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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Brookfield Real Assets Income Fund Inc | NYSE:RA | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.13 | -1.02% | 12.56 | 12.675 | 12.63 | 12.65 | 139,911 | 21:35:36 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-23157
BROOKFIELD REAL ASSETS INCOME FUND INC.
(Exact name of registrant as specified in charter)
BROOKFIELD PLACE
250 VESEY STREET, 15th Floor
NEW YORK, NEW YORK 10281-1023
(Address of principal executive offices) (Zip code)
BRIAN F. HURLEY, PRESIDENT
BROOKFIELD REAL ASSETS INCOME FUND INC.
BROOKFIELD PLACE
250 VESEY STREET, 15th Floor
NEW YORK, NEW YORK 10281-1023
(Name and address of agent for service)
Registrants telephone number, including area code: (855) 777-8001
Date of fiscal year end: December 31
Date of reporting period: December 31, 2019
Item 1. Reports to Shareholders.
PORTFOLIO STATISTICS | |
Annualized distribution rate1 | 11.19% |
Weighted average coupon | 4.54% |
Weighted average life | 4.34 years |
Percentage of leveraged assets | 22.16% |
Total number of holdings | 318 |
ASSET ALLOCATION2 | |
Corporate Credit | |
— Real Estate | 15.4% |
— Infrastructure | 18.4% |
— Natural Resources | 5.0% |
Total Corporate Credit | 38.8% |
Securitized Credit | |
— Residential Mortgage-Backed Securities | 27.7% |
— Commercial Mortgage-Backed Securities | 3.0% |
— Other | 3.8% |
Total Securitized Credit | 34.5% |
Real Asset Equities | |
— Real Estate | 8.9% |
— Infrastructure | 10.5% |
— MLP | 4.2% |
Total Real Asset Equities | 23.6% |
Term Loans | 0.9% |
Money Market Fund | 2.2% |
Total | 100.0% |
FIXED INCOME ASSETS BY CREDIT RATING3 | |
BBB and Above | 19.6% |
BB | 35.0% |
B | 7.4% |
CCC and Below | 15.9% |
Unrated | 22.1% |
Total | 100.0% |
Principal
Amount (000s) |
Value | |||||
U.S. GOVERNMENT & AGENCY OBLIGATIONS – 0.4% | ||||||
U.S. Government Agency Collateralized Mortgage Obligations – 0.0% | ||||||
Federal National Mortgage Association | ||||||
Series 1997-79, Class PL, 6.85%, 12/18/27
|
$ 77 | $ 86,000 | ||||
Total U.S. Government Agency Collateralized Mortgage Obligations | 86,000 | |||||
U.S. Government Agency Pass-Through Certificates – 0.4% | ||||||
Federal Home Loan Mortgage Corporation | ||||||
Pool C69047, 7.00%, 06/01/32
|
159 | 178,214 | ||||
Pool C56878, 8.00%, 08/01/31
|
41 | 41,414 | ||||
Pool C58516, 8.00%, 09/01/31
|
33 | 33,367 | ||||
Pool C59641, 8.00%, 10/01/31
|
62 | 64,280 | ||||
Pool C55166, 8.50%, 07/01/31
|
85 | 88,316 | ||||
Pool C55167, 8.50%, 07/01/31
|
50 | 51,709 | ||||
Pool C55169, 8.50%, 07/01/31
|
51 | 52,290 | ||||
Pool G01466, 9.50%, 12/01/22
|
4 | 4,493 | ||||
Pool 555559, 10.00%, 03/01/21
|
0 | 167 | ||||
Pool 555538, 10.00%, 03/01/21
|
0 | 5 | ||||
Federal National Mortgage Association | ||||||
Pool 761836, 6.00%, 06/01/33
|
187 | 206,229 | ||||
Pool 948362, 6.50%, 08/01/37
|
36 | 40,249 | ||||
Pool 645912, 7.00%, 06/01/32
|
173 | 191,991 | ||||
Pool 645913, 7.00%, 06/01/32
|
237 | 265,694 | ||||
Pool 650131, 7.00%, 07/01/32
|
240 | 270,024 | ||||
Pool 827853, 7.50%, 10/01/29
|
21 | 20,551 | ||||
Pool 545990, 7.50%, 04/01/31
|
239 | 265,118 | ||||
Pool 255053, 7.50%, 12/01/33
|
67 | 75,645 | ||||
Pool 735576, 7.50%, 11/01/34
|
242 | 282,315 | ||||
Pool 896391, 7.50%, 06/01/36
|
82 | 84,401 | ||||
Pool 735800, 8.00%, 01/01/35
|
216 | 254,740 | ||||
Pool 636449, 8.50%, 04/01/32
|
210 | 234,802 | ||||
Pool 458132, 8.77%, 03/15/31
|
64 | 68,108 | ||||
Pool 852865, 9.00%, 07/01/20
|
9 | 8,969 | ||||
Pool 545436, 9.00%, 10/01/31
|
153 | 180,420 | ||||
Total U.S. Government Agency Pass-Through Certificates | 2,963,511 | |||||
Total U.S. GOVERNMENT & AGENCY OBLIGATIONS
(Cost
$2,803,813)
|
3,049,511 | |||||
SECURITIZED CREDIT – 43.7% | ||||||
Commercial Mortgage-Backed Securities – 3.8% | ||||||
Class B Notes | ||||||
Moreland Avenue, 9.23%, 11/01/20 (Acquired 11/16/15, Cost $220,832)
(f),(l),(p)
|
221 | 221,543 | ||||
Browns Bridge, 9.50%, 11/01/20 (Acquired 10/28/15, Cost $118,000)
(f),(l),(p)
|
118 | 118,578 | ||||
Fayetteville, 9.50%, 11/01/20 (Acquired 10/28/15, Cost $28,444)
(f),(l),(p)
|
28 | 28,871 | ||||
Marshalls, 9.50%, 11/01/20 (Acquired 10/28/15, Cost $368,975)
(f),(l),(p)
|
369 | 374,219 | ||||
North River, 9.50%, 11/01/20 (Acquired 10/28/15, Cost $186,154)
(f),(l),(p)
|
186 | 189,612 | ||||
Town and Country, 9.50%, 11/01/20 (Acquired 10/28/15, Cost $489,377)
(f),(l),(p)
|
489 | 492,782 | ||||
St. Louis Holiday Inn, 10.08%, 07/01/20 (Acquired 06/25/15, Cost $1,951,235)
(f),(l),(p)
|
1,951 | 1,927,886 | ||||
Hilton USA Trust | ||||||
Series 2016-HHV, Class E, 4.19%, 11/05/38
(e),(v)
|
20,000 | 20,393,012 |
Principal
Amount (000s) |
Value | |||||
SECURITIZED CREDIT (continued) | ||||||
Morgan Stanley Capital I Trust | ||||||
Series 2007-T25, Class AJ, 5.57%, 11/12/49
(v)
|
$ 5,936 | $ 6,003,478 | ||||
Series 2007-T27, Class AJ, 5.95%, 06/11/42
(v)
|
2,612 | 2,755,480 | ||||
Total Commercial Mortgage-Backed Securities | 32,505,461 | |||||
Interest-Only Securities – 0.5% | ||||||
Government National Mortgage Association | ||||||
Series 2010-132, Class IO, 0.41%, 11/16/52
(v)
|
1,001 | 39,802 | ||||
JP Morgan Mortgage Trust | ||||||
Series 2015-4, Class 2X1, 0.28%, 06/25/45
(e),(v)
|
81,535 | 1,051,145 | ||||
Series 2014-5, Class AX4, 0.48%, 10/25/29
(e),(v)
|
8,214 | 75,142 | ||||
Vendee Mortgage Trust | ||||||
Series 1997-2, Class IO, 0.00%, 06/15/27
(v)
|
4,787 | 5 | ||||
Voyager CNTYW Delaware Trust | ||||||
Series 2009-1, Class 3QB1, 65.68%, 03/16/30
(e),(v)
|
3,589 | 3,333,907 | ||||
Total Interest-Only Securities | 4,500,001 | |||||
Other – 4.3% | ||||||
GMACM Home Equity Loan Trust | ||||||
Series 2005-HE3, Class A2, 2.21% (1 Month LIBOR USD + 0.50%), 02/25/36
(s),(v)
|
1,584 | 1,571,968 | ||||
Series 2005-HE3, Class A1VN, 2.21% (1 Month LIBOR USD + 0.50%), 02/25/36
(s),(v)
|
1,419 | 1,380,094 | ||||
Series 2007-HE2, Class A2, 6.05%, 12/25/37
(v)
|
1,071 | 1,072,357 | ||||
Series 2007-HE2, Class A3, 6.19%, 12/25/37
(v)
|
2,063 | 2,073,181 | ||||
GMACM Home Loan Trust | ||||||
Series 2006-HLTV, Class A5, 6.51%, 10/25/29
(s)
|
869 | 879,648 | ||||
Irwin Home Equity Loan Trust | ||||||
Series 2006-1, Class 2A3, 6.27%, 09/25/35
(e),(s)
|
1,572 | 1,622,623 | ||||
Lehman ABS Manufactured Housing Contract Trust | ||||||
Series 2001-B, Class M1, 6.63%, 04/15/40
(v)
|
8,625 | 9,254,140 | ||||
Mid-State Capital Corporation Trust | ||||||
Series 2004-1, Class M1, 6.50%, 08/15/37
|
2,181 | 2,331,071 | ||||
Series 2004-1, Class M2, 8.11%, 08/15/37
|
1,797 | 1,994,955 | ||||
Series 2004-1, Class B, 8.90%, 08/15/37
|
545 | 608,108 | ||||
Mid-State Trust X | ||||||
Series 10, Class B, 7.54%, 02/15/36
|
3,181 | 3,455,123 | ||||
Oakwood Mortgage Investors, Inc. | ||||||
Series 2001-E, Class A4, 6.81%, 12/15/31
|
4,869 | 5,034,831 | ||||
Series 2001-D, Class A4, 6.93%, 09/15/31
(v)
|
708 | 578,630 | ||||
SFAVE Commercial Mortgage Securities Trust | ||||||
Series 2015-5AVE, Class D, 4.39%, 01/05/43
(e),(v)
|
4,750 | 4,485,109 | ||||
Total Other | 36,341,838 | |||||
Residential Mortgage-Backed Securities – 35.1% | ||||||
ACE Securities Corporation Home Equity Loan Trust | ||||||
Series 2006-OP1, Class A2D, 2.03% (1 Month LIBOR USD + 0.24%), 04/25/36
(s),(v)
|
6,740 | 6,428,863 | ||||
Alternative Loan Trust | ||||||
Series 2007-OA3, Class 1A1, 1.93% (1 Month LIBOR USD + 0.14%), 04/25/47
(s),(v)
|
10,712 | 9,962,698 | ||||
Series 2007-HY6, Class A1, 2.00% (1 Month LIBOR USD + 0.21%), 08/25/47
(s),(v)
|
3,479 | 3,138,979 | ||||
Series 2007-2CB, Class 2A11, 2.19% (1 Month LIBOR USD + 0.40%), 03/25/37
(v)
|
3,725 | 2,251,626 | ||||
Series 2005-10CB, Class 1A1, 2.29% (1 Month LIBOR USD + 0.50%), 05/25/35
(v)
|
2,287 | 1,948,882 |
Principal
Amount (000s) |
Value | |||||
SECURITIZED CREDIT (continued) | ||||||
Series 2007-16CB, Class 4A5, 2.29% (1 Month LIBOR USD + 0.50%), 08/25/37
(v)
|
$ 6,788 | $ 5,371,616 | ||||
Series 2005-51, Class 4A1, 2.40% (1 Month LIBOR USD + 0.64%), 11/20/35
(s),(v)
|
2,400 | 2,291,316 | ||||
Series 2006-19CB, Class A9, 2.49% (1 Month LIBOR USD + 0.70%), 08/25/36
(v)
|
2,869 | 1,901,481 | ||||
Series 2007-12T1, Class A22, 5.75%, 06/25/37
|
2,325 | 1,631,780 | ||||
Series 2007-15CB, Class A5, 5.75%, 07/25/37
|
1,235 | 1,084,962 | ||||
Series 2007-15CB, Class A2, 5.75%, 07/25/37
|
1,342 | 1,178,690 | ||||
Series 2006-29T1, Class 2A5, 6.00%, 10/25/36
|
1,770 | 1,452,282 | ||||
Series 2006-41CB, Class 1A7, 6.00%, 01/25/37
|
1,514 | 1,277,159 | ||||
Series 2006-45T1, Class 2A5, 6.00%, 02/25/37
|
2,889 | 2,346,073 | ||||
Series 2006-29T1, Class 2A6, 6.50%, 10/25/36
|
2,778 | 2,362,333 | ||||
Series 2006-23CB, Class 2A7, 21.23% (1 Month LIBOR USD + 28.40%), 08/25/36
(i),(v)
|
1,477 | 2,115,640 | ||||
Series 2006-29T1, Class 3A3, 60.27% (1 Month LIBOR USD + 78.40%), 10/25/36
(i),(v)
|
665 | 2,324,379 | ||||
BCAP LLC Trust | ||||||
Series 2010-RR6, Class 1910, 2.38% (1 Month LIBOR USD + 0.33%), 11/26/35
(e),(s),(v)
|
6,002 | 5,735,816 | ||||
Series 2010-RR5, Class 5A10, 2.38% (1 Month LIBOR USD + 0.33%), 11/26/35
(e),(v)
|
4,759 | 4,652,884 | ||||
Series 2012-RR4, Class 5A6, 4.03%, 05/26/36
(e),(v)
|
7,861 | 7,685,019 | ||||
Series 2013-RR2, Class 3A2, 5.15%, 03/26/36
(e),(v)
|
2,925 | 2,845,503 | ||||
Chase Mortgage Finance Trust | ||||||
Series 2005-A2, Class 3A2, 3.84%, 01/25/36
(v)
|
1,652 | 1,521,492 | ||||
Series 2007-A1, Class 11M1, 4.17%, 03/25/37
(v)
|
3,909 | 3,918,776 | ||||
CHL Mortgage Pass-Through Trust | ||||||
Series 2006-20, Class 1A18, 2.44% (1 Month LIBOR USD + 0.65%), 02/25/37
(v)
|
5,772 | 3,333,581 | ||||
Series 2007-5, Class A29, 5.50%, 05/25/37
|
277 | 226,935 | ||||
Series 2004-21, Class A10, 6.00%, 11/25/34
|
104 | 107,390 | ||||
Series 2007-18, Class 1A1, 6.00%, 11/25/37
|
370 | 306,915 | ||||
Citicorp Mortgage Securities Trust | ||||||
Series 2006-5, Class IA11, 2.69% (1 Month LIBOR USD + 0.90%), 10/25/36
(v)
|
779 | 701,129 | ||||
Citigroup Mortgage Loan Trust | ||||||
Series 2012-6, Class 2A2, 4.21%, 08/25/36
(e),(v)
|
11,566 | 11,495,757 | ||||
Series 2009-11, Class 8A2, 4.29%, 04/25/45
(e),(v)
|
3,244 | 3,176,475 | ||||
Series 2007-AR5, Class 1A2A, 4.33%, 04/25/37
(v)
|
1,274 | 1,231,407 | ||||
Series 2009-6, Class 19A2, 6.00%, 03/25/36
(e),(v)
|
3,162 | 3,106,750 | ||||
Series 2009-8, Class 2A2, 6.10%, 04/25/37
(e),(v)
|
5,921 | 5,012,391 | ||||
Countrywide Asset-Backed Certificates | ||||||
Series 2006-13, Class 1AF4, 4.28%, 01/25/37
(v)
|
3,614 | 3,668,636 | ||||
Credit Suisse Mortgage Trust | ||||||
Series 2011-10R, Class 3A2, 4.82%, 09/27/36
(e),(v)
|
2,766 | 2,739,961 | ||||
First Horizon Alternative Mortgage Securities Trust | ||||||
Series 2005-FA8, Class 1A6, 2.44% (1 Month LIBOR USD + 0.65%), 11/25/35
(v)
|
2,019 | 1,283,301 | ||||
Series 2005-FA9, Class A1, 2.49% (1 Month LIBOR USD + 0.70%), 12/25/35
(v)
|
1,784 | 1,187,072 | ||||
GSAMP Trust | ||||||
Series 2006-NC2, Class A2C, 1.94% (1 Month LIBOR USD + 0.15%), 06/25/36
(s),(v)
|
640 | 424,961 | ||||
Series 2006-HE8, Class A2C, 1.96% (1 Month LIBOR USD + 0.17%), 01/25/37
(s),(v)
|
8,740 | 8,476,621 | ||||
GSR Mortgage Loan Trust | ||||||
Series 2007-1F, Class 4A1, 2.09% (1 Month LIBOR USD + 0.30%), 01/25/37
(v)
|
8,179 | 3,200,480 | ||||
Home Equity Asset Trust | ||||||
Series 2006-7, Class 2A3, 1.94% (1 Month LIBOR USD + 0.15%), 01/25/37
(d),(s),(v)
|
7,205 | 6,319,003 |
Principal
Amount (000s) |
Value | |||||
SECURITIZED CREDIT (continued) | ||||||
IndyMac INDA Mortgage Loan Trust | ||||||
Series 2007-AR1, Class 1A1, 4.07%, 03/25/37
(v)
|
$ 1,276 | $ 1,214,356 | ||||
Series 2007-AR3, Class 1A1, 4.60%, 07/25/37
(v)
|
2,578 | 2,386,354 | ||||
IXIS Real Estate Capital Trust | ||||||
Series 2007-HE1, Class A1, 1.85% (1 Month LIBOR USD + 0.06%), 05/25/37
(s),(v)
|
2,822 | 983,570 | ||||
Series 2006-HE3, Class A2, 1.89% (1 Month LIBOR USD + 0.10%), 01/25/37
(s),(v)
|
783 | 357,563 | ||||
Series 2007-HE1, Class A2, 1.90% (1 Month LIBOR USD + 0.11%), 05/25/37
(s),(v)
|
4,493 | 1,577,504 | ||||
Series 2006-HE2, Class A3, 1.95% (1 Month LIBOR USD + 0.16%), 08/25/36
(s),(v)
|
14,695 | 5,814,956 | ||||
Series 2007-HE1, Class A3, 1.95% (1 Month LIBOR USD + 0.16%), 05/25/37
(s),(v)
|
1,385 | 489,912 | ||||
Series 2007-HE1, Class A4, 2.02% (1 Month LIBOR USD + 0.23%), 05/25/37
(s),(v)
|
2,626 | 938,346 | ||||
Series 2006-HE1, Class A4, 2.39% (1 Month LIBOR USD + 0.60%), 03/25/36
(s),(v)
|
514 | 318,731 | ||||
JP Morgan Mortgage Trust | ||||||
Series 2003-A2, Class B4, 3.84%, 11/25/33
(v)
|
73 | 1 | ||||
Series 2003-A1, Class B4, 3.95%, 10/25/33
(v)
|
104 | 92,962 | ||||
MASTR Asset Backed Securities Trust | ||||||
Series 2006-NC3, Class A3, 1.89% (1 Month LIBOR USD + 0.10%), 10/25/36
(s),(v)
|
3,528 | 2,272,398 | ||||
Series 2006-NC2, Class A4, 1.94% (1 Month LIBOR USD + 0.15%), 08/25/36
(s),(v)
|
9,476 | 4,859,226 | ||||
Series 2006-NC3, Class A4, 1.95% (1 Month LIBOR USD + 0.16%), 10/25/36
(s),(v)
|
5,952 | 3,877,955 | ||||
Series 2006-HE5, Class A3, 1.95% (1 Month LIBOR USD + 0.16%), 11/25/36
(s),(v)
|
14,046 | 9,730,952 | ||||
Series 2006-NC2, Class A5, 2.03% (1 Month LIBOR USD + 0.24%), 08/25/36
(s),(v)
|
468 | 244,867 | ||||
Series 2005-NC2, Class A4, 2.49% (1 Month LIBOR USD + 0.70%), 11/25/35
(s),(v)
|
9,538 | 6,848,081 | ||||
Nomura Resecuritization Trust | ||||||
Series 2013-1R, Class 3A12, 1.87% (1 Month LIBOR USD + 0.16%), 10/26/36
(e),(s),(v)
|
13,065 | 12,994,647 | ||||
Series 2014-1R, Class 2A11, 2.63% (1 Month LIBOR USD + 0.13%), 02/26/37
(e),(v)
|
31,881 | 25,234,121 | ||||
Series 2015-11R, Class 4A5, 3.72%, 06/26/37
(e),(v)
|
2,936 | 2,291,045 | ||||
Series 2014-6R, Class 5A7, 3.83%, 04/26/37
(e),(v)
|
8,838 | 7,717,117 | ||||
Series 2015-1R, Class 3A7, 3.86%, 03/26/37
(e),(v)
|
5,588 | 4,650,076 | ||||
Series 2014-2R, Class 1A7, 3.97%, 01/26/36
(e),(v)
|
3,072 | 3,152,378 | ||||
Series 2015-4R, Class 3A8, 4.48%, 02/26/36
(e),(v)
|
19,020 | 19,316,808 | ||||
Series 2015-1R, Class 4A7, 4.48%, 12/26/37
(e),(v)
|
2,345 | 2,245,096 | ||||
Series 2015-6R, Class 2A4, 6.09%, 01/26/37
(e),(v)
|
14,888 | 12,076,579 | ||||
Option One Mortgage Loan Trust | ||||||
Series 2007-FXD1, Class 3A6, 5.66%, 01/25/37
(s)
|
485 | 479,545 | ||||
RALI Trust | ||||||
Series 2007-QO3, Class A1, 1.95% (1 Month LIBOR USD + 0.16%), 03/25/47
(s),(v)
|
2,131 | 2,015,902 | ||||
Series 2006-QO7, Class 2A1, 3.09% (12 Month U.S. Treasury Average + 0.85%), 09/25/46
(v)
|
9,411 | 8,680,790 | ||||
Series 2006-QS14, Class A30, 57.95% (1 Month LIBOR USD + 81.25%), 11/25/36
(i),(v)
|
91 | 262,305 | ||||
Residential Asset Securitization Trust | ||||||
Series 2005-A13, Class 1A1, 2.49% (1 Month LIBOR USD + 0.70%), 10/25/35
(v)
|
4,247 | 3,556,003 | ||||
RFMSI Trust | ||||||
Series 2007-S3, Class 1A5, 5.50%, 03/25/37
|
2,122 | 1,916,332 | ||||
Securitized Asset Backed Receivables LLC Trust | ||||||
Series 2006-NC3, Class A2B, 1.94% (1 Month LIBOR USD + 0.15%), 09/25/36
(s),(v)
|
6,579 | 3,179,402 | ||||
Series 2007-NC1, Class A2B, 1.94% (1 Month LIBOR USD + 0.15%), 12/25/36
(s),(v)
|
4,511 | 2,611,430 | ||||
Washington Mutual Mortgage Pass-Through Certificates Trust | ||||||
Series 2007-OA1, Class A1A, 2.94% (12 Month U.S. Treasury Average + 0.70%), 02/25/47
(v)
|
2,840 | 2,745,074 | ||||
Series 2007-HY5, Class 1A1, 3.67%, 05/25/37
(v)
|
2,993 | 2,880,932 |
Principal
Amount (000s) |
Value | |||||
SECURITIZED CREDIT (continued) | ||||||
Series 2007-HY5, Class 3A1, 3.94%, 05/25/37
(v)
|
$ 1,674 | $ 1,642,733 | ||||
Wells Fargo Mortgage Backed Securities Trust | ||||||
Series 2006-AR5, Class 1A1, 5.17%, 04/25/36
(v)
|
3,754 | 3,790,031 | ||||
Total Residential Mortgage-Backed Securities | 296,873,094 | |||||
Total SECURITIZED CREDIT
(Cost
$384,393,047)
|
370,220,394 | |||||
CORPORATE CREDIT – 49.3% | ||||||
Automotive – 0.0% | ||||||
Motors Liquidation Co., 0.00%, 07/15/33
(f),(l),(n)
|
8,250 | 825 | ||||
Basic Industrial – 2.1% | ||||||
Cascades, Inc., 5.38%, 01/15/28
(e),(u)
|
4,100 | 4,212,750 | ||||
INEOS Group Holdings SA, 5.63%, 08/01/24
(e),(u)
|
6,450 | 6,624,150 | ||||
Olin Corp., 5.00%, 02/01/30
(r)
|
7,000 | 7,105,000 | ||||
Total Basic Industrial | 17,941,900 | |||||
Construction & Building Materials – 5.4% | ||||||
Boise Cascade Co., 5.63%, 09/01/24
(e),(c)
|
4,350 | 4,524,000 | ||||
Lennar Corp., 4.75%, 11/29/27
(r)
|
6,675 | 7,192,312 | ||||
M/I Homes, Inc., 5.63%, 08/01/25
|
4,700 | 4,923,250 | ||||
Meritage Homes Corp., 5.13%, 06/06/27
|
6,500 | 6,938,750 | ||||
PulteGroup, Inc., 5.00%, 01/15/27
(c)
|
6,650 | 7,241,850 | ||||
Taylor Morrison Communities, Inc., 5.63%, 03/01/24
(e)
|
2,832 | 3,051,480 | ||||
Taylor Morrison Communities, Inc., 5.88%, 06/15/27
(e),(r)
|
4,300 | 4,730,000 | ||||
Toll Brothers Finance Corp., 4.35%, 02/15/28
(r)
|
6,800 | 7,089,000 | ||||
Total Construction & Building Materials | 45,690,642 | |||||
Diversified – 0.6% | ||||||
Five Point Operating Company LP, 7.88%, 11/15/25
(e)
|
4,750 | 4,784,723 | ||||
Energy – 0.9% | ||||||
EP Energy LLC, 6.38%, 06/15/23
(d)
|
2,385 | 2,385 | ||||
Indigo Natural Resources LLC, 6.88%, 02/15/26
(e)
|
677 | 636,582 | ||||
Parsley Energy LLC, 5.63%, 10/15/27
(e)
|
6,475 | 6,847,313 | ||||
Total Energy | 7,486,280 | |||||
Financial Services – 0.9% | ||||||
Ambac LSNI LLC, 6.94% (3 Month LIBOR USD + 5.00%), 02/12/23
(e),(u),(v)
|
7,929 | 8,027,710 | ||||
Health Facilities – 2.9% | ||||||
HCA, Inc., 5.25%, 06/15/26
(c)
|
15,700 | 17,589,215 | ||||
Tenet Healthcare Corp., 4.88%, 01/01/26
(c),(e),(r)
|
6,500 | 6,808,100 | ||||
Total Health Facilities | 24,397,315 | |||||
Infrastructure Services – 2.0% | ||||||
Ashtead Capital, Inc., 4.25%, 11/01/29
(c),(e),(u)
|
1,000 | 1,021,250 | ||||
Terex Corp., 5.63%, 02/01/25
(c),(e),(r)
|
7,900 | 8,156,750 | ||||
United Rentals North America, Inc., 5.50%, 05/15/27
|
7,300 | 7,820,271 | ||||
Total Infrastructure Services | 16,998,271 | |||||
Leisure – 4.7% | ||||||
Boyd Gaming Corp., 6.38%, 04/01/26
(c)
|
6,275 | 6,751,508 |
Principal
Amount (000s) |
Value | |||||
CORPORATE CREDIT (continued) | ||||||
Cedar Fair LP, 5.25%, 07/15/29
(e)
|
$ 765 | $ 824,287 | ||||
Cedar Fair LP, 5.38%, 04/15/27
|
4,400 | 4,734,752 | ||||
ESH Hospitality, Inc., 5.25%, 05/01/25
(e),(c)
|
6,500 | 6,719,375 | ||||
GLP Capital LP, 5.38%, 04/15/26
(c)
|
8,150 | 9,009,010 | ||||
MGM Growth Properties Operating Partnership LP, 4.50%, 01/15/28
|
9,000 | 9,382,500 | ||||
VICI Properties LP, 4.63%, 12/01/29
(e)
|
1,950 | 2,032,875 | ||||
Total Leisure | 39,454,307 | |||||
Media – 3.8% | ||||||
CCO Holdings LLC, 4.75%, 03/01/30
(e)
|
10,000 | 10,180,300 | ||||
CSC Holdings LLC, 5.25%, 06/01/24
|
3,000 | 3,232,500 | ||||
CSC Holdings LLC, 5.50%, 04/15/27
(c),(e)
|
5,500 | 5,906,175 | ||||
CSC Holdings LLC, 10.88%, 10/15/25
(c),(e)
|
5,128 | 5,730,540 | ||||
Lamar Media Corp., 5.75%, 02/01/26
(c)
|
6,375 | 6,756,863 | ||||
Total Media | 31,806,378 | |||||
Metals & Mining – 3.3% | ||||||
Alcoa Nederland Holding BV, 7.00%, 09/30/26
(c),(e)
|
8,025 | 8,757,682 | ||||
ArcelorMittal SA, 6.13%, 06/01/25
(r),(u)
|
5,650 | 6,491,783 | ||||
ArcelorMittal SA, 6.75%, 03/01/41
(r),(u)
|
3,475 | 4,139,254 | ||||
Kinross Gold Corp., 4.50%, 07/15/27
(u)
|
8,450 | 8,851,375 | ||||
Total Metals & Mining | 28,240,094 | |||||
Oil Gas Transportation & Distribution – 7.9% | ||||||
Antero Midstream Partners LP, 5.38%, 09/15/24
(c)
|
5,825 | 5,402,688 | ||||
Crestwood Midstream Partners LP, 6.25%, 04/01/23
|
5,000 | 5,100,000 | ||||
Enable Midstream Partners LP, 4.15%, 09/15/29
(r)
|
7,350 | 6,980,998 | ||||
EnLink Midstream LLC, 5.38%, 06/01/29
|
2,695 | 2,533,300 | ||||
Genesis Energy LP, 6.50%, 10/01/25
|
8,100 | 7,836,750 | ||||
Global Partners LP, 7.00%, 08/01/27
(e)
|
4,475 | 4,754,688 | ||||
Holly Energy Partners LP, 6.00%, 08/01/24
(e),(c)
|
6,900 | 7,193,250 | ||||
Murphy Oil USA, Inc., 4.75%, 09/15/29
|
742 | 783,252 | ||||
NuStar Logistics LP, 5.63%, 04/28/27
|
4,400 | 4,521,000 | ||||
Parkland Fuel Corp., 6.00%, 04/01/26
(e),(c),(u)
|
6,300 | 6,654,690 | ||||
Targa Pipeline Partners LP, 5.88%, 08/01/23
(c)
|
5,725 | 5,710,687 | ||||
Targa Resources Partners LP, 5.25%, 05/01/23
(c)
|
5,000 | 5,050,000 | ||||
Targa Resources Partners LP, 5.38%, 02/01/27
|
1,575 | 1,634,063 | ||||
VICI Properties LP, 4.13%, 12/01/27
(c)
|
2,575 | 2,489,030 | ||||
Total Oil Gas Transportation & Distribution | 66,644,396 | |||||
Real Estate – 4.3% | ||||||
American Homes 4 Rent LP, 4.25%, 02/15/28
(r)
|
6,800 | 7,243,795 | ||||
Digital Realty Trust LP, 3.70%, 08/15/27
(r)
|
6,809 | 7,215,756 | ||||
iStar, Inc., 4.75%, 10/01/24
|
1,000 | 1,036,250 | ||||
iStar, Inc., 5.25%, 09/15/22
(c)
|
6,750 | 6,927,187 | ||||
Service Properties Trust, 4.95%, 02/15/27
(r)
|
4,927 | 5,110,304 | ||||
Starwood Property Trust, Inc., 4.75%, 03/15/25
|
8,700 | 9,178,500 | ||||
Total Real Estate | 36,711,792 |
Principal
Amount (000s) |
Value | |||||
CORPORATE CREDIT (continued) | ||||||
Telecommunication Services – 5.6% | ||||||
American Tower Corp., 3.60%, 01/15/28
(r)
|
$ 7,850 | $ 8,247,981 | ||||
Crown Castle International Corp., 3.80%, 02/15/28
(r)
|
8,275 | 8,821,069 | ||||
Equinix, Inc., 5.38%, 05/15/27
|
8,900 | 9,665,667 | ||||
Level 3 Financing, Inc., 4.63%, 09/15/27
(e),(c)
|
9,000 | 9,214,200 | ||||
SBA Communications Corp., 4.88%, 09/01/24
(c)
|
7,025 | 7,288,437 | ||||
T-Mobile USA, Inc., 4.75%, 02/01/28
|
4,200 | 4,400,802 | ||||
Total Telecommunication Services | 47,638,156 | |||||
Transportation – 0.6% | ||||||
Watco Companies LLC, 6.38%, 04/01/23
(e),(c)
|
5,050 | 5,125,750 | ||||
Utility – 4.3% | ||||||
AES Corp., 4.88%, 05/15/23
(c)
|
3,654 | 3,708,810 | ||||
AES Corp., 6.00%, 05/15/26
|
1,250 | 1,331,250 | ||||
Calpine Corp., 5.75%, 01/15/25
(c)
|
5,250 | 5,387,813 | ||||
Emera, Inc., 6.75%, 06/15/76
(c),(u),(v)
|
9,600 | 10,848,000 | ||||
NRG Energy, Inc., 6.63%, 01/15/27
(c),(r)
|
6,425 | 6,971,125 | ||||
Pattern Energy Group, Inc., 5.88%, 02/01/24
(e),(c)
|
7,550 | 7,767,062 | ||||
Total Utility | 36,014,060 | |||||
Total CORPORATE CREDIT
(Cost
$402,096,127)
|
416,962,599 | |||||
TERM LOANS – 1.1% | ||||||
Buckeye Partners LP, 4.52% (1 Month LIBOR USD + 0.55%), 11/01/26 (Acquired 10/16/19, Cost $1,990,000) (p),(v)
|
2,000 | 2,015,840 | ||||
Crestwood Holdings LLC, 9.39% (3 Month LIBOR USD + 0.75%), 03/05/23 (Acquired 02/20/18-10/09/18, Cost $3,604,841) (p),(v)
|
3,660 | 3,396,112 | ||||
EPIC Y-Grade Services LP, 7.74% (1 Month LIBOR USD + 0.55%), 06/13/24 (Acquired 06/07/18-03/04/19, Cost $4,323,044) (p),(v)
|
4,400 | 4,273,500 | ||||
Vistra Energy Corp., 0.00%, 10/03/21 (Acquired 10/17/16, Cost $0) (p)
|
26 | 253 | ||||
Total TERM LOANS
(Cost
$9,917,885)
|
9,685,705 |
Shares | Value | |||||
COMMON STOCKS – 29.9% | ||||||
Communications – 1.9% | ||||||
American Tower Corp. (c)
|
41,650 | $ 9,572,003 | ||||
China Tower Corporation Ltd. (e),(u)
|
3,833,890 | 847,022 | ||||
SBA Communications Corp. (c)
|
19,400 | 4,675,206 | ||||
SES SA (u)
|
79,200 | 1,113,212 | ||||
Total Communications | 16,207,443 | |||||
Datacenters – 0.3% | ||||||
CyrusOne, Inc. (c)
|
19,180 | 1,254,947 | ||||
Digital Realty Trust, Inc. (c)
|
11,000 | 1,317,140 | ||||
Total Datacenters | 2,572,087 | |||||
Diversified – 1.6% | ||||||
CapitaLand Ltd. (u)
|
307,999 | 859,477 | ||||
City Developments Ltd. (u)
|
211,058 | 1,717,766 |
Shares | Value | |||||
COMMON STOCKS (continued) | ||||||
CK Asset Holdings Ltd. (u)
|
230,032 | $ 1,659,963 | ||||
Dexus (u)
|
309,750 | 2,549,795 | ||||
Land Securities Group PLC (u)
|
91,929 | 1,206,715 | ||||
Merlin Properties Socimi SA (u)
|
43,552 | 625,991 | ||||
Mirvac Group (u)
|
366,636 | 820,640 | ||||
Sun Hung Kai Properties Ltd. (u)
|
153,469 | 2,350,360 | ||||
Swire Properties Ltd. (u)
|
309,665 | 1,025,873 | ||||
Tokyu Fudosan Holdings Corp. (u)
|
89,698 | 619,393 | ||||
Total Diversified | 13,435,973 | |||||
Electricity Transmission & Distribution – 1.7% | ||||||
CenterPoint Energy, Inc. (c)
|
63,500 | 1,731,645 | ||||
CPFL Energia SA (u)
|
114,780 | 1,017,527 | ||||
National Grid PLC (c),(u)
|
516,591 | 6,455,967 | ||||
Sempra Energy (c)
|
31,000 | 4,695,880 | ||||
Total Electricity Transmission & Distribution | 13,901,019 | |||||
Gas Utilities – 0.6% | ||||||
Atmos Energy Corp. (c)
|
15,700 | 1,756,202 | ||||
China Gas Holdings Ltd. (u)
|
426,530 | 1,597,019 | ||||
Tokyo Gas Company Ltd. (u)
|
59,400 | 1,443,355 | ||||
Total Gas Utilities | 4,796,576 | |||||
Healthcare – 0.9% | ||||||
CareTrust REIT, Inc.
|
38,183 | 787,715 | ||||
Healthpeak Properties, Inc. (c)
|
28,538 | 983,705 | ||||
Physicians Realty Trust (c)
|
77,835 | 1,474,195 | ||||
Ventas, Inc. (c)
|
38,290 | 2,210,865 | ||||
Welltower, Inc. (c)
|
29,549 | 2,416,517 | ||||
Total Healthcare | 7,872,997 | |||||
Hotel – 0.4% | ||||||
Park Hotels & Resorts, Inc. (c)
|
61,483 | 1,590,565 | ||||
Pebblebrook Hotel Trust
|
29,862 | 800,600 | ||||
Ryman Hospitality Properties, Inc. (c)
|
12,074 | 1,046,333 | ||||
Total Hotel | 3,437,498 | |||||
Industrial – 1.2% | ||||||
Americold Realty Trust (c)
|
16,453 | 576,842 | ||||
Duke Realty Corp. (c)
|
23,600 | 818,212 | ||||
GLP J-REIT (u)
|
1,913 | 2,379,336 | ||||
Granite Real Estate Investment Trust (u)
|
36,406 | 1,849,808 | ||||
LaSalle Logiport REIT (u)
|
570 | 847,291 | ||||
Prologis, Inc. (c)
|
18,000 | 1,604,520 | ||||
Tritax Big Box REIT PLC (u)
|
667,390 | 1,317,016 | ||||
Tritax EuroBox PLC (e),(u)
|
578,726 | 725,951 | ||||
Total Industrial | 10,118,976 | |||||
Midstream – 3.3% | ||||||
Cheniere Energy, Inc. (c),(n)
|
50,700 | 3,096,249 | ||||
Equitrans Midstream Corp.
|
73,900 | 987,304 | ||||
ONEOK, Inc. (c)
|
89,806 | 6,795,620 |
Shares | Value | |||||
COMMON STOCKS (continued) | ||||||
Targa Resources Corp. (c)
|
175,996 | $ 7,185,917 | ||||
The Williams Companies, Inc. (c)
|
424,474 | 10,068,523 | ||||
Total Midstream | 28,133,613 | |||||
Net Lease – 0.5% | ||||||
MGM Growth Properties LLC (c)
|
52,456 | 1,624,562 | ||||
VEREIT, Inc. (c)
|
163,959 | 1,514,981 | ||||
VICI Properties, Inc. (c)
|
48,237 | 1,232,456 | ||||
Total Net Lease | 4,371,999 | |||||
Office – 2.3% | ||||||
Allied Properties Real Estate Investment Trust (u)
|
38,628 | 1,548,928 | ||||
alstria office REIT-AG (u)
|
21,873 | 410,850 | ||||
CapitaLand Commercial Trust (u)
|
1,060,598 | 1,570,749 | ||||
Cousins Properties, Inc. (c)
|
21,089 | 868,867 | ||||
Derwent London PLC (u)
|
18,113 | 963,857 | ||||
Douglas Emmett, Inc. (c)
|
33,900 | 1,488,210 | ||||
Gecina SA (u)
|
5,161 | 923,943 | ||||
Highwoods Properties, Inc. (c)
|
36,600 | 1,790,106 | ||||
Invesco Office J-Reit, Inc. (u)
|
1,488 | 308,221 | ||||
Keppel REIT (u)
|
673,312 | 621,307 | ||||
Kilroy Realty Corp. (c)
|
25,107 | 2,106,477 | ||||
MCUBS MidCity Investment Corp. (u)
|
359 | 389,747 | ||||
Mitsubishi Estate Company Ltd. (u)
|
115,420 | 2,208,548 | ||||
Mitsui Fudosan Company Ltd. (u)
|
122,712 | 2,999,072 | ||||
Vornado Realty Trust
|
21,200 | 1,409,800 | ||||
Total Office | 19,608,682 | |||||
Pipeline (MLP) – 5.3% | ||||||
Energy Transfer LP (c)
|
520,920 | 6,683,404 | ||||
Enterprise Products Partners LP (c)
|
240,096 | 6,761,103 | ||||
Kunlun Energy Company Ltd. (u)
|
760,500 | 671,856 | ||||
Magellan Midstream Partners LP (c)
|
110,380 | 6,939,591 | ||||
MPLX LP (c)
|
262,867 | 6,692,594 | ||||
Noble Midstream Partners LP
|
132,364 | 3,515,588 | ||||
Phillips 66 Partners LP (c)
|
105,416 | 6,497,842 | ||||
Plains All American Pipeline LP (c)
|
366,775 | 6,744,992 | ||||
Thunderbird Resources Equity, Inc. (f),(l),(n)
|
11 | 11 | ||||
Total Pipeline (MLP) | 44,506,981 | |||||
Pipelines – 3.8% | ||||||
Enbridge, Inc. (c),(u)
|
118,609 | 4,715,862 | ||||
Inter Pipeline Ltd. (u)
|
93,400 | 1,621,221 | ||||
Kinder Morgan, Inc. (c)
|
512,508 | 10,849,795 | ||||
Pembina Pipeline Corp. (u)
|
78,600 | 2,913,263 | ||||
Pembina Pipeline Corp. (c),(u)
|
182,837 | 6,775,939 | ||||
Plains GP Holdings LP
|
49,900 | 945,605 | ||||
TC Energy Corp. (c),(u)
|
84,000 | 4,473,790 | ||||
Total Pipelines | 32,295,475 | |||||
Rail – 0.1% | ||||||
Rumo SA (u),(n)
|
162,800 | 1,059,725 |
Shares | Value | |||||
COMMON STOCKS (continued) | ||||||
Renewables/Electric Generation – 1.5% | ||||||
American Electric Power Company, Inc. (c)
|
29,500 | $ 2,788,045 | ||||
CLP Holdings Ltd. (u)
|
67,191 | 705,332 | ||||
EDP - Energias de Portugal SA (u)
|
287,300 | 1,246,714 | ||||
Enel SpA (u)
|
166,300 | 1,321,064 | ||||
Entergy Corp. (c)
|
21,400 | 2,563,720 | ||||
FirstEnergy Corp. (c)
|
49,300 | 2,395,980 | ||||
Orsted A/S (e),(u)
|
10,200 | 1,054,932 | ||||
Vistra Energy Corp.
|
25,848 | 594,246 | ||||
Total Renewables/Electric Generation | 12,670,033 | |||||
Residential – 1.1% | ||||||
Advance Residence Investment Corp. (u)
|
132 | 418,405 | ||||
AvalonBay Communities, Inc. (c)
|
12,500 | 2,621,250 | ||||
Boardwalk Real Estate Investment Trust (u)
|
28,370 | 1,003,453 | ||||
Essex Property Trust, Inc. (c)
|
4,031 | 1,212,767 | ||||
Kenedix Residential Next Investment Corp. (u)
|
478 | 900,086 | ||||
Mid-America Apartment Communities, Inc. (c)
|
10,696 | 1,410,375 | ||||
Vonovia SE (u)
|
26,862 | 1,442,747 | ||||
Total Residential | 9,009,083 | |||||
Retail – 0.9% | ||||||
Hammerson PLC (u)
|
391,967 | 1,602,599 | ||||
Regency Centers Corp. (c)
|
18,900 | 1,192,401 | ||||
Retail Properties of America, Inc. (c)
|
88,683 | 1,188,352 | ||||
Simon Property Group, Inc. (c)
|
13,600 | 2,025,856 | ||||
Unibail-Rodamco-Westfield (u)
|
10,288 | 1,623,115 | ||||
Total Retail | 7,632,323 | |||||
Self Storage – 0.4% | ||||||
CubeSmart (c)
|
39,377 | 1,239,588 | ||||
Public Storage (c)
|
10,700 | 2,278,672 | ||||
Total Self Storage | 3,518,260 | |||||
Toll Roads – 1.6% | ||||||
Atlantia SpA (c),(u)
|
72,336 | 1,688,251 | ||||
Ferrovial SA (c),(u)
|
84,178 | 2,550,365 | ||||
Promotora y Operadora de Infraestructura SAB de CV (u)
|
133,450 | 1,365,873 | ||||
Transurban Group (u)
|
285,023 | 2,983,349 | ||||
Vinci SA (c),(u)
|
47,600 | 5,301,408 | ||||
Total Toll Roads | 13,889,246 | |||||
Water – 0.5% | ||||||
Aqua America, Inc. (c)
|
60,782 | 2,853,107 | ||||
Pennon Group PLC (u)
|
110,700 | 1,501,512 | ||||
Total Water | 4,354,619 | |||||
Total COMMON STOCKS
(Cost
$225,310,793)
|
253,392,608 |
Shares | Value | |||||
SHORT-TERM INVESTMENT – 2.8% | ||||||
First American Treasury Obligations Fund, Class X, 1.53%
(y)
|
23,541,094 | $ 23,541,094 | ||||
Total SHORT-TERM INVESTMENT
(Cost
$23,541,094)
|
23,541,094 | |||||
Total Investments – 127.2%
(Cost $1,048,062,759)
|
1,076,851,911
|
|||||
Liabilities in Excess of Other Assets – (27.2)%
|
(230,422,533) | |||||
TOTAL NET ASSETS – 100.0%
|
$ 846,429,378 |
LIBOR — London Interbank Offered Rate |
USD — United States Dollar |
LLC — Limited Liability Company |
LP — Limited Partnership |
MLP — Master Limited Partnership |
(c) | — All or a portion of this security is pledged as collateral for credit facility. As of December 31, 2019, the total value of the collateral was $248,926,762. |
(d) | — Issuer is currently in default on its regularly scheduled interest payment. |
(e) | — Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may only be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2019, the total value of all such securities was $310,002,948 or 36.6% of net assets. |
(f) | — Security fair valued in good faith pursuant to the fair value procedures adopted by the Board of Directors. As of December 31, 2019, the total value of all such securities was $3,354,327 or 0.4% of net assets. |
(i) | — Security is an inverse floating rate bond. Reference interest rates are typically based on a negative multiplier or slope. |
(l) | — Level 3 security - Value determined using significant unobservable inputs. |
(n) | — Non-income producing security. |
(p) | — Restricted security. Purchased in a private placement transaction; resale to the public may require registration. As of December 31, 2019, the total value of all such securities was $13,039,196 or 1.5% of net assets. |
(r) | — Portion or entire principal amount delivered as collateral for reverse repurchase agreements. As of December 31, 2019, the total value of the collateral was $72,918,529. |
(s) | — Security is a “step up” bond where the coupon increases or steps up at a predetermined date. Interest rate shown is the rate in effect as of December 31, 2019. |
(v) | — Variable rate security –Interest rate is based on reference rate and spread or based on the underlying assets. Interest rate may also be subject to a cap or floor. |
(u) | — Foreign security or a U.S. security of a foreign company. |
(y) | — The rate quoted is the annualized seven-day yield as of December 31, 2019. |
Assets: | |
Investments in securities, at value (cost
$1,048,062,759)
|
$1,076,851,911 |
Cash
|
5,302,624 |
Cash on deposit with brokers for reverse repurchase
agreements
|
884,295 |
Interest and dividends
receivable
|
8,085,658 |
Receivable for investments
sold
|
1,684,866 |
Prepaid
expenses
|
9,476 |
Total
assets
|
1,092,818,830 |
Liabilities: | |
Payable for credit facility (Note
7)
|
180,000,000 |
Reverse repurchase agreements (Note
7)
|
62,192,000 |
Interest payable for credit facility and reverse repurchase agreements (Note
7)
|
562,615 |
Payable for investments
purchased
|
2,453,723 |
Investment advisory fee payable (Note
5)
|
916,446 |
Administration fee payable (Note
5)
|
137,467 |
Directors' fee
payable
|
14,204 |
Accrued
expenses
|
112,997 |
Total
liabilities
|
246,389,452 |
Commitments and contingencies (Note
10)
|
|
Net
Assets
|
$ 846,429,378 |
Composition of Net Assets: | |
Paid-in
capital
|
917,989,854 |
Accumulated
losses
|
(71,560,476) |
Net
Assets
|
$ 846,429,378 |
Shares Outstanding and Net Asset Value Per Share: | |
Common shares
outstanding
|
36,467,057 |
Net asset value per
share
|
$ 23.21 |
Investment Income (Note 2): | |
Interest
|
$ 55,503,853 |
Dividends and distributions (net of foreign withholding tax of
$370,982)
|
11,424,317 |
Less return of capital
distributions
|
(5,283,859) |
Total investment
income
|
61,644,311 |
Expenses: | |
Investment advisory fees (Note
5)
|
11,068,823 |
Administration fees (Note
5)
|
1,660,324 |
Custodian
fees
|
184,528 |
Directors'
fees
|
157,935 |
Reports to
shareholders
|
146,591 |
Fund accounting
fees
|
137,277 |
Legal
fees
|
107,471 |
Miscellaneous
|
78,280 |
Audit and tax
services
|
74,064 |
Transfer agent
fees
|
54,223 |
Insurance
|
45,725 |
Stock exchange listing
fees
|
37,401 |
Total operating
expenses
|
13,752,642 |
Interest expense on credit facility and reverse repurchase agreements (Note
7)
|
7,918,072 |
Total
expenses
|
21,670,714 |
Net investment
income
|
39,973,597 |
Net realized gain (loss) on: | |
Investment
transactions
|
8,552,875 |
Futures
transactions
|
(955,312) |
Foreign currency
transactions
|
(45,756) |
Net realized
gain
|
7,551,807 |
Net change in unrealized appreciation on: | |
Investments
|
81,157,947 |
Foreign currency
translations
|
5,868 |
Net change in unrealized
appreciation
|
81,163,815 |
Net realized and unrealized
gain
|
88,715,622 |
Net increase in net assets resulting from
operations
|
$128,689,219 |
For
the Year
Ended December 31, 2019 |
For
the Year
Ended December 31, 2018 |
||
Increase (Decrease) in Net Assets Resulting from Operations: | |||
Net investment
income
|
$ 39,973,597 | $ 55,553,546 | |
Net realized gain
(loss)
|
7,551,807 | (25,294,502) | |
Net change in unrealized appreciation
(depreciation)
|
81,163,815 | (55,485,080) | |
Net increase (decrease) in net assets resulting from
operations
|
128,689,219 | (25,226,036) | |
Distributions to Shareholders from: | |||
Distributable
earnings
|
(47,352,126) | (55,785,407) | |
Return of
capital
|
(39,751,489) | (31,347,787) | |
Total distributions
paid
|
(87,103,615) | (87,133,194) | |
Capital Share Transactions: | |||
Cost of shares repurchased (Note
8)
|
(450,390) | — | |
Net decrease in net assets from capital share
transactions
|
(450,390) | — | |
Total increase (decrease) in net
assets
|
41,135,214 | (112,359,230) | |
Net Assets: | |||
Beginning of
year
|
$805,294,164 | $ 917,653,394 | |
End of
year
|
$846,429,378 | $ 805,294,164 | |
Share Transactions: | |||
Shares repurchased (Note
8)
|
(20,880) | — |
Increase (Decrease) in Cash: | |
Cash flows provided by (used for) operating activities: | |
Net increase in net assets resulting from
operations
|
$ 128,689,219 |
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by operating activities: | |
Purchases of long-term portfolio investments and principal
payups
|
(498,310,715) |
Proceeds from disposition of long-term portfolio investments and principal
paydowns
|
610,165,030 |
Net purchases and sales of short-term portfolio
investments
|
(17,093,385) |
Return of capital distributions from portfolio
investments
|
5,283,859 |
Decrease in interest and dividend
receivable
|
709,295 |
Increase in prepaid
expenses
|
(2,288) |
Decrease in interest payable for credit facility and reverse repurchase
agreements
|
115,663 |
Decrease in investment advisory fee
payable
|
40,202 |
Increase in administration fee
payable
|
(2,731) |
Decrease in directors' fee
payable
|
1,169 |
Decrease in accrued
expenses
|
(96,219) |
Net accretion on investments and paydown gains or losses on
investments
|
(13,737,664) |
Unrealized appreciation on
investments
|
(81,157,947) |
Net realized gain on investment
transactions
|
(8,552,875) |
Net cash provided by operating
activities
|
126,050,613 |
Cash flows used for financing activities: | |
Net cash provided by reverse repurchase
agreements
|
(38,607,762) |
Net cash used for shares
repurchased
|
(450,390) |
Distributions paid to
stockholders
|
(87,103,615) |
Net cash used for financing
activities
|
(126,161,767) |
Net decrease in
cash
|
(111,154) |
Cash at beginning of
year*
|
6,298,073 |
Cash at end of
year*
|
$ 6,186,919 |
Supplemental Disclosure of Cash Flow Information: | |
Interest payments on the credit facility and reverse repurchase agreements for the year ended December 31, 2019, totaled $7,802,409. | |
* Includes cash on deposit with brokers for reverse repurchase agreements. |
For the Year Ended December 31, |
For the
Period
from December 5, 20161 to December 31, |
||||||
2019 | 2018 | 2017 | 2016 | ||||
Per Share Operating Performance: | |||||||
Net asset value, beginning of
period
|
$ 22.07 | $ 25.15 | $ 25.14 | $ 25.00 | |||
Net investment
income2
|
1.10 | 1.52 | 1.74 | 0.15 | |||
Net realized and change in unrealized gain
(loss)
|
2.43 | (2.21) | 0.66 | 0.19 | |||
Net increase (decrease) in net asset value resulting from
operations
|
3.53 | (0.69) | 2.40 | 0.34 | |||
Distributions from net investment
income
|
(1.30) | (1.53) | (1.84) | (0.15) | |||
Return of capital
distributions
|
(1.09) | (0.86) | (0.55) | (0.05) | |||
Total distributions
paid*
|
(2.39) | (2.39) | (2.39) | (0.20) | |||
Net asset value, end of
period
|
$ 23.21 | $ 22.07 | $ 25.15 | $ 25.14 | |||
Market price, end of
period
|
$ 21.35 | $ 19.07 | $ 23.37 | $ 22.31 | |||
Total Investment Return based on Net Asset Value# | 16.42% | -3.08% | 9.88% | 1.36% 5 | |||
Total Investment Return based on Market Price† | 24.79% | -9.12% | 15.94% | 0.50% 3,5 | |||
Ratios to Average Net Assets/Supplementary Data: | |||||||
Net assets, end of period
(000s)
|
$846,429 | $805,294 | $917,653 | $917,593 | |||
Operating expenses excluding interest
expense8
|
1.61% | 1.63% | 1.60% | 1.70% 6 | |||
Interest
expense
|
0.93% | 0.93% | 0.58% | 0.60% 6 | |||
Total
expenses8
|
2.54% | 2.56% | 2.18% | 2.30% 6 | |||
Net expenses, including fee waivers and reimbursement and excluding interest
expense8
|
1.61% | 1.08% | 1.03% | 1.03% 6 | |||
Net expenses including waivers and reimbursement and interest
expense8
|
2.54% | 2.00% | 1.61% | 1.63% 6 | |||
Net investment
income
|
4.69% | 6.31% | 6.84% | 8.13% 6 | |||
Net investment income, excluding the effect of fee waivers and
reimbursement8
|
4.69% | 5.76% | 6.27% | 7.46% 6 | |||
Portfolio turnover
rate
|
46% | 35% | 43% | 15% 4,5 | |||
Credit facility and reverse repurchase agreements, end of period
(000s)
|
$242,192 | $280,800 | $259,395 | $302,682 | |||
Asset coverage per $1,000 unit of senior
indebtedness7
|
$ 4,495 | $ 3,868 | $ 4,538 | $ 4,032 |
* | Distributions for annual periods determined in accordance with federal income tax regulations. |
# | Total investment return based on net asset value (“NAV”) is the combination of changes in NAV, reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The actual reinvestment price for dividends declared in the period may often be based on the Fund’s market price (and not its NAV), and therefore may be different from the price used in the calculation. Total investment return excludes the effects of sales charges or contingent deferred sales charges, if applicable. |
† | Total investment return based on market price is the combination of changes in the New York Stock Exchange ("NYSE") market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The actual reinvestment for dividends declared in the period may take place over several days as described in the Fund’s dividend reinvestment plan, and in some instances may not be based on the market price. Total investment return excludes the effect of broker commissions. |
1 | Commencement of operations. |
2 | Per share amounts presented are based on average shares outstanding throughout the period indicated. |
3 | Total investment return based on market price is calculated based on first trade price of $22.40 on December 5, 2016. |
4 | For the portfolio turnover calculation, portfolio purchases and sales of the Brookfield Mortgage Opportunity Income Fund Inc., Brookfield High Income Fund Inc. and Brookfield Total Return Fund Inc. made prior to the Reorganizations into the Brookfield Real Assets Income Fund Inc. have been excluded from the numerator and the monthly average value of securities used in the denominator reflects the combined market value after the Reorganizations. |
5 | Not annualized. |
6 | Annualized. |
7 | Calculated by subtracting the Fund's total liabilities (not including borrowings) from the Fund's total assets and dividing by the total number of senior indebtedness units, where one unit equals $1,000 of senior indebtedness. |
8 | The operating expenses limitation agreement expired pursuant to its terms on December 4, 2018. |
Level 1 - | quoted prices in active markets for identical assets or liabilities |
Level 2 - |
quoted prices in markets
that are not active or other significant observable inputs (including, but not limited to: quoted prices for similar assets or liabilities, quoted prices based on recently executed transactions, interest rates, credit risk, etc.)
|
Level 3 - | significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of assets or liabilities) |
Valuation Inputs | Level 1 | Level 2 | Level 3 | Total | |||
U.S. Government & Agency
Obligations
|
$ — | $ 3,049,511 | $ — | $ 3,049,511 | |||
Securitized
Credit
|
— | 366,866,903 | 3,353,491 | 370,220,394 | |||
Corporate
Credit
|
— | 416,961,774 | 825 | 416,962,599 | |||
Term
Loans
|
— | 9,685,705 | — | 9,685,705 | |||
Common
Stocks
|
190,247,250 | 63,145,347 | 11 | 253,392,608 | |||
Money Market
Fund
|
23,541,094 | — | — | 23,541,094 | |||
Total
Investments
|
$ 213,788,344 | $ 859,709,240 | $ 3,354,327 | $1,076,851,911 |
Investments in Securities | Securitized Credit | Corporate Credit | Common Stocks | Total | |||
Balance as of December 31,
2018
|
$ 50,465,563 | $825 | $ 394,786 | $ 50,861,174 | |||
Accrued discounts
(premiums)
|
1,850,260 | — | — | 1,850,260 | |||
Realized gain
(loss)
|
180,263 | — | — | 180,263 | |||
Change in unrealized appreciation
(depreciation)
|
4,612,110 | — | (394,775) | 4,217,335 | |||
Purchases at
cost
|
68,273 | — | — | 68,273 | |||
Sales
proceeds
|
(2,373,879) | — | — | (2,373,879) | |||
Transfers out of Level
3
|
(51,449,099) | — | — | (51,449,099) (a) | |||
Balance as of December 31,
2019
|
$ 3,353,491 | $825 | $ 11 | $ 3,354,327 | |||
Change in unrealized gains or losses relating to assets still held at the reporting
date
|
$ 29,926 | $ — | $(394,775) | $ (364,849) |
Derivatives | Location of Gains (Losses) on Derivatives | Net Realized Loss on Derivatives | Net Change in Unrealized Depreciation on Derivatives |
Futures
contracts
|
Futures transactions | $(955,312) | $— |
Counterparty |
Borrowing
Rate |
Borrowing
Date |
Maturity
Date |
Amount
Borrowed(1) |
Payable
For
Reverse Repurchase Agreements |
|
JPMorgan
Chase
|
1.90% | 12/12/19 | 01/06/20 | $ 3,834,000 | $ 3,838,048 | |
JPMorgan
Chase
|
2.00 | 12/02/19 | 01/06/20 | 1,678,000 | 1,680,797 | |
JPMorgan
Chase
|
2.05 | 12/02/19 | 01/06/20 | 1,734,000 | 1,736,962 | |
JPMorgan
Chase
|
2.10 | 12/02/19 | 01/06/20 | 208,000 | 208,364 | |
JPMorgan
Chase
|
2.20 | 12/02/19 | 01/06/20 | 9,745,000 | 9,762,865 | |
RBC Capital
Markets
|
2.44 | 11/21/19 | 02/21/20 | 6,073,000 | 6,089,908 | |
RBC Capital
Markets
|
2.44 | 12/05/19 | 03/05/20 | 3,675,000 | 3,681,729 | |
RBC Capital
Markets
|
2.44 | 12/13/19 | 03/13/20 | 5,795,000 | 5,802,455 | |
RBC Capital
Markets
|
2.45 | 11/13/19 | 02/13/20 | 3,959,000 | 3,972,227 | |
RBC Capital
Markets
|
2.46 | 11/15/19 | 02/14/20 | 9,317,000 | 9,346,922 | |
RBC Capital
Markets
|
2.46 | 12/20/19 | 03/20/20 | 11,462,000 | 11,471,391 | |
RBC Capital
Markets
|
2.61 | 10/04/19 | 01/03/20 | 4,712,000 | 4,742,362 | |
Total
|
$62,192,000 | $62,334,030 |
Overnight and Continuous | Up to 30 Days | 30 to 90 Days | Greater Than 90 Days | Total | |||||
Corporate
Credit
|
$— | $21,911,000 | $40,281,000 | $— | $62,192,000 | ||||
Total
|
$— | $21,911,000 | $40,281,000 | $— | $62,192,000 |
December 31, 2019 | December 31, 2018 | ||
Ordinary
income
|
$47,352,126 | $55,785,407 | |
Return of
capital
|
39,751,489 | 31,347,787 | |
Total
|
$87,103,615 | $87,133,194 |
Post-October
loss
|
$ (132,118) |
Capital loss
carryforwards(1)
|
(86,439,632) |
Other accumulated
losses
|
(14,380,749) |
Tax basis unrealized appreciation on investments and foreign
currency
|
29,392,023 |
Total tax basis net accumulated
losses
|
$(71,560,476) |
Cost of Investments | Gross Unrealized Appreciation | Gross Unrealized Depreciation | Net Unrealized Appreciation |
$1,047,459,888 | $71,161,337 | $(41,769,314) | $29,392,023 |
Paid-in capital | Undistributed net investment income | Accumulated net realized loss |
$(15,337) | $6,703,128 | $(6,687,791) |
Distribution Per Share | Record Date | Payable Date |
$0.1990 | January 15, 2020 | January 23, 2020 |
$0.1990 | February 12, 2020 | February 20, 2020 |
Name, Address and Year of Birth | Position(s) Held with Funds | Principal Occupation(s) During Past 5 Years and Other Directorships Held by Director | Number of Portfolios in Fund Complex | |||
Independent
Director
Class I Director to serve until 2020 Annual Meeting of Shareholders: |
||||||
Louis
P. Salvatore
c/o Brookfield Place, 250 Vesey Street, New York, New York 10281-1023 Born: 1946 |
Director,
Chairman of the Audit Committee, Member of the Nominating and Compensation Committee
Served Since 2016 |
Director/Trustee of several investment companies advised by the Adviser (2005-Present); Principal of Trimblestone Investment Co. (2019-Present); Director of SP Fiber Technologies, Inc. (2012-2015); Director of Gramercy Property Trust (2012-2018); Director of Turner Corp. (2003-Present); Employee of Arthur Andersen LLP (2002-Present). | 10 | |||
Interested
Director
Class I Director to serve until 2020 Annual Meeting of Shareholders: |
||||||
David
Levi
c/o Brookfield Place, 250 Vesey Street, New York, New York 10281-1023 Born: 1971 |
Trustee
Served since 2017 |
Director/Trustee of several investment companies advised by the Adviser (2017-Present); Chief Executive Officer of the Adviser (2019-Present); President of the Adviser (2016-2019); Managing Director and Head of Distribution of the Adviser (2014-2016); Managing Partner of Brookfield Asset Management Inc. (2015-Present); Managing Director and Head of Global Business Development at Nuveen Investments (2009-2014). | 10 | |||
Independent
Director
Class II Director to serve until 2021 Annual Meeting of Shareholders: |
||||||
Heather
S. Goldman
c/o Brookfield Place, 250 Vesey Street, New York, New York 10281-1023 Born: 1967 |
Director,
Member of the Audit Committee, Member of the Nominating and Compensation Committee
Served Since 2016 |
Director/Trustee of several investment companies advised by the Adviser (2013-Present); Global Head of Marketing and Business Development of the Adviser (2011-2013); Director and Board Chair of University Settlement House (2003-2013); Member of the Honorary Board of University Settlement House (2014-Present); Co-Founder & CEO of Capstak, Inc. (2014-2018); Chairman of Capstak, Inc. (2016-2018). | 10 |
Name, Address and Year of Birth | Position(s) Held with Funds | Principal Occupation(s) During Past 5 Years and Other Directorships Held by Director | Number of Portfolios in Fund Complex | |||
Independent
Directors
Class III Directors to serve until 2022 Annual Meeting of Shareholders: |
||||||
Edward
A. Kuczmarski
c/o Brookfield Place, 250 Vesey Street, New York, New York 10281-1023 Born: 1949 |
Director
and Independent Chairman of the Board, Member of the Audit Committee, Chairman of the Nominating and Compensation Committee
Served Since 2016 |
Director/Trustee of several investment companies advised by the Adviser (2011-Present); Certified Public Accountant and Retired Partner of Crowe Horwath LLP (1980-2013); Trustee of the Empire Builder Tax Free Bond Fund (1984-2013); Director of ISI Funds (2007-2015); Trustee of the Daily Income Fund (2006-2015), Director of the California Daily Tax Free Income Fund, Inc. (2006-2015); Trustee of the Stralem Funds (2014-2016). | 10 | |||
Stuart
A. McFarland
c/o Brookfield Place, 250 Vesey Street, New York, New York 10281-1023 Born: 1947 |
Director,
Member of the Audit Committee, Member of the Nominating and Compensation Committee
Served Since 2016 |
Director/Trustee of several investment companies advised by the Adviser (2006-Present); Director of United Guaranty Corporation (2011-2016); Director of Brandywine Funds (2003-2013); Director of Drive Shack Inc. (formerly, Newcastle Investment Corp.) (2000-Present); Managing Partner of Federal City Capital Advisors (1997-Present); Director of New America High Income Fund (2013-Present); Director of New Senior Investment Group, Inc. (2014-Present). | 10 |
• | Information we receive from you in applications or other forms, correspondence or conversations, including but not limited to name, address, phone number, social security number, assets, income and date of birth. |
• | Information about transactions with us, our affiliates, or others, including but not limited to account number, balance and payment history, parties to transactions, cost basis information, and other financial information. |
• | Information we may receive from our due diligence, such as your creditworthiness and your credit history. |
• | Unaffiliated service providers (e.g. transfer agents, securities broker-dealers, administrators, investment advisors or other firms that assist us in maintaining and supporting financial products and services provided to you); |
• | Government agencies, other regulatory bodies and law enforcement officials (e.g. for reporting suspicious transactions); |
• | Other organizations, with your consent or as directed by you; and |
• | Other organizations, as permitted or required by law (e.g. for fraud protection) |
Item 2. Code of Ethics.
As of the end of the period covered by this report, the Registrant had adopted a Code of Ethics for Principal Executive and Principal Financial Officers (the Code). There were no amendments to or waivers from the Code during the period covered by this report. A copy of the Registrants Code will be provided upon request to any person without charge by contacting Investor Relations at (855) 777-8001 or by writing to Secretary, Brookfield Real Assets Income Fund Inc., Brookfield Place, 250 Vesey Street, 15th Floor, New York, NY 10281-1023.
Item 3. Audit Committee Financial Expert.
The Registrants Board of Directors has determined that Stuart A. McFarland, Edward A. Kuczmarski, and Louis P. Salvatore each qualify as audit committee financial experts, as defined in Item 3(b) of Form N-CSR. Messrs. McFarland, Kuczmarski and Salvatore are considered independent for purposes of Item 3(a)(2) of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
(a) |
Audit Fees |
The aggregate fees billed by the Funds independent registered public accounting firm, Deloitte & Touche LLP (Deloitte), to the Fund for the Funds two most recent fiscal years for professional services rendered for the audit of the Registrants annual financial statements and the review of financial statements that are included in the Registrants annual and semi-annual reports to shareholders (Audit Fees) were $64,000 and $60,000 for the fiscal years ended December 31, 2019 and December 31, 2018, respectively.
(b) |
Audit-Related Fees |
There were no fees billed by Deloitte to the Fund in its two recent fiscal years for services rendered for assurance and related services that are reasonably related to the performance of the audit or review of the Funds financial statements but are not reported as Audit Fees (Audit-Related Fees).
For the Funds two most recent fiscal years, there were no Audit-Related Fees billed by Deloitte for engagements related directly to the operations and financial reporting of one or more Funds by a Fund Service Provider. A Fund Service Provider is (a) any investment adviser to the Fund (not including any Subadvisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) or (b) any entity that provides ongoing services to the Fund and is controlling, controlled by or under common control with a Fund investment adviser described in (a).
(c) |
Tax Fees |
For the fiscal years ended December 31, 2019 and December 31, 2018, Deloitte billed the Registrant aggregate fees of $9,600 and $9,600, respectively. Each bill is for professional services rendered for tax compliance, tax advice and tax planning. The nature of the services comprising the Tax Fees was the review of the Registrants income tax returns and tax distribution requirements.
For the Funds two most recent fiscal years, Tax Fees billed by Deloitte for engagements by Fund Service Providers that related directly to the operations and financial reporting of the Fund were $0 for the fiscal years ended December 31, 2019 and 2018.
The services for which Tax Fees were charged comprise all services performed by professional staff in Deloittes tax division except those services related to the audit. Typically, this category would include fees for tax compliance, tax planning, and tax advice. Tax compliance, tax advice, and tax planning services include preparation of original and amended tax returns, claims for refund and tax payment-planning services, assistance with tax audits and appeals, tax advice related to mergers and acquisitions and requests for rulings or technical advice from taxing authorities.
(d) |
All Other Fees |
There were no other fees billed by Deloitte to the Fund for all other non-audit services (Other Fees) for the fiscal years ended December 31, 2019 and December 31, 2018. During the same period, there were no Other Fees billed by Deloitte for engagements by Fund Service Providers that related directly to the operations and financial reporting of the Fund.
(e) (1) According to policies adopted by the Audit Committee, services provided by Deloitte to the Funds must be pre-approved by the Audit Committee. On an annual basis, the Audit Committee reviews and pre-approves various types of services that Deloitte may perform for the Funds without specific approval of each engagement, subject to specified budget limitations. As contemplated by the Sarbanes-Oxley Act of 2002 and related SEC rules, the Audit Committee also pre-approves non-audit services provided by Deloitte to any Fund Service Provider for any engagement that relates directly to the operations and financial reporting of the Funds. Any engagement that is not already pre-approved or that will exceed a pre-approved budget must be submitted to the Audit Committee for pre-approval.
(e) (2) None.
(f) Not applicable.
(g) The aggregate fees billed by Deloitte for the fiscal years ended December 31, 2019 and December 31, 2018, for non-audit services rendered to the Fund and Fund Service Providers were $154,600 and $149,600, respectively. For the fiscal years ended December 31, 2019 and December 31, 2018, this amount reflects the amounts disclosed above in Item 4(b),(c),(d), plus $145,000 and $140,000, respectively, in fees billed to the Fund Service Providers for non-audit services that did not relate directly to the operations and financial reporting of the Funds, including fees billed by Deloitte to Brookfield Public Securities Group LLC that were associated with Deloittes SSAE 16 Review (formerly, SAS No. 70).
(h) The Funds Audit Committee has considered whether the provision of non-audit services by registrants independent registered public accounting firm to the registrants investment advisor, and any entity controlling, controlled, or under common control with the investment advisor that provided ongoing services to the registrant that were not pre-approved by the Committee (because such services did not relate directly to the operations and financial reporting of the registrant) was compatible with maintaining the independence of the independent registered public accounting firm.
Item 5. Audit Committee of Listed Registrant.
The Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The Registrants Audit Committee members include Stuart A. McFarland, Edward A. Kuczmarski, Louis P. Salvatore and Heather S. Goldman.
Item 6. Investments.
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
The Portfolio Proxy Voting Policies and Procedures (the Policies and Procedures) set forth the proxy voting policies, procedures and guidelines to be followed by Brookfield Public Securities Group LLC and its subsidiaries and affiliates (collectively, PSG) in voting portfolio proxies relating to securities that are held in the portfolios of the investment companies or other clients (Clients) for which PSG has been delegated such proxy voting authority.
A. Proxy Voting Committee
PSGs internal proxy voting committee (the Committee) is responsible for overseeing the proxy voting process and ensuring that PSG meets its regulatory and corporate governance obligations in voting of portfolio proxies.
The Committee shall oversee the proxy voting agents compliance with these Policies and Procedures, including any deviations by the proxy voting agent from the proxy voting guidelines (Guidelines).
B. Administration and Voting of Portfolio Proxies
1. Fiduciary Duty and Objective
As an investment adviser that has been granted the authority to vote on portfolio proxies, PSG owes a fiduciary duty to its Clients to monitor corporate events and to vote portfolio proxies consistent with the best interests of its Clients. In this regard, PSG seeks to ensure that all votes are free from unwarranted and inappropriate influences. Accordingly, PSG generally votes portfolio proxies in a uniform manner for its Clients and in accordance with these Policies and Procedures and the Guidelines.
In meeting its fiduciary duty, PSG generally view proxy voting as a way to enhance the value of the companys stock held by the Clients. Similarly, when voting on matters for which the Guidelines dictate a vote be decided on a case-by-case basis, PSGs primary consideration is the economic interests of its Clients.
2. Proxy Voting Agent
PSG may retain an independent third party proxy voting agent to assist PSG in its proxy voting responsibilities in accordance with these Policies and Procedures and in particular, with the Guidelines. As discussed above, the Committee is responsible for monitoring the proxy voting agent.
In general, PSG may consider the proxy voting agents research and analysis as part of PSGs own review of a proxy proposal in which the Guidelines recommend that the vote be considered on a case-by-case basis. PSG bears ultimate responsibility for how portfolio proxies are voted. Unless instructed otherwise by PSG, the proxy voting agent, when retained, will vote each portfolio proxy in
accordance with the Guidelines. The proxy voting agent also will assist PSG in maintaining records of PSGs portfolio proxy votes, including the appropriate records necessary for registered investment companies to meet their regulatory obligations regarding the annual filing of proxy voting records on Form N-PX with the Securities and Exchange Commission (SEC).
3. Material Conflicts of Interest
PSG votes portfolio proxies without regard to any other business relationship between PSG and the company to which the portfolio proxy relates. To this end, PSG must identify material conflicts of interest that may arise between a Client and PSG, such as the following relationships:
● |
PSG provides significant investment advisory or other services to a portfolio company or its affiliates (the Company) whose management is soliciting proxies or PSG is seeking to provide such services; |
● |
PSG serves as an investment adviser to the pension or other investment account of the Company or PSG is seeking to serve in that capacity; or |
● |
PSG and the Company have a lending or other financial-related relationship. |
In each of these situations, voting against the Company managements recommendation may cause PSG a loss of revenue or other benefit.
PSG generally seeks to avoid such material conflicts of interest by maintaining separate investment decision-making and proxy voting decision-making processes. To further minimize possible conflicts of interest, PSG and the Committee employ the following procedures, as long as PSG determines that the course of action is consistent with the best interests of the Clients:
● |
If the proposal that gives rise to a material conflict is specifically addressed in the Guidelines, PSG will vote the portfolio proxy in accordance with the Guidelines, provided that the Guidelines do not provide discretion to PSG on how to vote on the matter (i.e., case-by-case); or |
● |
If the previous procedure does not provide an appropriate voting recommendation, PSG may retain an independent fiduciary for advice on how to vote the proposal or the Committee may direct PSG to abstain from voting because voting on the particular proposal is impracticable and/or is outweighed by the cost of voting. |
4. Certain Foreign Securities
Portfolio proxies relating to foreign securities held by Clients are subject to these Policies and Procedures. In certain foreign jurisdictions, however, in accordance with local law or business practices, many foreign companies prevent the sales of shares that have been voted for a certain period beginning prior to the shareholder meeting and ending on the day following the meeting. The costs of voting proxies with respect to shares of foreign companies include the potentially serious portfolio management consequences of reduced flexibility to sell the shares at the most advantageous time for the Fund. As a result, such proxies generally will not be voted in the absence of an unusual, significant vote of compelling economic importance. In determining whether to vote proxies under these circumstances, PSG, in consultation with the Committee, considers whether the costs of voting proxies with respect to such shares of foreign companies generally outweigh any benefits that may be achieved by voting such proxies.
C. Fund Board Reporting and Recordkeeping
PSG will prepare periodic reports for submission to the Boards of Directors/Trustees of its affiliated funds (the Funds) describing:
● |
any issues arising under these Policies and Procedures since the last report to the Funds Boards of Directors/Trustees and the resolution of such issues, including but not limited to, information about conflicts of interest not addressed in the Policies and Procedures; and |
● |
any proxy votes taken by PSG on behalf of the Funds since the last report to such Funds Boards of Directors/Trustees that deviated from these Policies and Procedures, with reasons for any such deviations. |
In addition, no less frequently than annually, PSG will provide the Boards of Directors/Trustees of the Funds with a written report of any recommended changes based upon PSGs experience under these Policies and Procedures, evolving industry practices and developments in the applicable laws or regulations.
PSG will maintain all records that are required under, and in accordance with, all applicable regulations, including the Investment Company Act of 1940, as amended, and the Investment Advisers Act of 1940, which include, but not limited to:
● |
these Policies and Procedures, as amended from time to time; |
● |
records of votes cast with respect to portfolio proxies, reflecting the information required to be included in Form N-PX, as applicable; |
● |
records of written client requests for proxy voting information and any written responses of PSG to such requests; and |
● |
any written materials prepared by PSG that were material to making a decision in how to vote, or that memorialized the basis for the decision. |
D. Amendments to these Procedures
The Committee shall periodically review and update these Policies and Procedures as necessary. Any amendments to these Procedures and Policies (including the Guidelines) shall be provided to the Board of Directors of PSG and to the Boards of Directors/Trustees of the Funds for review and approval.
E. Proxy Voting Guidelines
Guidelines are available upon request.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Investment Team Portfolio Managers
Adviser
Craig Noble, CFA CEO, Alternative Investments and Portfolio Manager
Craig Noble is a Managing Partner and Chief Executive Officer of Alternative Investments of Brookfield Asset Management. In this role, Craig is responsible for Brookfields asset management business, including servicing and growing the client base and the expansion of Brookfields client offerings and strategies. He also serves as co-portfolio manager or in an investment advisory role on certain PSG Real Asset Solutions strategies. Craig joined Brookfield in 2004 and has held a variety of senior roles, including CEO of Brookfields Public Securities business and various investment roles in the private and public markets. Prior to Brookfield, he spent five years with a financial institution, focused on credit analysis, corporate lending and corporate finance. Craig holds a Master of Business Administration degree from York University and a Bachelor of Commerce degree from Mount Allison University and holds the Chartered Financial Analyst designation.
Larry Antonatos Managing Director, Portfolio Manager
Larry Antonatos has 28 years of industry experience and is a Portfolio Manager for the Public Securities Groups Real Asset Solutions team. In this role he oversees the portfolio construction process, including execution of asset allocation. Larry joined the firm in 2011 as Product Manager for the firms equity investment strategies. Prior to joining Brookfield, he was a portfolio manager for a U.S. REIT strategy for 10 years. He also has investment experience with direct property, CMBS, and mortgage loans. Larry earned a Master of Business Administration degree from the Wharton School of the University of Pennsylvania and a Bachelor of Engineering degree from Vanderbilt University.
Dana Erikson, CFA Managing Director, Portfolio Manager
Dana Erikson has 30 years of industry experience and is a Portfolio Manager and Head of the Public Securities Groups Corporate Credit team. In this role he oversees and contributes to the portfolio construction process, including execution of buy/sell decisions. Prior to joining the firm in 2006, Dana was with Evergreen Investments or one of its predecessor firms since 1996 where he held a number of positions, including Senior Portfolio Manager, Head of the High Yield team and Head of High Yield Research. Dana holds the Chartered Financial Analyst designation and is a member of the CFA Society Boston, Inc. He earned a Master of Business Administration degree (with Honors) from Northeastern University and a Bachelor of Arts degree in Economics from Brown University.
Dan Parker, CFA Managing Director, Portfolio Manager
Daniel Parker has 22 years of industry experience and is a Portfolio Manager on the Public Securities Groups Corporate Credit team. He is responsible for the portfolio construction process, including execution of buy/sell decisions for the Corporate Credit team, as well as continuing to support the Infrastructure Securities team. Daniel joined Brookfield Asset Management in 2006, initially focusing on high yield and stressed credit opportunities, before transitioning to the Public Securities Group in 2010. Prior to 2006, Daniel spent four years at Standard & Poors where he covered the utilities and natural resource sectors. He started his career in international trade finance as a credit analyst at Canadas Export Credit Agency, EDC. Daniel holds the Chartered Financial Analyst designation and is a member of the CFA Society Chicago, Inc. He earned an Honours Bachelor of Commerce degree from Lakehead University.
Schroder Investment Management North America Inc. (the Sub-Adviser)
Michelle Russell-Dowe Head of Securitized Credit
Michelle Russell-Dowe is the Head of Securitized Credit at Schroders, she is responsible for managing the Securitized Credit Team and the Securitized Credit Portfolio Strategies. She joined Schroders in 2016 and is based in New York. Ms. Russell-Dowe was the Head of Securitized Products at Brookfield Investment Management (previously Hyperion Capital Management) from 1999 to 2016 where she was responsible for managing the Securitized Products Investment Team. She was the Lead Portfolio Manager responsible for the Securitized Investment Strategies. She was a Vice President at Duff & Phelps Credit Rating Co from 1994 to 1999, where she was responsible for rating securities including residential mortgage-backed securities and asset-backed securities. Previously, Ms. Russell-Dowe has been a Co-Head of the Investor Committee of the American Securitization Forum (ASF). She holds an MBA in Finance (Valedictorian) from Columbia Graduate School of Business and a BA in economics from Princeton University.
Jeffrey Williams, CFA Portfolio Manager
Jeffrey Williams is a Fund Manager at Schroders, which involves portfolio management for the firms securitized credit strategies, with a particular focus on CMBS, commercial real estate loans and related assets. He joined Schroders in 2016 and is based in New York. Mr. Williams was a Managing Director at Brookfield Investment Management from 2012 to 2016, which involved portfolio management for the securitized credit team with an emphasis on CMBS and commercial real estate loans. He was a PartnerDebt Investments at Wesley Capital Management, LLC from 2008 to 2012, which involved portfolio management and trading of debt securities for a long/short real estate securities hedge fund. He was a Vice President at Capital Trust, Inc from 2006 to 2008, which involved portfolio management and trading of CMBS, CDO and REIT bonds. Mr. Williams holds an MBA in Finance from Georgia State University and BA in Finance from University of South Florida. He is also a CFA Charterholder.
Anthony Breaks, CFA Portfolio Manager
Anthony Breaks is a Fund Manager at Schroders, with a focus on RMBS, ABS and CLOs. He joined Schroders in 2016 and is based in New York. Mr. Breaks was a Managing Director at Brookfield Investment Management from 2005 to 2016, managing structured credit portfolios. He was a Director at Imagine Reinsurance, a subsidiary of Brookfield from 2002 to 2005, focused on structured credit investments and structured reinsurance transactions. Prior to that he was a Director at Liberty Hampshire from 2000 to 2002, involved in analysis and issuance of structured securities, and an Analyst at Merrill Lynch from 1998 to 2000, involved in CLO structuring and securities analysis. Mr. Breaks holds a BSc in Electrical Engineering from Massachusetts Institute of Technology and is a CFA Charterholder.
Management of Other Accounts
Adviser
Mr. Noble manages other investment companies and/or investment vehicles and accounts in addition to the Registrant. The tables below show the number of other accounts managed by Mr. Noble as of December 31, 2019 and the total assets in each of the following categories: (a) registered investment companies; (b) other pooled investment vehicles; and (c) other accounts. For each category, the table also shows the number of accounts and the total assets in the accounts with respect to which the advisory fee is based on account performance.
Name of Portfolio Manager |
Type of Accounts |
Total # of Accounts Managed as of December 31, 2019 |
Total Assets in USD Millions as of December 31, 2019 |
# of Accounts Managed with Advisory Fee Based on Performance |
Total Assets in USD Millions with Advisory Fee Based on Performance |
|||||
Craig Noble, CFA |
Registered Investment Company | 1 | $ 83.55 | | $ | |||||
Other Pooled Investment Vehicles | | | | | ||||||
Other Accounts | | | | |
Mr. Antonatos manages other investment companies and/or investment vehicles and accounts in addition to the Registrant. The tables below show the number of other accounts managed by Mr. Antonatos as of December 31, 2019 and the total assets in each of the following categories: (a) registered investment companies; (b) other pooled investment vehicles; and (c) other accounts. For each category, the table also shows the number of accounts and the total assets in the accounts with respect to which the advisory fee is based on account performance.
Name of Portfolio Manager |
Type of Accounts |
Total # of Accounts Managed as of December 31, 2019 |
Total Assets in USD Millions as of December 31, 2019 |
# of Accounts Managed with Advisory Fee Based on Performance |
Total Assets in USD Millions with Advisory Fee Based on Performance |
|||||
Larry Antonatos |
Registered Investment Company | 2 | $ 155.96 | | $ | |||||
Other Pooled Investment Vehicles | 4 | 384.93 | 3 | 39.04 | ||||||
Other Accounts | 4 | 640.92 | | |
Mr. Erikson manages other investment companies and/or investment vehicles and accounts in addition to the Registrant. The tables below show the number of other accounts managed by Mr. Erikson as of December 31, 2019 and the total assets in each of the following categories: (a) registered investment companies; (b) other pooled investment vehicles; and (c) other accounts. For each category, the table also shows the number of accounts and the total assets in the accounts with respect to which the advisory fee is based on account performance.
Name of Portfolio Manager |
Type of Accounts |
Total # of Accounts Managed as of December 31, 2019 |
Total Assets in USD Millions as of December 31, 2019 |
# of Accounts Managed with Advisory Fee Based on Performance |
Total Assets in USD Millions with Advisory Fee Based on Performance |
|||||
Dana Erikson, CFA |
Registered Investment Company | 1 | $ 15.03 | | $ | |||||
Other Pooled Investment Vehicles | 5 | 88.06 | 2 | 88.06 | ||||||
Other Accounts | 6 | 223.56 | | |
Mr. Parker manages other investment companies and/or investment vehicles and accounts in addition to the Registrant. The tables below show the number of other accounts managed by Mr. Parker as of December 31, 2019 and the total assets in each of the following categories: (a) registered investment companies; (b) other pooled investment vehicles; and (c) other accounts. For each category, the table also shows the number of accounts and the total assets in the accounts with respect to which the advisory fee is based on account performance.
Name of Portfolio Manager |
Type of Accounts |
Total # of Accounts Managed as of December 31, 2019 |
Total Assets in USD Millions as of December 31, 2019 |
# of Accounts Managed with Advisory Fee Based on Performance |
Total Assets in USD Millions with Advisory Fee Based on Performance |
|||||
Dan Parker, CFA |
Registered Investment Company | 1 | $ 15.03 | | $ | |||||
Other Pooled Investment Vehicles | 5 | 88.06 | 2 | 88.06 | ||||||
Other Accounts | 6 | 223.56 | | |
Sub-Adviser
Ms. Russell-Dowe manages other investment companies and/or investment vehicles and accounts in addition to the Registrant. The tables below show the number of other accounts managed by Ms. Russell-Dowe as of December 31, 2019 and the total assets in each of the following categories: (a) registered investment companies; (b) other pooled investment vehicles; and (c) other accounts. For each category, the table also shows the number of accounts and the total assets in the accounts with respect to which the advisory fee is based on account performance.
Name of Portfolio Manager |
Type of Accounts |
Total # of Accounts Managed as of December 31, 2019 |
Total Assets in USD Millions as of December 31, 2019 |
# of Accounts
Based on Performance |
Total Assets in USD Millions with Advisory Fee Based on Performance |
|||||
Michelle Russell-Dowe |
Registered Investment Company |
6 | $ 1,867.07 | | $ | |||||
Other Pooled Investment Vehicles |
14 | $ 5,190.36 | 1 | $ 38.22 | ||||||
Other Accounts |
14 | $ 3,399.30 | 1 | $ 891.62 |
Mr. Williams manages other investment companies and/or investment vehicles and accounts in addition to the Registrant. The tables below show the number of other accounts managed by Mr. Williams as of December 31, 2019 and the total assets in each of the following categories: (a) registered investment companies; (b) other pooled investment vehicles; and (c) other accounts. For each category, the table also shows the number of accounts and the total assets in the accounts with respect to which the advisory fee is based on account performance.
Name of Portfolio Manager |
Type of Accounts |
Total # of Accounts Managed as of December 31, 2019 |
Total Assets in USD Millions as of December 31, 2019 |
# of Accounts Managed with Advisory Fee Based on Performance |
Total Assets in USD Millions with Advisory Fee Based on Performance |
|||||
Jeffrey Williams, CFA |
Registered Investment Company |
6 | $ 1,867.07 | | $ | |||||
Other Pooled Investment Vehicles |
14 | $ 5,190.36 | 1 | $ 38.22 | ||||||
Other Accounts |
14 | $ 3,399.30 | 1 | $ 891.62 |
Mr. Breaks manages other investment companies and/or investment vehicles and accounts in addition to the Registrant. The tables below show the number of other accounts managed by Mr. Breaks as of December 31, 2019 and the total assets in each of the following categories: (a) registered investment companies; (b) other pooled investment vehicles; and (c) other accounts. For each category, the table also shows the number of accounts and the total assets in the accounts with respect to which the advisory fee is based on account performance.
Name of Portfolio Manager |
Type of Accounts |
Total # of Accounts Managed as of December 31, 2019 |
Total Assets in USD Millions as of December 31, 2019 |
# of Accounts Managed with Advisory Fee Based on Performance |
Total Assets in USD Millions with Advisory Fee Based on Performance |
|||||
Anthony Breaks, CFA |
Registered Investment Company |
2 | $ 110.16 | | $ | |||||
Other Pooled Investment Vehicles |
14 | $ 5,190.36 | 1 | $ 38.22 | ||||||
Other Accounts |
14 | $ 3,399.30 | 1 | $ 891.62 |
Share Ownership
The following table indicates the dollar range of securities of the Registrant owned by the Registrants portfolio managers as December 31, 2019.
Adviser
Dollar Range of Securities Owned | ||
Craig Noble, CFA |
None | |
Larry Antonatos |
None | |
Dana Erikson, CFA |
Over $100,000 | |
Dan Parker, CFA |
None |
Sub-Adviser
Dollar Range of Securities Owned | ||
Michelle Russell-Dowe |
$100,001 - $500,000 | |
Jeffrey Williams, CFA |
$10,001 - $50,000 | |
Anthony Breaks, CFA |
None |
Potential Conflicts of Interest
Actual or apparent conflicts of interest may arise when the Portfolio Managers also have day-to-day management responsibilities with respect to one or more other accounts. The Funds investment adviser, Brookfield Public Securities Group LLC (the Adviser), has adopted policies and procedures that are reasonably designed to identify and minimize the effects of these potential conflicts, however, there can be no guarantee that these policies and procedures will be effective in detecting potential conflicts, or in eliminating the effects of any such conflicts. These potential conflicts include:
Allocation of Limited Time and Attention. As indicated in the tables above, the Portfolio Managers manage multiple accounts. As a result, the Portfolio Managers will not be able to devote all of their time to management of the Fund. The Portfolio Managers, therefore, may not be able to formulate as complete a strategy or identify equally attractive investment opportunities for each of those accounts as might be the case if he were to devote all of his attention to the management of only the Fund.
Allocation of Limited Investment Opportunities. As indicated above, the Portfolio Managers manage accounts with investment strategies and/or policies that are similar to the Fund. If the Portfolio Managers identify an investment opportunity that may be suitable for multiple accounts, the Fund may not be able to take full advantage of that opportunity because the opportunity may be allocated among these accounts or other accounts managed primarily by other Portfolio Managers of the Adviser and its affiliates. In addition, in the event a Portfolio Manager determines to purchase a security for more than one account in an aggregate amount that may influence the market price of the security, accounts that purchased or sold the security first may receive a more favorable price than accounts that made subsequent transactions.
Pursuit of Differing Strategies. At times, a Portfolio Manager may determine that an investment opportunity may be appropriate for only some of the accounts for which the Portfolio Manager exercises investment responsibility, or may decide that certain of these funds or accounts should take differing positions with respect to a particular security. In these cases, the Portfolio Manager may execute differing or opposite transactions for one or more accounts which may affect the market price of the security or the execution of the transaction, or both, to the detriment of one or more other accounts. For example, the sale of a long position or establishment of a short position by an account may impair the price of the same security sold short by (and therefore benefit) the Adviser, its affiliates, or other accounts, and the purchase of a security or covering of a short position in a security by an account may increase the price of the same security held by (and therefore benefit) the Adviser, its affiliates, or other accounts.
Selection of Broker/Dealers. A Portfolio Manager may be able to select or influence the selection of the brokers and dealers that are used to execute securities transactions for the Fund or accounts that he supervises. In addition to providing execution of trades, some brokers and dealers provide portfolio managers with brokerage and research services which may result in the payment of higher brokerage fees than might otherwise be available. These services may be more beneficial to certain funds or accounts of the Adviser and its affiliates than to others. Although the payment of brokerage commissions is subject to the requirement that the Adviser determines in good faith that the commissions are reasonable in relation to the value of the brokerage and research services provided to the Fund, a Portfolio Managers decision as to the selection of brokers and dealers could yield disproportionate costs and benefits among the funds or other accounts that the Adviser and its affiliates manage. In addition, with respect to certain types of accounts (such as pooled investment vehicles and other accounts managed for organizations and individuals) the Adviser may be limited by the client concerning
the selection of brokers or may be instructed to direct trades to particular brokers. In these cases, the Adviser or its affiliates may place separate, non-simultaneous transactions in the same security for the Fund and another account that may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the other accounts.
Variation in Compensation. A conflict of interest may arise where the financial or other benefits available to a Portfolio Manager differ among the accounts that he manages. If the structure of the Advisers management fee or the Portfolio Managers compensation differs among accounts (such as where certain accounts pay higher management fees or performance-based management fees), the Portfolio Managers may be motivated to favor certain accounts over others. The Portfolio Managers also may be motivated to favor accounts in which they have investment interests, or in which the Adviser or its affiliates have investment interests. Similarly, the desire to maintain assets under management or to enhance a Portfolio Managers performance record or to derive other rewards, financial or otherwise, could influence the Portfolio Manager in affording preferential treatment to those accounts that could most significantly benefit the Portfolio Manager. For example, as reflected above, if a Portfolio Manager manages accounts which have performance fee arrangements, certain portions of his/her compensation will depend on the achievement of performance milestones on those accounts. The Portfolio Manager could be incented to afford preferential treatment to those accounts and thereby be subject to a potential conflict of interest.
The Adviser and the Fund have adopted compliance policies and procedures that are reasonably designed to address the various conflicts of interest that may arise for the Adviser and its staff members. However, there is no guarantee that such policies and procedures will be able to detect and prevent every situation in which an actual or potential conflict may arise.
Portfolio Manager Compensation
The Portfolio Managers are compensated based on the scale and complexity of their portfolio responsibilities, the total return performance of funds and accounts managed by the Portfolio Manager on an absolute basis and when compared to appropriate peer groups of similar size and strategy, as well as the management skills displayed in managing their portfolio teams and the teamwork displayed in working with other members of the firm. Since the Portfolio Managers are responsible for multiple funds and accounts, investment performance is evaluated on an aggregate basis almost equally weighted among performance, management and teamwork. Base compensation for the Portfolio Managers varies in line with a Portfolio Managers seniority and position. The compensation of Portfolio Managers with other job responsibilities (such as acting as an executive officer of their firm or supervising various departments) includes consideration of the scope of such responsibilities and the Portfolio Managers performance in meeting them. The Adviser seeks to compensate Portfolio Managers commensurate with their responsibilities and performance, and in a manner that is competitive with other firms within the investment management industry. Salaries, bonuses and stock-based compensation in the industry also are influenced by the operating performance of their respective firms and their parent companies. While the salaries of the Portfolio Managers are comparatively fixed, cash bonuses and stock-based compensation may fluctuate significantly from year to year. Bonuses are determined on a discretionary basis by the senior executives of the firm and measured by individual and team-oriented performance guidelines. Awards under the Long Term Incentive Plan (LTIP) are approved annually and there is a rolling vesting schedule to aid in retention of key people. A key component of this program is achievement of client objectives in order to properly align interests with our clients. Further, the incentive compensation of all investment personnel who work on each strategy is directly tied to the relative performance of the strategy and its clients.
The compensation structure of the Portfolio Managers and other investment professionals has four primary components:
|
A base salary; |
|
An annual cash bonus; |
|
If applicable, long-term compensation consisting of restricted stock or stock options of the Advisers ultimate parent company, Brookfield Asset Management Inc.; and |
|
If applicable, long-term compensation consisting generally of restricted share units tied to the performance of funds managed by the Adviser. |
The Portfolio Managers also receive certain retirement, insurance and other benefits that are broadly available to all employees. Compensation of the Portfolio Managers is reviewed on an annual basis by senior management.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
None.
Item 10. Submission of Matters to a Vote of Security Holders.
There were no material changes to the procedures by which stockholders may recommend nominees to the Registrants Board of Directors that were implemented after the Registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by 22(b)(16)) of Schedule 14A (17 CFR 240.14a- 101), or this Item 10.
Item 11. Controls and Procedures.
(a) The Registrants principal executive officer and principal financial officer have concluded that the Registrants Disclosure Controls and Procedures are effective, based on their evaluation of such Disclosure Controls and Procedures as of a date within 90 days of the filing of this report on Form N-CSR.
(b) As of the date of filing this Form N-CSR, the Registrants principal executive officer and principal financial officer are aware of no changes in the Registrants internal control over financial reporting that occurred during the Registrants second fiscal quarter of the period covered by this report that has materially affected or is reasonably likely to materially affect the Registrants internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable.
Item 13. Exhibits.
(a)(1) |
None. |
(2) |
A separate certification for each principal executive officer and principal financial officer of the Registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 is attached as an exhibit to this Form N-CSR. |
(3) |
Not applicable. |
(b) |
A separate certification for each principal executive officer and principal financial officer of the Registrant as required by Rule 30a-2(b) under the Investment Company Act of 1940 is attached as an exhibit to this Form N-CSR. |
(4) |
Not applicable. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BROOKFIELD REAL ASSETS INCOME FUND INC.
By: |
/s/ Brian F. Hurley |
|
Brian F. Hurley |
||
President and Principal Executive Officer |
Date: March 11, 2020
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
By: |
/s/ Brian F. Hurley |
|
Brian F. Hurley |
||
President and Principal Executive Officer |
Date: March 11, 2020
By: |
/s/ Angela W. Ghantous |
|
Angela W. Ghantous |
||
Treasurer and Principal Financial Officer |
Date: March 11, 2020
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