Secured Overnight Financing Rate. |
SOFR30A | Secured Overnight Financing Rate 30 Day Average. |
(144A) | The resale of such security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold normally to qualified institutional buyers. At September 30, 2024, the value of these securities amounted to $273,193,972, or 110.2% of net assets. |
(a) | Floating rate note. Coupon rate, reference index and spread shown at September 30, 2024. |
(b) | All or a portion of this senior loan position has not settled. Rates do not take effect until settlement date. Rates shown, if any, are for the settled portion. |
(c) | Non-income producing security. |
(d) | The interest rate is subject to change periodically. The interest rate and/or reference index and spread shown at September 30, 2024. |
(e) | Security is priced as a unit. |
(f) | Security issued with a zero coupon. Income is recognized through accretion of discount. |
(g) | Payment-in-kind (PIK) security which may pay interest in the form of additional principal amount. |
(h) | Security is perpetual in nature and has no stated maturity date. |
(i) | Securities purchased on a when-issued basis. Rates do not take effect until settlement date. |
(j) | Security is in default. |
(k) | Issued as participation notes. |
(l) | Issued as preference shares. |
(m) | Debt obligation initially issued at one coupon which converts to a higher coupon at a specific date. The rate shown is the rate at September 30, 2024. |
(n) | Rate periodically changes. Rate disclosed is the 7-day yield at September 30, 2024. |
^ | Securities are pledged as collateral. |
* | Senior secured floating rate loan interests in which the Fund invests generally pay interest at rates that are periodically re-determined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the lending rate offered by one or more major European banks, such as SOFR, (ii) the prime rate offered by one or more major United States banks, (iii) the rate of a certificate of deposit or (iv) other base lending rates used by commercial lenders. The interest rate shown is the rate accruing at September 30, 2024. |
+ | Security is valued using significant unobservable inputs (Level 3). |
† | Amount rounds to less than 0.1%. |
# | Securities are restricted as to resale. |
Restricted Securities |
Acquisition date |
Cost |
Value |
Aberystwyth-PI0049 | 7/1/2024 | $218,687 | $235,972 |
Alturas Re 2022-2 | 4/11/2023 | — | 2,582 |
Atlas Re | 5/24/2024 | 250,000 | 271,775 |
Bantry Re 2024 | 2/1/2024 | 1,482,365 | 1,681,833 |
Berwick Re 2024-1 | 1/10/2024 | 1,000,000 | 1,106,873 |
Bonanza Re | 1/6/2023 | 250,000 | 259,400 |
Easton Re | 5/16/2024 | 246,724 | 251,250 |
Eccleston Re 2023 | 7/13/2023 | — | 31,574 |
FloodSmart Re | 2/14/2022 | 250,000 | 255,750 |
FloodSmart Re | 2/23/2023 | 250,000 | 262,850 |
FloodSmart Re | 2/29/2024 | 250,000 | 262,775 |
Gleneagles Re 2022 | 1/18/2022 | 313,226 | 225,000 |
Gullane Re 2024 | 2/14/2024 | 969,259 | 1,040,000 |
Harambee Re 2018 | 12/19/2017 | 10,612 | 2,150 |
Harambee Re 2019 | 12/20/2018 | — | — |
International Bank for Reconstruction & Development | 5/10/2024 | 242,280 | 261,850 |
Lorenz Re 2019 | 6/26/2019 | 75,931 | 4,094 |
Mangrove Risk Solutions | 6/17/2024 | 224,653 | 234,900 |
Mangrove Risk Solutions | 7/9/2024 | 231,765 | 248,825 |
Marlon Re | 5/24/2024 | 250,000 | 252,425 |
Matterhorn Re | 3/10/2022 | 250,000 | 253,275 |
Matterhorn Re | 3/10/2022 | 250,000 | 254,350 |
Merion Re 2022-2 | 2/22/2022 | 1,000,000 | 948,111 |
Merna Re II | 5/8/2024 | 250,000 | 256,295 |
Merna Re II | 5/8/2024 | 250,000 | 260,858 |
Merna Re II | 5/8/2024 | 250,000 | 261,704 |
Mystic Re | 5/21/2024 | 249,229 | 258,000 |
Restricted Securities |
Acquisition date |
Cost |
Value |
Oakmont Re 2024 | 5/23/2024 | $221,839 | $245,758 |
Pangaea Re 2024-1 | 2/27/2024 | 500,000 | 553,385 |
Pangaea Re 2024-3 | 7/26/2024 | 500,000 | 524,153 |
PI0048 Re 2024 | 6/12/2024 | 210,613 | 237,907 |
Portsalon Re 2022 | 7/15/2022 | 283,022 | 320,922 |
Residential Re | 10/28/2021 | 250,000 | 247,000 |
Sector Re V | 12/30/2022 | — | 56,306 |
Sector Re V | 12/4/2023 | 500,000 | 659,906 |
Sector Re V | 12/29/2023 | 1,000,000 | 1,319,811 |
Sussex Re 2020-1 | 1/23/2020 | — | 325 |
Thopas Re 2022 | 2/7/2022 | — | — |
Thopas Re 2023 | 2/15/2023 | — | — |
Thopas Re 2024 | 2/2/2024 | 1,596,147 | 1,974,115 |
Torricelli Re 2024 | 7/17/2024 | 500,000 | 540,705 |
Woburn Re 2019 | 1/30/2019 | 28,022 | 33,713 |
Total Restricted Securities |
$16,098,477 | ||
% of Net assets |
6.5% |
Currency Purchased |
In Exchange for |
Currency Sold |
Deliver |
Counterparty |
Settlement Date |
Unrealized Appreciation (Depreciation) |
EUR | 297,000 | USD | 332,955 | Bank of America NA | 11/21/24 | $(1,647) |
EUR | 5,000,000 | USD | 5,594,450 | Brown Brothers Harriman & Co. | 12/20/24 | (10,382) |
USD | 1,734,779 | EUR | 1,585,000 | HSBC Bank USA NA | 10/25/24 | (31,503) |
USD | 7,149,931 | EUR | 6,552,500 | State Street Bank & Trust Co. | 10/25/24 | (152,003) |
USD | 809,909 | GBP | 605,000 | State Street Bank & Trust Co. | 12/20/24 | 1,205 |
TOTAL FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS |
$(194,330) |
Notional Amount ($) |
Counterparty |
Reference Obligation /Index |
Pay/ Receive |
Annual Fixed Rate |
Expiration Date |
Premiums (Received) |
Unrealized Appreciation (Depreciation) |
Market Value |
988,000 | JPMorgan Chase Bank NA | United Airlines Holdings, Inc. | Receive | 5.00% | 6/20/27 | $(49,936) | $137,103 | $87,167 |
329,000 | JPMorgan Chase Bank NA | United Airlines Holdings, Inc. | Receive | 5.00% | 6/20/27 | (18,949) | 47,975 | 29,026 |
433,000 | JPMorgan Chase Bank NA | United Airlines Holdings, Inc. | Receive | 5.00% | 6/20/27 | (24,952) | 63,154 | 38,202 |
TOTAL OVER THE COUNTER (OTC) CREDIT DEFAULT SWAP CONTRACTS – SELL PROTECTION |
$(93,837) | $248,232 | $154,395 | |||||
TOTAL SWAP CONTRACTS |
$(93,837) |
$248,232 |
$154,395 |
EUR | — Euro |
GBP | — Great British Pound |
IDR | — Indonesian Rupiah |
USD | — United States Dollar |
Aggregate gross unrealized appreciation for all investments in which there is an excess of value over tax cost | $17,577,962 |
Aggregate gross unrealized depreciation for all investments in which there is an excess of tax cost over value | (9,850,103) |
Net unrealized appreciation | $7,727,859 |
Level 1 | – | unadjusted quoted prices in active markets for identical securities. |
Level 2 | – | other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risks, etc.). See Notes to Financial Statements — Note 1A. |
Level 3 | – | significant unobservable inputs (including the Adviser’s own assumptions in determining fair value of investments). See Notes to Financial Statements — Note 1A. |
Level 1 |
Level 2 |
Level 3 |
Total | |
Senior Secured Floating Rate Loan Interests | $— | $5,082,942 | $— | $5,082,942 |
Common Stocks | ||||
Communications Equipment | — | — | 6,575 | 6,575 |
Diversified Telecommunication Services | — | — | 7 | 7 |
Oil, Gas & Consumable Fuels | 137 | 1,405 | — | 1,542 |
Passenger Airlines | — | 1,283,122 | — | 1,283,122 |
All Other Common Stocks | 77,914 | — | — | 77,914 |
Asset Backed Securities | — | 1,494,135 | — | 1,494,135 |
Collateralized Mortgage Obligations | — | 5,689,104 | — | 5,689,104 |
Commercial Mortgage-Backed Securities | — | 6,159,084 | — | 6,159,084 |
Convertible Corporate Bonds | — | 6,593,975 | — | 6,593,975 |
Corporate Bonds | — | 305,638,645 | —* | 305,638,645 |
Convertible Preferred Stock | 964,214 | — | — | 964,214 |
Preferred Stock | — | 22,585 | — | 22,585 |
Right/Warrant | 7,978 | — | — | 7,978 |
Insurance-Linked Securities | ||||
Collateralized Reinsurance | ||||
Multiperil – Massachusetts | — | — | 320,922 | 320,922 |
Multiperil – U.S. | — | — | 234,900 | 234,900 |
Windstorm – North Carolina | — | — | 248,825 | 248,825 |
Windstorm – U.S. | — | — | 473,879 | 473,879 |
Windstorm – U.S. Regional | — | — | 245,758 | 245,758 |
Reinsurance Sidecars | ||||
Multiperil – U.S. | — | — | 2,150 | 2,150 |
Multiperil – Worldwide | — | — | 10,702,486 | 10,702,486 |
All Other Insurance-Linked Securities | — | 3,869,557 | — | 3,869,557 |
Foreign Government Bond | — | 254,011 | — | 254,011 |
Open-End Fund | 4,679,404 | — | — | 4,679,404 |
Total Investments in Securities |
$5,729,647 |
$336,088,565 |
$12,235,502 |
$354,053,714 |
Level 1 |
Level 2 |
Level 3 |
Total | |
Other Financial Instruments |
||||
Credit Agreement (a) |
$— | $(108,500,000) | $— | $(108,500,000) |
Net unrealized depreciation on forward foreign currency exchange contracts | — | (194,330) | — | (194,330) |
OTC swap contracts, at value | — | 154,395 | — | 154,395 |
Total Other Financial Instruments |
$— |
$(108,539,935) |
$— |
$(108,539,935) |
(a) | The Fund may hold liabilities in which the fair value approximates the carrying amount for financial statement purposes. |
* | Securities valued at $0. |
Common Stocks |
Corporate Bonds |
Insurance- Linked Securities |
Total | |
Balance as of 3/31/24 | $ 9,205 | $— | $ 10,040,668 | $ 10,049,873 |
Realized gain (loss) (1) |
— | — | 2 | 2 |
Changed in unrealized appreciation (depreciation) (2) |
(2,630) | —** | 723,674 | 721,044 |
Accrued discounts/premiums | — | — | (291,453) | (291,453) |
Purchases | — | — | 2,107,712 | 2,107,712 |
Sales | — | — | (351,683) | (351,683) |
Transfers in to Level 3* | 8 | — | — | 8 |
Transfers out of Level 3* | — | — | — | — |
Balance as of 9/30/24 |
$ 6,583 |
$—** |
$12,228,920 |
$12,235,503 |
(1) |
Realized gain (loss) on these securities is included in the realized gain (loss) from investments on the Statement of Operations. | ||
(2) |
Unrealized appreciation (depreciation) on these securities is included in the change in unrealized appreciation (depreciation) from investments on the Statement of Operations. | ||
* | Transfers are calculated on the beginning of period values. During the six months ended September 30, 2024, a security valued at $8 was transferred from Level 2 to Level 3, due to valuing the security using unobservable inputs. There were no other transfers between Levels 1, 2 and 3. | ||
** | Securities valued at $0. | ||
Net change in unrealized appreciation (depreciation) of Level 3 investments still held and considered Level 3 at September 30, 2024: | $899,784 |
ASSETS: |
|
Investments in unaffiliated issuers, at value (cost $345,355,977) | $354,053,714 |
Cash | 724,201 |
Foreign currencies, at value (cost $88,823) | 88,557 |
Swap contracts, at value (net premiums received $93,837) | 154,395 |
Unrealized appreciation on forward foreign currency exchange contracts | 1,205 |
Receivables — | |
Investment securities sold | 2,754,738 |
Dividends | 33,545 |
Interest | 6,086,194 |
Other assets | 3,428 |
Total assets |
$363,899,977 |
LIABILITIES: |
|
Payables — | |
Credit agreement | $108,500,000 |
Investment securities purchased | 6,522,362 |
Directors’ fees | 462 |
Interest expense | 575,200 |
Unrealized depreciation on forward foreign currency exchange contracts | 195,535 |
Management fees | 29,279 |
Administrative expenses | 927 |
Accrued expenses | 152,235 |
Total liabilities |
$115,976,000 |
NET ASSETS: |
|
Paid-in capital | $372,917,739 |
Distributable earnings (loss) | (124,993,762) |
Net assets |
$247,923,977 |
NET ASSET VALUE PER SHARE: |
|
No par value | |
Based on $247,923,977/29,341,635 common shares | $8.45 |
INVESTMENT INCOME: |
||
Interest from unaffiliated issuers | $13,603,242 | |
Dividends from unaffiliated issuers | 590,542 | |
Total Investment Income | $14,193,784 | |
EXPENSES: |
||
Management fees | $1,051,228 | |
Administrative expenses | 35,712 | |
Transfer agent fees | 9,556 | |
Stockholder communications expense | 24,800 | |
Custodian fees | 3,428 | |
Professional fees | 79,690 | |
Printing expense | 2,499 | |
Officers’ and Directors’ fees | 7,778 | |
Insurance expense | 3,500 | |
Interest expense | 3,489,925 | |
Miscellaneous | 47,302 | |
Total expenses | $4,755,418 | |
Net investment income | $9,438,366 | |
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: |
||
Net realized gain (loss) on: | ||
Investments in unaffiliated issuers | $(29,576) | |
Forward foreign currency exchange contracts | 127,294 | |
Swap contracts | 61,997 | |
Other assets and liabilities denominated in foreign currencies | 29,236 | $188,951 |
Change in net unrealized appreciation (depreciation) on: | ||
Investments in unaffiliated issuers | $8,354,452 | |
Forward foreign currency exchange contracts | (240,389) | |
Swap contracts | 3,298 | |
Other assets and liabilities denominated in foreign currencies | 11,868 | $8,129,229 |
Net realized and unrealized gain (loss) on investments | $8,318,180 | |
Net increase in net assets resulting from operations | $17,756,546 |
Six Months Ended 9/30/24 (unaudited) |
Year Ended 3/31/24 | |
FROM OPERATIONS: |
||
Net investment income (loss) | $9,438,366 | $20,546,657 |
Net realized gain (loss) on investments | 188,951 | (10,403,507) |
Change in net unrealized appreciation (depreciation) on investments | 8,129,229 | 26,244,564 |
Net increase in net assets resulting from operations | $17,756,546 |
$36,387,714 |
DISTRIBUTIONS TO COMMON STOCKHOLDERS: |
||
($0.33 and $0.66 per share, respectively) | $(9,682,740) | $(19,438,833) |
Total distributions to common stockholders | $(9,682,740) | $(19,438,833) |
Net increase in net assets |
$8,073,806 |
$16,948,881 |
NET ASSETS: |
||
Beginning of period | $239,850,171 | $222,901,290 |
End of period | $247,923,977 |
$239,850,171 |
Six Months Ended 9/30/24 Shares (unaudited) |
Six Months Ended 9/30/24 Amount (unaudited) |
Year Ended 3/31/24 Shares |
Year Ended 3/31/24 Amount | |
Fund Share Transaction |
||||
Shares sold | — | $— | — | $— |
Reinvestment of distributions | — | — | — | — |
Net increase | — | $— | — | $— |
Cash Flows From Operating Activities |
|
Net increase in net assets resulting from operations | $17,756,546 |
Adjustments to reconcile net decrease in net assets resulting from operations to net cash, restricted cash and foreign currencies from operating activities: |
|
Purchases of investment securities | $(92,386,073) |
Proceeds from disposition and maturity of investment securities | 73,520,772 |
Net sales of short term investments | 18,757,462 |
Net accretion and amortization of discount/premium on investment securities | (896,893) |
Net realized loss on investments in unaffiliated issuers | 29,576 |
Change in unrealized appreciation on investments in unaffiliated issuers | (8,354,452) |
Change in unrealized depreciation on forward foreign currency exchange contracts | 240,389 |
Changes in unrealized on swaps | (3,298) |
Increase in dividends receivable | (33,545) |
Decrease in interest receivable | 102,878 |
Increase in other assets | (3,316) |
Decrease in management fees payable | (4,941) |
Decrease in directors’ fees payable | (121) |
Decrease in administrative expenses payable | (271) |
Proceeds from swap contracts | (17,275) |
Decrease in accrued expenses payable | (38,863) |
Net cash, restricted cash and foreign currencies from operating activities | $8,668,575 |
Cash Flows Used In Financing Activities: |
|
Decrease in interest expense payable | (15,016) |
Distributions to stockholders | (9,682,740) |
Net cash flows used in financing activities | $(9,697,756) |
$(1,029,181) | |
Cash, Restricted Cash and Foreign Currencies: |
|
Beginning of period* | $1,841,939 |
End of period* | $812,758 |
Cash Flow Information: |
|
Cash paid for interest | $3,504,941 |
* | The following table provides a reconciliation of cash, restricted cash and foreign currencies reported within the Statement of Assets and Liabilities that sum to the total of the same such amounts shown in the Statement of Cash Flows: |
Six Months Ended 9/30/24 |
Year Ended 3/31/24 | |
Cash | $724,201 | $1,249,842 |
Foreign currenices, at value | 88,557 | 592,097 |
Total cash, restricted cash and foreign currencies shown in the Statement of Cash Flows |
$812,758 |
$1,841,939 |
Six Months Ended 9/30/24 (unaudited) |
Year Ended 3/31/24 |
Year Ended 3/31/23 |
Year Ended 3/31/22 |
Year Ended 3/31/21 |
Year Ended 3/31/20 | |
Per Share Operating Performance |
||||||
Net asset value, beginning of period | $8.17 | $7.60 | $8.93 | $9.57 | $7.25 | $9.91 |
Increase (decrease) from investment operations: | ||||||
Net investment income (loss)(a) | $0.32 | $0.70 | $0.69 | $0.80 | $0.80 | $0.81 |
Net realized and unrealized gain (loss) on investments | 0.29 | 0.53 | (1.29) | (0.61) | 2.36 | (2.66) |
Net increase (decrease) from investment operations |
$0.61 |
$1.23 |
$(0.60) |
$0.19 |
$3.16 |
$(1.85) |
Distributions to stockholders: | ||||||
Net investment income and previously undistributed net investment income | $(0.33)* | $(0.66) | $(0.73)* | $(0.83)* | $(0.84)* | $(0.81) |
Total distributions |
$(0.33) |
$(0.66) |
$(0.73) |
$(0.83) |
$(0.84) |
$(0.81) |
Net increase (decrease) in net asset value |
$0.28 |
$0.57 |
$(1.33) |
$(0.64) |
$2.32 |
$(2.66) |
Net asset value, end of period | $8.45 | $8.17 | $7.60 | $8.93 | $9.57 | $7.25 |
Market value, end of period | $8.00 | $7.66 | $6.63 | $8.12 | $9.37 | $6.42 |
Total return at net asset value(b) |
7.97%(c) |
18.07% |
(5.65)% |
1.91% |
46.08% |
(19.93)% |
Total return at market value(b) |
9.02%(c) |
26.90% |
(9.49)% |
(5.35)% |
61.52% |
(21.49)% |
Ratios to average net assets of stockholders: | ||||||
Total expenses plus interest expense(d) | 3.94%(e) | 4.14% | 2.88% | 1.61% | 1.60% | 2.35% |
Net investment income available to stockholders | 7.81%(e) | 9.02% | 8.86% | 8.45% | 9.10% | 8.17% |
Portfolio turnover rate | 23%(c) | 29% | 24% | 38% | 50% | 36% |
Net assets, end of period (in thousands) | $247,924 | $239,850 | $222,901 | $261,910 | $279,865 | $211,861 |
Total amount of debt outstanding (in thousands) | $ |
$ |
$ |
$ |
$ |
$ |
Asset coverage per $1,000 of indebtedness | $ |
$ |
$ |
$ |
$ |
$ |
* | The amount of distributions made to stockholders during the period was in excess of the net investment income earned by the Fund during the period. The Fund has accumulated undistributed net investment income which is part of the Fund’s NAV. A portion of this accumulated net investment income was distributed to stockholders during the period. A decrease in distributions may have a negative effect on the market value of the Fund’s shares. |
(a) | The per-share data presented above is based on the average shares outstanding for the period presented. |
(b) | Total investment return is calculated assuming a purchase of common shares at the current net asset value or market value on the first day and a sale at the current net asset value or market value on the last day of the periods reported. Dividends and distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund’s dividend reinvestment plan. Total investment return does not reflect brokerage commissions. Past performance is not a guarantee of future results. |
(c) | Not annualized. |
(d) | Includes interest expense of 2.89%, 3.03%, 1.75%, 0.45%, 0.53% and 1.37%, respectively. |
(e) | Annualized. |
A. |
Security Valuation |
The net asset value of the Fund is computed once daily, on each day the New York Stock Exchange (“NYSE”) is open, as of the close of regular trading on the NYSE. | |
Fixed income securities are valued by using prices supplied by independent pricing services, which consider such factors as market prices, market events, quotations from one or more brokers, Treasury spreads, yields, maturities and ratings, or may use a pricing matrix or other fair value methods or techniques to provide an estimated value of the security or instrument. A pricing matrix is a means of valuing a debt security on the basis of current market prices for other debt securities, historical trading patterns in the market for fixed income securities and/or other factors. Non-U.S. debt securities that are listed on an exchange will be valued at the bid price obtained from an independent third party pricing service. When independent third party pricing services are unable to supply prices, or when prices or market quotations are considered to be unreliable, the value of that security may be determined using quotations from one or more broker-dealers. | |
Loan interests are valued at the mean between the last available bid and asked prices from one or more brokers or dealers as obtained from Loan Pricing Corporation, an independent third party pricing service. If price information is not available from Loan Pricing Corporation, or if the price information is deemed to be unreliable, price information will be obtained from an alternative loan interest pricing service. If no reliable price quotes are available from either the primary or alternative pricing service, broker quotes will be solicited. | |
Event-linked bonds are valued at the bid price obtained from an independent third party pricing service. Other insurance-linked securities (including reinsurance sidecars, collateralized reinsurance and industry loss warranties) may be valued at the bid price obtained from an independent pricing service, or through a third party using a pricing matrix, insurance valuation models, or other fair value methods or techniques to provide an estimated value of the instrument. | |
Equity securities that have traded on an exchange are valued by using the last sale price on the principal exchange where they are traded. Equity securities that have not traded on the date of valuation, or securities for which sale prices are not available, generally are valued using the mean between the last bid and asked prices or, if both last bid |
and asked prices are not available, at the last quoted bid price. Last sale and bid and asked prices are provided by independent third party pricing services. In the case of equity securities not traded on an exchange, prices are typically determined by independent third party pricing services using a variety of techniques and methods. | |
The value of foreign securities is translated into U.S. dollars based on foreign currency exchange rate quotations supplied by a third party pricing source. Trading in non-U.S. equity securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund’s shares are determined as of such times. The Adviser may use a fair value model developed by an independent pricing service to value non-U.S. equity securities. | |
Options contracts are generally valued at the mean between the last bid and ask prices on the principal exchange where they are traded. Over-the-counter (“OTC”) options and options on swaps (“swaptions”) are valued using prices supplied by independent pricing services, which consider such factors as market prices, market events, quotations from one or more brokers, Treasury spreads, yields, maturities and ratings, or may use a pricing matrix or other fair value methods or techniques to provide an estimated value of the security or instrument. | |
Forward foreign currency exchange contracts are valued daily using the foreign exchange rate or, for longer term forward contract positions, the spot currency rate and the forward points on a daily basis, in each case provided by a third party pricing service. Contracts whose forward settlement date falls between two quoted days are valued by interpolation. | |
Swap contracts, including interest rate swaps, caps and floors (other than centrally cleared swap contracts), are valued at the dealer quotations obtained from reputable International Swap Dealers Association members. Centrally cleared swaps are valued at the daily settlement price provided by the central clearing counterparty. | |
Shares of open-end registered investment companies (including money market mutual funds) are valued at such funds’ net asset value. | |
Securities or loan interests for which independent pricing services or broker-dealers are unable to supply prices or for which market prices and/or quotations are not readily available or are considered to be unreliable are valued by a fair valuation team comprised of certain personnel of the Adviser. The Adviser is designated as the valuation designee for the Fund pursuant to Rule 2a-5 under the 1940 Act. The |
Adviser’s fair valuation team is responsible for monitoring developments that may impact fair valued securities. | |
Inputs used when applying fair value methods to value a security may include credit ratings, the financial condition of the company, current market conditions and comparable securities. The Adviser may use fair value methods if it is determined that a significant event has occurred after the close of the exchange or market on which the security trades and prior to the determination of the Fund’s net asset value. Examples of a significant event might include political or economic news, corporate restructurings, natural disasters, terrorist activity or trading halts. Thus, the valuation of the Fund’s securities may differ significantly from exchange prices, and such differences could be material. | |
B. |
Investment Income and Transactions |
Dividend income is recorded on the ex-dividend date, except that certain dividends from foreign securities where the ex-dividend date may have passed are recorded as soon as the Fund becomes aware of the ex-dividend data in the exercise of reasonable diligence. | |
Interest income, including interest on income-bearing cash accounts, is recorded on the accrual basis. Dividend and interest income are reported net of unrecoverable foreign taxes withheld at the applicable country rates and net of income accrued on defaulted securities. | |
Discounts and premiums on purchase prices of debt securities are accreted or amortized, respectively, daily, into interest income on an effective yield to maturity basis with a corresponding increase or decrease in the cost basis of the security. Premiums and discounts related to certain mortgage backed securities are amortized or accreted in proportion to the monthly paydowns. | |
Interest and dividend income payable by delivery of additional shares is reclassified as PIK (payment-in-kind) income upon receipt and is included in interest and dividend income, respectively. | |
Principal amounts of mortgage-backed securities are adjusted for monthly paydowns. Premiums and discounts related to certain mortgage-backed securities are amortized or accreted in proportion to the monthly paydowns. All discounts/premiums on purchase prices of debt securities are accreted/amortized for financial reporting purposes over the life of the respective securities, and such accretion/amortization is included in interest income. |
Security transactions are recorded as of trade date. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. | |
C. |
Foreign Currency Translation |
The books and records of the Fund are maintained in U.S. dollars. Amounts denominated in foreign currencies are translated into U.S. dollars using current exchange rates. | |
Net realized gains and losses on foreign currency transactions, if any, represent, among other things, the net realized gains and losses on foreign currency exchange contracts, disposition of foreign currencies and the difference between the amount of income accrued and the U.S. dollars actually received. Further, the effects of changes in foreign currency exchange rates on investments are not segregated on the Statement of Operations from the effects of changes in the market prices of those securities, but are included with the net realized and unrealized gain or loss on investments. | |
D. |
Federal Income Taxes |
It is the Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its net taxable income and net realized capital gains, if any, to its stockholders. Therefore, no provision for federal income taxes is required. As of September 30, 2024, the Fund did not accrue any interest or penalties with respect to uncertain tax positions, which, if applicable, would be recorded as an income tax expense on the Statement of Operations. Tax returns filed within the prior three years remain subject to examination by federal and state tax authorities. | |
The amount and character of income and capital gain distributions to stockholders are determined in accordance with federal income tax rules, which may differ from U.S. GAAP. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes. Capital accounts within the financial statements are adjusted for permanent book/tax differences to reflect tax character, but are not adjusted for temporary differences. |
The tax character of current year distributions payable will be determined at the end of the current taxable year. The tax character of distributions paid during the year ended March 31, 2024 was as follows: |
2024 | |
Distributions paid from: |
|
Ordinary income | $19,438,833 |
Total |
$19,438,833 |
2024 | |
Distributable earnings/(losses): |
|
Undistributed ordinary income | $1,158,009 |
Capital loss carryforward | (133,541,861) |
Net unrealized depreciation | (683,716) |
Total |
$(133,067,568) |
E. |
Risks |
The value of securities held by the Fund may go up or down, sometimes rapidly or unpredictably, due to general market conditions, such as real or perceived adverse economic, political or regulatory conditions, recessions, the spread of infectious illness or other public health issues, inflation, changes in interest rates, armed conflict such as between Russia and Ukraine or in the Middle East, sanctions against Russia, other nations or individuals or companies and possible countermeasures, lack of liquidity in the bond markets or adverse investor sentiment. In the past several years, financial markets have experienced increased volatility, depressed valuations, decreased liquidity and heightened uncertainty. These conditions may continue, recur, worsen or spread. Inflation and interest rates may increase. These circumstances could adversely affect the value and liquidity of the Fund’s investments and negatively impact the Fund’s performance. |
Some sectors of the economy and individual issuers have experienced or may experience particularly large losses. Periods of extreme volatility in the financial markets, reduced liquidity of many instruments, increased government debt, inflation, and disruptions to supply chains, consumer demand and employee availability, may continue for some time. Following Russia’s invasion of Ukraine, Russian securities lost all, or nearly all, their market value. Other securities or markets could be similarly affected by past or future political, geopolitical or other events or conditions. | |
Governments and central banks, including the U.S. Federal Reserve, have taken extraordinary and unprecedented actions to support local and global economies and the financial markets. These actions have resulted in significant expansion of public debt, including in the U.S. The consequences of high public debt, including its future impact on the economy and securities markets, may not be known for some time. | |
The U.S. and other countries are periodically involved in disputes over trade and other matters, which may result in tariffs, investment restrictions and adverse impacts on affected companies and securities. For example, the U.S. has imposed tariffs and other trade barriers on Chinese exports, has restricted sales of certain categories of goods to China, and has established barriers to investments in China. Trade disputes may adversely affect the economies of the U.S. and its trading partners, as well as companies directly or indirectly affected and financial markets generally. If the political climate between the U.S. and China does not improve or continues to deteriorate, if China were to attempt unification of Taiwan by force, or if other geopolitical conflicts develop or get worse, economies, markets and individual securities may be severely affected both regionally and globally, and the value of the Fund’s assets may go down. | |
At times, the Fund’s investments may represent industries or industry sectors that are interrelated or have common risks, making the Fund more susceptible to any economic, political, or regulatory developments or other risks affecting those industries and sectors. | |
The market prices of the Fund’s fixed income securities may fluctuate significantly when interest rates change. The value of your investment will generally go down when interest rates rise. A rise in rates tends to have a greater impact on the prices of longer term or duration securities. For example, if interest rates increase by 1%, the value of a Fund’s portfolio with a portfolio duration of ten years would be expected to decrease by 10%, all other things being equal. A general rise in interest rates could adversely affect the price and liquidity of fixed income |
securities. The maturity of a security may be significantly longer than its effective duration. A security’s maturity and other features may be more relevant than its effective duration in determining the security’s sensitivity to other factors affecting the issuer or markets generally, such as changes in credit quality or in the yield premium that the market may establish for certain types of securities (sometimes called “credit spread”). In general, the longer its maturity the more a security may be susceptible to these factors. When the credit spread for a fixed income security goes up, or “widens”, the value of the security will generally go down. | |
If an issuer or guarantor of a security held by the Fund or a counterparty to a financial contract with the Fund defaults on its obligation to pay principal and/or interest, has its credit rating downgraded or is perceived to be less creditworthy, or the credit quality or value of any underlying assets declines, the value of your investment will typically decline. Changes in actual or perceived creditworthiness may occur quickly. The Fund could be delayed or hindered in its enforcement of rights against an issuer, guarantor or counterparty. | |
The Fund’s investments in foreign markets and countries with limited developing markets may subject the Fund to a greater degree of risk than investments in a developed market. These risks include disruptive political or economic conditions, military conflicts and sanctions, terrorism, sustained economic downturns, financial instability, less liquid trading markets, extreme price volatility, currency risks, reduction of government or central bank support, inadequate accounting standards, tariffs, tax disputes or other tax burdens, nationalization or expropriation of assets and the imposition of adverse governmental laws, arbitrary application of laws and regulations or lack of rule of law and investment and repatriation restrictions. Lack of information and less market regulation also may affect the value of these securities. Withholding and other non-U.S. taxes may decrease the Fund’s return. Non-U.S. issuers may be located in parts of the world that have historically been prone to natural disasters. Investing in depositary receipts is subject to many of the same risks as investing directly in non-U.S. issuers. Depositary receipts may involve higher expenses and may trade at a discount (or premium) to the underlying security. | |
Russia launched a large-scale invasion of Ukraine on February 24, 2022. In response to the military action by Russia, various countries, including the U.S., the United Kingdom, and European Union issued broad-ranging economic sanctions against Russia and Belarus and certain companies and individuals. Since then, Russian securities lost all, or nearly all, their market value, and many other issuers, securities and markets have |
been adversely affected. The United States and other countries may impose sanctions on other countries, companies and individuals in light of Russia’s military invasion. The extent and duration of the military action or future escalation of such hostilities, the extent and impact of existing and future sanctions, market disruptions and volatility, and the result of any diplomatic negotiations cannot be predicted. These and any related events could have a significant impact on the value and liquidity of certain Fund investments, on Fund performance and the value of an investment in the Fund, particularly with respect to securities and commodities, such as oil, natural gas and food commodities, as well as other sectors with exposure to Russian issuers or issuers in other countries affected by the invasion, and are likely to have collateral impacts on market sectors globally. | |
The Fund invests in below-investment-grade (high-yield) debt securities and preferred stocks. Some of these high-yield securities may be convertible into equity securities of the issuer. Debt securities rated below-investment-grade are commonly referred to as “junk bonds” and are considered speculative with respect to the issuer’s capacity to pay interest and repay principal. These securities involve greater risk of loss, are subject to greater price volatility, and may be less liquid and more difficult to value, especially during periods of economic uncertainty or change, than higher rated debt securities. | |
Certain securities in which the Fund invests, including floating rate loans, once sold, may not settle for an extended period (for example, several weeks or even longer). The Fund will not receive its sale proceeds until that time, which may constrain the Fund’s ability to meet its obligations. The Fund may invest in securities of issuers that are in default or that are in bankruptcy. The value of collateral, if any, securing a floating rate loan can decline or may be insufficient to meet the issuer’s obligations or may be difficult to liquidate. No active trading market may exist for many floating rate loans, and many loans are subject to restrictions on resale. Any secondary market may be subject to irregular trading activity and extended settlement periods. There is less readily available, reliable information about most floating rate loans than is the case for many other types of securities. Normally, the Adviser will seek to avoid receiving material, nonpublic information about the issuer of a loan either held by, or considered for investment by, the Fund, and this decision could adversely affect the Fund’s investment performance. Loans may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections afforded by federal securities laws. |
F. |
Restricted Securities |
Restricted Securities are subject to legal or contractual restrictions on resale. Restricted securities generally are resold in transactions exempt from registration under the Securities Act of 1933. Private placement securities are generally considered to be restricted except for those |
securities traded between qualified institutional investors under the provisions of Rule 144A of the Securities Act of 1933. | |
Disposal of restricted investments may involve negotiations and expenses, and prompt sale at an acceptable price may be difficult to achieve. Restricted investments held by the Fund at September 30, 2024 are listed in the Schedule of Investments. | |
G. |
Insurance-Linked Securities (“ILS”) |
The Fund invests in ILS. The Fund could lose a portion or all of the principal it has invested in an ILS, and the right to additional interest or dividend payments with respect to the security, upon the occurrence of one or more trigger events, as defined within the terms of an insurance-linked security. Trigger events, generally, are hurricanes, earthquakes, or other natural events of a specific size or magnitude that occur in a designated geographic region during a specified time period, and/or that involve losses or other metrics that exceed a specific amount. There is no way to accurately predict whether a trigger event will occur, and accordingly, ILS carry significant risk. The Fund is entitled to receive principal, and interest and/or dividend payments so long as no trigger event occurs of the description and magnitude specified by the instrument. In addition to the specified trigger events, ILS may expose the Fund to other risks, including but not limited to issuer (credit) default, adverse regulatory or jurisdictional interpretations and adverse tax consequences. | |
The Fund’s investments in ILS may include event-linked bonds. ILS also may include special purpose vehicles (“SPVs”) or similar instruments structured to comprise a portion of a reinsurer’s catastrophe-oriented business, known as quota share instruments (sometimes referred to as reinsurance sidecars), or to provide reinsurance relating to specific risks to insurance or reinsurance companies through a collateralized instrument, known as collateralized reinsurance. Structured reinsurance investments also may include industry loss warranties (“ILWs”). A traditional ILW takes the form of a bilateral reinsurance contract, but there are also products that take the form of derivatives, collateralized structures, or exchange-traded instruments. | |
Where the ILS are based on the performance of underlying reinsurance contracts, the Fund has limited transparency into the individual underlying contracts, and therefore must rely upon the risk assessment and sound underwriting practices of the issuer. Accordingly, it may be more difficult for the Adviser to fully evaluate the underlying risk profile of the Fund’s structured reinsurance investments, and therefore the Fund’s assets are placed at greater risk of loss than if the Adviser had |
more complete information. Structured reinsurance instruments generally will be considered illiquid securities by the Fund. These securities may be difficult to purchase, sell or unwind. Illiquid securities also may be difficult to value. If the Fund is forced to sell an illiquid asset, the Fund may be forced to sell at a loss. | |
H. |
Forward Foreign Currency Exchange Contracts |
The Fund may enter into forward foreign currency exchange contracts (“contracts”) for the purchase or sale of a specific foreign currency at a fixed price on a future date. All contracts are marked-to-market daily at the applicable exchange rates, and any resulting unrealized appreciation or depreciation is recorded in the Fund’s financial statements. The Fund records realized gains and losses at the time a contract is offset by entry into a closing transaction or extinguished by delivery of the currency. Risks may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of the contract and from unanticipated movements in the value of foreign currencies relative to the U.S. dollar (see Note 6). | |
During the six months ended September 30, 2024, the Fund had entered into various forward foreign currency exchange contracts that obligated the Fund to deliver or take delivery of currencies at specified future maturity dates. Alternatively, prior to the settlement date of a forward foreign currency exchange contract, the Fund may close out such contract by entering into an offsetting contract. | |
The average market value of forward foreign currency exchange contracts open during the six months ended September 30, 2024 was $5,842,625 and $9,182,025 for buys and sells, respectively. Open forward foreign currency exchange contracts outstanding at September 30, 2024 are listed in the Schedule of Investments. | |
I. |
Credit Default Swap Contracts |
A credit default swap is a contract between a buyer of protection and a seller of protection against a pre-defined credit event or an underlying reference obligation, which may be a single security or a basket or index of securities. The Fund may buy or sell credit default swap contracts to seek to increase the Fund’s income, or to attempt to hedge the risk of default on portfolio securities. A credit default swap index is used to hedge risk or take a position on a basket of credit entities or indices. | |
As a seller of protection, the Fund would be required to pay the notional (or other agreed-upon) value of the referenced debt obligation to the counterparty in the event of a default by a U.S. or foreign corporate |
issuer of a debt obligation, which would likely result in a loss to the Fund. In return, the Fund would receive from the counterparty a periodic stream of payments during the term of the contract, provided that no event of default occurred. The maximum exposure of loss to the seller would be the notional value of the credit default swaps outstanding. If no default occurs, the Fund would keep the stream of payments and would have no payment obligation. The Fund may also buy credit default swap contracts in order to hedge against the risk of default of debt securities, in which case the Fund would function as the counterparty referenced above. | |
As a buyer of protection, the Fund makes an upfront or periodic payment to the protection seller in exchange for the right to receive a contingent payment. An upfront payment made by the Fund, as the protection buyer, is recorded within the “Swap contracts, at value” line item on the Statement of Assets and Liabilities. Periodic payments received or paid by the Fund are recorded as realized gains or losses on the Statement of Operations. | |
Credit default swap contracts are marked-to-market daily using valuations supplied by independent sources, and the change in value, if any, is recorded within the “Swap contracts, at value” line item on the Statement of Assets and Liabilities. Payments received or made as a result of a credit event or upon termination of the contract are recognized, net of the appropriate amount of the upfront payment, as realized gains or losses on the Statement of Operations. | |
Credit default swap contracts involving the sale of protection may involve greater risks than if the Fund had invested in the referenced debt instrument directly. Credit default swap contracts are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a protection buyer and no credit event occurs, it will lose its investment. If the Fund is a protection seller and a credit event occurs, the value of the referenced debt instrument received by the Fund, together with the periodic payments received, may be less than the amount the Fund pays to the protection buyer, resulting in a loss to the Fund. In addition, obligations under sell protection credit default swaps may be partially offset by net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same reference obligation with the same counterparty. | |
Certain swap contracts that are cleared through a central clearinghouse are referred to as centrally cleared swaps. All payments made or received by the Fund are pursuant to a centrally cleared swap contract with the central clearing party rather than the original counterparty. Upon |
entering into a centrally cleared swap contract, the Fund is required to make an initial margin deposit, either in cash or in securities. The daily change in value on open centrally cleared contracts is recorded as “Variation margin for centrally cleared swap contracts” on the Statement of Assets and Liabilities. Cash received from or paid to the broker related to previous margin movement is held in a segregated account at the broker and is recorded as either “Due from broker for swaps” or “Due to broker for swaps” on the Statement of Assets and Liabilities. The amount of cash deposited with a broker as collateral is recorded as "Swaps collateral" on the Statement of Assets and Liabilities. | |
The average notional values of credit default swap contracts buy protection and credit default swap contracts sell protection open during the six months ended September 30, 2024 were $0 and $1,750,000, respectively. Open credit default swap contracts at September 30, 2024 are listed in the Schedule of Investments. | |
J. |
Automatic Dividend Reinvestment Plan |
All stockholders whose shares are registered in their own names automatically participate in the Automatic Dividend Reinvestment Plan (the “Plan”), under which participants receive all dividends and capital gain distributions (collectively, dividends) in full and fractional shares of the Fund in lieu of cash. Stockholders may elect not to participate in the Plan. Stockholders not participating in the Plan receive all dividends and capital gain distributions in cash. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by notifying Equiniti Trust Company, LLC, formerly known as American Stock Transfer & Trust Company, the agent for stockholders in administering the Plan (the “Plan Agent”), in writing prior to any dividend record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution. | |
If a stockholder’s shares are held in the name of a brokerage firm, bank or other nominee, the stockholder can ask the firm or nominee to participate in the Plan on the stockholder’s behalf. If the firm or nominee does not offer the Plan, dividends will be paid in cash to the stockholder of record. A firm or nominee may reinvest a stockholder’s cash dividends in shares of the Fund on terms that differ from the terms of the Plan. | |
Whenever the Fund declares a dividend on shares payable in cash, participants in the Plan will receive the equivalent in shares acquired by the Plan Agent either (i) through receipt of additional unissued but |
authorized shares from the Fund or (ii) by purchase of outstanding shares on the New York Stock Exchange or elsewhere. If, on the payment date for any dividend, the net asset value per share is equal to or less than the market price per share plus estimated brokerage trading fees (market premium), the Plan Agent will invest the dividend amount in newly issued shares. The number of newly issued shares to be credited to each account will be determined by dividing the dollar amount of the dividend by the net asset value per share on the date the shares are issued, provided that the maximum discount from the then current market price per share on the date of issuance does not exceed 5%. If, on the payment date for any dividend, the net asset value per share is greater than the market value (market discount), the Plan Agent will invest the dividend amount in shares acquired in open-market purchases. There are no brokerage charges with respect to newly issued shares. However, each participant will pay a pro rata share of brokerage trading fees incurred with respect to the Plan Agent’s open-market purchases. Participating in the Plan does not relieve stockholders from any federal, state or local taxes which may be due on dividends paid in any taxable year. Stockholders holding Plan shares in a brokerage account may be able to transfer the shares to another broker and continue to participate in the Plan. | |
K. |
Statement of Cash Flows |
Information on financial transactions which have been settled through the receipt or disbursement of cash or restricted cash is presented in the Statement of Cash Flows. Cash as presented in the Fund’s Statement of Assets and Liabilities includes cash on hand at the Fund’s custodian bank and does not include any short-term investments. For the six months ended September 30, 2024, the Fund had no restricted cash presented on the Statement of Assets and Liabilities. |
Counterparty |
Derivative Assets Subject to Master Netting Agreement |
Derivatives Available for Offset |
Non-Cash Collateral Received |
Cash Collateral Received |
Net Amount of Derivative Assets |
Bank of America NA |
$— | $— | $— | $— | $— |
Brown Brothers Harriman & Co. |
— | — | — | — | — |
HSBC Bank USA NA |
— | — | — | — | — |
JPMorgan Chase Bank NA |
154,395 | — | — | — | 154,395 |
State Street Bank & Trust Co. |
1,205 | (1,205) | — | — | — |
Total |
$155,600 |
$(1,205) |
$— |
$— |
$154,395 |
Counterparty |
Derivative Liabilities Subject to Master Netting Agreement |
Derivatives Available for Offset |
Non-Cash Collateral Pledged(a) |
Cash Collateral Pledged(a) |
Net Amount of Derivative Liabilities(c) |
Bank of America NA | $1,647 | $— | $— | $— | $1,647 |
Brown Brothers Harriman & Co. | 10,382 | — | — | — | 10,382 |
HSBC Bank USA NA | 31,503 | — | — | — | 31,503 |
JPMorgan Chase Bank NA | — | — | — | — | — |
State Street Bank & Trust Co. | 152,003 | (1,205) | — | — | 150,798 |
Total |
$195,535 |
$(1,205) |
$— |
$— |
$194,330 |
Statement of Assets and Liabilities |
Interest Rate Risk |
Credit Risk |
Foreign Exchange Rate Risk |
Equity Risk |
Commodity Risk |
Assets |
|||||
Unrealized appreciation on forward foreign currency exchange contracts | $— | $— | $1,205 | $— | $— |
OTC swap contracts, at value | — | 154,395 | — | — | — |
Total Value |
$— |
$154,395 |
$1,205 |
$— |
$— |
Liabilities |
|||||
Unrealized depreciation on forward foreign currency exchange contracts | $— | $— | $195,535 | $— | $— |
Total Value |
$— |
$— |
$195,535 |
$— |
$— |
Statement of Operations |
Interest Rate Risk |
Credit Risk |
Foreign Exchange Rate Risk |
Equity Risk |
Commodity Risk |
Net Realized Gain (Loss) on |
|||||
Forward foreign currency exchange contracts | $— | $— | $127,294 | $— | $— |
Swap contracts | — | 61,997 | — | — | — |
Total Value |
$— |
$61,997 |
$127,294 |
$— |
$— |
Change in Net Unrealized Appreciation (Depreciation) on |
|||||
Forward foreign currency exchange contracts | $— | $— | $(240,389) | $— | $— |
Swap contracts | — | 3,298 | — | — | — |
Total Value |
$— |
$3,298 |
$(240,389) |
$— |
$— |
9/30/24 |
3/31/24 | |
Shares outstanding at beginning of period | 29,341,635 | 29,341,635 |
Shares outstanding at end of period |
Nominee |
Votes For |
Votes Against |
Votes Abstained |
Craig C. MacKay | 21,536,056 | 660,515 | 377,331 |
Thomas J. Perna | 21,327,501 | 876,948 | 369,455 |
Fred J. Ricciardi | 21,240,503 | 939,069 | 394,328 |
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, 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, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, explain why it has not done so.
The registrant has adopted, as of the end of the period covered by this report, a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term “code of ethics” means written standards that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and regulations;
(4) The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 19(a), unless the registrant has elected to satisfy paragraph (f) of this Item by posting its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period covered by this report.
(d) If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from, a provision of its code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item by posting such information on its Internet website, disclose the registrant’s Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 19(a)(1), a copy of its code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, as an exhibit to its annual report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and disclose, in its most recent report on this Form N-CSR, its Internet address and the fact that it has posted such code of ethics on its Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to any person without charge, upon request, a copy of such code of ethics and explain the manner in which such request may be made. See Item 19(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant’s Board of Directors has determined that the registrant either:
(i) Has at least one audit committee financial expert serving on its audit committee; or
(ii) Does not have an audit committee financial expert serving on its audit committee.
The registrant’s Board of Directors has determined that the registrant has at least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee financial expert and whether that person is “independent.” In order to be considered “independent” for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the Board of Directors, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or
(ii) Be an “interested person” of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Mr. Fred J. Ricciardi, an independent Director, is such an audit committee financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1) (ii) of this Item, it must explain why it does not have an audit committee financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.
N/A
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
N/A
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
N/A
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
N/A
(e) (1) Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of their outside auditors. Maintaining independence is a shared responsibility involving Amundi Asset Management US, Inc., the audit committee and the independent auditors.
The Funds recognize that a Fund’s independent auditors: 1) possess knowledge of the Funds, 2) are able to incorporate certain services into the scope of the audit, thereby avoiding redundant work, cost and disruption of Fund personnel and processes, and 3) have expertise that has value to the Funds. As a result, there are situations where it is desirable to use the Fund’s independent auditors for services in addition to the annual audit and where the potential for conflicts of interests are minimal. Consequently, this policy, which is intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and procedures to be followed by the Funds when retaining the independent audit firm to perform audit, audit-related tax and other services under those circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also constitute approval for any other Fund whose pre-approval is required pursuant to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services that may be provided consistently with Rule 210.2-01 may be approved by the Audit Committee itself and any pre-approval that may be waived in accordance with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund’s independent auditors and their compensation shall be determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
| ||||
SERVICE CATEGORY |
SERVICE CATEGORY DESCRIPTION |
SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES | ||
I. AUDIT SERVICES | Services that are directly related to performing the independent audit of the Funds | • Accounting research assistance
• SEC consultation, registration statements, and reporting
• Tax accrual related matters
• Implementation of new accounting standards
• Compliance letters (e.g. rating agency letters)
• Regulatory reviews and assistance regarding financial matters
• Semi-annual reviews (if requested)
• Comfort letters for closed end offerings | ||
II. AUDIT-RELATED SERVICES |
Services which are not prohibited under Rule 210.2-01(C)(4) (the “Rule”) and are related extensions of the audit services support the audit, or use the knowledge/expertise gained from the audit procedures as a foundation to complete the project. In most cases, if the Audit-Related Services are not performed by the Audit firm, the scope of the Audit Services would likely increase. The Services are typically well-defined and governed by accounting professional standards (AICPA, SEC, etc.) | • AICPA attest and agreed-upon procedures
• Technology control assessments
• Financial reporting control assessments
• Enterprise security architecture assessment |
AUDIT COMMITTEE APPROVAL POLICY |
AUDIT COMMITTEE REPORTING POLICY | |
• “One-time” pre-approval for the audit period for all pre-approved specific service subcategories. Approval of the independent auditors as auditors for a Fund shall constitute pre approval for these services. |
• A summary of all such services and related fees reported at each regularly scheduled Audit Committee meeting. | |
• “One-time” pre-approval for the fund fiscal year within a specified dollar limit for all pre-approved specific service subcategories |
• A summary of all such services and related fees (including comparison to specified dollar limits) reported quarterly. |
• Specific approval is needed to exceed the pre-approved dollar limit for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) |
||
• Specific approval is needed to use the Fund’s auditors for Audit-Related Services not denoted as “pre-approved”, or to add a specific service subcategory as “pre-approved” |
SECTION III - POLICY DETAIL, CONTINUED
SERVICE CATEGORY |
SERVICE CATEGORY DESCRIPTION |
SPECIFIC PRE-APPROVED | ||
III. TAX SERVICES | Services which are not prohibited by the Rule, if an officer of the Fund determines that using the Fund’s auditor to provide these services creates significant synergy in the form of efficiency, minimized disruption, or the ability to maintain a desired level of confidentiality. | • Tax planning and support
• Tax controversy assistance
• Tax compliance, tax returns, excise tax returns and support
• Tax opinions | ||
AUDIT COMMITTEE APPROVAL POLICY |
AUDIT COMMITTEE REPORTING POLICY | |
• “One-time” pre-approval for the fund fiscal year within a specified dollar limit |
• A summary of all such services and related fees (including comparison to specified dollar limits) reported quarterly. | |
• Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) |
||
• Specific approval is needed to use the Fund’s auditors for tax services not denoted as pre-approved, or to add a specific service subcategory as “pre-approved” |
SECTION III - POLICY DETAIL, CONTINUED
SERVICE CATEGORY |
SERVICE CATEGORY DESCRIPTION |
SPECIFIC PRE-APPROVED | ||
IV. OTHER SERVICES
A. SYNERGISTIC, UNIQUE QUALIFICATIONS |
Services which are not prohibited by the Rule, if an officer of the Fund determines that using the Fund’s auditor to provide these services creates significant synergy in the form of efficiency, minimized disruption, the ability to maintain a desired level of confidentiality, or where the Fund’s auditors posses unique or superior qualifications to provide these services, resulting in superior value and results for the Fund. | • Business Risk Management support
• Other control and regulatory compliance projects |
AUDIT COMMITTEE APPROVAL POLICY |
AUDIT COMMITTEE REPORTING POLICY | |
• “One-time” pre-approval for the fund fiscal year within a specified dollar limit |
• A summary of all such services and related fees (including comparison to specified dollar limits) reported quarterly. | |
• Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) |
||
• Specific approval is needed to use the Fund’s auditors for “Synergistic” or “Unique Qualifications” Other Services not denoted as pre-approved to the left, or to add a specific service subcategory as “pre-approved” |
SECTION III - POLICY DETAIL, CONTINUED
SERVICE CATEGORY |
SERVICE CATEGORY DESCRIPTION |
SPECIFIC PROHIBITED SERVICE SUBCATEGORIES | ||
PROHIBITED SERVICES | Services which result in the auditors losing independence status under the Rule. | 1. Bookkeeping or other services related to the accounting records or financial statements of the audit client* | ||
2. Financial information systems design and implementation* | ||||
3. Appraisal or valuation services, fairness* opinions, or contribution-in-kind reports | ||||
4. Actuarial services (i.e., setting actuarial reserves versus actuarial audit work)* | ||||
5. Internal audit outsourcing services* | ||||
6. Management functions or human resources | ||||
7. Broker or dealer, investment advisor, or investment banking services | ||||
8. Legal services and expert services unrelated to the audit | ||||
9. Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible |
AUDIT COMMITTEE APPROVAL POLICY |
AUDIT COMMITTEE REPORTING POLICY | |
• These services are not to be performed with the exception of the(*) services that may be permitted if they would not be subject to audit procedures at the audit client (as defined in rule 2-01(f)(4)) level the firm providing the service. |
• A summary of all services and related fees reported at each regularly scheduled Audit Committee meeting will serve as continual confirmation that has not provided any restricted services. |
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
• | For all projects, the officers of the Funds and the Fund’s auditors will each make an assessment to determine that any proposed projects will not impair independence. |
• | Potential services will be classified into the four non-restricted service categories and the “Approval of Audit, Audit-Related, Tax and Other Services” Policy above will be applied. Any services outside the specific pre-approved service subcategories set forth above must be specifically approved by the Audit Committee. |
• | At least quarterly, the Audit Committee shall review a report summarizing the services by service category, including fees, provided by the Audit firm as set forth in the above policy. |
(2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
N/A
(f) If greater than 50 percent, disclose the percentage of hours expended on the principal accountants engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrants accountant for services rendered to the registrant, and rendered to the registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant.
N/A
(h) Disclose whether the registrants audit committee of the Board of Directors has considered whether the provision of non-audit services that were rendered to the registrants investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
The Fund’s audit committee of the Board of Directors has considered whether the provision of non-audit services that were rendered to the Affiliates (as defined) that were not pre- approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
(i) A registrant identified by the Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214(i)(2)(A)), as having retained, for the preparation of the audit report on its financial statements included in the Form NCSR, a registered public accounting firm that has a branch or office
that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board has determined it is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction must electronically submit to the Commission on a supplemental basis documentation that establishes that the registrant is not owned or controlled by a governmental entity in the foreign jurisdiction. The registrant must submit this documentation on or before the due date for this form. A registrant that is owned or controlled by a foreign governmental entity is not required to submit such documentation.
N/A
(j) A registrant that is a foreign issuer, as defined in 17 CFR 240.3b-4, identified by the Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214(i)(2)(A)), as having retained, for the preparation of the audit report on its financial statements included in the Form N-CSR, a registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board has determined it is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction, for each year in which the registrant is so identified, must provide the below disclosures. Also, any such identified foreign issuer that uses a variable-interest entity or any similar structure that results in additional foreign entities being consolidated in the financial statements of the registrant is required to provide the below disclosures for itself and its consolidated foreign operating entity or entities. A registrant must disclose:
(1) That, for the immediately preceding annual financial statement period, a registered public accounting firm that the PCAOB was unable to inspect or investigate completely, because of a position taken by an authority in the foreign jurisdiction, issued an audit report for the registrant;
N/A
(2) The percentage of shares of the registrant owned by governmental entities in the foreign jurisdiction in which the registrant is incorporated or otherwise organized;
N/A
(3) Whether governmental entities in the applicable foreign jurisdiction with respect to that registered public accounting firm have a controlling financial interest with respect to the registrant;
N/A
(4) The name of each official of the Chinese Communist Party who is a member of the board of directors of the registrant or the operating entity with respect to the registrant;
N/A
(5) Whether the articles of incorporation of the registrant (or equivalent organizing document) contains any charter of the Chinese Communist Party, including the text of any such charter.
N/A
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
(a) If the registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act (17 CFR 240.10A-3), state whether or not the registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)). If the registrant has such a committee, however designated, identify each committee member. If the entire Board of Directors is acting as the registrant’s audit committee as specified in Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)), so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d) under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption from the listing standards for audit committees.
N/A
ITEM 6. SCHEDULE OF INVESTMENTS.
File Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period as set forth in 210.1212 of Regulation S-X [17 CFR 210.12-12], unless the schedule is included as part of the report to shareholders filed under Item 1 of this Form.
Included in Item 1
ITEM 7. FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Included in Item 1
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
N/A
ITEM 9. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. (Unaudited)
N/A
Item 10. REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. (Unaudited)
Each Board Member also serves as a Board Member of other Funds in the Pioneer Family of Funds complex. Annual retainer fees and attendance fees are allocated to each Fund based on net assets. Directors’ fees paid by the Fund are within Item 1. Statement of Operations as Directors’ fees and expenses.
Item 11. STATEMENT REGARDING BASIS FOR APPROVAL OF INVESMENT ADVISORY CONTRACT. (Unaudited)
Pioneer High Income Fund, Inc.
Approval of Renewal of Investment Management Agreement
Amundi Asset Management US, Inc. (“Amundi US”) serves as the investment adviser to Pioneer High Income Fund, Inc. (the “Fund”) pursuant to an investment management agreement between Amundi US and the Fund. In order for Amundi US to remain the investment adviser of the Fund, the Directors of the Fund, including a majority of the Fund’s Independent Directors, must determine annually whether to renew the investment management agreement for the Fund.
The contract review process began in January 2024 as the Directors of the Fund agreed on, among other things, an overall approach and timeline for the process. Contract review materials were provided to the Directors in March 2024, July 2024 and September 2024. In addition, the Directors reviewed and discussed the Fund’s performance at regularly scheduled meetings throughout the year, and took into account other information related to the Fund provided to the Directors at regularly scheduled meetings, in connection with the review of the Fund’s investment management agreement.
In March 2024, the Directors, among other things, discussed the memorandum provided by Fund counsel that summarized the legal standards and other considerations that are relevant to the Directors in their deliberations regarding the renewal of the investment management agreement, and reviewed and discussed the qualifications of the investment management teams for the Fund, as well as the level of investment by the Fund’s portfolio managers in the Fund. In July 2024, the Directors, among other things, reviewed the Fund’s management fees and total expense ratios, the financial statements of Amundi US and its parent companies, profitability analyses provided by Amundi US, and analyses from Amundi US as to possible economies of scale. The Directors also reviewed the profitability of the institutional business of Amundi US as compared to that of Amundi US’s fund management business, and considered the differences between the fees and expenses of the Fund and the fees and expenses of Amundi US’s institutional accounts, as well as the different services provided by Amundi US to the Fund and to the institutional accounts. The Directors further considered contract review materials, including additional materials received in response to the Directors’ request, in September 2024.
At a meeting held on September 17, 2023, based on their evaluation of the information provided by Amundi US and third parties, the Directors of the Fund, including the Independent Directors voting separately advised by independent counsel, unanimously approved the renewal of the investment management agreement for another year. In approving the renewal of the investment management agreement, the Directors considered various factors that they determined were relevant, including the factors described below. The Directors did not identify any single factor as the controlling factor in determining to approve the renewal of the agreement.
Nature, Extent and Quality of Services. The Directors considered the nature, extent and quality of the services that had been provided by Amundi US to the Fund, taking into account the investment objective and strategy of the Fund. The Directors also reviewed Amundi US’s investment approach for the Fund and its research process. The Directors considered the resources of Amundi US and the personnel of Amundi US who provide investment management services to the Fund. They also reviewed the amount of non-Fund assets managed by the portfolio managers of the Fund. They considered the non-investment resources and personnel of Amundi US that are involved in Amundi US’s services to the Fund, including Amundi US’s compliance, risk management, and legal resources and personnel. The Directors considered the compliance services being provided to the Fund by Amundi US and how Amundi US has addressed any compliance issues during the past year. The Directors noted the substantial attention and high priority given by Amundi US’s senior management to the Pioneer Fund complex, including with respect to the increasing regulation to which the Pioneer Funds are subject.
The Directors considered that Amundi US supervises and monitors the performance of the Fund’s service providers and provides the Fund with personnel (including Fund officers) and other resources that are necessary for the Fund’s business management and operations. The Directors also considered that, as administrator, Amundi US is responsible for the administration of the Fund’s business and other affairs. The Directors considered that the Fund reimburses Amundi US its pro rata share of Amundi US’s costs of providing administration services to the Pioneer Funds.
Based on these considerations, the Directors concluded that the nature, extent and quality of services that had been provided by Amundi US to the Fund were satisfactory and consistent with the terms of the investment management agreement.
Performance of the Fund. In considering the Fund’s performance, the Directors regularly review and discuss throughout the year data prepared by Amundi US and information comparing the Fund’s performance with the performance of its peer group of funds, as classified by Morningstar, Inc. (Morningstar), and with the performance of the Fund’s benchmark index. The Directors also regularly consider the Fund’s returns at market value relative to its peers, as well as the discount at which the Fund’s shares may trade on the New York Stock Exchange compared to its net asset value per share. They also discuss the Fund’s performance with Amundi US on a regular basis. The Directors’ regular reviews and discussions were factored into the Directors’ deliberations concerning the renewal of the investment management agreement.
Management Fee and Expenses. The Directors considered information showing the fees and expenses of the Fund in comparison to the management fees and expense ratios of a peer group of funds selected on the basis of criteria determined by the Independent Directors for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The peer group comparisons referred to below are organized in quintiles. Each quintile represents one-fifth of the peer group. In all peer group comparisons referred to below, first quintile is most favorable to the Fund’s shareowners.
The Directors considered that the Fund’s management fee (based on managed assets) for the most recent fiscal year was in the first quintile relative to the management fees paid by other funds in its Strategic Insight peer group for the comparable period. The Directors considered that the expense ratio (based on managed assets) of the Fund’s common shares for the most recent fiscal year (both including and excluding investment-related expenses) was in the first quintile relative to its Strategic Insight peer group for the comparable period.
The Directors reviewed management fees charged by Amundi US to institutional and other clients, including publicly offered European funds sponsored by Amundi US’s affiliates, unaffiliated U.S. registered investment companies (in a sub-advisory capacity), and unaffiliated foreign and domestic separate accounts. The Directors also considered Amundi US’s costs in providing services to the Fund and Amundi US’s costs in providing services to the other clients and considered the differences in management fees and profit margins for fund and non-fund services. In evaluating the fees associated with Amundi US’s client accounts, the Directors took into account the respective demands, resources and complexity associated with the Fund and other client accounts. The Directors noted that, in some instances, the fee rates for those clients
were lower than the management fee for the Fund and considered that, under the investment management and administration agreements with the Fund, Amundi US performs additional services for the Fund that it does not provide to those other clients or services that are broader in scope, including oversight of the Fund’s other service providers and activities related to compliance and the extensive regulatory and tax regimes to which the Fund is subject. The Directors also considered the entrepreneurial risks associated with Amundi US’s management of the Fund.
The Directors concluded that the management fee payable by the Fund to Amundi US was reasonable in relation to the nature and quality of the services provided by Amundi US.
Profitability. The Directors considered information provided by Amundi US regarding the profitability of Amundi US with respect to the advisory services provided by Amundi US to the Fund, including the methodology used by Amundi US in allocating certain of its costs to the management of the Fund. The Directors also considered Amundi US’s profit margin in connection with the overall operation of the Fund. They further reviewed the financial results, including the profit margins, realized by Amundi US from non-fund businesses. The Directors considered Amundi US’s profit margins in comparison to the limited industry data available and noted that the profitability of any adviser was affected by numerous factors, including its organizational structure and method for allocating expenses. The Directors concluded that Amundi US’s profitability with respect to the management of the Fund was not unreasonable.
Economies of Scale. The Directors considered the extent to which Amundi US may realize economies of scale or other efficiencies in managing and supporting the Fund. Since the Fund is a closed-end fund that had not raised additional capital in the preceding year, the Directors concluded that economies of scale were not a relevant consideration in the renewal of the investment advisory agreement.
Other Benefits. The Directors considered the other benefits that Amundi US enjoys from its relationship with the Fund. The Directors considered the character and amount of fees paid or to be paid by the Fund, other than under the investment management agreement, for services provided by Amundi US and its affiliates. The Directors further considered the revenues and profitability of Amundi US’s businesses other than the Fund business. To the extent applicable, the Directors also considered the benefits to the Fund and to Amundi US and its affiliates from the use of “soft” commission dollars generated by the Fund to pay for research and brokerage services.
The Directors considered that Amundi US is the principal U.S. asset management business of Amundi, which is one of the largest asset managers globally. Amundi’s worldwide asset management business manages over $2.1 trillion in assets (including the Pioneer Funds). The Directors noted that Amundi US has access to additional research and portfolio management capabilities as a result of its relationship with Amundi and Amundi’s global presence. The Directors considered that Amundi US and the Fund receive reciprocal intangible benefits from the relationship, including mutual brand recognition and, for the Fund, direct and indirect access to the resources of a large global asset manager. The Directors concluded that any such benefits received by Amundi US as a result of its relationship with the Fund were reasonable.
Conclusion. After consideration of the factors described above as well as other factors, the Directors, including the Independent Directors, concluded that the investment management agreement for the Fund, including the fees payable thereunder, was fair and reasonable and voted to approve the proposed renewal of the investment management agreement.
ITEM 12. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. (Unaudited)
A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the company’s investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company’s investment adviser, or any other third party, that the company uses, or that are used on the company’s behalf, to determine how to vote proxies relating to portfolio securities.
N/A
ITEM 13. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a) If the registrant is a closed-end management investment company that is filing an annual report on this Form N-CSR, provide the following information:
(1) State the name, title, and length of service of the person or persons employed by or associated with the registrant or an investment adviser of the registrant who are primarily responsible for the day-to-day management of the registrant’s portfolio (“Portfolio Manager”). Also state each Portfolio Manager’s business experience during the past 5 years.
N/A
ITEM 14. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
(a) If the registrant is a closed-end management investment company, in the following tabular format, provide the information specified in paragraph (b) of this Item with respect to any purchase made by or on behalf of the registrant or any affiliated purchaser, as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrant’s equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781).
N/A
ITEM 15. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Describe any material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-R(17 CFR 229.407)(as required by Item 22(b)(15)) of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Directors since the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-R of Schedule 14(A) in its definitive proxy statement, or this item.
ITEM 16. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant’s principal executive and principal financials officers, or persons performing similar functions, regarding the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c))) as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30(a)-3(b) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).
The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures are effective based on the evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.
(b) Disclose any change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
There were no significant changes in the registrant’s internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 17. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a) If the registrant is a closed-end management investment company, provide the following dollar amounts of income and compensation related to the securities lending activities of the registrant during its most recent fiscal year:
N/A
(1) Gross income from securities lending activities;
N/A
(2) All fees and/or compensation for each of the following securities lending activities and related services: any share of revenue generated by the securities lending program paid to the securities lending agent(s) (revenue split); fees paid for cash collateral management services (including fees deducted from a pooled cash collateral reinvestment vehicle) that are not included in the revenue split; administrative fees that are not included in the revenue split; fees for indemnification that are not included in the revenue split; rebates paid to borrowers; and any other fees relating to the securities lending program that are not included in the revenue split, including a description of those other fees;
N/A
(3) The aggregate fees/compensation disclosed pursuant to paragraph (2); and
N/A
(4) Net income from securities lending activities (i.e., the dollar amount in paragraph (1) minus the dollar amount in paragraph (3)).
If a fee for a service is included in the revenue split, state that the fee is included in the revenue split.
N/A
(b) If the registrant is a closed-end management investment company, describe the services provided to the registrant by the securities lending agent in the registrants most recent fiscal year.
N/A
Item 18. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION.
N/A
ITEM 19. EXHIBITS.
(a) File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.
Filed herewith.
(3) Not applicable.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer High Income Fund, Inc.
By (Signature and Title)* /s/ Lisa M. Jones
Lisa M. Jones, Principal Executive Officer
Date December 6, 2024
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* /s/ Lisa M. Jones
Lisa M. Jones, Principal Executive Officer
Date December 6, 2024
By (Signature and Title)* /s/ Anthony J. Koenig, Jr.
Anthony J. Koenig, Jr., Principal Financial Officer
Date December 6, 2024
* | Print the name and title of each signing officer under his or her signature. |
CODE OF ETHICS
FOR
SENIOR OFFICERS
POLICY
This Code of Ethics for Senior Officers (this Code) sets forth the policies, practices and values expected to be exhibited by Senior Officers of the Pioneer Funds (collectively, the Funds and each, a Fund). This Code does not apply generally to officers and employees of service providers to the Funds, including Amundi Asset Management US, Inc., and Amundi Distributor US, Inc. (collectively, Amundi US), unless such officers and employees are also Senior Officers.
The term Senior Officers shall mean the principal executive officer, principal financial officer, principal accounting officer and controller of the Funds, although one person may occupy more than one such office. Each Senior Officer is identified by title in Exhibit A to this Code.
The Chief Compliance Officer (CCO) of the Pioneer Funds is primarily responsible for implementing and monitoring compliance with this Code, subject to the overall supervision of the Board of Directors of the Funds (the Board). The CCO has the authority to interpret this Code and its applicability to particular situations. Any questions about this Code should be directed to the CCO or his or her designee.
PURPOSE
The purposes of this Code are to:
| Promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; |
| Promote full, fair, accurate, timely and understandable disclosure in reports and documents that the Fund files with, or submits to, the Securities and Exchange Commission (SEC) and in other public communications made by the Fund; |
1 | Last revised January 2021 |
| Promote compliance with applicable laws and governmental rules and regulations; |
| Promote the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and |
| Establish accountability for adherence to the Code. |
Each Senior 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.
RESPONSIBILITIES OF SENIOR OFFICERS
Conflicts of Interest
A conflict of interest occurs when a Senior Officers private interests interfere in any way or even appear to interfere with the interests of or his/her service to a Fund. A conflict can arise when a Senior Officer takes actions or has interests that may make it difficult to perform his or her Fund work objectively and effectively. Conflicts of interest also arise when a Senior Officer or a member of his/her family receives improper personal benefits as a result of the Senior Officers position with the Fund.
Certain conflicts of interest arise out of the relationships between Senior Officers and the Fund and already are subject to conflict of interest provisions in the Investment Company Act of 1940, as amended (the ICA), and the Investment Advisers Act of 1940, as amended (the IAA). For example, Senior Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Funds because of their status as affiliated persons of the Funds. The Funds and Amundi US 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 such policies 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 as a result of the contractual relationship between the Fund and Amundi US because the Senior Officers are officers or employees of both. As a result, this Code recognizes that Senior Officers will, in the normal course of their duties (whether formally for a Fund or for Amundi US, or for both), be involved in establishing policies and implementing decisions that will have different effects on Amundi US and the Fund. The participation of Senior Officers in such activities is inherent in the contractual relationship between a Fund and Amundi US and is consistent with the performance by the Senior Officers of their duties as officers of the Fund and, if addressed in conformity with the provisions of the ICA and the IAA, will be deemed to have been handled ethically. In addition, it is recognized by the Board that Senior Officers may also be officers of investment companies other than the Pioneer Funds.
Other conflicts of interest are covered by this Code, even if such conflicts of interest are not subject to provisions of the ICA or the IAA. In reading the following examples of conflicts of interest under this Code, Senior Officers should keep in mind that such a list cannot ever be exhaustive or cover every possible scenario. It follows that the overarching principle is that the personal interest of a Senior Officer should not be placed improperly before the interest of a Fund.
2 | Last revised January 2021 |
Each Senior Officer must:
| Not use his or her personal influence or personal relationships improperly to influence investment decisions or financial reporting by a Fund whereby the Senior Officer would benefit personally to the detriment of the Fund; |
| Not cause a Fund to take action, or fail to take action, for the individual personal benefit of the Senior Officer rather than the benefit of the Fund; and |
| Report at least annually any affiliations or other relationships that give rise to conflicts of interest. |
Any material conflict of interest situation should be approved by the CCO, his or her designee or the Board. Examples of these include:
| Service as a director on the board of any public or private company; |
| The receipt of any gift with a value in excess of an amount established from time to time by Amundi US Business Gift and Entertainment Policy from any single non-relative person or entity. Customary business lunches, dinners and entertainment at which both the Senior Officer and the giver are present, and promotional items of insignificant value are exempt from this prohibition; |
| 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 a Funds service providers other than its investment adviser, principal underwriter, administrator or any affiliated person thereof; and |
| 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 Senior Officers employment, such as compensation or equity ownership. |
Corporate Opportunities
Senior Officers may not (a) take for themselves personally opportunities that are discovered through the use of a Funds property, information or position; (b) use a Funds property, information, or position for personal gain; or (c) compete with a Fund. Senior Officers owe a duty to the Funds to advance their legitimate interests when the opportunity to do so arises.
3 | Last revised January 2021 |
Confidentiality
Senior Officers should maintain the confidentiality of information entrusted to them by the Funds, except when disclosure is authorized or legally mandated. Confidential information includes all non-public information that might be of use to competitors, or harmful to the Funds, if disclosed.
Fair dealing with Fund shareholders, suppliers, and competitors
Senior Officers should endeavor to deal fairly with the Funds shareholders, suppliers, and competitors. Senior Officers should not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice. Senior Officers should not knowingly misrepresent or cause others to misrepresent facts about a Fund to others, whether within or outside the Fund, including to the Board, the Funds auditors or to governmental regulators and self-regulatory organizations.
Compliance with Law
Each Senior Officer must not knowingly violate any law, rule and regulation applicable to his or her activities as an officer of the Funds. In addition, Senior Officers are responsible for understanding and promoting compliance with the laws, rules and regulations applicable to his or her particular position and by persons under the Senior Officers supervision. Senior Officers should endeavor to comply not only with the letter of the law, but also with the spirit of the law.
Disclosure
Each Senior Officer should familiarize himself or herself with the disclosure requirements generally applicable to the Funds. Each Senior Officer should, to the extent appropriate within his or her area of responsibility, consult with other officers of the Funds and Amundi US with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents a Fund files with, or submits to, the SEC and in other public communications made by the Funds.
INITIAL AND ANNUAL CERTIFICATIONS
Upon becoming a Senior Officer the Senior Officer is required to certify that he or she has received, read, and understands this Code. On an annual basis, each Senior Officer must certify that he or she has complied with all of the applicable requirements of this Code.
ADMINISTRATION AND ENFORCEMENT OF THE CODE
Report of Violations
Amundi US relies on each Senior Officer to report promptly if he or she knows of any conduct by a Senior Officer in violation of this Code. All violations or suspected violations of this Code must be reported to the CCO or a member of Amundi US Legal and Compliance Department. Failure to do so is itself a violation of this Code.
4 | Last revised January 2021 |
Investigation of Violations
Upon notification of a violation or suspected violation, the CCO or other members of Amundi US Compliance Department will take all appropriate action to investigate the potential violation reported. If, after such investigation, the CCO believes that no violation has occurred, the CCO and Compliance Department is not required to take no further action. Any matter the CCO believes is a violation will be reported to the Independent Directors. If the Independent Directors concur that a violation has occurred, they will inform and make a recommendation to the full Board. The Board shall be responsible for determining appropriate action. The Funds, their officers and employees, will not retaliate against any Senior Officer for reports of potential violations that are made in good faith and without malicious intent.
The CCO or his or her designee is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret this Code in any particular situation. The CCO or his or her designee shall make inquiries regarding any potential conflict of interest.
Violations and Sanctions
Compliance with this Code is expected and violations of its provisions will be taken seriously and could result in disciplinary action. In response to violations of the Code, the Board may impose such sanctions as it deems appropriate within the scope of its authority over Senior Officers, including termination as an officer of the Funds.
Waivers from the Code
The Independent Directors will consider any approval or waiver sought by any Senior Officer.
The Independent Directors will be responsible for granting waivers, as appropriate. Any change to or waiver 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. The Funds and Amundi US Codes of Ethics under Rule 17j-1 under the ICA and Rule 204A-1 of the IAA are separate requirements applying to the Senior Officers and others, and are not a part of this Code. To the extent any other policies and procedures of the Funds or Amundi US overlap or conflict with the provisions of the Code, they are superseded by this Code.
SCOPE OF RESPONSIBILITIES
A Senior Officers responsibilities under this Code are limited to Fund matters over which the Senior Officer has direct responsibility or control, matters in which the Senior Officer routinely participates, and matters with which the Senior Officer is otherwise involved. In addition, a Senior Officer is responsible for matters of which the Senior Officer has actual knowledge.
5 | Last revised January 2021 |
AMENDMENTS
This Code other than Exhibit A may not be amended except in a writing that is specifically approved or ratified by a majority vote of the Board, including a majority of the Independent Directors.
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 Board and their counsel, or to Amundi US Legal and Compliance Department.
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 conclusion.
6 | Last revised January 2021 |
EXHIBIT A SENIOR OFFICERS OF THE PIONEER FUNDS (EFFECTIVE AS OF AUGUST 14, 2008)
President (Principal Executive Officer)
Treasurer (Principal Financial Officer)
Code of Ethics for Senior Officers
CERTIFICATION PURSUANT TO RULE 30a-2(a)
UNDER THE 1940 ACT AND SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Lisa M. Jones, certify that:
1. I have reviewed this report on Form N-CSR of Pioneer High Income 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 registrants other certifying officer 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 registrants 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 registrants 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 registrants internal control over financial reporting; and
5. The registrants other certifying officer and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions):
a. All significant deficiencies in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrants 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 registrants internal control over financial reporting.
Date: December 6, 2024
/s/ Lisa M. Jones
Lisa M. Jones
Principal Executive Officer
CERTIFICATION PURSUANT TO RULE 30a-2(a)
UNDER THE 1940 ACT AND SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Anthony J. Koenig, Jr., certify that:
1. I have reviewed this report on Form N-CSR of Pioneer High Income 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 registrants other certifying officer 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 registrants 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 registrants 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 registrants internal control over financial reporting; and
5. The registrants other certifying officer and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions):
a. All significant deficiencies in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrants 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 registrants internal control over financial reporting.
Date: December 6, 2024
/s/ Anthony J. Koenig, Jr
Anthony J. Koenig, Jr.
Principal Financial Officer
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002
I, Lisa M. Jones, certify that, to the best of my knowledge:
1. The Form N-CSR (the Report) of Pioneer High Income Fund, Inc. fully complies for the period covered by the Report with the requirements of Section 13(a) or 15 (d), as applicable, of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of the operations of the Fund.
Date: December 6, 2024
/s/ Lisa M. Jones
Lisa M. Jones
Principal Executive Officer
This certification is being furnished pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. section 1350 and is not being filed as part of the Report with the Securities and Exchange Commission.
A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the Securities Exchange Commission or its staff upon request.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002
I, Anthony J. Koenig, Jr., certify that, to the best of my knowledge:
1. The Form N-CSR (the Report) of Pioneer High Income Fund, Inc. fully complies for the period covered by the Report with the requirements of Section 13(a) or 15 (d), as applicable, of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of the operations of the Fund.
Date: December 6, 2024
/s/ Anthony J. Koenig, Jr.
Anthony J. Koenig, Jr.
Principal Financial Officer
This certification is being furnished pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. section 1350 and is not being filed as part of the Report with the Securities and Exchange Commission.
A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the Securities Exchange Commission or its staff upon request.
N-2 - USD ($) $ / shares in Units, $ in Thousands |
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Sep. 30, 2024 |
Mar. 31, 2024 |
Mar. 31, 2023 |
Mar. 31, 2022 |
Mar. 31, 2021 |
Mar. 31, 2020 |
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Cover [Abstract] | ||||||||||||||||||||||||||||||||||||
Entity Central Index Key | 0001166258 | |||||||||||||||||||||||||||||||||||
Amendment Flag | false | |||||||||||||||||||||||||||||||||||
Document Type | N-CSRS | |||||||||||||||||||||||||||||||||||
Entity Registrant Name | Pioneer High Income Fund, Inc. | |||||||||||||||||||||||||||||||||||
Financial Highlights [Abstract] | ||||||||||||||||||||||||||||||||||||
Senior Securities Amount | $ 108,500 | $ 108,500 | $ 106,500 | $ 116,500 | $ 123,000 | $ 99,000 | ||||||||||||||||||||||||||||||
Senior Securities Coverage per Unit | $ 3,285 | $ 3,211 | $ 3,093 | $ 3,248 | $ 3,275 | $ 3,140 | ||||||||||||||||||||||||||||||
General Description of Registrant [Abstract] | ||||||||||||||||||||||||||||||||||||
Investment Objectives and Practices [Text Block] | The investment objective of the Fund is to provide a high level of current income and the Fund may, as a secondary objective, also seek capital appreciation to the extent that it is consistent with its investment objective. | |||||||||||||||||||||||||||||||||||
Risk [Text Block] |
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Share Price [Table Text Block] | Prices and Distributions | 9/30/24 Market Value per Share ^
Net Asset Value per Share^
Distributions per Share*: 4/1/24 - 9/30/24
The data shown above represents past performance, which is no guarantee of future results. ^ Net asset value and market value are published in Barron’s on Saturday, The Wall Street Journal on Monday and The New York Times on Monday and Saturday. Net asset value and market value are published daily on the Fund’s website at www.amundi.com/us .* The amount of distributions made to stockholders during the period was in excess of the net investment income earned by the Fund during the period.
|
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Share Price | [1] | $ 8 | 7.66 | |||||||||||||||||||||||||||||||||
NAV Per Share | [1] | $ 8.45 | $ 8.17 | |||||||||||||||||||||||||||||||||
Latest Premium (Discount) to NAV [Percent] | [1] | (5.33%) | (6.24%) | |||||||||||||||||||||||||||||||||
Capital Stock, Long-Term Debt, and Other Securities [Abstract] | ||||||||||||||||||||||||||||||||||||
Outstanding Security, Authorized [Shares] | 1,000,000,000 | |||||||||||||||||||||||||||||||||||
Outstanding Security, Held [Shares] | 29,341,635 | 29,341,635 | ||||||||||||||||||||||||||||||||||
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1 Year Pioneer High Income Chart |
1 Month Pioneer High Income Chart |
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