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: 811-08765
Managed High Yield Plus Fund Inc.
(Exact name of registrant as specified in charter)
1285 Avenue of the Americas
New York, New York 10019-6028
(Address of principal executive offices) (Zip code)
Mark F. Kemper, Esq.
UBS Asset Management
1285 Avenue of the Americas
New York, NY 10019-6028
(Name and address of agent for service)
Copy to:
Jack W. Murphy, Esq.
Dechert LLP
1900 K Street, NW
Washington, DC 20006
Registrant’s telephone number, including area code: 212-821 3000
Date of fiscal year end: May 31
Date of reporting period: November 30, 2015
Item 1. Reports to Stockholders.
Closed-end Funds |
Managed High Yield Plus Fund Inc.
Semiannual Report
November 30, 2015
Managed High Yield Plus Fund Inc.
January 15, 2016
Dear shareholder,
This report provides an overview of the performance of Managed High Yield Plus Fund Inc. (the “Fund”) for the six months ended November 30, 2015.
Special Note
Based upon the recommendation of UBS Asset Management (Americas) Inc., the Fund’s investment manager, the Fund’s Board of Directors determined that liquidation and dissolution of the Fund is in the best interests of the Fund’s shareholders. A proposed plan of liquidation will be submitted for the approval of the Fund’s shareholders at the Fund’s special meeting of shareholders to be held in April 2016. If the shareholders approve of the proposed plan, the liquidation and dissolution of the Fund will take place as soon as reasonably practicable, but in no event later than December 31, 2016 (absent unforeseen circumstances). Further information will be contained in the Fund’s proxy statement and related materials to be filed with the US Securities and Exchange Commission and mailed to shareholders.
Managed High Yield Plus Fund Inc.
Investment goals:
Primarily, high income; secondarily, capital appreciation
Portfolio Managers:
Craig Ellinger and Matthew Iannucci
UBS Asset Management (Americas) Inc.
Commencement:
June 26, 1998
NYSE symbol:
HYF
Dividend payments:
Monthly
Performance
For the six months ended November 30, 2015, the Fund declined 7.93% on a net asset value (“NAV”) basis and gained 2.33% on a market price basis. Over the same period, the Fund’s benchmark, the BofA Merrill Lynch US High Yield Cash Pay Constrained Index (the
1
Managed High Yield Plus Fund Inc.
“Index”), declined 5.86%. The median returns for the Fund’s peer group, the Lipper High Yield Funds (Leveraged) category, were -7.87% and -11.23% on a NAV and market price basis, respectively, over the same period. (For more performance information, please refer to “Performance at a glance” on page 7.)
The Fund traded at a discount1 to its NAV per share during the reporting period. At the close of the preceding reporting period, May 31, 2015, the Fund traded at a discount of 14.2%. At the close of the current period, November 30, 2015, the Fund traded at a discount of 5.2%. For comparison purposes, the Lipper peer group reported median discounts of 10.6% as of May 31, 2015 and 14.0% as of November 30, 2015. The Fund’s trading discount narrowed significantly after the October 13, 2015, issuance of a press release announcing a proposal to liquidate the Fund in 2016.
The Fund, like the other funds in its peer group, used leverage during the reporting period, while the Index did not. Leverage magnifies returns on both the upside and the downside and creates a wider range of returns within the Fund’s peer group. Overall, the Fund’s use of leverage detracted from results given the weakness within the high yield bond market during the reporting period. However, the use of leverage was successful in helping the Fund achieve its primary goal of generating high income.
(For more information regarding the portfolio’s degree of leverage over various periods, please refer to “Portfolio statistics” on page 9.)
1 | A fund trades at a premium when the market price at which its shares trade is more than its NAV. Alternatively, a fund trades at a discount when the market price at which its shares trade is less than its NAV. The market price is the price the market is willing to pay for shares of a fund at a given time and may be influenced by a range of factors, including supply and demand and market conditions. NAV per share is determined by dividing the value of the Fund’s securities, cash and other assets, less all liabilities, by the total number of common shares outstanding. |
2
Managed High Yield Plus Fund Inc.
Market commentary
Growth in the US was mixed during the reporting period. For comparison purposes, US gross domestic product (“GDP”) growth accelerated to a 0.6% seasonally adjusted annualized rate during the first quarter of 2015, but then improved to 3.9% during the second quarter. Finally, third-quarter GDP growth was 2.0%.2
The US Federal Reserve Board largely maintained its accommodative monetary policy during the reporting period. The central bank
continued to hold the fed funds rate at a historically low range between 0% and 0.25% for the six months ended November 30, 2015. However, at the Fed’s meeting that concluded on December 16, 2015, the US central bank raised interest rates to a range between 0.25% and 0.50%, the first increase in nearly a decade.
The high yield market, as measured by the Index, generated weak results during the six-month reporting period. While underlying fundamentals in the asset class remained solid overall, in our view, investor sentiment fluctuated given a sharp decline in the price of oil, questions regarding the timing of the Fed’s first rate hike in nearly a decade, moderating global growth and a number of geopolitical issues. During the reporting period, relatively higher-quality BB-rated securities generated better results, as this portion of the Index fell 6.43%. In contrast, lower quality CCC-rated bonds declined 14.11%.
Portfolio commentary
What worked
• | The Fund’s positioning in a number of sectors was beneficial for performance during the reporting period. |
• | Security selection in the aerospace sector was positive for performance. |
2 | Based on the Commerce Department’s third estimate announced on December 22, 2015, after the reporting period had ended. |
3
Managed High Yield Plus Fund Inc.
• | An overweight and security selection in banks and thrifts was additive for results. While the overall high yield market experienced several bouts of volatility, financials generally fared better. Banks and thrifts performed particularly well, posting a positive return over the six-month reporting period. |
• | An overweight and security selection in the cable TV sector contributed to performance. The sector recovered somewhat from a prolonged period of weakness and idiosyncratic risk given merger and acquisition (“M&A”) activity. |
• | Security selection in several sectors contributed to results, particularly services and chemicals. |
What didn’t work
• | Positioning in several sectors detracted from the Fund’s results. |
• | Security selection in the energy sector was the largest detractor from performance. The sector remained under significant pressure given the declining price of oil, with especially weak performance in September and November 2015. Since our update to investors in July 2015, we have paired back the Fund’s overall energy sector exposure and maintain our cautious outlook. |
• | The Fund was negatively affected by poor security selection in electric utilities. |
• | Security selection in metals and mining detracted from results as the sector continued to deliver poor results given declining commodity prices. The Fund maintained an underweight position, which was beneficial for results but was not enough to offset weakness from security selection. |
4
Managed High Yield Plus Fund Inc.
Portfolio adjustments
• | During the reporting period, the Fund slightly reduced leverage as we sought to moderately de-risk the portfolio in light of market pressures. The Fund also pared its allocation to the commodity-linked sectors such as energy, metals and mining, as they remained under pressure due to challenging trends. |
• | As part of our more defensive positioning, we also slightly added to BB and higher-rated bonds. |
Use of derivatives
• | The Fund can make limited use of currency forwards for hedging purposes. The Fund may selectively purchase non-US dollar bonds and typically hedges currency exposures back to US dollars. However, during the reporting period the Fund did not engage in such hedging activity. (Currency forwards are agreements in the foreign exchange market that lock in exchange rates for the purchase or sale between currencies at a future date.) |
Outlook
The Fund remained defensively positioned versus the benchmark from a beta, or market risk, perspective, by using a combination of higher cash balances and a conservative rating allocation. Issuer positioning is primarily driven by the bottom-up views of our credit analyst team. We have now entered a new stage of the credit cycle where we see a more pronounced deterioration of underlying credit fundamentals. Favorable leverage trends have reversed and a slowing global economy is likely to negatively impact earnings growth. We also expect an uptick in defaults during 2016, predominately driven by commodity-related sectors. Trading costs continue to remain elevated versus pre-credit crisis levels, and we are conscious of this in our management of the strategy.
Finally, as noted above, in April 2016, Fund shareholders are expected to be asked to vote on a proposal to liquidate the Fund. We thank you for your support over the years and welcome any comments or questions you may have. For additional information regarding your Fund, please contact your financial advisor, or visit us at www.ubs.com/am-us.
5
Managed High Yield Plus Fund Inc.
Sincerely,
Mark E Carver
President
Managed High Yield Plus Fund Inc.
Managing Director
UBS Asset Management
(Americas) Inc.
Craig Ellinger
Portfolio Manager
Managed High Yield Plus Fund Inc.
Managing Director
UBS Asset Management
(Americas) Inc.
Matthew Iannucci
Portfolio Manager
Managed High Yield Plus Fund Inc.
Executive Director
UBS Asset Management
(Americas) Inc.
This letter is intended to assist shareholders in understanding how the Fund performed during the six months ended November 30, 2015. The views and opinions in the letter were current as of January 15, 2016. They are not guarantees of future performance or investment results and should not be taken as investment advice. Investment decisions reflect a variety of factors, and we reserve the right to change our views about individual securities, sectors and markets at any time. As a result, the views expressed should not be relied upon as a forecast of the Fund’s future investment intent. We encourage you to consult your financial advisor regarding your personal investment program.
6
Managed High Yield Plus Fund Inc.
Performance at a glance (unaudited)
Average annual total returns for periods ended 11/30/2015
Net asset value returns | 6 months | 1 year | 5 years | 10 years | ||||||||||||
Managed High Yield Plus Fund Inc. | (7.93 | )% | (5.30 | )% | 6.35 | % | 1.44 | % | ||||||||
Lipper High Yield Funds (Leveraged) median | (7.87 | ) | (5.85 | ) | 6.69 | 6.65 | ||||||||||
Market price returns | ||||||||||||||||
Managed High Yield Plus Fund Inc. | 2.33 | % | 0.84 | % | 5.02 | % | 1.14 | % | ||||||||
Lipper High Yield Funds (Leveraged) median | (11.23 | ) | (11.18 | ) | 4.53 | 6.74 | ||||||||||
Index returns | ||||||||||||||||
BofA Merrill Lynch US High Yield Cash Pay Constrained Index1 | (5.86 | )% | (3.47 | )% | 5.74 | % | 7.11 | % |
Past performance does not predict future performance. The return and value of an investment will fluctuate so that an investor’s shares, when sold, may be worth more or less than their original cost. The Fund’s net asset value (“NAV”) returns assume, for illustration only, that dividends and other distributions, if any, were reinvested at the NAV on the payable dates. The Fund’s market price returns assume that all dividends and other distributions, if any, were reinvested at prices obtained under the Fund’s Dividend Reinvestment Plan. Returns for the period of less than one year have not been annualized. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund dividends and other distributions, if any, or on the sale of Fund shares.
1 | The BofA Merrill Lynch US High Yield Cash Pay Constrained Index is an unmanaged index of publicly placed non-convertible, coupon-bearing US dollar denominated below investment grade corporate debt with a term to maturity of at least one year. The index is market capitalization weighted, so that larger bond issuers have a greater effect on the index’s return. However, the representation of any single bond issue is restricted to a maximum of 2% of the total index. The index is not leveraged. Investors should note that indices do not reflect the deduction of fees and expenses. |
Lipper peer group data calculated by Lipper Inc.; used with permission. The Lipper median is the return of the fund that places in the middle of the peer group. Lipper classifies the Fund in its “High Yield Funds (Leveraged)” category. This category includes funds that aim at high (relative) current yield from fixed income securities, have no quality or maturity restrictions, and tend to invest in lower-grade debt issues. These funds can be leveraged through the use of debt, preferred equity, and/or reverse repurchase agreements.
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Managed High Yield Plus Fund Inc.
Performance at a glance (unaudited) (concluded)
Performance information reflects the deduction of the Fund’s fees and expenses, as indicated in its shareholder reports, such as investment advisory and administration fees, custody fees, exchange listing fees, etc. It does not reflect any transaction charges that a shareholder may incur when (s)he buys or sells shares (e.g., a shareholder’s brokerage commissions).
Investing in the Fund entails specific risks, such as interest rate risk, the greater credit risks inherent in investing primarily in lower-rated, higher-yielding bonds as well as the increased risk of using leverage (that is, borrowing money to invest in additional portfolio securities). Further detailed information regarding the Fund, including a discussion of principal objectives, principal investment strategies and principal risks, may be found in the fund overview located at http://www.ubs.com/closedendfundsinfo. You may also request copies of the fund overview by calling the Closed-End Funds Desk at 888-793 8637.
8
Managed High Yield Plus Fund Inc.
Portfolio statistics (unaudited)1
Characteristics | 11/30/15 | 05/31/15 | 11/30/14 | |||||||||
Net assets (mm) | $119.8 | $135.5 | $136.9 | |||||||||
Weighted average life (yrs.) | 5.5 | 5.3 | 5.6 | |||||||||
Weighted average maturity (yrs.) | 6.3 | 6.7 | 7.0 | |||||||||
Duration (yrs.)2 | 4.3 | 4.2 | 4.4 | |||||||||
Leverage3 | 28.2 | % | 28.9 | % | 28.7 | % | ||||||
Portfolio composition4 | 11/30/15 | 05/31/15 | 11/30/14 | |||||||||
Corporate bonds | 97.2 | % | 97.2 | % | 98.6 | % | ||||||
Cash equivalents | 2.8 | 2.8 | 1.4 | |||||||||
Total | 100.0% | 100.0% | 100.0% | |||||||||
Credit quality4 | 11/30/15 | 05/31/15 | 11/30/14 | |||||||||
BB & higher | 51.1 | % | 47.5 | % | 44.8 | % | ||||||
B | 37.0 | 37.6 | 44.5 | |||||||||
CCC & lower | 7.2 | 8.9 | 8.1 | |||||||||
Not rated | 1.9 | 3.2 | 1.2 | |||||||||
Cash equivalents | 2.8 | 2.8 | 1.4 | |||||||||
Total | 100.0% | 100.0% | 100.0% |
1 | The Fund’s portfolio is actively managed and its composition will vary over time. |
2 | Duration is a measure of price sensitivity of a fixed income investment or portfolio (expressed as % change in price) to a 1 percentage point (i.e., 100 basis points) change in interest rates, accounting for optionality in bonds such as prepayment risk and call/put features. |
3 | As a percentage of adjusted total assets. Adjusted total assets equals total assets minus total liabilities, excluding liabilities for borrowed money. |
4 | Weightings represent percentages of total investments as of the dates indicated. The Fund’s portfolio is actively managed and its composition will vary over time. Credit quality ratings shown are based on those assigned by Standard & Poor’s Financial Services LLC, a part of McGraw-Hill Financial (“S&P”), to individual portfolio holdings. S&P is an independent ratings agency. Ratings reflected represent S&P individual debt issue credit ratings. While S&P may provide a credit rating for a bond issuer (e.g., a specific company or country); certain issues, such as some sovereign debt, may not be covered or rated and therefore are reflected as non-rated for the purposes of this table. Credit ratings range from AAA, being the highest, to D, being the lowest, based on S&P’s measures; ratings of BBB or higher are considered to be investment grade quality. Unrated securities do not necessarily indicate low quality. Further information regarding S&P’s rating methodology may be found on its website at www.standardandpoors.com. Please note that references to credit quality made in the commentary above reflect ratings based on multiple providers (not just S&P) and thus may not align with the data represented in this table. S&P credit ratings were identified and selected for use in the credit quality table included above given their coverage of the asset class in which the Fund invests. |
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Managed High Yield Plus Fund Inc.
Portfolio statistics (unaudited)1 (concluded)
Top 5 bond holdings2 | 11/30/15 | 5/31/15 | 11/30/14 | |||||||||||||
International Lease Finance Corp., 7.125%, due 09/01/18 | 1.3 | % | International Lease Finance Corp., 7.125%, due 09/01/18 | 1.1 | % | SquareTwo Financial Corp., 11.625%, due 04/01/17 | 1.4 | % | ||||||||
SquareTwo Financial Corp., 11.625%, due 04/01/17 | 1.1 | Sabine Pass Liquefaction LLC, 5.625%, due 02/01/21 | 1.1 | International Lease Finance Corp., 7.125%, due 09/01/18 | 1.1 | |||||||||||
SunGard Data Systems, Inc., 7.625%, due 11/15/20 | 0.9 | SquareTwo Financial Corp., 11.625%, due 04/01/17 | 1.0 | Sabine Pass Liquefaction LLC, 5.625%, due 02/01/21 | 1.1 | |||||||||||
DISH DBS Corp., 7.875%, due 09/01/19 | 0.9 | First Data Corp., 12.625%, due 01/15/2021 | 1.0 | Hecla Mining Co. 6.875%, due 05/01/21 | 1.0 | |||||||||||
Numericable-SFR 6.250%, due 05/15/24 | 0.9 | Pacific Drilling V Ltd. 7.250%, due 12/01/17 | 1.0 | First Data Corp., 12.625%, due 01/15/21 | 1.0 | |||||||||||
Total | 5.1 | % | 5.2 | % | 5.6 | % | ||||||||||
Top five industries2 | 11/30/15 | 05/31/15 | 11/30/14 | |||||||||||||
Media-cable | 7.1 | % | Energy-exploration & production | 7.5 | % | Energy-exploration & production | 9.5 | % | ||||||||
Consumer/commercial/lease financing | 5.4 | Media-cable | 5.7 | Media-cable | 6.6 | |||||||||||
Banking | 5.3 | Consumer/commercial/lease financing | 4.9 | Telecom-integrated/ services | 5.5 | |||||||||||
Telecom-integrated/ services | 4.9 | Telecom-integrated/ services | 4.3 | Support-services | 4.6 | |||||||||||
Support-services | 4.7 | Support-services | 4.2 | Gas distribution | 4.5 | |||||||||||
Total | 27.4 | % | 26.6 | % | 30.7 | % |
1 | The Fund’s portfolio is actively managed and its composition will vary over time. |
2 | Weightings represent percentages of total investments as of the dates indicated. |
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Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—132.76% | ||||||||
Aerospace/defense—1.65% | ||||||||
Bombardier, Inc. | $ | 600,000 | $ | 530,625 | ||||
Huntington Ingalls Industries, Inc. | ||||||||
5.000%, due 12/15/212 | 300,000 | 306,750 | ||||||
5.000%, due 11/15/252 | 225,000 | 228,375 | ||||||
TransDigm, Inc. | 925,000 | 908,813 | ||||||
1,974,563 | ||||||||
Airlines—0.52% | ||||||||
Continental Airlines Pass Through Certificate 2012-3, Class C | 600,000 | 621,000 | ||||||
Apparel/textiles—0.62% | ||||||||
The William Carter Co. | 725,000 | 744,938 | ||||||
Auto loans—0.85% | ||||||||
General Motors Financial Co., Inc. | ||||||||
4.250%, due 05/15/23 | 475,000 | 477,107 | ||||||
6.750%, due 06/01/18 | 500,000 | 544,501 | ||||||
1,021,608 | ||||||||
Auto parts & equipment—4.33% | ||||||||
American Axle & Manufacturing, Inc. | 800,000 | 845,000 | ||||||
LKQ Corp. | 425,000 | 411,166 | ||||||
Meritor, Inc. | 550,000 | 506,000 | ||||||
Schaeffler Holding Finance BV | 1,050,000 | 1,085,437 | ||||||
Tenneco, Inc. | 425,000 | 435,625 | ||||||
The Goodyear Tire & Rubber Co. | ||||||||
5.125%, due 11/15/23 | �� | 225,000 | 230,063 | |||||
6.500%, due 03/01/21 | 475,000 | 501,572 | ||||||
8.250%, due 08/15/20 | 400,000 | 416,680 |
11
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Auto parts & equipment—(concluded) | ||||||||
ZF North America Capital, Inc. | $ | 775,000 | $ | 748,603 | ||||
5,180,146 | ||||||||
Automakers—1.05% | ||||||||
Chrysler Group LLC/CG Co-Issuer, Inc. | 500,000 | 539,000 | ||||||
General Motors Co. | 675,000 | 722,637 | ||||||
1,261,637 | ||||||||
Banking—7.24% | ||||||||
Bank of America Corp. | 750,000 | 761,025 | ||||||
Credit Agricole SA | ||||||||
6.625%, due 09/23/192,4,5 | 200,000 | 197,330 | ||||||
7.875%, due 01/23/242,4,5 | 750,000 | 767,812 | ||||||
Credit Suisse Group AG | 900,000 | 948,600 | ||||||
ING Groep NV | 1,275,000 | 1,249,500 | ||||||
JPMorgan Chase & Co. | 800,000 | 866,800 | ||||||
Lloyds Banking Group PLC | ||||||||
6.413%, due 10/01/352,4,5 | 750,000 | 840,000 | ||||||
7.500%, due 06/27/244,5 | 1,025,000 | 1,100,594 | ||||||
RBS Capital Trust II | 275,000 | 303,875 | ||||||
Royal Bank of Scotland Group PLC | ||||||||
6.125%, due 12/15/22 | 1,075,000 | 1,182,778 | ||||||
7.500%, due 08/10/204,5 | 435,000 | 453,140 | ||||||
8,671,454 | ||||||||
Brokerage—1.73% | ||||||||
E*TRADE Financial Corp. | 175,000 | 185,062 |
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Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Brokerage—(concluded) | ||||||||
Jefferies Finance LLC/JFIN Co-Issuer Corp. | ||||||||
6.875%, due 04/15/222 | $ | 400,000 | $ | 364,000 | ||||
7.375%, due 04/01/202 | 700,000 | 678,125 | ||||||
KCG Holdings, Inc. | 900,000 | 846,000 | ||||||
2,073,187 | ||||||||
Building & construction—2.22% | ||||||||
CalAtlantic Group, Inc. | ||||||||
8.375%, due 01/15/21 | 425,000 | 498,312 | ||||||
10.750%, due 09/15/16 | 375,000 | 399,375 | ||||||
D.R. Horton, Inc. | 650,000 | 653,250 | ||||||
K. Hovnanian Enterprises, Inc. | 300,000 | 267,000 | ||||||
KB Home | ||||||||
7.000%, due 12/15/21 | 200,000 | 199,500 | ||||||
7.250%, due 06/15/18 | 375,000 | 396,563 | ||||||
M/I Homes, Inc. | 250,000 | 250,625 | ||||||
2,664,625 | ||||||||
Building materials—5.15% | ||||||||
ABC Supply Co., Inc. | 525,000 | 534,187 | ||||||
Beacon Roofing Supply, Inc. | 125,000 | 130,313 | ||||||
Builders FirstSource, Inc. | 725,000 | 768,500 | ||||||
Building Materials Corp. of America | 100,000 | 100,750 | ||||||
Cemex SAB de CV | ||||||||
5.071%, due 10/15/182,4 | 450,000 | 454,500 | ||||||
5.875%, due 03/25/192 | 475,000 | 470,844 | ||||||
7.250%, due 01/15/212 | 200,000 | 201,500 | ||||||
HD Supply, Inc. | 450,000 | 468,562 |
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Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Building materials—(concluded) | ||||||||
Summit Materials LLC/Summit Materials Finance Corp. | ||||||||
6.125%, due 07/15/23 | $ | 350,000 | $ | 349,125 | ||||
10.500%, due 01/31/20 | 99,000 | 105,752 | ||||||
USG Corp. | ||||||||
5.500%, due 03/01/252 | 75,000 | 76,781 | ||||||
5.875%, due 11/01/212 | 925,000 | 971,250 | ||||||
Vulcan Materials Co. | 900,000 | 1,053,549 | ||||||
WESCO Distribution, Inc. | 500,000 | 480,000 | ||||||
6,165,613 | ||||||||
Cable & satellite TV—0.17% | ||||||||
Neptune Finco Corp. | 200,000 | 207,500 | ||||||
Chemicals—3.36% | ||||||||
Blue Cube Spinco, Inc. | 175,000 | 190,750 | ||||||
Celanese US Holdings LLC | ||||||||
4.625%, due 11/15/22 | 225,000 | 223,313 | ||||||
5.875%, due 06/15/21 | 325,000 | 344,500 | ||||||
Ineos Group Holdings PLC | 1,175,000 | 1,183,812 | ||||||
Montell Finance Co. BV | 150,000 | 190,674 | ||||||
Nova Chemicals Corp. | 425,000 | 425,000 | ||||||
SPCM SA | 875,000 | 883,750 | ||||||
WR Grace & Co-Conn | ||||||||
5.125%, due 10/01/212 | 425,000 | 428,188 | ||||||
5.625%, due 10/01/242 | 150,000 | 152,625 | ||||||
4,022,612 |
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Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Computer hardware—0.70% | ||||||||
NCR Corp. | ||||||||
5.875%, due 12/15/21 | $ | 450,000 | $ | 442,125 | ||||
6.375%, due 12/15/23 | 400,000 | 399,500 | ||||||
841,625 | ||||||||
Consumer products—1.21% | ||||||||
Century Intermediate Holding Co. 2 | 725,000 | 746,750 | ||||||
Revlon Consumer Products Corp. | 550,000 | 544,500 | ||||||
Spectrum Brands Escrow Corp. | 150,000 | 160,500 | ||||||
1,451,750 | ||||||||
Consumer/commercial/lease financing—7.31% | ||||||||
Ally Financial, Inc. | ||||||||
4.125%, due 02/13/22 | 200,000 | 199,500 | ||||||
8.000%, due 11/01/31 | 325,000 | 387,563 | ||||||
CIT Group, Inc. | ||||||||
5.000%, due 08/15/22 | 325,000 | 331,906 | ||||||
5.500%, due 02/15/192 | 760,000 | 796,100 | ||||||
Credit Acceptance Corp. | 675,000 | 681,750 | ||||||
International Lease Finance Corp. | ||||||||
5.875%, due 04/01/19 | 300,000 | 318,750 | ||||||
5.875%, due 08/15/22 | 500,000 | 540,375 | ||||||
7.125%, due 09/01/182 | 1,900,000 | 2,085,250 | ||||||
Navient Corp. MTN | ||||||||
5.500%, due 01/15/19 | 425,000 | 408,850 | ||||||
8.000%, due 03/25/20 | 825,000 | 837,375 | ||||||
8.450%, due 06/15/18 | 450,000 | 472,500 | ||||||
Quicken Loans, Inc. | 875,000 | 845,469 | ||||||
Springleaf Finance Corp. | ||||||||
5.250%, due 12/15/19 | 450,000 | 442,075 | ||||||
6.900%, due 12/15/17 | 395,000 | 411,787 | ||||||
8,759,250 |
15
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Diversified capital goods—0.82% | ||||||||
Anixter, Inc. | $ | 575,000 | $ | 583,625 | ||||
Belden, Inc. | 425,000 | 396,313 | ||||||
979,938 | ||||||||
Electric-generation—2.83% | ||||||||
Calpine Corp. | ||||||||
5.375%, due 01/15/23 | 400,000 | 373,000 | ||||||
6.000%, due 01/15/222 | 650,000 | 674,375 | ||||||
Dynegy, Inc. | ||||||||
6.750%, due 11/01/19 | 850,000 | 830,348 | ||||||
7.375%, due 11/01/22 | 200,000 | 191,250 | ||||||
NRG Energy, Inc. | 790,000 | 730,750 | ||||||
NRG Yield Operating LLC | 650,000 | 589,225 | ||||||
3,388,948 | ||||||||
Electric-integrated—0.58% | ||||||||
FirstEnergy Corp. | 575,000 | 693,981 | ||||||
Electronics—2.88% | ||||||||
Advanced Micro Devices, Inc. | ||||||||
6.750%, due 03/01/19 | 450,000 | 335,250 | ||||||
7.000%, due 07/01/24 | 250,000 | 167,655 | ||||||
Flextronics International Ltd. | 650,000 | 652,503 | ||||||
Nokia Oyj | 400,000 | 415,500 | ||||||
NXP BV/NXP Funding LLC | 700,000 | 731,500 | ||||||
Qorvo, Inc. | 675,000 | 690,187 | ||||||
Zebra Technologies Corp. | 425,000 | 454,750 | ||||||
3,447,345 |
16
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Energy-exploration & production—5.16% | ||||||||
Antero Resources Corp. | ||||||||
5.375%, due 11/01/21 | $ | 125,000 | $ | 115,000 | ||||
6.000%, due 12/01/20 | 375,000 | 360,000 | ||||||
BreitBurn Energy Partners LP/BreitBurn Finance Corp. | 275,000 | 79,750 | ||||||
Chesapeake Energy Corp. | ||||||||
3.250%, due 03/15/16 | 300,000 | 285,750 | ||||||
6.625%, due 08/15/20 | 575,000 | 270,250 | ||||||
Denbury Resources, Inc. | 750,000 | 465,000 | ||||||
EP Energy LLC/Everest Acquisition Finance, Inc. | ||||||||
7.750%, due 09/01/22 | 250,000 | 196,250 | ||||||
9.375%, due 05/01/20 | 575,000 | 488,750 | ||||||
Hilcorp Energy I LP/Hilcorp Finance Co. | 650,000 | 663,000 | ||||||
Jupiter Resources, Inc. | 500,000 | 210,000 | ||||||
Legacy Reserves LP/Legacy Reserves Finance Corp. | ||||||||
6.625%, due 12/01/21 | 700,000 | 274,750 | ||||||
8.000%, due 12/01/20 | 450,000 | 207,000 | ||||||
Memorial Production Partners LP/Memorial Production Finance Corp. | ||||||||
6.875%, due 08/01/22 | 375,000 | 208,125 | ||||||
7.625%, due 05/01/21 | 900,000 | 519,750 | ||||||
Midstates Petroleum Co., Inc./Midstates Petroleum Co. LLC | 246,000 | 39,360 | ||||||
Newfield Exploration Co. | 200,000 | 188,500 | ||||||
Oasis Petroleum, Inc. | 400,000 | 340,000 | ||||||
Rice Energy, Inc. | 500,000 | 425,000 | ||||||
Seventy Seven Operating LLC | 300,000 | 126,000 | ||||||
SM Energy Co. | ||||||||
5.625%, due 06/01/25 | 175,000 | 155,969 | ||||||
6.125%, due 11/15/22 | 150,000 | 143,625 |
17
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Energy-exploration & production—(concluded) | ||||||||
Ultra Petroleum Corp. | ||||||||
5.750%, due 12/15/182 | $ | 400,000 | $ | 168,000 | ||||
6.125%, due 10/01/242 | 679,000 | 254,625 | ||||||
6,184,454 | ||||||||
Environmental—0.36% | ||||||||
Clean Harbors, Inc. | 425,000 | 430,908 | ||||||
Food & drug retailers—1.07% | ||||||||
CVS Health Corp. | 550,000 | 594,227 | ||||||
Rite Aid Corp. | ||||||||
6.125%, due 04/01/232 | 300,000 | 317,250 | ||||||
9.250%, due 03/15/20 | 350,000 | 374,062 | ||||||
1,285,539 | ||||||||
Food-wholesale—2.30% | ||||||||
Agrokor D.D. | 875,000 | 942,200 | ||||||
Aramark Corp. | 425,000 | 441,203 | ||||||
Dean Foods Co. | 650,000 | 669,500 | ||||||
Diamond Foods, Inc. | 675,000 | 700,313 | ||||||
2,753,216 | ||||||||
Forestry/paper—1.52% | ||||||||
Boise Cascade Co. | 1,000,000 | 1,037,500 | ||||||
Cascades, Inc. | 375,000 | 362,813 | ||||||
Smurfit Kappa Acquisitions | 400,000 | 415,000 | ||||||
1,815,313 | ||||||||
Gaming—4.60% | ||||||||
GLP Capital LP/GLP Financing II, Inc. | 425,000 | 435,625 |
18
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Gaming—(concluded) | ||||||||
Greektown Holdings LLC/Greektown Mothership Corp. | $ | 625,000 | $ | 642,187 | ||||
MGM Resorts International | ||||||||
6.000%, due 03/15/23 | 425,000 | 421,016 | ||||||
6.750%, due 10/01/20 | 400,000 | 417,876 | ||||||
8.625%, due 02/01/19 | 800,000 | 906,000 | ||||||
Scientific Games International, Inc. | 1,250,000 | 962,500 | ||||||
Shingle Springs Tribal Gaming Authority | 600,000 | 630,000 | ||||||
Sugarhouse HSP Gaming Prop Mezz LP/Sugarhouse HSP Gaming Finance Corp. | 650,000 | 611,000 | ||||||
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. | 500,000 | 480,000 | ||||||
5,506,204 | ||||||||
Gas distribution—3.31% | ||||||||
Genesis Energy LP/Genesis Energy Finance Corp. | ||||||||
5.625%, due 06/15/24 | 500,000 | 425,000 | ||||||
6.000%, due 05/15/23 | 150,000 | 131,625 | ||||||
Hiland Partners LP/Hiland Partners Finance Corp. | 100,000 | 98,000 | ||||||
Kinder Morgan, Inc. MTN | 375,000 | 365,220 | ||||||
MarkWest Energy Partners LP/MarkWest Energy Finance Corp. | ||||||||
4.875%, due 12/01/24 | 75,000 | 66,516 | ||||||
4.875%, due 06/01/25 | 525,000 | 467,250 | ||||||
PBF Logistics LP/PBF Logistics Finance Corp. | 250,000 | 234,375 | ||||||
Sabine Pass Liquefaction LLC | ||||||||
5.625%, due 02/01/216 | 675,000 | 653,062 | ||||||
6.250%, due 03/15/22 | 425,000 | 410,656 | ||||||
Summit Midstream Holdings LLC/Summit Midstream Finance Corp. | 350,000 | 301,000 |
19
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Gas distribution—(concluded) | ||||||||
Targa Resources Partners LP/Targa Resources Partners Finance Corp. | ||||||||
4.125%, due 11/15/19 | $ | 400,000 | $ | 375,000 | ||||
6.875%, due 02/01/21 | 75,000 | 75,188 | ||||||
Tesoro Logistics LP/Tesoro Logistics Finance Corp. | 352,000 | 361,680 | ||||||
3,964,572 | ||||||||
Gas pipelines—0.58% | ||||||||
Blue Racer Midstream LLC/Blue Racer Finance Corp. | 325,000 | 290,063 | ||||||
Sunoco LP/Sunoco Finance Corp. | 400,000 | 405,000 | ||||||
695,063 | ||||||||
Health facilities—4.19% | ||||||||
Amsurg Corp. | 825,000 | 811,594 | ||||||
CHS/Community Health Systems, Inc. | ||||||||
5.125%, due 08/01/21 | 250,000 | 252,500 | ||||||
7.125%, due 07/15/20 | 600,000 | 600,000 | ||||||
DaVita HealthCare Partners, Inc. | ||||||||
5.000%, due 05/01/25 | 325,000 | 312,000 | ||||||
5.125%, due 07/15/24 | 625,000 | 623,437 | ||||||
HCA, Inc. | ||||||||
5.375%, due 02/01/25 | 250,000 | 246,719 | ||||||
5.875%, due 03/15/22 | 150,000 | 160,687 | ||||||
6.500%, due 02/15/20 | 300,000 | 331,875 | ||||||
7.500%, due 02/15/22 | 620,000 | 692,850 | ||||||
Tenet Healthcare Corp. | ||||||||
6.000%, due 10/01/20 | 200,000 | 212,500 | ||||||
8.000%, due 08/01/20 | 150,000 | 152,250 | ||||||
8.125%, due 04/01/22 | 625,000 | 624,219 | ||||||
5,020,631 | ||||||||
Health services—1.60% | ||||||||
Envision Healthcare Corp. | 450,000 | 432,000 |
20
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Health services—(concluded) | ||||||||
ExamWorks Group, Inc. | $ | 475,000 | $ | 472,625 | ||||
IMS Health, Inc. | 425,000 | 434,563 | ||||||
Service Corp. International | 550,000 | 576,125 | ||||||
1,915,313 | ||||||||
Household & leisure product—0.13% | ||||||||
Brunswick Corp. | 150,000 | 151,500 | ||||||
Investments & miscellaneous financial services—0.32% | ||||||||
Icahn Enterprises LP/Icahn Enterprises Finance Corp. | 375,000 | 385,781 | ||||||
Leisure—1.18% | ||||||||
Royal Caribbean Cruises Ltd. | ||||||||
5.250%, due 11/15/22 | 675,000 | 698,625 | ||||||
7.500%, due 10/15/27 | 250,000 | 288,750 | ||||||
Speedway Motorsports, Inc. | 425,000 | 425,531 | ||||||
1,412,906 | ||||||||
Machinery—1.09% | ||||||||
Case New Holland, Inc. | 765,000 | 818,435 | ||||||
The Manitowoc Co., Inc. | 465,000 | 483,600 | ||||||
1,302,035 | ||||||||
Managed care—0.44% | ||||||||
MPH Acquisition Holdings LLC | 525,000 | 529,263 | ||||||
Media-broadcast—3.12% | ||||||||
Clear Channel Worldwide Holdings, Inc. | 350,000 | 339,500 | ||||||
iHeartCommunications, Inc. | 1,500,000 | 1,046,250 |
21
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Media-broadcast—(concluded) | ||||||||
Netflix, Inc. | ||||||||
5.500%, due 02/15/222 | $ | 450,000 | $ | 465,750 | ||||
5.875%, due 02/15/252 | 450,000 | 465,188 | ||||||
Sirius XM Holdings, Inc. | ||||||||
4.250%, due 05/15/202 | 175,000 | 176,531 | ||||||
4.625%, due 05/15/232 | 300,000 | 290,250 | ||||||
5.750%, due 08/01/212 | 700,000 | 723,555 | ||||||
5.875%, due 10/01/202 | 225,000 | 235,125 | ||||||
3,742,149 | ||||||||
Media-cable & satellite TV—9.75% | ||||||||
Altice Financing SA | 400,000 | 396,748 | ||||||
Altice Luxembourg SA | 1,000,000 | 935,000 | ||||||
Altice US Finance I Corp. | 200,000 | 200,000 | ||||||
Cablevision Systems Corp. | ||||||||
5.875%, due 09/15/22 | 225,000 | 178,875 | ||||||
8.625%, due 09/15/17 | 65,000 | 68,575 | ||||||
CCO Holdings LLC/CCO Holdings Capital Corp. | ||||||||
6.500%, due 04/30/21 | 775,000 | 810,518 | ||||||
6.625%, due 01/31/22 | 1,000,000 | 1,055,510 | ||||||
Cequel Communications Holdings I LLC/Cequel Capital Corp. | 525,000 | 484,969 | ||||||
Cogeco Cable, Inc. | 350,000 | 350,000 | ||||||
CSC Holdings LLC | 375,000 | 404,063 | ||||||
DISH DBS Corp. | ||||||||
5.875%, due 11/15/24 | 225,000 | 201,164 | ||||||
7.875%, due 09/01/19 | 1,425,000 | 1,535,437 | ||||||
Numericable-SFR | 1,425,000 | 1,403,625 |
22
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Media-cable & satellite TV—(concluded) | ||||||||
Unitymedia GmbH | $ | 200,000 | $ | 201,500 | ||||
Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH | ||||||||
5.000%, due 01/15/252 | 550,000 | 535,562 | ||||||
5.500%, due 01/15/232 | 475,000 | 477,375 | ||||||
Virgin Media Finance PLC | ||||||||
5.250%, due 02/15/22 | 475,000 | 441,750 | ||||||
5.750%, due 01/15/252 | 675,000 | 656,016 | ||||||
VTR Finance BV | 200,000 | 191,685 | ||||||
WideOpenWest Finance LLC/WideOpenWest Capital Corp. | 1,200,000 | 1,149,000 | ||||||
11,677,372 | ||||||||
Media-diversified—0.77% | ||||||||
TEGNA, Inc. | ||||||||
5.125%, due 07/15/20 | 175,000 | 181,563 | ||||||
6.375%, due 10/15/23 | 700,000 | 740,250 | ||||||
921,813 | ||||||||
Media-services—0.76% | ||||||||
Lamar Media Corp. | 450,000 | 462,375 | ||||||
WMG Acquisition Corp. | ||||||||
5.625%, due 04/15/222 | 50,000 | 49,000 | ||||||
6.000%, due 01/15/212 | 390,000 | 394,875 | ||||||
906,250 | ||||||||
Medical products—0.97% | ||||||||
Grifols Worldwide Operations Ltd. | 200,000 | 203,500 | ||||||
Hill-Rom Holdings, Inc. | 300,000 | 305,625 | ||||||
Hologic, Inc. | 475,000 | 494,000 |
23
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Medical products—(concluded) | ||||||||
Mallinckrodt International Finance SA/Mallinckrodt CB LLC | $ | 175,000 | $ | 154,875 | ||||
1,158,000 | ||||||||
Metals/mining excluding steel—1.74% | ||||||||
Alcoa, Inc. | 370,000 | 350,112 | ||||||
Hecla Mining Co. | 950,000 | 748,125 | ||||||
Murray Energy Corp. | 450,000 | 100,125 | ||||||
Natural Resource Partners LP/NRP Finance Corp. | 475,000 | 323,000 | ||||||
Westmoreland Coal Co. | 850,000 | 558,875 | ||||||
2,080,237 | ||||||||
Multi-line insurance—0.67% | ||||||||
AXA SA | 750,000 | 803,910 | ||||||
Oil field equipment & services—0.53% | ||||||||
Precision Drilling Corp. | 325,000 | 253,500 | ||||||
SESI LLC | 400,000 | 379,000 | ||||||
632,500 | ||||||||
Oil refining & marketing—0.57% | ||||||||
Calumet Specialty Products Partners LP/Calumet Finance Corp. | ||||||||
6.500%, due 04/15/21 | 275,000 | 255,747 | ||||||
7.625%, due 01/15/22 | 450,000 | 425,250 | ||||||
680,997 | ||||||||
Packaging—4.11% | ||||||||
Ardagh Packaging Finance PLC/Ardagh Holdings USA, Inc. | ||||||||
6.250%, due 01/31/192 | 250,000 | 249,375 | ||||||
6.750%, due 01/31/212 | 550,000 | 554,125 |
24
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Packaging—(concluded) | ||||||||
Crown Americas LLC/Crown Americas Capital Corp. IV | $ | 475,000 | $ | 469,656 | ||||
Graphic Packaging International, Inc. | ||||||||
4.750%, due 04/15/21 | 350,000 | 357,875 | ||||||
4.875%, due 11/15/22 | 100,000 | 102,000 | ||||||
Owens-Brockway Glass Container, Inc. | ||||||||
5.000%, due 01/15/222 | 300,000 | 297,375 | ||||||
5.875%, due 08/15/232 | 100,000 | 104,000 | ||||||
Reynolds Group Issuer, Inc. | ||||||||
5.750%, due 10/15/20 | 500,000 | 513,125 | ||||||
7.875%, due 08/15/19 | 925,000 | 960,844 | ||||||
8.250%, due 02/15/216 | 800,000 | 799,000 | ||||||
9.875%, due 08/15/19 | 150,000 | 155,625 | ||||||
Sealed Air Corp. | 350,000 | 362,250 | ||||||
4,925,250 | ||||||||
Personal & casualty insurance—1.39% | ||||||||
HUB International Ltd. | 925,000 | 888,000 | ||||||
Liberty Mutual Group, Inc. | 520,000 | 780,000 | ||||||
1,668,000 | ||||||||
Personal & household product—0.16% | ||||||||
Energizer Holdings, Inc. | 200,000 | 194,000 | ||||||
Pharmaceuticals—2.94% | ||||||||
Capsugel SA | 775,000 | 779,843 | ||||||
ConvaTec Healthcare SA | 225,000 | 228,375 | ||||||
Endo Finance LLC & Endo Finco, Inc. | 850,000 | 856,375 |
25
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Pharmaceuticals—(concluded) | ||||||||
Valeant Pharmaceuticals International, Inc. | ||||||||
6.375%, due 10/15/202 | $ | 75,000 | $ | 68,719 | ||||
6.750%, due 08/15/182 | 375,000 | 367,500 | ||||||
7.000%, due 10/01/202 | 1,055,000 | 981,150 | ||||||
7.500%, due 07/15/212 | 250,000 | 235,000 | ||||||
3,516,962 | ||||||||
Printing & publishing—1.56% | ||||||||
RR Donnelley & Sons Co. | ||||||||
6.000%, due 04/01/24 | 325,000 | 286,812 | ||||||
7.875%, due 03/15/21 | 600,000 | 624,000 | ||||||
The McClatchy Co. | 1,025,000 | 961,282 | ||||||
1,872,094 | ||||||||
Real estate development & management—0.96% | ||||||||
CBRE Services, Inc. | 450,000 | 453,178 | ||||||
Crescent Resources LLC/Crescent Ventures, Inc. | 300,000 | 303,750 | ||||||
Realogy Group LLC/Realogy Co-Issuer Corp. | 375,000 | 388,125 | ||||||
1,145,053 | ||||||||
Real estate investment trusts—0.61% | ||||||||
iStar, Inc. | 725,000 | 725,000 | ||||||
Recreation & travel—0.25% | ||||||||
NCL Corp. Ltd. | 300,000 | 300,750 | ||||||
Software/services—4.43% | ||||||||
BMC Software Finance, Inc. | 750,000 | 580,313 | ||||||
First Data Corp. | ||||||||
5.750%, due 01/15/242 | 275,000 | 275,000 | ||||||
7.000%, due 12/01/232 | 700,000 | 709,625 |
26
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Software/services—(concluded) | ||||||||
Infor US, Inc. | $ | 825,000 | $ | 732,187 | ||||
MedAssets, Inc. | 725,000 | 740,406 | ||||||
Rackspace Hosting, Inc. | 250,000 | 250,000 | ||||||
SunGard Data Systems, Inc. | ||||||||
7.375%, due 11/15/18 | 450,000 | 458,298 | ||||||
7.625%, due 11/15/20 | 1,500,000 | 1,557,195 | ||||||
5,303,024 | ||||||||
Specialty retail—1.46% | ||||||||
CST Brands, Inc. | 100,000 | 99,250 | ||||||
Dollar Tree, Inc. | 125,000 | 130,000 | ||||||
Michaels Stores, Inc. | 450,000 | 460,687 | ||||||
Party City Holdings, Inc. | 225,000 | 214,313 | ||||||
Petco Animal Supplies, Inc. | 550,000 | 565,125 | ||||||
Petco Holdings, Inc. | 275,000 | 280,500 | ||||||
1,749,875 | ||||||||
Steel producers/products—1.17% | ||||||||
ArcelorMittal | ||||||||
7.250%, due 02/25/226 | 225,000 | 198,423 | ||||||
8.000%, due 10/15/396 | 550,000 | 415,321 | ||||||
Commercial Metals Co. | 175,000 | 153,562 | ||||||
Steel Dynamics, Inc. | ||||||||
5.125%, due 10/01/21 | 75,000 | 72,938 | ||||||
5.250%, due 04/15/23 | 450,000 | 432,000 | ||||||
6.375%, due 08/15/22 | 125,000 | 126,563 | ||||||
1,398,807 |
27
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Support-services—6.43% | ||||||||
AECOM | $ | 600,000 | $ | 607,500 | ||||
Ashtead Capital, Inc. | 600,000 | 610,500 | ||||||
Avis Budget Car Rental LLC/Avis Budget Finance, Inc. | ||||||||
5.250%, due 03/15/252 | 325,000 | 312,812 | ||||||
5.500%, due 04/01/23 | 450,000 | 459,000 | ||||||
Interactive Data Corp. | 400,000 | 408,000 | ||||||
Iron Mountain, Inc. | 325,000 | 340,925 | ||||||
MSCI, Inc. | ||||||||
5.250%, due 11/15/242 | 100,000 | 103,000 | ||||||
5.750%, due 08/15/252 | 300,000 | 311,250 | ||||||
SquareTwo Financial Corp. | 2,625,000 | 1,732,500 | ||||||
Team Health, Inc. | 275,000 | 283,250 | ||||||
The ADT Corp. | 600,000 | 627,750 | ||||||
The Geo Group, Inc. | 225,000 | 211,500 | ||||||
TMS International Corp. | 1,025,000 | 902,000 | ||||||
United Rentals North America, Inc. | ||||||||
4.625%, due 07/15/23 | 275,000 | 273,281 | ||||||
6.125%, due 06/15/23 | 450,000 | 470,250 | ||||||
8.250%, due 02/01/21 | 46,000 | 48,243 | ||||||
7,701,761 | ||||||||
Telecom-integrated/services—6.64% | ||||||||
CenturyLink, Inc. | ||||||||
6.450%, due 06/15/21 | 625,000 | 609,700 | ||||||
6.750%, due 12/01/23 | 250,000 | 237,350 | ||||||
7.600%, due 09/15/39 | 150,000 | 120,750 |
28
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(continued) | ||||||||
Telecom-integrated/services—(concluded) | ||||||||
Cogent Communications Group, Inc. | $ | 450,000 | $ | 439,875 | ||||
Embarq Corp. | 225,000 | 236,430 | ||||||
Equinix, Inc. | 950,000 | 967,812 | ||||||
Frontier Communications Corp. | ||||||||
6.875%, due 01/15/25 | 75,000 | 61,500 | ||||||
9.250%, due 07/01/21 | 575,000 | 562,062 | ||||||
10.500%, due 09/15/222 | 350,000 | 347,375 | ||||||
11.000%, due 09/15/252 | 900,000 | 882,000 | ||||||
Intelsat Jackson Holdings SA | ||||||||
5.500%, due 08/01/23 | 450,000 | 336,656 | ||||||
7.250%, due 10/15/20 | 1,450,000 | 1,210,750 | ||||||
Intelsat Luxembourg SA | 100,000 | 65,500 | ||||||
Level 3 Financing, Inc. | ||||||||
5.375%, due 08/15/22 | 375,000 | 377,533 | ||||||
6.125%, due 01/15/21 | 50,000 | 52,401 | ||||||
8.625%, due 07/15/20 | 275,000 | 289,094 | ||||||
Telecom Italia SpA | 350,000 | 356,038 | ||||||
Windstream Corp. | 1,000,000 | 797,500 | ||||||
7,950,326 | ||||||||
Telecom-wireless—6.01% | ||||||||
Communications Sales & Leasing, Inc./CSL Capital LLC | 675,000 | 600,750 | ||||||
Sprint Capital Corp. | ||||||||
6.900%, due 05/01/19 | 300,000 | 267,000 | ||||||
8.750%, due 03/15/32 | 600,000 | 463,500 | ||||||
Sprint Communications, Inc. | ||||||||
7.000%, due 03/01/202 | 75,000 | 76,547 | ||||||
9.000%, due 11/15/182 | 750,000 | 810,000 | ||||||
11.500%, due 11/15/21 | 500,000 | 477,500 |
29
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Corporate bonds1—(concluded) | ||||||||
Telecom-wireless—(concluded) | ||||||||
Sprint Corp. | ||||||||
7.125%, due 06/15/24 | $ | 225,000 | $ | 173,391 | ||||
7.250%, due 09/15/21 | 1,475,000 | 1,194,750 | ||||||
7.625%, due 02/15/25 | 325,000 | 255,328 | ||||||
7.875%, due 09/15/23 | 200,000 | 161,000 | ||||||
T-Mobile USA, Inc. | ||||||||
6.375%, due 03/01/25 | 700,000 | 696,500 | ||||||
6.625%, due 04/01/23 | 450,000 | 461,542 | ||||||
Wind Acquisition Finance SA | ||||||||
6.500%, due 04/30/202 | 200,000 | 210,000 | ||||||
7.375%, due 04/23/212 | 1,400,000 | 1,351,000 | ||||||
7,198,808 | ||||||||
Telecommunications equipment—0.92% | ||||||||
Avaya, Inc. | 525,000 | 413,438 | ||||||
CDW LLC/CDW Finance Corp. | ||||||||
5.500%, due 12/01/24 | 375,000 | 376,875 | ||||||
6.000%, due 08/15/22 | 300,000 | 316,500 | ||||||
1,106,813 | ||||||||
Theaters & entertainment—0.57% | ||||||||
Activision Blizzard, Inc. | 225,000 | 236,954 | ||||||
Cinemark USA, Inc. | 450,000 | 441,000 | ||||||
677,954 | ||||||||
Transportation excluding air/rail—1.20% | ||||||||
Navios Maritime Acquisition Corp./Navios Acquisition Finance US, Inc. | 775,000 | 724,625 | ||||||
Navios Maritime Holdings, Inc./Navios Maritime Finance US, Inc. | 400,000 | 300,000 | ||||||
Teekay Offshore Partners LP/Teekay Offshore Finance Corp. | 550,000 | 418,000 | ||||||
1,442,625 | ||||||||
Total corporate bonds (cost—$168,800,902) |
| 159,004,748 |
30
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Security description | Face amount | Value | ||||||
Repurchase agreement—3.87% | ||||||||
Repurchase agreement dated 11/30/15 with | $ | 4,635,000 | $ | 4,635,000 | ||||
Total investments (cost—$173,435,902)—136.63% | 163,639,748 | |||||||
Liabilities in excess of other assets—(36.63)% | (43,874,836 | ) | ||||||
Net assets—100.00% | $ | 119,764,912 |
For a listing of defined portfolio acronyms that are used throughout the Portfolio of investments as well as the tables that follow, please refer to page 32.
Aggregate cost for federal income tax purposes was substantially the same for book purposes; and net unrealized depreciation consisted of:
Gross unrealized appreciation | $ | 2,238,677 | ||
Gross unrealized depreciation | (12,034,831 | ) | ||
Net unrealized depreciation | $ | (9,796,154 | ) |
Fair valuation summary
The following is a summary of the fair valuations according to the inputs used as of November 30, 2015 in valuing the Fund’s investments:
Description | Unadjusted quoted prices in active markets for identical investments (Level 1) | Other significant observable inputs (Level 2) | Unobservable inputs (Level 3) | Total | ||||||||||||
Corporate bonds | $ | — | $ | 159,004,748 | $ | — | $ | 159,004,748 | ||||||||
Repurchase agreement | — | 4,635,000 | — | 4,635,000 | ||||||||||||
Total | $ | — | $ | 163,639,748 | $ | — | $ | 163,639,748 |
At November 30, 2015, there were no transfers between Level 1 and Level 2.
31
Managed High Yield Plus Fund Inc.
Portfolio of investments—November 30, 2015 (unaudited)
Issuer breakdown by country or territory of origin (unaudited)
Percentage of total investments | ||||
United States | 80.1 | % | ||
Luxembourg | 4.6 | |||
United Kingdom | 2.8 | |||
France | 2.5 | |||
Netherlands | 2.1 | |||
Canada | 1.9 | |||
Marshall Islands | 0.9 | |||
Ireland | 0.9 | |||
Germany | 0.7 | |||
Mexico | 0.7 | |||
Liberia | 0.6 | |||
Switzerland | 0.6 | |||
Croatia | 0.6 | |||
Singapore | 0.4 | |||
Finland | 0.2 | |||
Italy | 0.2 | |||
Bermuda | 0.2 | |||
Total | 100.0 | % |
Portfolio footnotes
1 | Entire or partial amount pledged as collateral for bank loan. |
2 | Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities, which represent 55.03% of net assets as of November 30, 2015, are considered liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. |
3 | Payment-in-kind security for which part of the income earned may be paid as additional principal. |
4 | Variable or floating rate security. The interest rate shown is the current rate as of November 30, 2015 and changes periodically. The maturity date reflects earlier of reset date or stated maturity date. |
5 | Perpetual bond security. The maturity date reflects next call date. |
6 | Step bond that converts to the noted fixed rate at a designated future date. |
7 | Illiquid investment as of November 30, 2015. |
Portfolio acronym
MTN | Medium Term Note |
32
See accompanying notes to financial statements
Managed High Yield Plus Fund Inc.
Statement of assets and liabilities—November 30, 2015
(unaudited)
Assets: | ||||
Investments in securities, at value (cost—$173,435,902) | $ | 163,639,748 | ||
Cash | 9,466 | |||
Receivable for investments sold | 863,659 | |||
Receivable for interest | 2,793,127 | |||
Receivable for foreign tax reclaims | 13 | |||
Other assets | 6,821 | |||
Total assets | 167,312,834 | |||
Liabilities: | ||||
Payable for bank loan | 47,000,000 | |||
Payable for investments purchased | 298,813 | |||
Payable to investment manager and administrator | 77,760 | |||
Payable for interest on bank loan | 41,722 | |||
Payable to custodian | 7,963 | |||
Dividends payable to shareholders | 5,100 | |||
Accrued expenses and other liabilities | 116,564 | |||
Total liabilities | 47,547,922 | |||
Net assets: | ||||
Capital stock—$0.001 par value; 200,000,000 shares authorized; 62,153,062 shares issued and outstanding | $ | 301,014,567 | ||
Accumulated undistributed net investment income | 16,807 | |||
Accumulated net realized loss | (171,470,308 | ) | ||
Net unrealized depreciation | (9,796,154 | ) | ||
Net assets | $ | 119,764,912 | ||
Net asset value per share | $ | 1.93 |
33
See accompanying notes to financial statements
Managed High Yield Plus Fund Inc.
Statement of operations
For the six months ended November 30, 2015 (unaudited) | ||||
Investment income: | ||||
Interest and other income (net of foreign withholding taxes of $859) | $ | 5,886,514 | ||
Expenses: | ||||
Investment management and administration fees | 631,581 | |||
Interest expense, loan commitment and other loan fees | 261,274 | |||
Professional fees | 75,308 | |||
Stock exchange listing fees | 39,292 | |||
Reports and notices to shareholders | 37,547 | |||
Custody and accounting fees | 22,149 | |||
Directors’ fees | 10,665 | |||
Transfer agency fees | 7,928 | |||
Insurance fees | 2,015 | |||
Other expenses | 14,075 | |||
1,101,834 | ||||
Fee waivers by investment manager and administrator | (135,339 | ) | ||
Net expenses | 966,495 | |||
Net investment income | 4,920,019 | |||
Net realized and unrealized gains (losses) from investment activities: | ||||
Net realized loss from: | ||||
Investments | (5,698,270 | ) | ||
Net change in unrealized appreciation/depreciation of: | ||||
Investments | (10,035,147 | ) | ||
Net realized and unrealized loss from investment activities | (15,733,417 | ) | ||
Net decrease in net assets resulting from operations | $ | (10,813,398 | ) |
34
See accompanying notes to financial statements
Managed High Yield Plus Fund Inc.
Statement of changes in net assets
For the six months ended November 30, 2015 (unaudited) | For the year ended May 31, 2015 | |||||||
From operations: | ||||||||
Net investment income | $ | 4,920,019 | $ | 10,142,637 | ||||
Net realized loss | (5,698,270 | ) | (1,273,429 | ) | ||||
Net change in unrealized depreciation | (10,035,147 | ) | (7,522,405 | ) | ||||
Net increase (decrease) in net assets resulting from operations | (10,813,398 | ) | 1,346,803 | |||||
Dividends to shareholders from: | ||||||||
Net investment income | (4,910,092 | ) | (10,193,102 | ) | ||||
Net decrease in net assets | (15,723,490 | ) | (8,846,299 | ) | ||||
Net assets: | ||||||||
Beginning of period | 135,488,402 | 144,334,701 | ||||||
End of period | $ | 119,764,912 | $ | 135,488,402 | ||||
Accumulated undistributed net investment income | $ | 16,807 | $ | 6,880 |
35
See accompanying notes to financial statements
Managed High Yield Plus Fund Inc.
Statement of cash flows
For the six months ended November 30, 2015 (unaudited) | ||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||
Net decrease in net assets resulting from operations | $ | (10,813,398 | ) | |
Adjustments to reconcile net decrease in net assets resulting from operations to net cash provided from operating activities: | ||||
Purchases of long-term investments | (31,461,703 | ) | ||
Proceeds from disposition of long-term investments | 38,609,287 | |||
Net proceeds from short-term investments | 144,094 | |||
Net realized losses from investments in securities | 5,698,270 | |||
Net accretion of bond discount and amortization of bond premium | 282,737 | |||
Net change in unrealized appreciation/depreciation of investments in securities | 10,035,147 | |||
Changes in assets and liabilities: | ||||
(Increase) decrease in assets: | ||||
Receivable for interest | 418,541 | |||
Receivable for foreign tax reclaims | 3,272 | |||
Other assets | 41,307 | |||
Increase (decrease) in liabilities: | ||||
Payable to investment manager and administrator | (11,405 | ) | ||
Payable for interest on bank loan | (3,574 | ) | ||
Accrued expenses and other liabilities | (21,365 | ) | ||
Net cash provided from operating activities | 12,921,210 | |||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||
Decrease in bank loan | (8,000,000 | ) | ||
Decrease in due to custodian | (904 | ) | ||
Dividends paid to shareholders | (4,911,409 | ) | ||
Net cash used for financing activities | (12,912,313 | ) | ||
Net increase in cash and foreign currency | 8,897 | |||
Cash and foreign currency, beginning of period | 569 | |||
Cash and foreign currency, end of period | $ | 9,466 | ||
Supplemental disclosure of cash flow information: | ||||
Cash paid during the period for interest | $ | 264,848 |
36
See accompanying notes to financial statements
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37
Managed High Yield Plus Fund Inc.
Financial highlights
Selected data for a share of common stock outstanding throughout each period is presented below:
Six months ended November 30, 2015 (unaudited) | ||||
Net asset value, beginning of period | $2.18 | |||
Net investment income1 | 0.08 | |||
Net realized and unrealized gains (losses) | (0.25 | ) | ||
Net increase (decrease) from operations | (0.17 | ) | ||
Dividends from net investment income | (0.08 | ) | ||
Net asset value, end of period | $1.93 | |||
Market value, end of period | $1.83 | |||
Total net asset value return2 | (7.93 | )% | ||
Total market price return3 | 2.33 | % | ||
Ratios to average net assets: | ||||
Expenses before fee waivers including interest expense, loan commitment and other fees | 1.74 | %4 | ||
Expenses after fee waivers including interest expense, loan commitment and other fees | 1.53 | %4 | ||
Expenses after fee waivers excluding interest expense, loan commitment and other fees | 1.11 | %4 | ||
Net investment income | 7.77 | %4 | ||
Supplemental data: | ||||
Net assets, end of period (000’s) | $119,765 | |||
Portfolio turnover | 18 | % | ||
Asset coverage5 | $3,548 |
1 | Calculated using the average shares method. |
2 | Total net asset value return is calculated assuming a $10,000 purchase of common stock at the current net asset value on the first day of each period reported and a sale at the current net asset value on the last day of each period reported, and assuming reinvestment of dividends at the net asset value on the payable dates. Total net asset value return does not reflect the deduction of taxes that a shareholder would pay on Fund dividends or a sale of Fund shares. Total return based on net asset value is hypothetical as investors can not purchase or sell Fund shares at net asset value but only at market prices. Total net asset value return for the period of less than one year has not been annualized. |
38
See accompanying notes to financial statements
Years ended May 31, | ||||||||||||||||||
2015 | 2014 | 2013 | 2012 | 2011 | ||||||||||||||
$2.32 | $2.28 | $2.11 | $2.25 | $2.07 | ||||||||||||||
0.16 | 0.18 | 0.18 | 0.20 | 0.23 | ||||||||||||||
(0.14 | ) | 0.04 | 0.17 | (0.13 | ) | 0.19 | ||||||||||||
0.02 | 0.22 | 0.35 | 0.07 | 0.42 | ||||||||||||||
(0.16 | ) | (0.18 | ) | (0.18 | ) | (0.21 | ) | (0.24 | ) | |||||||||
$2.18 | $2.32 | $2.28 | $2.11 | $2.25 | ||||||||||||||
$1.87 | $2.12 | $2.12 | $2.10 | $2.57 | ||||||||||||||
1.17 | % | 10.07 | % | 17.19 | % | 3.57 | % | 21.12 | % | |||||||||
(4.16 | )% | 8.98 | % | 9.67 | % | (9.86 | )% | 38.87 | % | |||||||||
1.67 | % | 1.65 | % | 1.61 | % | 1.66 | % | 1.79 | % | |||||||||
1.46 | % | 1.44 | % | 1.41 | % | 1.46 | % | 1.59 | % | |||||||||
1.08 | % | 1.04 | % | 1.03 | % | 1.01 | % | 1.04 | % | |||||||||
7.34 | % | 7.82 | % | 8.22 | % | 9.41 | % | 10.44 | % | |||||||||
$135,488 | $144,335 | $141,468 | $131,154 | $139,530 | ||||||||||||||
35 | % | 56 | % | 51 | % | 50 | % | 64 | % | |||||||||
$3,463 | $3,624 | $3,358 | $4,802 | $4,283 |
3 | Total market price return is calculated assuming a $10,000 purchase of common stock at the current market price on the first day of each period reported and a sale at the current market price on the last day of each period reported, and assuming reinvestment of dividends at prices obtained under the Fund’s Dividend Reinvestment Plan. Total market price return does not reflect brokerage commissions or the deduction of taxes that a shareholder would pay on Fund dividends or a sale of Fund shares. Total market price return for the period of less than one year has not been annualized. |
4 | Annualized. |
5 | Per $1,000 of bank loans outstanding. |
39
See accompanying notes to financial statements
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
Organization and significant accounting policies
Managed High Yield Plus Fund Inc. (the “Fund”) was incorporated in Maryland on April 24, 1998, and is registered with the US Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (“1940 Act”), as a closed-end diversified management investment company. The Fund’s primary investment objective is to seek high income. Its secondary objective is to seek capital appreciation.
Based upon the recommendation of UBS Asset Management (Americas) Inc., the Fund’s investment manager, the Fund’s Board of Directors determined that liquidation and dissolution of the Fund is in the best interests of the Fund’s shareholders. A proposed plan of liquidation is expected to be submitted for the approval of the Fund’s shareholders at a special meeting of shareholders scheduled for April 2016. If the shareholders approve the proposed plan, the liquidation and dissolution of the Fund will take place as soon as reasonably practicable, but in no event later than December 31, 2016 (absent unforeseen circumstances).
In the normal course of business the Fund may enter into contracts that contain a variety of representations or that provide indemnification for certain liabilities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative US generally accepted accounting principles (“US GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative US GAAP for SEC registrants. The Fund’s financial statements are prepared in accordance with US GAAP, which may require the use of management estimates and assumptions.
40
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
Actual results could differ from those estimates. The following is a summary of significant accounting policies:
Valuation of investments
The Fund calculates its net asset value based on the current market value, where available, for its portfolio securities. The Fund normally obtains market values for its securities from independent pricing sources and broker-dealers. Independent pricing sources may use official market closing prices, last reported sale prices, current market quotations or valuations from computerized evaluation systems that derive values based on comparable investments. An evaluation system incorporates parameters such as security quality, maturity and coupon, and/or research and evaluations by its staff, including review of broker-dealer market price quotations, if available, in determining the valuation of the portfolio investments. Investments traded in the over-the-counter (“OTC”) market and listed on The Nasdaq Stock Market, Inc. (“NASDAQ”) normally are valued at the NASDAQ Official Closing Price. Other OTC securities are valued at the last bid price available on the valuation date prior to valuation. Investments which are listed on US and foreign stock exchanges normally are valued at the market close, the last sale price on the day the securities are valued or, lacking any sales on such day, at the last available bid price. In cases where securities are traded on more than one exchange, the securities are valued on the exchange designated as the primary market by UBS Asset Management (Americas) Inc. (“UBS AM”), the investment manager and administrator of the Fund. UBS AM is an indirect wholly owned asset management subsidiary of UBS AG, an internationally diversified organization with headquarters in Zurich and Basel, Switzerland and operations in many areas of the financial services industry. If a market value is not available from an independent pricing source for a particular security, that security is valued at fair value as determined in good faith by or under the direction of the Fund’s Board of Directors (the “Board”).
The Board has delegated to the UBS AM Global Valuation Committee (“GVC”) the responsibility for making fair value determinations with respect to the Fund’s holdings. The GVC is comprised of representatives
41
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
of management. The GVC provides reports to the Board at each quarterly meeting regarding any investments that have been fair valued, valued pursuant to standing instructions approved by the GVC, or where non-vendor pricing sources had been used to make fair value determinations when sufficient information exists during the prior quarter. Fair valuation determinations are subject to review at least monthly by the GVC during scheduled meetings. Pricing decisions, processes, and controls over fair value determinations are subject to internal and external reviews, including annual internal compliance reviews and periodic internal audit reviews of securities valuations.
The types of investments for which such fair value pricing may be necessary include, but are not limited to: foreign investments under some circumstances, as discussed below; securities of an issuer that has entered into a restructuring; investments whose trading has been halted or suspended; fixed income securities that are in default and for which there is no current market value quotation; and investments that are restricted as to transfer or resale. Various factors may be reviewed in order to make a good faith determination of an investment’s fair value. These factors include, but are not limited to, fundamental analytical data relating to the investment; the nature and duration of restrictions on disposition of the investment; and the evaluation of forces which influence the market in which the investment is purchased and sold. Valuing securities and other instruments at fair value involves greater reliance on judgment than valuing securities and other instruments that have readily available market quotations. Fair value determinations can also involve reliance on quantitative models employed by an independent third party.
The Fund expects to price most of its portfolio holdings based on current market value, as discussed previously. Investments for which market quotations are not readily available may be valued based upon appraisals received from a pricing service using a computerized evaluation system or formula method that takes into consideration market indices, matrices, yield curves and other specific adjustments. Investments also may be valued based on appraisals derived from information concerning the investment or similar securities or
42
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
investments received from recognized dealers in those holdings. If the Fund concludes that a market quotation is not readily available for a portfolio investment for any number of reasons, including the occurrence of a “significant event” (e.g., natural disaster or governmental action), after the close of trading in its principal domestic or foreign market but before the close of regular trading on the New York Stock Exchange (“NYSE”), the Fund will use fair value methods to reflect those events.
Forward foreign currency contracts are valued daily using forward exchange rates quoted by independent pricing services.
US GAAP requires disclosure regarding the various inputs that are used in determining the value of the Fund’s investments. These inputs are summarized into the three broad levels listed below:
Level 1—Unadjusted quoted prices in active markets for identical investments.
Level 2—Other significant observable inputs, including but not limited to, quoted prices for similar investments, interest rates, prepayment speeds and credit risks.
Level 3—Unobservable inputs inclusive of the Fund’s own assumptions in determining the fair value of investments.
In accordance with the requirements of US GAAP, a fair value hierarchy has been included near the end of the Fund’s Portfolio of investments.
In May 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-07, Fair Value Measurement (Topic 820): “Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)” (“ASU 2015- 07”). The modification removes the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using the NAV per share practical expedient. ASU 2015-07 is effective for annual reporting periods beginning after December 15, 2015 and interim periods within those fiscal periods. Management is currently evaluating the implications of these changes and their impact on the financial statements and disclosures.
43
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
The provisions of ASC Topic 815 “Derivatives and Hedging” (“ASC Topic 815”) require qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk related contingent features in derivative agreements. Since investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of operations, they do not qualify for hedge accounting under ASC Topic 815. Accordingly, even though a Fund’s investments in derivatives may represent economic hedges, they are considered to be non-hedge transactions for purposes of disclosure under ASC Topic 815. ASC Topic 815 requires (1) objectives for using derivative instruments be disclosed in terms of underlying risk and accounting designation, (2) the fair values of derivative instruments and their gains and losses be disclosed in a tabular format, and (3) information be disclosed about credit-risk contingent features of derivatives contracts. Certain derivative contracts entered into by the Fund may contain credit-risk related contingent features that could be triggered subject to certain circumstances. Such circumstances include agreed upon net asset value thresholds. If triggered, the derivative counterparty could request cash margin and/or terminate the derivative contract. At November 30, 2015, the Fund did not hold any derivatives.
Repurchase agreements—The Fund may purchase securities or other obligations from a bank or securities dealer (or its affiliate), subject to the seller’s agreement to repurchase them at an agreed upon date (or upon demand) and price. The Fund maintains custody of the underlying obligations prior to their repurchase, either through its regular custodian or through a special “tri-party” custodian or sub-custodian that maintains a separate account for both the Fund and its counterparty. The underlying collateral is valued daily in an effort to ensure that the value, including accrued interest, is at least equal to the repurchase price. In the event of default of the obligation to repurchase, the Fund generally has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. Repurchase agreements involving obligations other than US government securities (such as commercial paper, corporate bonds, equities and mortgage loans) may
44
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
be subject to special risks and may not have the benefit of certain protections in the event of counterparty insolvency. Moreover, repurchase agreements secured by obligations that are not eligible for direct investment under the Fund’s investment strategies and limitations, may require the Fund to promptly dispose of such collateral if the seller or guarantor becomes insolvent. If the seller (or seller’s guarantor, if any) becomes insolvent, the Fund may suffer delays, costs and possible losses in connection with the disposition or retention of the collateral. Under certain circumstances, in the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund may participate in joint repurchase agreement transactions with other funds managed or advised by UBS Asset Management (America) Inc. (“UBS AM”). The Fund may participate in joint repurchase agreement transactions with other funds managed or advised by UBS AM in accordance with an exemptive order granted by the SEC pursuant to Section 17(d) of the 1940 Act and Rule 17d-1 thereunder.
Under certain circumstances, the Fund may engage in a repurchase agreement transaction with a yield of zero in order to invest cash amounts remaining in its portfolio at the end of the day in order to avoid having the Fund potentially exposed to a fee for uninvested cash held in a business account at a bank.
Restricted securities
The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities, if any, is included at the end of the Fund’s Portfolio of investments.
Investment transactions and investment income—Investment transactions are recorded on the trade date. Realized gains and losses from investment transactions are calculated using the identified cost method. Interest income is recorded on an accrual basis. Discounts are
45
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
accreted and premiums are amortized as adjustments to interest income and the identified cost of investments.
Foreign currency translation
The books and records of the Fund are maintained in US dollars. Foreign currency amounts are translated into US dollars as follows: (1) the foreign currency market value of investment securities and other assets and liabilities stated in foreign currencies are translated into US dollars based on the current exchange rates each business day; and (2) purchases, sales, income and expenses are translated at the rate of exchange prevailing on the respective dates of such transactions. The resulting exchange gains and losses are included on the Statement of operations.
The Fund does not generally isolate the effects of fluctuations in foreign exchange rates from the effects of fluctuations in the market prices of securities. However, the Fund does isolate the effect of fluctuations in foreign exchange rates when determining the realized gain or loss upon the sale or maturity of foreign currency-denominated debt obligations pursuant to US federal income tax regulations. Net realized foreign currency transaction gain (loss) is treated as ordinary income (loss) for income tax reporting purposes.
Forward foreign currency contracts
The Fund may enter into forward foreign currency contracts (“forward contracts”) in connection with planned purchases or sales of securities or to hedge the US dollar value of portfolio securities denominated in a particular currency. The Fund may also use forward contracts in an attempt to enhance income, realized gains or manage its foreign currency exposure.
The Fund may enter into forward contracts or maintain a net exposure to forward contracts only if (1) the consummation of the contracts would not obligate the Fund to deliver an amount of foreign currency in excess of the value of the position being hedged by such contracts or (2) the Fund identifies cash or liquid securities in an amount not less than the consummation of the forward contracts and not covered as provided in (1) above, as marked-to-market daily.
46
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
Credit risks may arise upon entering into forward contracts from the potential inability of counterparties to meet the terms of their forward contracts. The Fund is also exposed to foreign currency risk due to unanticipated movements in the value of foreign currencies relative to the US dollar.
Fluctuations in the value of open forward contracts are recorded for book purposes as unrealized gains or losses by the Fund. Realized gains and losses include net gains or losses recognized by the Fund on contracts which have been sold or matured. Each of these components is reflected in the Statement of operations. Details of open forward contracts can be found in the Portfolio of investments. Net realized foreign currency gain (loss) from forward foreign currency contracts is treated as capital gain (loss) for income tax purposes. At November 30, 2015, the Fund did not hold any forward foreign currency contracts.
Dividends and distributions—Dividends and distributions to shareholders are recorded on the ex-dividend date. The amount of dividends and distributions is determined in accordance with federal income tax regulations, which may differ from US GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences do not require reclassification.
Concentration of risk
The ability of the issuers of the debt securities held by the Fund to meet their obligations may be affected by economic and political developments, including those particular to a specific industry, country, state or region. In addition, the Fund’s use of leverage creates greater volatility in the Fund’s net asset value and market price of its shares.
Investment manager and administrator
The Board has approved an investment management and administration contract (“Management Contract”) with UBS AM, under which UBS AM serves as investment manager and administrator of the Fund. In
47
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
accordance with the Management Contract, the Fund pays UBS AM an investment management and administration fee, which is accrued weekly and paid monthly, at the annual rate of 0.70% of the Fund’s average weekly total assets minus liabilities other than the aggregate indebtedness constituting leverage. UBS AM has voluntarily agreed to waive a portion of its management and administration fees so that the Fund’s effective fee is 0.55% of the Fund’s average weekly total assets minus liabilities other than the aggregate indebtedness constituting leverage through July 31, 2016. At November 30, 2015, the Fund owed UBS AM $77,760 for investment management and administration fees, net of fee waivers. For the six months ended November 30, 2015, UBS AM waived $135,339 of investment management and administration fees from the Fund.
Additional information regarding compensation to affiliate of a board member
Professor Meyer Feldberg serves as a senior advisor to Morgan Stanley, a financial services firm with which the Fund may conduct transactions, resulting in him being an interested board member of the Fund. The Fund has been informed that Professor Feldberg’s role at Morgan Stanley does not involve matters directly affecting any UBS funds. Fund transactions are executed through Morgan Stanley based on that firm’s ability to provide best execution of the transactions. During the six months ended November 30, 2015, the Fund purchased and sold certain securities (e.g., fixed income securities) in principal trades with Morgan Stanley, having an aggregate value of $4,944,106. Morgan Stanley received compensation in connection with these trades, which may have been in the form of a “mark-up” or “mark-down” of the price of the securities, a fee from the issuer for maintaining a commercial paper program, or some other form of compensation. Although the precise amount of this compensation is not generally known by the Funds’ investment manager, it is believed that under normal circumstances it represents a small portion of the total value of the transactions.
Borrowings
The Fund has entered into a committed credit facility with State Street Bank and Trust Company (the “Facility”) pursuant to which the Fund is
48
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
able to borrow up to $60 million. Under the terms of the Facility, the Fund borrows at prevailing rates in effect at the time of borrowing. The Fund may borrow up to 33 1/3% of its adjusted net assets up to the committed amount. (“Adjusted net assets” is calculated as total assets minus total liabilities, excluding liabilities for borrowed money.) In addition, the Fund pays a commitment fee on the unused portion of the Facility.
During the six months ended November 30, 2015, the Fund borrowed a daily average balance of $53,792,350 at a weighted average borrowing cost of approximately 0.955%.
Purchases and sales of securities
For the six months ended November 30, 2015, aggregate purchases and sales of portfolio securities, excluding short-term securities, were $30,383,601 and $38,735,982, respectively.
Capital stock
There are 200,000,000 shares of $0.001 par value capital stock authorized and 62,153,062 shares outstanding at November 30, 2015. There were no capital stock transactions for the six months ended November 30, 2015 and year ended May 31, 2015.
Federal tax status
The Fund intends to distribute substantially all of its income and to comply with the other requirements of the Internal Revenue Code applicable to regulated investment companies. Accordingly, no provision for federal income taxes is required. If the Fund does not distribute substantially all of its net investment income, net realized capital gains and certain other amounts, if any, during the calendar year, the Fund may be subject to a federal excise tax.
The tax character of distributions paid during the fiscal year ended May 31, 2015 was as follows:
Distributions paid from: | 2015 | |||
Ordinary income | $ | 10,193,102 |
49
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
The tax character of distributions paid and components of accumulated earnings (deficit) on a tax basis for the current fiscal year will be calculated after the Fund’s fiscal year ended May 31, 2016.
Under the Regulated Investment Company Modernization Act of 2010 (the “Act”) net capital losses recognized by the Fund after December 22, 2010, may get carried forward indefinitely, and retain their character as short-term and/or long-term losses. The Act requires that post enactment net capital losses be used before pre-enactment net capital losses.
At May 31, 2015, the Fund had a pre-enactment capital loss carryforward of $164,428,249, a post-enactment short-term capital loss carryforward of $240,629 and a post-enactment long-term capital loss carryforward of $1,093,938. These carryforwards are available as a reduction, to the extent provided in the regulations, of future realized capital gains. Pre-enactment capital loss carryforwards will expire as follows:
2016 | $ | 8,278,105 | ||
2017 | 43,873,331 | |||
2018 | 109,164,504 | |||
2019 | 3,112,309 | |||
Total | $ | 164,428,249 |
To the extent that such losses are used to offset future net realized capital gains, it is probable these gains will not be distributed. During the current fiscal year, $15,905,876 of pre-enactment capital loss carryforwards expired unutilized.
ASC 740-10 “Income Taxes—Overall” sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken. The Fund has conducted an analysis and concluded as of November 30, 2015, that there are no significant uncertain tax positions taken or expected to be taken that would require recognition in the financial statements. It is the Fund’s policy to record any significant foreign tax exposures on the financial statements. The Fund recognizes interest and penalties, if any, related to uncertain
50
Managed High Yield Plus Fund Inc.
Notes to financial statements (unaudited)
tax positions as income tax expense in the Statement of operations. During the six months ended November 30, 2015, the Fund did not incur any interest or penalties.
Under the applicable foreign tax laws, gains on certain securities held in certain foreign countries may be subject to taxes that will be paid by the Fund.
Each of the tax years in the four year period ended May 31, 2015, remains subject to examination by the Internal Revenue Service and state taxing authorities.
51
Managed High Yield Plus Fund Inc.
General information (unaudited)
The Fund
Managed High Yield Plus Fund Inc. (the “Fund”) is a diversified, closed-end management investment company whose shares trade on the New York Stock Exchange (“NYSE”). The Fund’s primary investment objective is to seek high income. Its secondary objective is to seek capital appreciation. There can be no assurance that the Fund’s investment objectives will be achieved. The Fund’s investment manager and administrator is UBS Asset Management (Americas) Inc., an indirect wholly owned asset management subsidiary of UBS AG.
Shareholder information
The Fund’s NYSE trading symbol is “HYF.” Net asset value and market price information as well as other information about the Fund is updated each business day on UBS AM’s Web site at the following internet address: http://www.ubs.com/us-closedendedfunds.
Shareholder meeting information
An annual meeting of shareholders of the Fund was held on September 21, 2015. At the meeting, the two nominees as Class III directors, namely Bernard H. Garil and Heather R. Higgins, were elected to serve as board members for three year terms and until their successors are duly elected and qualified or until they retire, resign or are earlier removed. The shares were voted as indicated below:
To vote for or withhold authority in the election of: | Shares voted for | Shares withhold authority: | ||||||
Bernard H. Garil | 38,053,818.776 | 15,193,869.271 | ||||||
Heather R. Higgins | 38,004,492.047 | 15,243,196.000 |
The following persons’ terms of office as directors also continued after the annual meeting given that they are in other director classes: Richard Q. Armstrong, Alan S. Bernikow, Richard R. Burt, Meyer Feldberg and David Malpass.
The Fund is not aware of any broker non-votes. (Broker non-votes are shares held in street name for which the broker indicates that instructions have not been received from the beneficial owners or other persons entitled to vote and for which the broker does not have discretionary voting authority).
52
Managed High Yield Plus Fund Inc.
General information (unaudited)
Proxy voting policies, procedures and record
You may obtain a description of the Fund’s (1) proxy voting policies, (2) proxy voting procedures and (3) information regarding how the Fund voted any proxies related to portfolio securities during the most recent 12-month period ended June 30 for which an SEC filing has been made, without charge, upon request by contacting the Fund directly at 1-800-647 1568, online on the Fund’s Web site: www.ubs.com/us/en/asset_management/individual_investors/closed_end_funds.html, or on the EDGAR Database on the SEC’s Web site (http://www.sec.gov).
Quarterly Form N-Q portfolio schedule
The Fund will file its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s Web site at http://www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the SEC’s Public Reference Room may be obtained by calling 1-800-SEC 0330. Additionally, you may obtain copies of Forms N-Q from the Fund upon request by calling 1-800-647 1568.
Dividend reinvestment plan
The Fund’s Board has established a Dividend Reinvestment Plan (the “Plan”) under which all shareholders whose shares are registered in their own names, or in the name of UBS Financial Services Inc., or its nominee, will have all dividends and other distributions on their shares automatically reinvested in additional shares, unless such shareholders elect to receive cash. Shareholders who elect to hold their shares in the name of another broker or nominee should contact such broker or nominee to determine whether, or how, they may participate in the Plan. The ability of such shareholders to participate in the Plan may change if their shares are transferred into the name of another broker or nominee.
A shareholder may elect not to participate in the Plan or may terminate participation in the Plan at any time without penalty, and shareholders who have previously terminated participation in the Plan may rejoin it at
53
Managed High Yield Plus Fund Inc.
General information (unaudited)
any time. Changes in elections must be made in writing to the Fund’s transfer agent and should include the shareholder’s name and address as they appear on that share certificate or in the transfer agent’s records. An election to terminate participation in the Plan, until such election is changed, will be deemed an election by a shareholder to take all subsequent distributions in cash. An election will be effective only for distributions declared and having a record date at least ten days after the date on which the election is received.
The transfer agent will serve as agent for the shareholders in administering the Plan. After the Fund declares a dividend or determines to make any other distribution, the transfer agent, as agent for the participants, receives the cash payment. Whenever the Fund declares an income dividend or a capital gain distribution (collectively referred to in this section as “dividends”) payable either in shares or in cash, nonparticipants in the Plan will receive cash and participants in the Plan will receive the equivalent in shares. The transfer agent will acquire shares for the participants’ accounts, depending upon the circumstances described below, either (i) through receipt of unissued but authorized shares from the Fund (“newly issued shares”) or (ii) by purchase of outstanding shares on the open market, on the NYSE or elsewhere (“open-market purchases”). If, on the dividend payment date, the net asset value per share is equal to or less than the market price per share, plus estimated brokerage commissions (such condition being referred to herein as “market premium”), the transfer agent will invest the dividend amount in newly issued shares on behalf of the participants. The number of newly issued shares to be credited to each participant’s account will be determined by dividing the dollar amount of the dividend by the net asset value per share (but in no event less than 95% of the then current market price per share) on the date the shares were issued. If, on the dividend payment date, the net asset value per share is greater than the market value per share, plus estimated brokerage commissions (such condition being referred to herein as “market discount”), the transfer agent will invest the dividend amount in shares acquired on behalf of the participants in open-market purchases. The number of outstanding shares purchased with each distribution for a particular shareholder equals the result obtained by
54
Managed High Yield Plus Fund Inc.
General information (unaudited)
dividing the amount of the distribution payable to that shareholder by the average price per share (including applicable brokerage commissions) that the transfer agent was able to obtain in the open market.
In the event of a market discount on the dividend payment date, the transfer agent will have until the last business day before the next date on which the shares trade on an “ex-dividend” basis, but in no event more than 30 days after the dividend payment date (the “last purchase date”), to invest the dividend amount in shares acquired in open-market purchases. It is contemplated that the Fund will pay monthly income dividends. Therefore, the period during which open market purchases can be made will exist only from the payment date of the dividend through the date before the next “ex-dividend” date, which typically will be approximately ten to fifteen business days. If, before the transfer agent has completed its open-market purchases, the market price of a share, plus estimated brokerage commissions, exceeds the net asset value per share, the average per share purchase price paid by the transfer agent may exceed the Fund’s net asset value per share, resulting in the acquisition of fewer shares than if the dividend had been paid in newly issued shares on the dividend payment date. Because of the foregoing difficulty with respect to open-market purchases, the Plan provides that, if the transfer agent is unable to invest the full dividend amount in open-market purchases during the purchase period or if the market discount shifts to a market premium during the purchase period, the transfer agent will cease making open-market purchases and will invest the uninvested portion of the dividend amount in newly issued shares at the close of business on the earlier of the last purchase date or the first day during the purchase period on which the net asset value per share equals or is less than the market price per share, plus estimated brokerage commissions. The transfer agent will maintain all shareholder accounts in the Plan and will furnish written confirmations of all transactions in the accounts, including information needed by shareholders for personal and tax records. Shares in the account of each Plan participant will be held by the transfer agent in non-certificated form in the name of the participant, and each shareholder’s proxy will include those shares purchased
55
Managed High Yield Plus Fund Inc.
General information (unaudited)
pursuant to the Plan. There will be no charge to participants for reinvesting dividends. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the transfer agent’s open market purchases of shares in connection with the reinvestment of dividends. The automatic reinvestment of dividends in shares does not relieve participants of any income tax that may be payable on such dividends.
Shareholders who participate in the Plan may receive benefits not available to shareholders who do not participate in the Plan. If the market price (plus commissions) of the shares is above their net asset value, participants in the Plan will receive shares at less than they could otherwise purchase them and will have shares with a cash value greater than the value of any cash dividends they would have received on their shares. If the market price plus commissions is below the net asset value, participants will receive dividends in shares with a net asset value greater than the value of any cash dividends they would have received on their shares. However, there may be insufficient shares available in the market to distribute dividends in shares at prices below the net asset value. Also, since the Fund does not redeem its shares, the price on resale may be more or less than the net asset value.
Experience under the Plan may indicate that changes are desirable. Accordingly, the Fund reserves the right to amend or terminate the Plan with respect to any dividend or other distribution if notice of the change is sent to Plan participants at least 30 days before the record date for such distribution. The Plan also may be amended or terminated by the transfer agent by at least 30 days written notice to all Plan participants. Additional information regarding the Plan may be obtained from, and all correspondence concerning the Plan should be directed to, the transfer agent at BNY Mellon Investment Servicing, P.O. Box 358035, Pittsburgh, Pennsylvania 15252-8035. For further information regarding the Plan, you may also contact the transfer agent directly at 1-866-352 5528.
56
Managed High Yield Plus Fund Inc.
Board approval of investment management and administration agreement (unaudited)
Background—At a meeting of the board of Managed High Yield Plus Fund Inc. (the “Fund”) on July 14-15, 2015, the members of the board, including the directors who are not “interested persons” of the Fund (“Independent Directors”), as defined in the Investment Company Act of 1940, as amended (the “1940 Act”), considered and approved the continuance of the investment management and administration agreement (the “Investment Management and Administration Agreement”) of the Fund with UBS Asset Management (Americas) Inc. (“UBS AM”). In preparing for the meeting, the board members had requested and received extensive information from UBS AM to assist them, including information about UBS AM as well as the advisory and administrative arrangements for the Fund. The Independent Directors discussed the materials initially provided by management on several occasions prior to the scheduled board meeting. The Independent Directors also met in executive session after management’s presentation was completed to review the disclosure that had been made to them at the meeting. At these sessions the Independent Directors were joined by their independent legal counsel. The Independent Directors also received a memorandum from their independent legal counsel discussing the duties of board members in considering the approval of advisory, administration and distribution agreements.
In its consideration of the approval of the Investment Management and Administration Agreement, the board reviewed the following factors:
Nature, extent and quality of the services under the Investment Management and Administration Agreement—The board received and considered information regarding the nature, extent and quality of advisory services provided to the Fund, a registered closed-end investment company, by UBS AM under the Investment Management and Administration Agreement during the past year. The board also considered the nature, extent and quality of administrative and shareholder services performed by UBS AM and its affiliates for the Fund and the resources devoted to, and the record of compliance with, the Fund’s compliance policies and procedures. The board noted that it received information at regular meetings throughout the year regarding the services rendered by UBS AM concerning the management of the
57
Managed High Yield Plus Fund Inc.
Board approval of investment management and administration agreement (unaudited)
Fund’s affairs and UBS AM’s role in coordinating and overseeing providers of other services to the Fund. The board’s evaluation of the services provided by UBS AM took into account the board’s knowledge and familiarity gained as board members of funds in the UBS New York fund complex, including the scope and quality of UBS AM’s investment advisory and other capabilities and the quality of its administrative and other services. The board observed that the scope of services provided by UBS AM had expanded over time as a result of regulatory and other developments, including maintaining and monitoring its own and the Fund’s expanded compliance programs.
The board had available to it the qualifications, backgrounds and responsibilities of the senior personnel at UBS AM responsible for the Fund and had previously received information regarding the persons primarily responsible for the day-to-day management of the Fund. The board recognized that the Fund’s senior personnel at UBS AM report to the board regularly and that at each regular meeting the board receives a detailed report from UBS AM on the Fund’s performance. The board also considered, based on its knowledge of UBS AM and its affiliates, the financial resources available to UBS AM and its parent organization, UBS Group AG. In that regard, the board received extensive financial information regarding UBS AM and noted that it was a wholly owned, indirect subsidiary of one of the largest financial services firms in the world. It also was noted that UBS AM had approximately $154 billion in assets under management as of March 31, 2015 and was part of the UBS Asset Management Division, which had approximately $680 billion in assets under management worldwide as of March 31, 2015. The board also was cognizant of, and considered, the regulatory and litigation actions and investigations occurring in the past few years involving UBS Group AG, UBS AM and certain of their affiliates.
The board concluded that, overall, it was satisfied with the nature, extent and quality of services provided (and expected to be provided) to the Fund under the Investment Management and Administration Agreement.
Advisory fees and expense ratios—The board reviewed and considered the contractual management fee (the “Contractual
58
Managed High Yield Plus Fund Inc.
Board approval of investment management and administration agreement (unaudited)
Management Fee”) payable by the Fund to UBS AM in light of the nature, extent and quality of the advisory and administrative services provided by UBS AM pursuant to the Investment Management and Administration Agreement. The board also reviewed and considered the fee waiver arrangement in place for the Fund and considered the actual fee rate (after taking any waivers into account) (the “Actual Management Fee”) payable by the Fund. Additionally, the board received and considered information comparing the Fund’s Contractual Management Fee, Actual Management Fee and total expenses with those of funds in a group of funds selected and provided by Lipper, Inc. (“Lipper”), an independent provider of investment company data (the “Expense Group”).
In connection with its consideration of the Fund’s management fees, the board also received information on UBS AM’s standard institutional account fees for accounts of a similar investment type to the Fund. The board noted management’s explanation that comparisons with such accounts may be of limited relevance given the different structures and regulatory requirements of closed-end funds, such as the Fund, versus those accounts and the differences in the levels of services required by the Fund and those accounts. The board also received information on fees charged to other mutual funds managed by UBS AM.
The comparative Lipper information showed that the Fund’s Contractual Management Fee, Actual Management Fee and total expenses were below the respective medians (Actual Management Fee and total expenses were second-lowest and lowest in the Expense Group, respectively) in the Fund’s Expense Group for the comparison periods utilized in the Lipper report. (Below median expenses represents fees or expenses that are lower relative to the median and above median expenses represents fees or expenses that are higher relative to the median of the funds in the Expense Group.) Management also noted that UBS AM is voluntarily waiving, and offered to continue to waive through July 31, 2016, 15 basis points (i.e., 0.15%) of its management fee, making the Fund’s effective Actual Management Fee, after this waiver, 0.55% of the Fund’s average weekly total assets (minus liabilities other than aggregate indebtedness constituting leverage) through July 31, 2016.
59
Managed High Yield Plus Fund Inc.
Board approval of investment management and administration agreement (unaudited)
In light of the foregoing, including the voluntary fee waiver, the board determined that the management fee was reasonable in light of the nature, extent and quality of services provided to the Fund under the Investment Management and Administration Agreement.
Fund performance—The board received and considered (a) annualized total return information of the Fund compared to other funds (the “Performance Universe”) selected by Lipper over the one-, three-, five-, ten-year and since inception periods ended April 30, 2015, (b) annualized performance information for each year in the ten-year period ended April 30, 2015 and (c) the performance of the Fund’s shares based on market action, including discounts from and premiums to net asset value per share. Although the board received information for the ten-year and since inception periods, in its analysis, it generally placed greater emphasis on the one-, three- and five-year periods. The board was provided with a description of the methodology Lipper used to determine the similarity of the Fund with the funds included in its Performance Universe. The board also noted that it had received information throughout the year at periodic intervals with respect to the Fund’s performance, including with respect to its benchmark index.
The comparative Lipper information showed that the Fund’s performance was below the median for the one-, three-, five- and ten-year periods and since inception (for which the Fund’s performance was the lowest in the Performance Universe). (Below median performance represents performance that is worse relative to the median and above median performance represents performance that is better relative to the median.) Management noted the portfolio management strategy changes previously made to improve performance, including taking a more defensive position from an interest rate duration and market beta perspective, and noted the Fund’s moderately improved relative performance over the last five years.
Based on its review, the board concluded that the Fund’s investment performance was acceptable.
60
Managed High Yield Plus Fund Inc.
Board approval of investment management and administration agreement (unaudited)
Advisor profitability—The board received and considered a profitability analysis of UBS AM and its affiliates in providing services to the Fund. The board also received profitability information with respect to the UBS New York fund complex as a whole. UBS AM’s profitability was considered not excessive in light of the nature, extent and quality of the services provided to the Fund.
Economies of scale—The board received and considered information from management regarding whether UBS AM realized economies of scale with respect to the management of the Fund, whether the Fund has appropriately benefited from any economies of scale, and whether there is potential for realization of further economies of scale for the Fund. The board considered whether economies of scale in the provision of services to the Fund were being passed along to the shareholders.
The board noted that the Fund’s Contractual Management Fee did not contain any breakpoints but recognized voluntary fee waivers made by UBS AM for the benefit of the Fund and its shareholders. The board also noted that advisory agreements of closed-end funds frequently do not contain breakpoints. Management informed the board that the Fund, as a closed-end investment company, was not expected to materially increase in size; thus, UBS AM did not expect to benefit materially from economies of scale.
Other benefits to UBS AM—The board considered other benefits received by UBS AM and its affiliates as a result of its relationship with the Fund, including the opportunity to offer additional products and services to Fund shareholders.
In light of the costs of providing investment advisory, administrative and other services to the Fund and UBS AM’s ongoing commitment to the Fund, the profits and other ancillary benefits that UBS AM and its affiliates received were considered reasonable.
In light of all of the foregoing, the board approved the Investment Management and Administration Agreement. No single factor reviewed by the board was identified by the board as the principal factor in
61
Managed High Yield Plus Fund Inc.
Board approval of investment management and administration agreement (unaudited)
determining whether to approve the Investment Management and Administration Agreement. The Independent Directors were advised by separate independent legal counsel throughout the process. The board discussed the proposed continuance of the Investment Management and Administration Agreement in private sessions with its independent legal counsel at which no representatives of UBS AM were present.
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64
Directors | ||
Richard Q. Armstrong Chairman
Alan S. Bernikow
Richard R. Burt | Meyer Feldberg
Bernard H. Garil
Heather R. Higgins
David Malpass | |
Principal Officers | ||
Mark E. Carver President
Mark F. Kemper Vice President and Secretary
Thomas Disbrow Vice President and Treasurer | Craig Ellinger Vice President
Matthew Iannucci Vice President |
Investment Manager and Administrator
UBS Asset Management (Americas) Inc.
1285 Avenue of the Americas
New York, New York 10019-6028
This report is sent to the shareholders of the Fund for their information. It is not a prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or of any securities mentioned in this report.
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940 that from time to time the Fund may purchase shares of its common stock in the open market at market prices.
©UBS 2016. All rights reserved. UBS Asset Management (Americas) Inc.
|
UBS Asset Management (Americas) Inc.
1285 Avenue of the Americas
New York, New York 10019-6028
S142
Item 2. Code of Ethics.
Form N-CSR disclosure requirement not applicable to this filing of a semi-annual report.
Item 3. Audit Committee Financial Expert.
Form N-CSR disclosure requirement not applicable to this filing of a semi-annual report.
Item 4. Principal Accountant Fees and Services.
Form N-CSR disclosure requirement not applicable to this filing of a semi-annual report.
Item 5. Audit Committee of Listed Registrants.
Form N-CSR disclosure requirement not applicable to this filing of a semi-annual report.
Item 6. Investments.
(a) | Included as part of the report to shareholders filed under Item 1 of this form. |
(b) | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Form N-CSR disclosure requirement not applicable to this filing of a semi-annual report.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Form N-CSR disclosure requirement not applicable to this filing of a semi-annual report.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
There were no purchases made by or on behalf of the Registrant or any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended, of shares of the Registrant’s equity securities that are registered by the Registrant pursuant to Section 12 of the Exchange Act made in the period covered by this report.
Item 10. Submission of Matters to a Vote of Security Holders.
The registrant’s Board has established a Nominating and Corporate Governance Committee. The Nominating and Corporate Governance Committee will consider nominees recommended by shareholders
if a vacancy occurs among those board members who are not “interested persons” as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended. In order to recommend a nominee, a shareholder should send a letter to the chairperson of the Nominating and Corporate Governance Committee, Richard R. Burt, care of the Secretary of the registrant at UBS Asset Management, UBS Building, One North Wacker Drive, Chicago, IL 60606, and indicate on the envelope “Nominating and Corporate Governance Committee.” The shareholder’s letter should state the nominee’s name and should include the nominee’s resume or curriculum vitae, and must be accompanied by a written consent of the individual to stand for election if nominated for the Board and to serve if elected by shareholders.
Item 11. Controls and Procedures.
(a) | The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document. |
(b) | The registrant’s principal executive officer and principal financial officer are aware of no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940, as amended) that occurred during the registrant’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12. Exhibits.
(a) | (1) Code of Ethics – Form N-CSR disclosure requirement not applicable to this filing of a semi-annual report. |
(a) | (2) Certifications of principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit EX-99.CERT. |
(a) | (3) Written solicitation to purchase securities under Rule 23c-1 under the Investment Company Act of 1940 sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons – The registrant has not engaged in such a solicitation during the period covered by this report. |
(b) | Certifications of principal executive officer and principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit EX-99.906CERT. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Managed High Yield Plus Fund Inc.
By: | /s/ Mark E. Carver | |
Mark E. Carver | ||
President | ||
Date: | February 8, 2016 |
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/ Mark E. Carver | |
Mark E. Carver | ||
President | ||
Date: | February 8, 2016 | |
By: | /s/ Thomas Disbrow | |
Thomas Disbrow | ||
Vice President and Treasurer | ||
Date: | February 8, 2016 |