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 811-09243
The Gabelli Utility Trust
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
registrant’s telephone number, including area code: 1-800-422-3554
Date of fiscal year end: December 31
Date of reporting period: June 30, 2009
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
The Report to Shareholders is attached herewith.
The Gabelli Utility Trust
Semi-Annual Report
June 30, 2009
To Our Shareholders,
The Gabelli Utility Trust’s (the “Fund”) net asset value (“NAV”) total return declined 3.9% during the first half of 2009, compared with a loss of 1.7% for the Standard & Poor’s (“S&P”) 500 Utilities Index and an increase of 0.3% for the Lipper Utility Fund Average. The total return for the Fund’s publicly traded shares was 26.2% during the first half of the year. On June 30, 2009, the Fund’s NAV per share was $4.50, while the price of the publicly traded shares closed at $7.00 on the New York Stock Exchange, a 55.6% premium at that date.
Enclosed are the financial statements and the investment portfolio as of June 30, 2009.
Comparative Results
Average Annual Returns through June 30, 2009 (a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | Since |
| | | | | | Year to | | | | | | | | | | | | | | Inception |
| | Quarter | | Date | | 1 Year | | 3 Year | | 5 Year | | (07/09/99) |
Gabelli Utility Trust | | | | | | | | | | | | | | | | | | | | | | | | |
NAV Total Return (b) | | | 15.56 | % | | | (3.94 | )% | | | (27.10 | )% | | | (4.59 | )% | | | 2.72 | % | | | 5.01 | % |
Investment Total Return (c) | | | 29.20 | | | | 26.22 | | | | (15.61 | ) | | | 1.69 | | | | 3.19 | | | | 8.00 | |
S&P 500 Index | | | 15.92 | | | | 3.19 | | | | (26.20 | ) | | | (8.22 | ) | | | (2.24 | ) | | | (2.39 | ) |
S&P 500 Utilities Index | | | 10.18 | | | | (1.71 | ) | | | (28.22 | ) | | | (1.18 | ) | | | 7.12 | | | | 2.39 | |
Lipper Utility Fund Average | | | 13.25 | | | | 0.27 | | | | (30.78 | ) | | | (2.36 | ) | | | 5.91 | | | | 2.43 | |
| | |
(a) | | Returns represent past performance and do not guarantee future results. Investment returns and the principal value of an investment will fluctuate. When shares are sold, they may be worth more or less than their original cost. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. Performance returns for periods of less than one year are not annualized. Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The S&P 500 Index is an unmanaged indicator of stock market performance. The S&P 500 Utilities Index is an unmanaged indicator of electric and gas utility stock performance. The Lipper Utility Fund Average reflects the average performance of open-end mutual funds classified in this particular category. Dividends are considered reinvested. You cannot invest directly in an index. |
|
(b) | | Total returns and average annual returns reflect changes in the NAV per share, reinvestment of distributions at NAV on the ex-dividend date, and adjustments for rights offerings and are net of expenses. Since inception return is based on an initial NAV of $7.50. |
|
(c) | | Total returns and average annual returns reflect changes in closing market values on the New York Stock Exchange, reinvestment of distributions, and adjustments for rights offerings. Since inception return is based on an initial offering price of $7.50. |
We have separated the portfolio manager’s commentary from the financial statements and investment portfolio due to corporate governance regulations stipulated by the Sarbanes-Oxley Act of 2002. We have done this to ensure that the content of the portfolio manager’s commentary is unrestricted. The financial statements and investment portfolio are mailed separately from the commentary. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com/funds.
THE GABELLI UTILITY TRUST
Summary of Portfolio Holdings (Unaudited)
The following table presents portfolio holdings as a percent of total investments as of June 30, 2009:
| | | | |
Energy and Utilities: Electric Integrated | | | 48.1 | % |
Energy and Utilities: Electric Transmission and Distribution | | | 8.2 | % |
Energy and Utilities: Natural Gas Integrated | | | 7.0 | % |
Energy and Utilities: Natural Gas Utilities | | | 6.8 | % |
Telecommunications | | | 4.5 | % |
Energy and Utilities: Global Utilities | | | 4.0 | % |
Cable and Satellite | | | 3.5 | % |
Energy and Utilities: Water | | | 3.3 | % |
U.S. Government Obligations | | | 3.3 | % |
Wireless Communications | | | 2.5 | % |
Energy and Utilities: Merchant Energy | | | 2.3 | % |
Diversified Industrial | | | 1.3 | % |
Energy and Utilities: Natural Resources | | | 1.3 | % |
Entertainment | | | 1.2 | % |
Communications Equipment | | | 0.7 | % |
Independent Power Producers and Energy Traders | | | 0.5 | % |
Energy and Utilities: Services | | | 0.5 | % |
Energy and Utilities: Alternative Energy | | | 0.4 | % |
Aerospace | | | 0.2 | % |
Transportation | | | 0.1 | % |
Environmental Services | | | 0.1 | % |
Automotive: Parts and Accessories | | | 0.1 | % |
Real Estate | | | 0.1 | % |
Equipment and Supplies | | | 0.0 | % |
Agriculture | | | 0.0 | % |
Publishing | | | 0.0 | % |
| | | | |
| | | 100.0 | % |
| | | | |
The Fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-Q, the last of which was filed for the quarter ended March 31, 2009. Shareholders may obtain this information at www.gabelli.com or by calling the Fund at 800-GABELLI (800-422-3554). The Fund’s Form N-Q is available on the SEC’s website at www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
Proxy Voting
The Fund files Form N-PX with its complete proxy voting record for the twelve months ended June 30th, no later than August 31st of each year. A description of the Fund’s proxy voting policies, procedures, and how the Fund voted proxies relating to portfolio securities is available without charge, upon request, by (i) calling 800-GABELLI (800-422-3554); (ii) writing to The Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; or (iii) visiting the SEC’s website at www.sec.gov.
Shareholder Meeting – May 18, 2009 – Final Results
The Fund’s Annual Meeting of Shareholders was held on May 18, 2009 at the Greenwich Library in Greenwich, Connecticut. At that meeting, common and preferred shareholders, voting together as a single class, elected John D. Gabelli and Anthony R. Pustorino as Trustees of the Fund. A total of 26,216,464 votes and 26,057,120 votes were cast in favor of each Trustee and a total of 919,529 votes and 1,078,872 votes were withheld for each Trustee, respectively. In addition, preferred shareholders, voting as a separate class, elected James P. Conn as a Trustee of the Fund. A total of 992,281 votes were cast in favor of this Trustee and a total of 25,000 votes were withheld for this Trustee.
Mario J. Gabelli, Thomas E. Bratter, Anthony J. Colavita, Vincent D. Enright, Frank J. Fahrenkopf, Jr., Robert J. Morrissey, and Salvatore J. Zizza continue to serve in their capacities as Trustees of the Fund.
We thank you for your participation and appreciate your continued support.
2
THE GABELLI UTILITY TRUST
SCHEDULE OF INVESTMENTS
June 30, 2009 (Unaudited)
| | | | | | | | | | | | |
| | | | | | | | | | Market | |
Shares | | | | | Cost | | | Value | |
| | | | COMMON STOCKS — 95.7% |
| | | | ENERGY AND UTILITIES — 82.9% |
| | | | Energy and Utilities: Alternative Energy — 0.4% |
| 20,000 | | | Ormat Industries Ltd. | | $ | 270,792 | | | $ | 163,053 | |
| 12,500 | | | Ormat Technologies Inc. | | | 273,994 | | | | 503,875 | |
| 9,000 | | | Renegy Holdings Inc.† | | | 109,212 | | | | 19,125 | |
| | | | | | | | | | |
| | | | | | | 653,998 | | | | 686,053 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Electric Integrated — 48.1% |
| 248,000 | | | Allegheny Energy Inc. | | | 7,414,609 | | | | 6,361,200 | |
| 23,000 | | | ALLETE Inc. | | | 728,776 | | | | 661,250 | |
| 75,000 | | | Alliant Energy Corp. | | | 1,824,382 | | | | 1,959,750 | |
| 20,000 | | | Ameren Corp. | | | 691,088 | | | | 497,800 | |
| 80,000 | | | American Electric Power Co. Inc. | | | 2,629,105 | | | | 2,311,200 | |
| 10,000 | | | Avista Corp. | | | 199,636 | | | | 178,100 | |
| 35,000 | | | Black Hills Corp. | | | 1,060,967 | | | | 804,650 | |
| 26,000 | | | Central Vermont Public Service Corp. | | | 482,572 | | | | 470,600 | |
| 30,000 | | | Cleco Corp. | | | 570,612 | | | | 672,600 | |
| 145,000 | | | CMS Energy Corp. | | | 1,526,688 | | | | 1,751,600 | |
| 160,000 | | | Constellation Energy Group Inc. | | | 6,078,680 | | | | 4,252,800 | |
| 33,000 | | | Dominion Resources Inc. | | | 1,449,340 | | | | 1,102,860 | |
| 160,000 | | | DPL Inc. | | | 3,365,523 | | | | 3,707,200 | |
| 24,000 | | | DTE Energy Co. | | | 978,366 | | | | 768,000 | |
| 190,000 | | | Duke Energy Corp. | | | 3,660,932 | | | | 2,772,100 | |
| 90,000 | | | Edison International | | | 3,861,403 | | | | 2,831,400 | |
| 191,000 | | | El Paso Electric Co.† | | | 3,457,404 | | | | 2,666,360 | |
| 3,000 | | | Entergy Corp. | | | 84,249 | | | | 232,560 | |
| 51,000 | | | FirstEnergy Corp. | | | 2,118,208 | | | | 1,976,250 | |
| 137,000 | | | Florida Public Utilities Co. | | | 1,196,633 | | | | 1,922,110 | |
| 95,000 | | | FPL Group Inc. | | | 4,094,308 | | | | 5,401,700 | |
| 250,000 | | | Great Plains Energy Inc. | | | 6,793,657 | | | | 3,887,500 | |
| 60,000 | | | Hawaiian Electric Industries Inc. | | | 1,473,092 | | | | 1,143,600 | |
| 92,000 | | | Integrys Energy Group Inc. | | | 4,632,153 | | | | 2,759,080 | |
| 61,000 | | | Maine & Maritimes Corp. | | | 1,926,684 | | | | 2,119,750 | |
| 66,000 | | | MGE Energy Inc. | | | 1,951,270 | | | | 2,214,300 | |
| 48,000 | | | NiSource Inc. | | | 1,020,001 | | | | 559,680 | |
| 115,000 | | | NorthWestern Corp. | | | 3,513,948 | | | | 2,617,400 | |
| 35,000 | | | NV Energy Inc. | | | 312,248 | | | | 377,650 | |
| 100,000 | | | OGE Energy Corp. | | | 2,406,346 | | | | 2,832,000 | |
| 24,000 | | | Otter Tail Corp. | | | 637,145 | | | | 524,160 | |
| 48,000 | | | PG&E Corp. | | | 1,280,160 | | | | 1,845,120 | |
| 100,000 | | | PNM Resources Inc. | | | 1,119,082 | | | | 1,071,000 | |
| 100,000 | | | Progress Energy Inc. | | | 4,353,181 | | | | 3,783,000 | |
| 40,000 | | | Progress Energy Inc., CVO† (a) | | | 20,800 | | | | 13,200 | |
| 38,000 | | | Public Service Enterprise Group Inc. | | | 996,629 | | | | 1,239,940 | |
| 60,500 | | | SCANA Corp. | | | 1,918,305 | | | | 1,964,435 | |
| 104,000 | | | TECO Energy Inc. | | | 1,548,928 | | | | 1,240,720 | |
| 25,000 | | | The Empire District Electric Co. | | | 515,057 | | | | 413,000 | |
| 150,000 | | | Unisource Energy Corp. | | | 4,583,635 | | | | 3,981,000 | |
| 18,000 | | | Unitil Corp. | | | 466,141 | | | | 371,160 | |
| 47,000 | | | Vectren Corp. | | | 1,162,166 | | | | 1,101,210 | |
| 260,000 | | | Westar Energy Inc. | | | 5,973,605 | | | | 4,880,200 | |
| 90,000 | | | Wisconsin Energy Corp. | | | 3,273,387 | | | | 3,663,900 | |
| 195,000 | | | Xcel Energy Inc. | | | 3,384,476 | | | | 3,589,950 | |
| | | | | | | | | | |
| | | | | | | 102,735,577 | | | | 91,495,045 | |
| | | | | | | | | | |
| | | | Energy and Utilities: |
| | | | Electric Transmission and Distribution — 8.2% |
| 243 | | | Brookfield Infrastructure Partners LP | | | 5,103 | | | | 2,996 | |
| 50,000 | | | CH Energy Group Inc. | | | 2,261,677 | | | | 2,335,000 | |
| 60,000 | | | Consolidated Edison Inc. | | | 2,684,666 | | | | 2,245,200 | |
| 135,000 | | | Northeast Utilities | | | 2,670,943 | | | | 3,011,850 | |
| 215,000 | | | NSTAR | | | 5,293,459 | | | | 6,903,650 | |
| 22,500 | | | Pepco Holdings Inc. | | | 449,918 | | | | 302,400 | |
| 36,666 | | | UIL Holdings Corp. | | | 966,693 | | | | 823,152 | |
| | | | | | | | | | |
| | | | | | | 14,332,459 | | | | 15,624,248 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Global Utilities — 4.0% |
| 1,500 | | | Areva SA | | | 613,197 | | | | 874,416 | |
| 8,000 | | | Chubu Electric Power Co. Inc. | | | 189,551 | | | | 185,187 | |
| 40,000 | | | Electric Power Development Co. Ltd. | | | 1,440,584 | | | | 1,137,697 | |
| 40,000 | | | Endesa SA | | | 1,534,079 | | | | 957,311 | |
| 304,000 | | | Enel SpA | | | 1,887,890 | | | | 1,479,848 | |
| 300,000 | | | Hera SpA | | | 433,286 | | | | 729,346 | |
| 8,000 | | | Hokkaido Electric Power Co. Inc. | | | 156,870 | | | | 150,060 | |
| 8,000 | | | Hokuriku Electric Power Co. | | | 146,449 | | | | 183,111 | |
| 3,500 | | | Huaneng Power International Inc., ADR | | | 135,552 | | | | 98,245 | |
| 35,000 | | | Korea Electric Power Corp., ADR† | | | 565,727 | | | | 402,500 | |
| 8,000 | | | Kyushu Electric Power Co. Inc. | | | 167,818 | | | | 172,315 | |
| 2,000 | | | Niko Resources Ltd. | | | 113,769 | | | | 137,557 | |
| 8,000 | | | Shikoku Electric Power Co. Inc. | | | 155,987 | | | | 239,165 | |
| 8,000 | | | The Chugoku Electric Power Co. Inc. | | | 150,761 | | | | 167,333 | |
See accompanying notes to financial statements.
3
THE GABELLI UTILITY TRUST
SCHEDULE OF INVESTMENTS (Continued)
June 30, 2009 (Unaudited)
| | | | | | | | | | | | |
| | | | | | | | | | Market | |
Shares | | | | | Cost | | | Value | |
| | | | COMMON STOCKS (Continued) |
| | | | ENERGY AND UTILITIES (Continued) |
| | | | Energy and Utilities: Global Utilities (Continued) |
| 8,000 | | | The Kansai Electric Power Co. Inc. | | $ | 158,472 | | | $ | 176,883 | |
| 8,000 | | | The Tokyo Electric Power Co. Inc. | | | 191,450 | | | | 205,948 | |
| 15,000 | | | Tohoku Electric Power Co. Inc. | | | 284,854 | | | | 313,749 | |
| | | | | | | | | | |
| | | | | | | 8,326,296 | | | | 7,610,671 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Merchant Energy — 2.3% |
| 35,810 | | | Dynegy Inc., Cl. A† | | | 175,000 | | | | 81,289 | |
| 8,130 | | | Mirant Corp.† | | | 37,373 | | | | 127,966 | |
| 300,000 | | | Mirant Corp. Escrow† (a) | | | 0 | | | | 0 | |
| 360,000 | | | The AES Corp.† | | | 4,480,015 | | | | 4,179,600 | |
| | | | | | | | | | |
| | | | | | | 4,692,388 | | | | 4,388,855 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Natural Gas Integrated — 6.2% |
| 205,000 | | | El Paso Corp. | | | 1,881,819 | | | | 1,892,150 | |
| 1,000 | | | Energen Corp. | | | 66,090 | | | | 39,900 | |
| 130,000 | | | National Fuel Gas Co. | | | 4,434,268 | | | | 4,690,400 | |
| 100,000 | | | ONEOK Inc. | | | 2,674,346 | | | | 2,949,000 | |
| 120,000 | | | Southern Union Co. | | | 2,059,886 | | | | 2,206,800 | |
| | | | | | | | | | |
| | | | | | | 11,116,409 | | | | 11,778,250 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Natural Gas Utilities — 6.8% |
| 26,000 | | | AGL Resources Inc. | | | 643,173 | | | | 826,800 | |
| 50,000 | | | Atmos Energy Corp. | | | 1,241,257 | | | | 1,252,000 | |
| 10,000 | | | Corning Natural Gas Corp. | | | 157,501 | | | | 172,500 | |
| 30,000 | | | Delta Natural Gas Co. Inc. | | | 502,057 | | | | 675,600 | |
| 11,445 | | | GDF Suez | | | 387,206 | | | | 426,119 | |
| 11,445 | | | GDF Suez, Strips | | | 0 | | | | 16 | |
| 90,000 | | | Nicor Inc. | | | 3,094,431 | | | | 3,115,800 | |
| 35,000 | | | Piedmont Natural Gas Co. Inc. | | | 553,257 | | | | 843,850 | |
| 6,000 | | | RGC Resources Inc. | | | 128,344 | | | | 153,000 | |
| 150,000 | | | Southwest Gas Corp. | | | 4,133,813 | | | | 3,331,500 | |
| 120,000 | | | Spectra Energy Corp. | | | 3,280,847 | | | | 2,030,400 | |
| | | | | | | | | | |
| | | | | | | 14,121,886 | | | | 12,827,585 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Natural Resources — 1.3% |
| 4,000 | | | Anadarko Petroleum Corp. | | | 141,060 | | | | 181,560 | |
| 35,000 | | | Compania de Minas Buenaventura SA, ADR | | | 391,858 | | | | 841,050 | |
| 16,000 | | | Exxon Mobil Corp. | | | 926,773 | | | | 1,118,560 | |
| 3,000 | | | Peabody Energy Corp. | | | 112,025 | | | | 90,480 | |
| 4,000 | | | Royal Dutch Shell plc, Cl. A, ADR | | | 237,320 | | | | 200,760 | |
| | | | | | | | | | |
| | | | | | | 1,809,036 | | | | 2,432,410 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Services — 0.5% |
| 50,000 | | | ABB Ltd., ADR | | | 546,150 | | | | 789,000 | |
| 3,000 | | | Tenaris SA, ADR | | | 136,820 | | | | 81,120 | |
| | | | | | | | | | |
| | | | | | | 682,970 | | | | 870,120 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Water — 3.3% |
| 14,000 | | | American States Water Co. | | | 312,701 | | | | 484,960 | |
| 30,000 | | | American Water Works Co. Inc. | | | 645,000 | | | | 573,300 | |
| 21,833 | | | Aqua America Inc. | | | 221,008 | | | | 390,811 | |
| 24,750 | | | Artesian Resources Corp., Cl. A | | | 257,250 | | | | 394,268 | |
| 20,000 | | | California Water Service Group | | | 555,152 | | | | 736,800 | |
| 7,500 | | | Connecticut Water Service Inc. | | | 146,455 | | | | 162,675 | |
| 51,333 | | | Middlesex Water Co. | | | 801,882 | | | | 741,762 | |
| 33,000 | | | Pennichuck Corp. | | | 680,437 | | | | 752,400 | |
| 80,000 | | | SJW Corp. | | | 1,482,532 | | | | 1,816,000 | |
| 8,101 | | | Southwest Water Co. | | | 52,047 | | | | 44,718 | |
| 9,000 | | | York Water Co. | | | 108,269 | | | | 137,970 | |
| | | | | | | | | | |
| | | | | | | 5,262,733 | | | | 6,235,664 | |
| | | | | | | | | | |
| | | | Diversified Industrial — 1.3% |
| 2,600 | | | Alstom SA | | | 253,468 | | | | 153,393 | |
| 5,000 | | | Bouygues SA | | | 335,964 | | | | 187,983 | |
| 12,000 | | | Cooper Industries Ltd., Cl. A | | | 355,043 | | | | 372,600 | |
| 155,000 | | | General Electric Co. | | | 3,829,829 | | | | 1,816,600 | |
| | | | | | | | | | |
| | | | | | | 4,774,304 | | | | 2,530,576 | |
| | | | | | | | | | |
| | | | Equipment and Supplies — 0.0% |
| 50,000 | | | Capstone Turbine Corp.† | | | 83,080 | | | | 41,500 | |
| 2,000 | | | Mueller Industries Inc. | | | 88,019 | | | | 41,600 | |
| | | | | | | | | | |
| | | | | | | 171,099 | | | | 83,100 | |
| | | | | | | | | | |
| | | | Environmental Services — 0.0% |
| 3,000 | | | Suez Environnement SA | | | 0 | | | | 52,376 | |
| | | | | | | | | | |
| | | | Independent Power Producers and Energy Traders — 0.5% |
| 40,000 | | | NRG Energy Inc.† | | | 966,620 | | | | 1,038,400 | |
| | | | | | | | | | |
| | | | TOTAL ENERGY AND UTILITIES | | | 169,645,775 | | | | 157,653,353 | |
| | | | | | | | | | |
| | | | COMMUNICATIONS — 11.1% |
| | | | Cable and Satellite — 3.5% |
| 100,000 | | | Cablevision Systems Corp., Cl. A | | | 2,566,292 | | | | 1,941,000 | |
| 5,000 | | | Cogeco Cable Inc. | | | 105,008 | | | | 121,738 | |
| 20,000 | | | Cogeco Inc. | | | 389,461 | | | | 366,419 | |
| 65,000 | | | DISH Network Corp., Cl. A† | | | 1,371,714 | | | | 1,053,650 | |
| 10,000 | | | EchoStar Corp., Cl. A† | | | 280,860 | | | | 159,400 | |
See accompanying notes to financial statements.
4
THE GABELLI UTILITY TRUST
SCHEDULE OF INVESTMENTS (Continued)
June 30, 2009 (Unaudited)
| | | | | | | | | | | | |
Shares/ | | | | | | | | | Market | |
Units | | | | | Cost | | | Value | |
| | | | COMMON STOCKS (Continued) |
| | | | COMMUNICATIONS (Continued) |
| | | | Cable and Satellite (Continued) |
| 35,000 | | | Liberty Global Inc., Cl. A† | | $ | 739,454 | | | $ | 556,150 | |
| 20,000 | | | Liberty Global Inc., Cl. C† | | | 421,966 | | | | 316,200 | |
| 8,000 | | | Rogers Communications Inc., Cl. B | | | 119,139 | | | | 206,000 | |
| 65,000 | | | The DIRECTV Group Inc.† | | | 1,080,493 | | | | 1,606,150 | |
| 12,000 | | | Time Warner Cable Inc. | | | 515,102 | | | | 380,040 | |
| 2,112 | | | Zon Multimedia Servicos de Telecomunicacoes e Multimedia SGPS SA | | | 20,761 | | | | 11,238 | |
| | | | | | | | | | |
| | | | | | | 7,610,250 | | | | 6,717,985 | |
| | | | | | | | | | |
| | | | Communications Equipment — 0.7% |
| 3,000 | | | QUALCOMM Inc. | | | 115,589 | | | | 135,600 | |
| 260,000 | | | The Furukawa Electric Co. Ltd. | | | 1,199,164 | | | | 1,176,727 | |
| | | | | | | | | | |
| | | | | | | 1,314,753 | | | | 1,312,327 | |
| | | | | | | | | | |
| | | | Telecommunications — 4.5% |
| 45,000 | | | AT&T Inc. | | | 1,183,996 | | | | 1,117,800 | |
| 4,350 | | | Bell Aliant Regional Communications Income Fund (a)(b) | | | 117,218 | | | | 98,545 | |
| 30,000 | | | BT Group plc, ADR | | | 1,026,589 | | | | 504,000 | |
| 2,000 | | | CenturyTel Inc. | | | 77,820 | | | | 61,400 | |
| 230,000 | | | Cincinnati Bell Inc.† | | | 1,028,373 | | | | 653,200 | |
| 2,000 | | | Comstar United Telesystems OJSC, GDR | | | 13,882 | | | | 8,600 | |
| 20,000 | | | D&E Communications Inc. | | | 190,498 | | | | 204,600 | |
| 60,000 | | | Deutsche Telekom AG, ADR | | | 1,028,897 | | | | 708,000 | |
| 2,000 | | | France Telecom SA, ADR | | | 22,799 | | | | 45,620 | |
| 8,000 | | | Frontier Communications Corp. | | | 107,440 | | | | 57,120 | |
| 200 | | | Hutchison Telecommunications Hong Kong Holdings Ltd.† | | | 19 | | | | 27 | |
| 200 | | | Hutchison Telecommunications International Ltd. | | | 163 | | | | 47 | |
| 500 | | | Mobistar SA | | | 41,057 | | | | 30,807 | |
| 20,000 | | | Nippon Telegraph & Telephone Corp. | | | 929,640 | | | | 813,827 | |
| 15,000 | | | Portugal Telecom SGPS SA | | | 210,165 | | | | 146,690 | |
| 2,000 | | | PT Indosat Tbk | | | 1,061 | | | | 975 | |
| 500 | | | Rostelecom, ADR | | | 32,190 | | | | 15,855 | |
| 500 | | | Sistema JSFC, GDR† (c) | | | 17,384 | | | | 6,035 | |
| 1,200 | | | Tele2 AB, Cl. B | | | 14,604 | | | | 12,117 | |
| 5,000 | | | Telecom Italia SpA, ADR | | | 147,227 | | | | 68,800 | |
| 25,000 | | | Telekom Austria AG | | | 371,750 | | | | 390,696 | |
| 40,000 | | | Touch America Holdings Inc.† (a) | | | 38,488 | | | | 0 | |
| 115,000 | | | Verizon Communications Inc. | | | 4,291,018 | | | | 3,533,950 | |
| | | | | | | | | | |
| | | | | | | 10,892,278 | | | | 8,478,711 | |
| | | | | | | | | | |
| | | | Wireless Communications — 2.4% |
| 600 | | | America Movil SAB de CV, Cl. L, ADR | | | 9,424 | | | | 23,232 | |
| 2,000 | | | China Mobile Ltd., ADR | | | 33,988 | | | | 100,160 | |
| 2,000 | | | China Unicom Hong Kong Ltd., ADR | | | 16,278 | | | | 26,680 | |
| 4,000 | | | Millicom International Cellular SA† | | | 298,719 | | | | 225,040 | |
| 4,500 | | | Mobile TeleSystems OJSC, ADR | | | 175,074 | | | | 166,185 | |
| 171 | | | MobileOne Ltd. | | | 210 | | | | 181 | |
| 1,200 | | | NTT DoCoMo Inc. | | | 1,732,443 | | | | 1,758,862 | |
| 600 | | | SK Telecom Co. Ltd., ADR | | | 12,374 | | | | 9,090 | |
| 200 | | | SmarTone Telecommunications Holdings Ltd. | | | 207 | | | | 123 | |
| 20,000 | | | Turkcell Iletisim Hizmetleri A/S, ADR | | | 350,331 | | | | 277,200 | |
| 30,000 | | | United States Cellular Corp.† | | | 1,429,970 | | | | 1,153,500 | |
| 75,000 | | | Vimpel-Communications, ADR† | | | 720,805 | | | | 882,750 | |
| | | | | | | | | | |
| | | | | | | 4,779,823 | | | | 4,623,003 | |
| | | | | | | | | | |
|
| | | | TOTAL COMMUNICATIONS | | | 24,597,104 | | | | 21,132,026 | |
| | | | | | | | | | |
| | | | OTHER — 1.7% |
| | | | Aerospace — 0.2% |
| 75,000 | | | Rolls-Royce Group plc† | | | 555,067 | | | | 446,054 | |
| 6,435,000 | | | Rolls-Royce Group plc, Cl. C† | | | 9,355 | | | | 10,587 | |
| | | | | | | | | | |
| | | | | | | 564,422 | | | | 456,641 | |
| | | | | | | | | | |
| | | | Agriculture — 0.0% |
| 3,000 | | | Cadiz Inc.† | | | 30,211 | | | | 28,890 | |
| | | | | | | | | | |
| | | | Automotive: Parts and Accessories — 0.1% |
| 1,000 | | | BERU AG | | | 106,092 | | | | 106,196 | |
| | | | | | | | | | |
| | | | Entertainment — 1.2% |
| 27,333 | | | Time Warner Inc. | | | 1,096,491 | | | | 688,518 | |
| 66,000 | | | Vivendi | | | 2,428,140 | | | | 1,577,248 | |
| | | | | | | | | | |
| | | | | | | 3,524,631 | | | | 2,265,766 | |
| | | | | | | | | | |
| | | | Publishing — 0.0% |
| 8,000 | | | Idearc Inc.† | | | 404 | | | | 297 | |
| | | | | | | | | | |
| | | | Real Estate — 0.1% |
| 6,075 | | | Brookfield Asset Management Inc., Cl. A | | | 65,353 | | | | 103,700 | |
| | | | | | | | | | |
See accompanying notes to financial statements.
5
THE GABELLI UTILITY TRUST
SCHEDULE OF INVESTMENTS (Continued)
June 30, 2009 (Unaudited)
| | | | | | | | | | | | |
| | | | | | | | | | Market | |
Shares | | | | | Cost | | | Value | |
| | | | COMMON STOCKS (Continued) |
| | | | OTHER (Continued) |
| | | | Transportation — 0.1% |
| 12,000 | | | GATX Corp. | | $ | 366,013 | | | $ | 308,640 | |
| | | | | | | | | | |
| | | | TOTAL OTHER | | | 4,657,126 | | | | 3,270,130 | |
| | | | | | | | | | |
| | | | TOTAL COMMON STOCKS | | | 198,900,005 | | | | 182,055,509 | |
| | | | | | | | | | |
| | | | CONVERTIBLE PREFERRED STOCKS — 0.8% |
| | | | ENERGY AND UTILITIES — 0.8% |
| | | | Energy and Utilities: Natural Gas Integrated — 0.8% |
| 2,000 | | | El Paso Corp., 4.990% Cv. Pfd. (b) | | | 1,945,987 | | | | 1,578,200 | |
| | | | | | | | | | |
| | | | WARRANTS — 0.1% |
| | | | ENERGY AND UTILITIES — 0.0% |
| | | | Energy and Utilities: Merchant Energy — 0.0% |
| 26,107 | | | Mirant Corp., Ser. A, expire 01/03/11† | | | 51,616 | | | | 38,377 | |
| | | | | | | | | | |
| | | | Energy and Utilities: Natural Gas Utilities — 0.0% |
| 3,000 | | | Corning Natural Gas Corp., expire 08/17/11† | | | 0 | | | | 300 | |
| | | | | | | | | | |
| | | | TOTAL ENERGY AND UTILITIES | | | 51,616 | | | | 38,677 | |
| | | | | | | | | | |
| | | | COMMUNICATIONS — 0.1% |
| | | | Wireless Communications — 0.1% |
| 8,000 | | | Bharti Airtel Ltd., expire 09/19/13† (b) | | | 108,378 | | | | 133,956 | |
| | | | | | | | | | |
| | | | TOTAL WARRANTS | | | 159,994 | | | | 172,633 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Principal | | | | | | | | | | | |
Amount | | | | | | | | | | | |
| | | | CONVERTIBLE CORPORATE BONDS — 0.1% |
| | | | ENERGY AND UTILITIES — 0.1% |
| | | | Environmental Services — 0.1% |
$ | 100,000 | | | Covanta Holding Corp., Cv., 3.250%, 06/01/14 (b) | | | 100,000 | | | | 108,625 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Principal | | | | | | | | | Market | |
Amount | | | | | Cost | | | Value | |
| | | | CORPORATE BONDS — 0.0% |
| | | | COMMUNICATIONS — 0.0% |
| | | | Telecommunications — 0.0% |
$ | 100,000 | | | Williams Communications Group Inc., Escrow, 10.875%, 10/01/09† (a) | | $ | 0 | | | $ | 0 | |
| | | | | | | | | | |
| | | | U.S. GOVERNMENT OBLIGATIONS — 3.3% |
| 6,186,000 | | | U.S. Treasury Bills, 0.132% to 0.294%††, 08/20/09 to 12/03/09 | | | 6,182,707 | | | | 6,183,005 | |
| | | | | | | | | | |
TOTAL INVESTMENTS — 100.0% | | $ | 207,288,693 | | | | 190,097,972 | |
| | | | | | | | | | | |
| | | | | | | | | | | | |
Other Assets and Liabilities (Net) | | | | | | | (438,265 | ) |
| | | | | | | | | | | | |
PREFERRED STOCK (1,154,495 preferred shares outstanding) | | | | | | | (51,339,875 | ) |
| | | | | | | | | | | |
| | | | | | | | | | | | |
NET ASSETS — COMMON SHARES (30,713,054 common shares outstanding) | | | | | | $ | 138,319,832 | |
| | | | | | | | | | | |
| | | | | | | | | | | | |
NET ASSET VALUE PER COMMON SHARE ($138,319,832 ÷ 30,713,054 shares outstanding) | | | | | | $ | 4.50 | |
| | | | | | | | | | | |
| | |
(a) | | Security fair valued under procedures established by the Board of Trustees. The procedures may include reviewing available financial information about the company and reviewing the valuation of comparable securities and other factors on a regular basis. At June 30, 2009, the market value of fair valued securities amounted to $111,745 or 0.06% of total investments. |
|
(b) | | Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2009, the market value of Rule 144A securities amounted to $1,919,326 or 1.01% of total investments. |
|
(c) | | At June 30, 2009, the Fund held an investment in a restricted security amounting to $6,035 or 0.00% of total investments, which was value under methods approved by Board of Trustees as follows: |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | 06/30/09 |
Acquisition | | | | Acquisition | | Acquisition | | Carrying Value |
Shares | | Issuer | | Date | | Cost | | Per Unit |
| 500 | | | Sistema JSFC, GDR | | | 10/10/07 | | | $ | 17,384 | | | $ | 12.0700 | |
| | |
† | | Non-income producing security. |
|
†† | | Represents annualized yield at date of purchase. |
|
ADR | | American Depositary Receipt |
|
CVO | | Contingent Value Obligation |
|
GDR | | Global Depositary Receipt |
See accompanying notes to financial statements.
6
THE GABELLI UTILITY TRUST
STATEMENT OF ASSETS AND LIABILITIES
June 30, 2009 (Unaudited)
| | | | |
Assets: | | | | |
Investments, at value (cost $207,288,693) | | $ | 190,097,972 | |
Foreign currency, at value (cost $15,941) | | | 16,082 | |
Cash | | | 978 | |
Receivable for investments sold | | | 446,808 | |
Dividends and interest receivable | | | 485,794 | |
Unrealized appreciation on swap contracts | | | 7,165 | |
Deferred offering expense | | | 114,410 | |
Prepaid expense | | | 4,279 | |
| | | |
Total Assets | | | 191,173,488 | |
| | | |
Liabilities: | | | | |
Payable for investments purchased | | | 276,958 | |
Distributions payable | | | 29,299 | |
Payable for investment advisory fees | | | 112,191 | |
Payable for payroll expenses | | | 34,685 | |
Payable for accounting fees | | | 3,750 | |
Unrealized depreciation on swap contracts | | | 805,075 | |
Payable for shareholder communications expenses | | | 104,885 | |
Payable for auction agent fees | | | 81,496 | |
Other accrued expenses | | | 65,442 | |
| | | |
Total Liabilities | | | 1,513,781 | |
| | | |
Preferred Shares: | | | | |
Series A Cumulative Preferred Shares (5.625%, $25 liquidation value, $0.001 par value 1,200,000 shares authorized with 1,153,595 shares issued and outstanding) | | | 28,839,875 | |
Series B Cumulative Preferred Shares (Auction Market, $25,000 liquidation value, $0.001 par value, 1,000 shares authorized with 900 shares issued and outstanding) | | | 22,500,000 | |
| | | |
Total Preferred Shares | | | 51,339,875 | |
| | | |
Net Assets Attributable to Common Shares | | $ | 138,319,832 | |
| | | |
Net Assets Attributable to Common Shareholders Consist of: | | | | |
Paid-in capital, at $0.001 par value | | $ | 157,657,021 | |
Accumulated net investment income | | | 784,047 | |
Accumulated net realized loss on investments, swap contracts, and foreign currency transactions | | | (2,133,390 | ) |
Net unrealized depreciation on investments | | | (17,190,721 | ) |
Net unrealized depreciation on swap contracts | | | (797,910 | ) |
Net unrealized appreciation on foreign currency translations | | | 785 | |
| | | |
Net Assets | | $ | 138,319,832 | |
| | | |
Net Asset Value per Common Share: ($138,319,832 ÷ 30,713,054 shares outstanding; unlimited number of shares authorized) | | $ | 4.50 | |
| | | |
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 2009 (Unaudited)
| | | | |
Investment Income: | | | | |
Dividends (net of foreign taxes of $89,719) | | $ | 4,192,868 | |
Interest | | | 42,884 | |
| | | |
Total Investment Income | | | 4,235,752 | |
| | | |
Expenses: | | | | |
Investment advisory fees | | | 914,807 | |
Shareholder communications expenses | | | 140,408 | |
Shareholder services fees | | | 94,290 | |
Payroll expenses | | | 72,008 | |
Legal and audit fees | | | 45,382 | |
Trustees’ fees | | | 37,041 | |
Auction agent expenses | | | 27,450 | |
Accounting fees | | | 22,500 | |
Custodian fees | | | 18,208 | |
Interest expense | | | 18 | |
Miscellaneous expenses | | | 35,964 | |
| | | |
Total Expenses | | | 1,408,076 | |
| | | |
Less: | | | | |
Advisory fee reduction | | | (255,576 | ) |
Custodian fee credits | | | (31 | ) |
| | | |
Total Reductions and Credits | | | (255,607 | ) |
| | | |
Net Expenses | | | 1,152,469 | |
| | | |
Net Investment Income | | | 3,083,283 | |
| | | |
Net Realized and Unrealized Gain/(Loss) on Investments, Swap Contracts, and Foreign Currency: | | | | |
Net realized loss on investments | | | (886,294 | ) |
Net realized loss on swap contracts | | | (379,325 | ) |
Net realized gain on foreign currency transactions | | | 3 | |
| | | |
Net realized loss on investments, swap contracts, and foreign currency transactions | | | (1,265,616 | ) |
| | | |
Net change in unrealized appreciation/depreciation: | | | | |
on investments | | | (8,095,872 | ) |
on swap contracts | | | 9,321 | |
on foreign currency translations | | | 864 | |
| | | |
Net change in unrealized appreciation/depreciation on investments, swap contracts, and foreign currency translations | | | (8,085,687 | ) |
| | | |
Net Realized and Unrealized Gain/(Loss) on Investments, Swap Contracts, and Foreign Currency | | | (9,351,303 | ) |
| | | |
Net Decrease in Net Assets Resulting from Operations | | | (6,268,020 | ) |
| | | |
Total Distributions to Preferred Shareholders | | | (988,124 | ) |
| | | |
Net Decrease in Net Assets Attributable to Common Shareholders Resulting from Operations | | $ | (7,256,144 | ) |
| | | |
See accompanying notes to financial statements.
7
THE GABELLI UTILITY TRUST
STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO COMMON SHAREHOLDERS
| | | | | | | | |
| | Six Months Ended | | | | |
| | June 30, 2009 | | | Year Ended | |
| | (Unaudited) | | | December 31, 2008 | |
Operations: | | | | | | | | |
Net investment income | | $ | 3,083,283 | | | $ | 5,330,806 | |
Net realized gain/(loss) on investments, swap contracts, and foreign currency transactions | | | (1,265,616 | ) | | | 1,691,926 | |
Net change in unrealized appreciation/depreciation on investments, swap contracts, and foreign currency translations | | | (8,085,687 | ) | | | (76,477,469 | ) |
| | | | | | |
|
Net Decrease in Net Assets Resulting from Operations | | | (6,268,020 | ) | | | (69,454,737 | ) |
| | | | | | |
|
Distributions to Preferred Shareholders: | | | | | | | | |
Net investment income | | | (954,019) | * | | | (1,794,946 | ) |
Net realized short-term gain | | | — | | | | (65,729 | ) |
Net realized long-term gain | | | (34,105) | * | | | (762,705 | ) |
| | | | | | |
|
Total Distributions to Preferred Shareholders | | | (988,124 | ) | | | (2,623,380 | ) |
| | | | | | |
|
Net Decrease in Net Assets Attributable to Common Shareholders Resulting from Operations | | | (7,256,144 | ) | | | (72,078,117 | ) |
| | | | | | |
|
Distributions to Common Shareholders: | | | | | | | | |
Net investment income | | | (1,283,022) | * | | | (2,937,568 | ) |
Net realized short-term gain | | | — | | | | (107,569 | ) |
Net realized long-term gain | | | — | | | | (1,248,226 | ) |
Return of capital | | | (9,714,312) | * | | | (17,442,628 | ) |
| | | | | | |
|
Total Distributions to Common Shareholders | | | (10,997,334 | ) | | | (21,735,991 | ) |
| | | | | | |
|
Fund Share Transactions: | | | | | | | | |
Net increase in net assets from common shares issued upon reinvestment of distributions | | | 1,638,943 | | | | 3,135,666 | |
Net increase in net assets from repurchase of preferred shares | | | 36,332 | | | | 54,184 | |
Offering costs for issuance of rights charged to paid-in capital | | | — | | | | (94,830 | ) |
| | | | | | |
|
Net Increase in Net Assets from Fund Share Transactions | | | 1,675,275 | | | | 3,095,020 | |
| | | | | | |
|
Net Decrease in Net Assets Attributable to Common Shareholders | | | (16,578,203 | ) | | | (90,719,088 | ) |
|
Net Assets Attributable to Common Shareholders: | | | | | | | | |
Beginning of period | | | 154,898,035 | | | | 245,617,123 | |
| | | | | | |
|
End of period (including undistributed net investment income of $784,047 and $0, respectively) | | $ | 138,319,832 | | | $ | 154,898,035 | |
| | | | | | |
|
* Based on book income at the time of distributions. Amounts are subject to change and recharacterization at year end. |
See accompanying notes to financial statements.
8
THE GABELLI UTILITY TRUST
FINANCIAL HIGHLIGHTS
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended | | | | |
Selected data for a share of beneficial | | June 30, 2009 | | | Year Ended December 31, | |
interest outstanding throughout each period: | | (Unaudited) | | | 2008 | | | 2007 | | | 2006 | | | 2005 | | | 2004 | |
Operating Performance: | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 5.09 | | | $ | 8.18 | | | $ | 8.19 | | | $ | 6.98 | | | $ | 7.14 | | | $ | 6.83 | |
| | | | | | | | | | | | | | | | | | |
|
Net investment income | | | 0.10 | | | | 0.18 | | | | 0.19 | | | | 0.17 | | | | 0.18 | | | | 0.16 | |
Net realized and unrealized gain/(loss) on investments, swap contracts, and foreign currency transactions | | | (0.31 | ) | | | (2.48 | ) | | | 0.61 | | | | 1.84 | | | | 0.45 | | | | 0.99 | |
| | | | | | | | | | | | | | | | | | |
|
Total from investment operations | | | (0.21 | ) | | | (2.30 | ) | | | 0.80 | | | | 2.01 | | | | 0.63 | | | | 1.15 | |
| | | | | | | | | | | | | | | | | | |
|
Distributions to Preferred Shareholders:(a) | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.03 | )(f) | | | (0.06 | ) | | | (0.03 | ) | | | (0.02 | ) | | | (0.02 | ) | | | (0.06 | ) |
Net realized gain | | | (0.00 | )(f)(g) | | | (0.03 | ) | | | (0.07 | ) | | | (0.08 | ) | | | (0.07 | ) | | | (0.03 | ) |
| | | | | | | | | | | | | | | | | | |
|
Total distributions to preferred shareholders | | | (0.03 | ) | | | (0.09 | ) | | | (0.10 | ) | | | (0.10 | ) | | | (0.09 | ) | | | (0.09 | ) |
| | | | | | | | | | | | | | | | | | |
Net Increase/(Decrease) in Net Assets Attributable to Common Shareholders Resulting from Operations | | | (0.24 | ) | | | (2.39 | ) | | | 0.70 | | | | 1.91 | | | | 0.54 | | | | 1.06 | |
| | | | | | | | | | | | | | | | | | |
|
Distributions to Common Shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.04 | )(f) | | | (0.10 | ) | | | (0.16 | ) | | | (0.16 | ) | | | (0.14 | ) | | | (0.10 | ) |
Net realized gain | | | — | | | | (0.04 | ) | | | (0.33 | ) | | | (0.56 | ) | | | (0.58 | ) | | | (0.05 | ) |
Paid-in capital | | | (0.32 | )(f) | | | (0.58 | ) | | | (0.23 | ) | | | — | | | | — | | | | (0.57 | ) |
| | | | | | | | | | | | | | | | | | |
|
Total distributions to common shareholders | | | (0.36 | ) | | | (0.72 | ) | | | (0.72 | ) | | | (0.72 | ) | | | (0.72 | ) | | | (0.72 | ) |
| | | | | | | | | | | | | | | | | | |
|
Fund Share Transactions: | | | | | | | | | | | | | | | | | | | | | | | | |
Increase in net asset value from common share transactions | | | 0.01 | | | | 0.02 | | | | 0.01 | | | | 0.02 | | | | 0.02 | | | | 0.03 | |
Decrease in net asset value from shares issued in rights offering | | | — | | | | — | | | | — | | | | — | | | | — | | | | (0.06 | ) |
Increase in net asset value from repurchase of preferred shares | | | 0.00 | (g) | | | 0.00 | (g) | | | 0.00 | (g) | | | — | | | | — | | | | 0.00 | (g) |
Offering costs for preferred shares charged to paid-in capital | | | — | | | | — | | | | — | | | | — | | | | 0.00 | (g) | | | 0.00 | (g) |
Offering costs for issuance of rights charged to paid-in capital | | | — | | | | (0.00 | )(g) | | | — | | | | 0.00 | (g) | | | (0.00 | )(g) | | | (0.00 | )(g) |
| | | | | | | | | | | | | | | | | | |
|
Total fund share transactions | | | 0.01 | | | | 0.02 | | | | 0.01 | | | | 0.02 | | | | 0.02 | | | | (0.03 | ) |
| | | | | | | | | | | | | | | | | | |
|
Net Asset Value Attributable to Common Shareholders, End of Period | | $ | 4.50 | | | $ | 5.09 | | | $ | 8.18 | | | $ | 8.19 | | | $ | 6.98 | | | $ | 7.14 | |
| | | | | | | | | | | | | | | | | | |
Net asset value total return † | | | (5.95 | )% | | | (31.68 | )% | | | 8.08 | % | | | 27.46 | % | | | 5.71 | % | | | 13.43 | % |
| | | | | | | | | | | | | | | | | | |
|
Market value, end of period | | $ | 7.00 | | | $ | 5.90 | | | $ | 9.50 | | | $ | 9.94 | | | $ | 9.27 | | | $ | 9.30 | |
| | | | | | | | | | | | | | | | | | |
|
Investment total return†† | | | 26.22 | % | | | (31.81 | )% | | | 3.42 | % | | | 16.47 | % | | | 7.79 | % | | | 5.11 | % |
| | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
9
THE GABELLI UTILITY TRUST
FINANCIAL HIGHLIGHTS (Continued)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended | | |
Selected data for a share of beneficial | | June 30, 2009 | | Year Ended December 31, |
interest outstanding throughout each period: | | (Unaudited) | | 2008 | | 2007 | | 2006 | | 2005 | | 2004 |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets including liquidation value of preferred shares, end of period (in 000’s) | | $ | 189,660 | | | $ | 206,724 | | | $ | 300,210 | | | $ | 297,511 | | | $ | 259,303 | | | $ | 261,563 | |
Net assets attributable to common shares, end of period (in 000’s) | | $ | 138,320 | | | $ | 154,898 | | | $ | 245,617 | | | $ | 242,906 | | | $ | 204,698 | | | $ | 206,958 | |
Ratio of net investment income to average net assets attributable to common shares before preferred share distributions | | | 4.68 | %(h) | | | 2.68 | % | | | 2.03 | % | | | 2.24 | % | | | 2.42 | % | | | 2.32 | % |
Ratio of operating expenses to average net assets attributable to common shares before fee waived | | | 2.14 | %(h) | | | 1.77 | % | | | — | | | | — | | | | — | | | | — | |
Ratio of operating expenses to average net assets attributable to common shares net of advisory fee reduction, if any (b)(c) | | | 1.75 | %(h) | | | 1.50 | % | | | 1.63 | % | | | 1.75 | % | | | 1.85 | % | | | 2.04 | % |
Ratio of operating expenses to average net assets including liquidation value of preferred shares before fee waived | | | 1.54 | %(h) | | | 1.39 | % | | | — | | | | — | | | | — | | | | — | |
Ratio of operating expenses to average net assets including liquidation value of preferred shares net of advisory fee reduction, if any (b)(c) | | | 1.26 | %(h) | | | 1.18 | % | | | 1.34 | % | | | 1.40 | % | | | 1.47 | % | | | 1.52 | % |
Portfolio turnover rate ††† | | | 3 | % | | | 14 | % | | | 13 | % | | | 33 | % | | | 19 | % | | | 18 | % |
Preferred Shares: | | | | | | | | | | | | | | | | | | | | | | | | |
5.625% Series A Cumulative Preferred Shares | | | | | | | | | | | | | | | | | | | | | | | | |
Liquidation value, end of period (in 000’s) | | $ | 28,840 | | | $ | 29,326 | | | $ | 29,593 | | | $ | 29,605 | | | $ | 29,605 | | | $ | 29,605 | |
Total shares outstanding (in 000’s) | | | 1,154 | | | | 1,173 | | | | 1,184 | | | | 1,184 | | | | 1,184 | | | | 1,184 | |
Liquidation preference per share | | $ | 25.00 | | | $ | 25.00 | | | $ | 25.00 | | | $ | 25.00 | | | $ | 25.00 | | | $ | 25.00 | |
Average market value (d) | | $ | 23.41 | | | $ | 22.76 | | | $ | 23.36 | | | $ | 23.80 | | | $ | 25.02 | | | $ | 24.68 | |
Asset coverage per share | | $ | 92.35 | | | $ | 99.72 | | | $ | 137.48 | | | $ | 136.21 | | | $ | 118.72 | | | $ | 119.75 | |
Series B Auction Market Cumulative Preferred Shares | | | | | | | | | | | | | | | | | | | | | | | | |
Liquidation value, end of period (in 000’s) | | $ | 22,500 | | | $ | 22,500 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | |
Total shares outstanding (in 000’s) | | | 1 | | | | 1 | | | | 1 | | | | 1 | | | | 1 | | | | 1 | |
Liquidation preference per share | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | |
Average market value (d) | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | | | $ | 25,000 | |
Asset coverage per share | | $ | 92,355 | | | $ | 99,721 | | | $ | 137,478 | | | $ | 136,210 | | | $ | 118,718 | | | $ | 119,752 | |
Asset Coverage (e) | | | 369 | % | | | 399 | % | | | 550 | % | | | 545 | % | | | 475 | % | | | 479 | % |
| | |
† | | Based on net asset value per share, adjusted for reinvestment of distributions at prices obtained under the Fund’s dividend reinvestment plan, including the effect of shares issued pursuant to a 2004 rights offering, assuming full subscription by shareholder. Total return for a period of less than one year is not annualized. |
|
†† | | Based on market value per share, adjusted for reinvestment of distributions at prices obtained under the Fund’s dividend reinvestment plan, including the effect of shares issued pursuant to a 2004 rights offering, assuming full subscription by shareholder. Total return for a period of less than one year is not annualized. |
|
††† | | Effective in 2008, a change in accounting policy was adopted with regard to the calculation of the portfolio turnover rate to include cash proceeds due to mergers. Had this policy been adopted retroactively, the portfolio turnover rate for the years ended December 31, 2007, 2006, 2005, and 2004, would have been 29%, 34%, 29%, and 30%, respectively. |
|
(a) | | Calculated based upon average common shares outstanding on the record dates throughout the period. |
|
(b) | | The ratios do not include a reduction of expenses for custodian fee credits on cash balances maintained with the custodian. Including such custodian fee credits for the year ended December 31, 2007, the ratios of operating expenses to average net assets attributable to common shares net of advisory fee reduction would have been 1.63% and the ratios of operating expenses to average net assets including liquidation value of preferred shares net of fee reduction would have been 1.33%. For the six months ended June 30, 2009 and years ended December 31, 2008, 2006, 2005, and 2004, the effect of the custodian fee credits was minimal. |
|
(c) | | The Fund incurred interest expense during the year ended December 31, 2007. If interest expense had not been incurred, the ratio of operating expenses to average net assets attributable to common stock would have been 1.62% and the ratio of operating expenses to average net assets including liquidation value of preferred shares would have been 1.33%. For the six months ended June 30, 2009 and year ended December 31, 2008, the effect of interest expense was minimal. |
|
(d) | | Based on weekly prices. |
|
(e) | | Asset coverage is calculated by combining all series of preferred shares. |
|
(f) | | Based on year to date book income. Amounts are subject to change and recharacterization at year end. |
|
(g) | | Amount represents less than $0.005 per share. |
|
(h) | | Annualized. |
See accompanying notes to financial statements.
10
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. Organization. The Gabelli Utility Trust (the “Fund”) is a non-diversified closed-end management investment company organized as a Delaware statutory trust on February 25, 1999 and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Investment operations commenced on July 9, 1999.
The Fund’s primary objective is long-term growth of capital and income. The Fund will invest 80% of its assets, under normal market conditions, in common stocks and other securities of foreign and domestic companies involved in providing products, services, or equipment for (i) the generation or distribution of electricity, gas, and water and (ii) telecommunications services or infrastructure operations (the “80% Policy”). The 80% Policy may be changed without shareholder approval. However, the Fund has adopted a policy to provide shareholders with notice at least sixty days prior to the implementation of any change in the 80% Policy.
2. Significant Accounting Policies. The preparation of financial statements in accordance with United States (“U.S.”) generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements.
Security Valuation. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market’s official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and asked prices or, if there were no asked prices quoted on that day, then the security is valued at the closing bid price on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Trustees (the “Board”) so determines, by such other method as the Board shall determine in good faith to reflect its fair market value. Portfolio securities traded on more than one national securities exchange or market are valued according to the broadest and most representative market, as determined by Gabelli Funds, LLC (the “Adviser”).
Portfolio securities primarily traded on a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market but prior to the close of business on the day the securities are being valued. Debt instruments with remaining maturities of sixty days or less that are not credit impaired are valued at amortized cost, unless the Board determines such amount does not reflect the securities’ fair value, in which case these securities will be fair valued as determined by the Board. Debt instruments having a maturity greater than sixty days for which market quotations are readily available are valued at the average of the latest bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price. Futures contracts are valued at the closing settlement price of the exchange or board of trade on which the applicable contract is traded.
Securities and assets for which market quotations are not readily available are fair valued as determined by the Board. Fair valuation methodologies and procedures may include, but are not limited to: analysis and review of available financial and non-financial information about the company; comparisons with the valuation and changes in valuation of similar securities, including a comparison of foreign securities with the equivalent U.S. dollar value ADR securities at the close of the U.S. exchange; and evaluation of any other information that could be indicative of the value of the security.
Statement of Financial Accounting Standard No. 157, “Fair Value Measurements” (“SFAS 157”) clarifies the definition of fair value for financial reporting, establishes a framework for measuring fair value, and requires additional disclosures about the use of fair value measurements. The three levels of the fair value hierarchy under SFAS 157 are described below:
| • | | Level 1 – quoted prices in active markets for identical securities; |
11
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
| • | | Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.); and |
|
| • | | Level 3 – significant unobservable inputs (including the Fund’s determinations as to the fair value of investments). |
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments and other financial instruments by inputs used to value the Fund’s investments as of June 30, 2009 is as follows:
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
| | Level 1 - | | Level 2 - | | Level 3 - | | Total |
| | Quoted | | Other Significant | | Significant | | Market Value |
| | Prices | | Observable Inputs | | Unobservable Inputs | | at 6/30/09 |
INVESTMENTS IN SECURITIES: | | | | | | | | | | | | | | | | |
ASSETS (Market Value): | | | | | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | | | | | |
ENERGY AND UTILITIES | | | | | | | | | | | | | | | | |
Energy and Utilities: Electric Integrated | | $ | 91,481,845 | | | | — | | | $ | 13,200 | | | $ | 91,495,045 | |
Energy and Utilities: Merchant Energy | | | 4,388,855 | | | | — | | | | 0 | | | | 4,388,855 | |
COMMUNICATIONS | | | | | | | | | | | | | | | | |
Telecommunications | | | 8,380,166 | | | $ | 98,545 | | | | 0 | | | | 8,478,711 | |
OTHER | | | | | | | | | | | | | | | | |
Aerospace | | | 446,054 | | | | 10,587 | | | | — | | | | 456,641 | |
Other Industries(a) | | | 77,236,257 | | | | — | | | | — | | | | 77,236,257 | |
|
Total Common Stocks | | | 181,933,177 | | | | 109,132 | | | | 13,200 | | | | 182,055,509 | |
|
| | | | | | | | | | | | | | | | |
Convertible Preferred Stocks(a) | | | 1,578,200 | | | | — | | | | — | | | | 1,578,200 | |
Warrants(a) | | | 38,677 | | | | 133,956 | | | | — | | | | 172,633 | |
Convertible Corporate Bonds | | | — | | | | 108,625 | | | | — | | | | 108,625 | |
Corporate Bonds | | | — | | | | — | | | | — | | | | — | |
U.S. Government Obligations | | | — | | | | 6,183,005 | | | | — | | | | 6,183,005 | |
|
TOTAL INVESTMENTS IN SECURITIES | | $ | 183,550,054 | | | $ | 6,534,718 | | | $ | 13,200 | | | $ | 190,097,972 | |
|
OTHER FINANCIAL INSTRUMENTS: | | | | | | | | | | | | | | | | |
ASSETS (Unrealized Appreciation): * | | | | | | | | | | | | | | | | |
Contract for Difference Swap Agreements | | $ | — | | | $ | 7,165 | | | $ | — | | | $ | 7,165 | |
OTHER FINANCIAL INSTRUMENTS: | | | | | | | | | | | | | | | | |
LIABILITIES (Unrealized Depreciation): * | | | | | | | | | | | | | | | | |
Interest Rate Swap Agreement | | | — | | | | (805,075 | ) | | | — | | | | (805,075 | ) |
|
TOTAL OTHER FINANCIAL INSTRUMENTS | | $ | — | | | $ | (797,910 | ) | | $ | — | | | $ | (797,910 | ) |
|
| | |
(a) | | Security and industry classifications for these categories are detailed in the Schedule of Investments. |
|
* | | Other financial instruments are derivative instruments not reflected in the Schedule of Investments, such as futures, forwards, and swaps, which are valued at the unrealized appreciation/depreciation of the investment. |
12
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
The following is a reconciliation of Level 3 investments for which significant unobservable inputs were used to determine fair value:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Net change |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | in unrealized |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | appreciation/ |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | depreciation |
| | | | | | | | | | | | | | Change in | | �� | | | | | | | | | | | | during the |
| | Balance | | Accrued | | Realized | | unrealized | | Net | | Transfers in | | Balance | | period on Level 3 |
| | as of | | discounts/ | | gain/ | | appreciation/ | | purchases/ | | and/or out | | as of | | investments held |
| | 12/31/08 | | (premiums) | | (loss) | | depreciation† | | (sales) | | of Level 3 | | 6/30/09 | | at 6/30/09† |
|
INVESTMENTS IN SECURITIES: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
ASSETS (Market Value): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
ENERGY AND UTILITIES | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Energy and Utilities: Electric Integrated | | $ | 13,200 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | 13,200 | | | $ | — | |
Energy and Utilities: Merchant Energy | | | 0 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 0 | | | | — | |
COMMUNICATIONS | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Telecommunications | | | 0 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 0 | | | | — | |
|
Total Common Stocks | | | 13,200 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 13,200 | | | | — | |
Corporate Bonds | | | 0 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | |
|
TOTAL INVESTMENTS IN SECURITIES | | $ | 13,200 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | 13,200 | | | $ | — | |
|
| | |
† | | Net change in unrealized appreciation/depreciation on investments is included in the related amounts in the Statement of Operations. |
Derivative Financial Instruments.
The Fund may invest in various derivative financial instruments and engage in various portfolio investment strategies for the purpose of increasing the income of the Fund, hedging or protecting its exposure to interest rate movements and movements in the securities markets, hedging against changes in the value of its portfolio securities and in the value of securities it intends to purchase, or hedging against a specific transaction with respect to either the currency in which the transaction is denominated or another currency. Losses may arise if the value of the contract decreases due to an unfavorable change in the price of the underlying security or if the counterparty does not perform its duties under the contract. Investing in certain derivative financial instruments entails certain execution, market, liquidity, hedging, and tax risks. Participation in the options or futures markets and in currency exchange transactions involves investment risks and transaction costs to which the Fund would not be subject absent the use of these strategies. If the Adviser’s prediction of movements in the direction of the securities, foreign currency, and interest rate markets is inaccurate, the consequences to the Fund may leave the Fund in a worse position than if it had not used such strategies.
The Fund is subject to equity price risk, interest rate risk, and foreign currency exchange rate risk in the normal course of pursuing its investment objectives by investing in various derivative financial instruments, as described below and in the tables to follow.
Swap Agreements. The Fund may enter into equity, contract for difference, and interest rate swap or cap transactions for the purpose of increasing the income of the Fund or to hedge or protect its exposure to interest rate movements and movements in the securities market. The use of swaps and caps is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio transactions. Swap agreements may involve, to varying degrees, elements of market and counterparty risk, and exposure to loss in excess of the related amounts reflected in the Statement of Assets and Liabilities. In an interest rate swap, the Fund would agree to pay to the other party to the interest rate swap (which is known as the “counterparty”) periodically a fixed rate payment in exchange for the
13
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
counterparty agreeing to pay to the Fund periodically a variable rate payment that is intended to approximate the Fund’s variable rate payment obligation on the Series B Preferred Shares. In an interest rate cap, the Fund would pay a premium to the counterparty and, to the extent that a specified variable rate index exceeds a predetermined fixed rate, would receive from the counterparty payments of the difference based on the notional amount of such cap. In an equity swap, a set of future cash flows are exchanged between two counterparties. One of these cash flow streams will typically be based on a reference interest rate combined with the performance of a notional value of shares of a stock. The other will be based on the performance of the shares of a stock. Swap and cap transactions introduce additional risk because the Fund would remain obligated to pay preferred stock dividends when due in accordance with the Statement of Preferences even if the counterparty defaulted. If there is a default by the counterparty to a swap contract, the Fund will be limited to contractual remedies pursuant to the agreements related to the transaction. There is no assurance that the swap contract counterparties will be able to meet their obligations pursuant to the swap contracts or that, in the event of default, the Fund will succeed in pursuing contractual remedies. The Fund thus assumes the risk that it may be delayed in or prevented from obtaining payments owed to it pursuant to the swap contracts. The creditworthiness of the swap contract counterparties is closely monitored in order to minimize this risk. Depending on the general state of short-term interest rates and the returns on the Fund’s portfolio securities at that point in time, such a default could negatively affect the Fund’s ability to make dividend payments. In addition, at the time an interest rate swap or cap transaction reaches its scheduled termination date, there is a risk that the Fund will not be able to obtain a replacement transaction or that the terms of the replacement will not be as favorable as on the expiring transaction. If this occurs, it could have a negative impact on the Fund’s ability to make dividend payments.
The use of derivative instruments involves, to varying degrees, elements of market and counterparty risk in excess of the amount recognized below.
Unrealized gains related to swaps are reported as an asset and unrealized losses are reported as a liability in the Statement of Assets and Liabilities. The change in the value of swaps, including the accrual of periodic amounts of interest to be paid or received on swaps, is reported as unrealized gain or loss in the Statement of Operations. A realized gain or loss is recorded upon payment or receipt of a periodic payment or termination of swap agreements.
The Fund has entered into an interest rate swap agreement with Citibank N.A. Under the agreement, the Fund receives a floating rate of interest and pays a respective fixed rate of interest on the nominal value of the swap. Details of the swap at June 30, 2009 are as follows:
| | | | | | | | | | | | | | | | |
Notional | | | | | | Floating Rate* | | Termination | | Net Unrealized |
Amount | | Fixed Rate | | (rate reset monthly) | | Date | | Depreciation |
$ | 25,000,000 | | | | 4.00 | % | | | 0.31625 | % | | 6/02/10 | | $ | (805,075 | ) |
| | |
* | | Based on Libor (London Interbank Offered Rate). |
The Fund has entered into equity contract for difference swap agreements with The Goldman Sachs Group, Inc. Details of the swaps at June 30, 2009 are as follows:
| | | | | | | | | | | | |
Notional | | Equity Security | | Interest Rate/ | | Termination | | Net Unrealized | |
Amount | | Received | | Equity Security Paid | | Date | | Appreciation | |
| | | | Market Value Appreciation on: | | Overnight LIBOR plus 90 bps plus Market Value Depreciation on: | | | | | | |
$ | 141,353 | (25,000 Shares) | | Rolls-Royce Group plc | | Rolls-Royce Group plc | | 6/25/10 | | $ | 7,148 | |
| 3,510 | (2,145,000 Shares) | | Rolls-Royce Group plc, Cl. C | | Rolls-Royce Group plc, Cl. C | | 7/02/09 | | | 17 | |
| | | | | | | | | | | |
| | | | | | | | | | $ | 7,165 | |
| | | | | | | | | | | |
14
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
Futures Contracts. The Fund may engage in futures contracts for the purpose of hedging against changes in the value of its portfolio securities and in the value of securities it intends to purchase. Upon entering into a futures contract, the Fund is required to deposit with the broker an amount of cash or cash equivalents equal to a certain percentage of the contract amount. This is known as the “initial margin.” Subsequent payments (“variation margin”) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, which are included in unrealized appreciation/depreciation on investments and futures contracts. The Fund recognizes a realized gain or loss when the contract is closed.
There are several risks in connection with the use of futures contracts as a hedging instrument. The change in value of futures contracts primarily corresponds with the value of their underlying instruments, which may not correlate with the change in value of the hedged investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. At June 30, 2009, there were no open futures contracts.
Forward Foreign Exchange Contracts. The Fund may engage in forward foreign exchange contracts for the purpose of hedging a specific transaction with respect to either the currency in which the transaction is denominated or another currency as deemed appropriate by the Adviser. Forward foreign exchange contracts are valued at the forward rate and are marked-to-market daily. The change in market value is included in unrealized appreciation/depreciation on investments and foreign currency translations. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.
The use of forward foreign exchange contracts does not eliminate fluctuations in the underlying prices of the Fund’s portfolio securities, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. In addition, the Fund could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts. At June 30, 2009, there were no open forward foreign exchange contracts.
Fair Values of Derivative Instruments as of June 30, 2009:
| | | | | | | | | | | | |
| | Asset Derivatives | | | Liability Derivatives | |
Derivatives Not Accounted for as | | | | | | | | | | |
Hedging Instruments under | | | | | | | | | | |
Statement 133 | | Balance Sheet Location | | Fair Value | | | Balance Sheet Location | | Fair Value | |
Interest Rate Contracts | | | | | | | | Liabilities, Unrealized depreciation on swap contracts | | $ | (805,075 | ) |
Equity Contracts | | Assets, Unrealized appreciation on swap contracts | | $ | 7,165 | | | | | | | |
| | | | | | | | | | |
Total | | | | $ | 7,165 | | | | | $ | (805,075 | ) |
| | | | | | | | | | |
| | |
* | | For open derivative instruments as of June 30, 2009, see the preceding tables, which are also indicative of activity for the year ended December 31, 2008. |
Effect of Derivative Instruments on the Statement of Operations during the Six Months Ended June 30, 2009:
| | | | | | | | | |
Derivatives Not Accounted for as | | | Realized Gain or (Loss) on | | | Change in Unrealized Appreciation or | |
Hedging Instruments under | | | Derivatives Recognized | | | Depreciation on Derivatives Recognized | |
Statement 133 | | | in Income | | | in Income | |
Interest Rate Contracts | | | $ | — | | | $ | 12,834 | |
Equity Contracts | | | | (379,325 | ) | | | (3,513 | ) |
| | | | | | | |
Total | | | $ | (379,325 | ) | | $ | 9,321 | |
| | | | | | | |
15
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
Repurchase Agreements. The Fund may enter into repurchase agreements with primary government securities dealers recognized by the Federal Reserve Board, with member banks of the Federal Reserve System, or with other brokers or dealers that meet credit guidelines established by the Adviser and reviewed by the Board. Under the terms of a typical repurchase agreement, the Fund takes possession of an underlying debt obligation subject to an obligation of the seller to repurchase, and the Fund to resell, the obligation at an agreed-upon price and time, thereby determining the yield during the Fund’s holding period. It is the policy of the Fund to always receive and maintain securities as collateral whose market value, including accrued interest, is at least equal to 102% of the dollar amount invested by the Fund in each agreement. The Fund will make payment for such securities only upon physical delivery or upon evidence of book entry transfer of the collateral to the account of the custodian. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market on a daily basis to maintain the adequacy of the collateral. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited. At June 30, 2009, there were no open repurchase agreements.
Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, investments, and other assets and liabilities are translated into U.S. dollars at the current exchange rates. Purchases and sales of investment securities, income, and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses that result from changes in foreign exchange rates and/or changes in market prices of securities have been included in unrealized appreciation/depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial trade date and subsequent sale trade date is included in realized gain/loss on investments.
Foreign Securities. The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the ability to repatriate funds, less complete financial information about companies, and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.
Foreign Taxes. The Fund may be subject to foreign taxes on income, gains on investments, or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests.
Securities Transactions and Investment Income. Securities transactions are accounted for on the trade date with realized gain or loss on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded on the accrual basis. Premiums and discounts on debt securities are amortized using the effective yield to maturity method. Dividend income is recorded on the ex-dividend date except for certain dividends which are recorded as soon as the Fund is informed of the dividend.
Custodian Fee Credits and Interest Expense. When cash balances are maintained in the custody account, the Fund receives credits which are used to offset custodian fees. The gross expenses paid under the custody arrangement are included in custodian fees in the Statement of Operations with the corresponding expense offset, if any, shown as “custodian fee credits.” When cash balances are overdrawn, the Fund is charged an overdraft fee equal to 110% of the 90 day Treasury Bill rate. This amount, if any, would be included in “interest expense” in the Statement of Operations.
16
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
Distributions to Shareholders. Distributions to common shareholders are recorded on the ex-dividend date. Distributions to shareholders are based on income and capital gains as determined in accordance with federal income tax regulations, which may differ from income and capital gains as determined under U.S. generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities and foreign currency transactions held by the Fund, timing differences, and differing characterizations of distributions made by the Fund. Distributions from net investment income include net realized gains on foreign currency transactions. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, adjustments are made to the appropriate capital accounts in the period when the differences arise. These reclassifications have no impact on the NAV of the Fund.
Distributions to shareholders of the Fund’s 5.625% Series A Cumulative Preferred Shares and Series B Auction Market Cumulative Preferred Shares (“Cumulative Preferred Shares”) are recorded on a daily basis and are determined as described in Note 5.
The tax character of distributions paid during the year ended December 31, 2008 was as follows:
| | | | | | | | |
| | Common | | | Preferred | |
Distributions paid from: | | | | | | | | |
Ordinary income (inclusive of net short-term capital gains) | | $ | 3,045,137 | | | $ | 1,860,675 | |
Net long-term capital gains | | | 1,248,226 | | | | 762,705 | |
Return of capital | | | 17,442,628 | | | | — | |
| | | | | | |
|
Total distributions paid | | $ | 21,735,991 | | | $ | 2,623,380 | |
| | | | | | |
Provision for Income Taxes. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for federal income taxes is required.
At December 31, 2008, the components of accumulated earnings/losses on a tax basis were as follows:
| | | | |
Net unrealized depreciation on investments and swap contracts | | $ | (10,769,419 | ) |
Net unrealized depreciation on foreign currency translations | | | (79 | ) |
Other temporary differences* | | | (28,525 | ) |
| | | |
|
Total | | $ | (10,798,023 | ) |
| | | |
| | |
* | | Other temporary differences are primarily due to adjustments on dividend payables. |
The following summarizes the tax cost of investments, swap contracts, and the related unrealized appreciation/depreciation at June 30, 2009:
| | | | | | | | | | | | | | | | |
| | | | | | Gross | | | Gross | | | | |
| | | | | | Unrealized | | | Unrealized | | | Net Unrealized | |
| | Cost | | | Appreciation | | | Depreciation | | | Depreciation | |
Investments | | $ | 208,503,175 | | | $ | 13,194,322 | | | $ | (31,599,525 | ) | | $ | (18,405,203 | ) |
Swap contracts | | | — | | | | 7,165 | | | | (805,075 | ) | | | (797,910 | ) |
| | | | | | | | | | | | |
| | $ | 208,503,175 | | | $ | 13,201,487 | | | $ | (32,404,600 | ) | | $ | (19,203,113 | ) |
| | | | | | | | | | | | |
Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years (current and prior three tax years) and has concluded that no provision for federal income tax is required in the Fund’s financial
17
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
statements. The Fund’s federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.
3. Agreements and Transactions with Affiliates. The Fund has an investment advisory agreement (the “Advisory Agreement”) with the Adviser which provides that the Fund will pay the Adviser a fee, computed weekly and paid monthly, equal on an annual basis to 1.00% of the value of its average weekly net assets including the liquidation value of the preferred stock. In accordance with the Advisory Agreement, the Adviser provides a continuous investment program for the Fund’s portfolio and oversees the administration of all aspects of the Fund’s business and affairs. The Adviser has agreed to reduce the management fee on the incremental assets attributable to the Cumulative Preferred Shares if the total return of the NAV of the common shares of the Fund, including distributions and advisory fee subject to reduction, does not exceed the stated dividend rate or corresponding swap rate of the Cumulative Preferred Shares for the year.
The Fund’s total return on the NAV of the common shares is monitored on a monthly basis to assess whether the total return on the NAV of the common shares exceeds the stated dividend rate or corresponding swap rate of each particular series of Cumulative Preferred Shares for the period. For the six months ended June 30, 2009, the Fund’s total return on the NAV of the common shares did not exceed the stated dividend rate or corresponding swap rate on any of the outstanding preferred shares. Thus, management fees with respect to the liquidation value of the preferred share assets were reduced by $255,576.
During the six months ended June 30, 2009, the Fund paid brokerage commissions on security trades of $8,273 to Gabelli & Company, Inc. (“Gabelli & Company”), an affiliate of the Adviser.
The cost of calculating the Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement between the Fund and the Adviser. During the six months ended June 30, 2009, the Fund paid or accrued $22,500 to the Adviser in connection with the cost of computing the Fund’s NAV.
As per the approval of the Board, the Fund compensates officers of the Fund, who are employed by the Fund and are not employed by the Adviser (although the officers may receive incentive based variable compensation from affiliates of the Adviser) and pays its allocated portion of the cost of the Fund’s Chief Compliance Officer. For the six months ended June 30, 2009, the Fund paid or accrued $72,008, which is included in payroll expenses in the Statement of Operations.
The Fund pays each Trustee who is not considered to be an affiliated person an annual retainer of $6,000 plus $500 for each Board meeting attended and each Trustee is reimbursed by the Fund for any out of pocket expenses incurred in attending meetings. All Board committee members receive $500 per meeting attended. In addition, the Audit Committee Chairman receives an annual fee of $3,000, the Nominating Committee Chairman receives an annual fee of $2,000, and the Lead Trustee receive an annual fee of $1,000. A Trustee may receive a single meeting fee, allocated among the participating funds, for participation in certain meetings held on behalf of multiple funds. Trustees who are directors or employees of the Adviser or an affiliated company receive no compensation or expense reimbursement from the Fund.
4. Portfolio Securities. Purchases and sales of securities for the six months ended June 30, 2009, other than short-term securities and U.S. Government obligations, aggregated $4,652,101 and $4,835,557, respectively.
Sales of U.S. Government obligations for the six months ended June 30, 2009, other than short-term obligations, aggregated $9,026,164.
5. Capital. The Fund is authorized to issue an unlimited number of shares of beneficial interest (par value $0.001). The Board has authorized the repurchase of its common shares on the open market when the shares are trading at a discount of 10% or more (or such other percentage as the Board may determine from time to time) from the NAV of the shares. During the six months ended June 30, 2009, the Fund did not repurchase any common shares of beneficial interest in the open market.
18
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
Transactions in shares of beneficial interest were as follows:
| | | | | | | | | | | | | | | | |
| | Six Months Ended | | |
| | June 30, 2009 | | Year Ended |
| | (Unaudited) | | December 31, 2008 |
| | Shares | | Amount | | Shares | | Amount |
Net increase from shares issued upon reinvestment of distributions | | | 283,033 | | | $ | 1,638,943 | | | | 408,833 | | | $ | 3,135,666 | |
A shelf registration authorizing the offering of preferred shares was declared effective by the SEC on June 13, 2008.
The Fund is authorized to issue up to 2,005,000 shares of $0.001 par value Cumulative Preferred Shares. The Cumulative Preferred Shares are senior to the common shares and result in the financial leveraging of the common shares. Such leveraging tends to magnify both the risks and opportunities to common shareholders. Dividends on shares of the Cumulative Preferred Shares are cumulative. The Fund is required by the 1940 Act and by the Statement of Preferences to meet certain asset coverage tests with respect to the Cumulative Preferred Shares. If the Fund fails to meet these requirements and does not correct such failure, the Fund may be required to redeem, in part or in full, the 5.625% Series A and Series B Auction Market Cumulative Preferred Shares at a redemption price of $25.00 and $25,000, respectively, per share plus an amount equal to the accumulated and unpaid dividends whether or not declared on such shares in order to meet these requirements. Additionally, failure to meet the foregoing asset coverage requirements could restrict the Fund’s ability to pay dividends to common shareholders and could lead to sales of portfolio securities at inopportune times. The income received on the Fund’s assets may vary in a manner unrelated to the fixed and variable rates, which could have either a beneficial or detrimental impact on net investment income and gains available to common shareholders.
On July 31, 2003, the Fund received net proceeds of $28,895,026 (after underwriting discounts of $945,000 and offering expenses of $159,974) from the public offering of 1,200,000 shares of 5.625% Series A Cumulative Preferred Shares. Commencing July 31, 2008 and thereafter, the Fund, at its option, may redeem the 5.625% Series A Cumulative Preferred Shares in whole or in part at the redemption price at any time. During the six months ended June 30, 2009, the Fund repurchased and retired 19,429 shares of 5.625% Series A Cumulative Preferred Shares in the open market at a cost of $449,393 and an average discount of approximately 7.52% from its liquidation preference. At June 30, 2009, 1,153,595 shares of 5.625% Series A Cumulative Preferred Shares were outstanding and accrued dividends amounted to $22,531.
On July 31, 2003, the Fund received net proceeds of $24,590,026 (after underwriting discounts of $250,000 and offering expenses of $159,974) from the public offering of 1,000 shares of Series B Auction Market Cumulative Preferred Shares (“Series B Shares”). The dividend rate, as set by the auction process, which is generally held every seven days, is expected to vary with short-term interest rates. The dividend rates of Series B Shares ranged from 1.486% to 1.696% for the six months ended June 30, 2009. Since February 2008, the number of Series B Shares subject to bid orders by potential holders has been less than the number of Series B Shares subject to sell orders. Therefore, the weekly auctions have failed, and the dividend rate since then has been the maximum rate. Holders that have submitted sell orders have not been able to sell any or all of the Series B Shares for which they have submitted sell orders. The current maximum rate is 125% of the seven day Telerate/British Bankers Association LIBOR rate on the day of such auction. Existing shareholders may submit an order to hold, bid, or sell such shares on each auction date. Shareholders of the Series B Shares may also trade their shares in the secondary market. The Fund, at its option, may redeem the Series B Auction Market Cumulative Preferred Shares in whole or in part at the redemption price at any time. At June 30, 2009, 900 shares of Series B Shares were outstanding with an annualized dividend rate of 1.547% per share and accrued dividends amounted to $6,768.
19
THE GABELLI UTILITY TRUST
NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)
The holders of Cumulative Preferred Shares generally are entitled to one vote per share held on each matter submitted to a vote of shareholders of the Fund and will vote together with holders of common stock as a single class. The holders of Cumulative Preferred Shares voting together as a single class also have the right currently to elect two Trustees and under certain circumstances are entitled to elect a majority of the Board of Trustees. In addition, the affirmative vote of a majority of the votes entitled to be cast by holders of all outstanding shares of the preferred shares, voting as a single class, will be required to approve any plan of reorganization adversely affecting the preferred shares, and the approval of two-thirds of each class, voting separately, of the Fund’s outstanding voting stock must approve the conversion of the Fund from a closed-end to an open-end investment company. The approval of a majority (as defined in the 1940 Act) of the outstanding preferred shares and a majority (as defined in the 1940 Act) of the Fund’s outstanding voting securities are required to approve certain other actions, including changes in the Fund’s investment objectives or fundamental investment policies.
6. Industry Concentration. Because the Fund primarily invests in common stocks and other securities of foreign and domestic companies in the utility industry, its portfolio may be subject to greater risk and market fluctuations than a portfolio of securities representing a broad range of investments.
7. Indemnifications. The Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
8. Other Matters. On April 24, 2008, the Adviser entered into an administrative settlement with the SEC to resolve the SEC’s inquiry regarding prior frequent trading activity in shares of the GAMCO Global Growth Fund (the “Global Growth Fund”) by one investor who was banned from the Global Growth Fund in August 2002. In the settlement, the SEC found that the Adviser had violated Section 206(2) of the Investment Advisers Act, Section 17(d) of the 1940 Act, and Rule 17d-1 thereunder, and had aided and abetted and caused violations of Section 12(d)(1)(B)(i) of the 1940 Act. Under the terms of the settlement, the Adviser, while neither admitting nor denying the SEC’s findings and allegations, agreed, among other things, to pay the previously reserved total of $16 million (including a $5 million penalty), of which at least $11 million will be distributed to shareholders of the Global Growth Fund in accordance with a plan being developed by an independent distribution consultant and approved by the independent directors of the Global Growth Fund and the staff of the SEC, and to cease and desist from future violations of the above referenced federal securities laws. The settlement will not have a material adverse impact on the Adviser or its ability to fulfill its obligations under the Advisory Agreement. On the same day, the SEC filed a civil action against the Executive Vice President and Chief Operating Officer of the Adviser, alleging violations of certain federal securities laws arising from the same matter. The officer is also an officer of the Global Growth Fund and other funds in the Gabelli/GAMCO fund complex including the Fund. The officer denies the allegations and is continuing in his positions with the Adviser and the funds. The Adviser currently expects that any resolution of the action against the officer will not have a material adverse impact on the Fund or the Adviser or its ability to fulfill its obligations under the Advisory Agreement.
9. Subsequent Events. Management has evaluated the impact of all subsequent events on the Fund through August 26, 2009, the date the financial statements were issued, and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
Certifications
The Fund’s Chief Executive Officer has certified to the New York Stock Exchange (“NYSE”) that, as of June 12, 2009, he was not aware of any violation by the Fund of applicable NYSE corporate governance listing standards. The Fund reports to the SEC on Form N-CSR which contains certifications by the Fund’s principal executive officer and principal financial officer that relate to the Fund’s disclosure in such reports and that are required by Rule 30a-2(a) under the 1940 Act.
20
THE GABELLI UTILITY TRUST
Board Consideration and Re-Approval of Investment Advisory Agreement (Unaudited)
At its meeting on February 26, 2009, the Board of Trustees (“Board”) of the Fund approved the continuation of the investment advisory agreement with the Adviser for the Fund on the basis of the recommendation by the trustees who are not “interested persons” of the Fund (the “Independent Board Members”). The following paragraphs summarize the material information and factors considered by the Independent Board Members as well as their conclusions relative to such factors.
Nature, Extent, and Quality of Services. The Independent Board Members considered the nature, quality, and extent of administrative and shareholder services performed by the Adviser, including portfolio management, supervision of Fund operations and compliance and regulatory filings and disclosures to shareholders, general oversight of other service providers, review of Fund legal issues, assisting the Independent Board Members in their capacity as Trustees and other services. The Independent Board Members concluded that the services are extensive in nature and that the Adviser consistently delivered a high level of service.
Investment Performance of the Fund and Adviser. The Independent Board Members considered investment performance for the Fund over various periods of time as compared with the performance of such Fund’s Lipper peer group, and concluded that the Adviser was delivering satisfactory performance results over the long term consistent with the long-term investment strategies being pursued by the Fund.
Costs of Services and Profits Realized by the Adviser.
Costs of Services to Fund: Fees and Expenses. The Independent Board Members considered the Fund’s management fee rate and expense ratio relative to industry averages for the Fund’s peer group category and the advisory fees charged by the Adviser and its affiliates to other fund and non-fund clients. The Independent Board Members noted that the mix of services under the Agreement are much more extensive than those under the advisory agreements for non-fund clients.
Profitability and Costs of Services to Adviser. The Independent Board Members considered the Adviser’s overall profitability and costs, and pro forma estimates of the Adviser’s profitability and costs attributable to the Fund (i) as part of the Gabelli/GAMCO fund complex and (ii) assuming the Fund constituted the Adviser’s only investment company under its management. The Independent Board Members also considered whether the amount of profit is a fair entrepreneurial profit for the management of the Fund and noted that the Adviser has substantially increased its resources devoted to Fund matters in response to regulatory requirements and enhanced Fund policies and procedures. The Independent Board Members concluded that the Adviser’s profitability was at an acceptable level, particularly in light of the quality of services provided to the Fund.
Extent of Economies of Scale as Fund Grows. The Independent Board Members considered whether there have been economies of scale with respect to the management of the Fund and whether the Fund has appropriately benefited from any economies of scale. The Independent Board Members noted that economies of scale may develop for certain funds as their assets increase and their fund level expenses decline as a percentage of assets, but that fund level economies of scale may not necessarily result in Adviser level economies of scale. They also recognized that the Adviser has agreed to reduce the advisory fee on incremental assets attributable to the preferred shares if the total return of the common shares does not exceed a specified amount (i.e., the dividend rate paid on preferred shares). The Board Members concluded that there was an appropriate sharing of economies of scale.
Whether Fee Levels Reflect Economies of Scale. The Independent Board Members also considered whether the management fee rate is reasonable in relation to the asset size of the Fund and any economies of scale that may exist, and concluded that it currently was reasonable.
21
Other Relevant Considerations.
Adviser Personnel and Methods. The Independent Board Members considered the size, education, and experience of the Adviser’s staff, the Adviser’s fundamental research capabilities, and the Adviser’s approach to recruiting, training, and retaining portfolio managers and other research and management personnel, and concluded that in each of these areas the Adviser was structured in such a way to support the high level of services being provided to the Fund.
Other Benefits to the Adviser. The Independent Board Members also considered the character and amount of other incidental benefits received by the Adviser and its affiliates from its association with the Fund. The Independent Board Members concluded that potential “fall-out” benefits that the Adviser and its affiliates may receive, such as brokerage commissions paid to an affiliated broker, greater name recognition, or increased ability to obtain research services, appear to be reasonable, and may in some cases benefit the Fund.
Conclusions. In considering the Agreement, the Independent Board Members did not identify any factor as all important or all controlling and instead considered these factors collectively in light of the Fund’s surrounding circumstances. Based on this review, it was the judgment of the Independent Board Members that shareholders had received satisfactory absolute and relative performance at reasonable fees and, therefore, re-approval of the Agreement was in the best interests of the Fund and its shareholders. As a part of its decision making process, the Independent Board Members noted that the Adviser has managed the Fund since its inception, and the Independent Board Members believe that a long-term relationship with a capable, conscientious adviser is in the best interests of the Fund. The Independent Board Members considered, generally, that shareholders invested in the Fund knowing that the Adviser managed the Fund and knowing its investment management fee schedule. As such, the Independent Board Members considered, in particular, whether the Adviser managed the Fund in accordance with its investment objectives and policies as disclosed to shareholders. The Independent Board Members concluded that the Fund was managed by the Adviser consistent with its investment objectives and policies.
22
TRUSTEES AND OFFICERS
THE GABELLI UTILITY TRUST
One Corporate Center, Rye, NY 10580-1422
|
Trustees |
Mario J. Gabelli, CFA |
Chairman & Chief Executive Officer, |
GAMCO Investors, Inc. |
Dr. Thomas E. Bratter |
President & Founder, John Dewey Academy |
Anthony J. Colavita |
President, |
Anthony J. Colavita, P.C. |
James P. Conn |
Former Managing Director & |
Chief Investment Officer, |
Financial Security Assurance Holdings Ltd. |
Vincent D. Enright |
Former Senior Vice President & |
Chief Financial Officer, |
KeySpan Corp. |
Frank J. Fahrenkopf, Jr. |
President & Chief Executive Officer, |
American Gaming Association |
John D. Gabelli |
Senior Vice President, |
Gabelli & Company, Inc. |
Robert J. Morrissey |
Attorney-at-Law, |
Morrissey, Hawkins & Lynch |
Anthony R. Pustorino |
Certified Public Accountant, |
Professor Emeritus, Pace University |
Salvatore J. Zizza |
Chairman, Zizza & Co., Ltd. |
|
Officers |
Bruce N. Alpert |
President |
|
Peter D. Goldstein |
Chief Compliance Officer |
|
Agnes Mullady |
Treasurer & Secretary |
|
David I. Schachter |
Vice President & Ombudsman |
|
Investment Adviser |
Gabelli Funds, LLC |
One Corporate Center |
Rye, New York 10580-1422 |
|
Custodian |
The Bank of New York Mellon |
|
Counsel |
Willkie Farr & Gallagher LLP |
|
Transfer Agent and Registrar |
Computershare Trust Company, N.A. |
|
Stock Exchange Listing |
| | | | | | | | |
| | | | | | 5.625% |
| | Common | | Preferred |
NYSE-Symbol: | | GUT | | GUT PrA |
Shares Outstanding: | | | 30,713,054 | | | | 1,153,595 | |
The Net Asset Value per share appears in the Publicly Traded Funds column, under the heading “Specialized Equity Funds,” in Monday’s The Wall Street Journal. It is also listed in Barron’s Mutual Funds/Closed End Funds section under the heading “Specialized Equity Funds.”
The Net Asset Value per share may be obtained each day by calling (914) 921-5070 or visiting www.gabelli.com.
For general information about the Gabelli Funds, call 800-GABELLI (800-422-3554), fax us at 914-921-5118, visit Gabelli Funds’ Internet homepage at: www.gabelli.com, or e-mail us at: closedend@gabelli.com
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that the Fund may, from time to time, purchase its common shares in the open market when the Fund’s shares are trading at a discount of 10% or more from the net asset value of the shares. The Fund may also, from time to time, purchase its preferred shares in the open market when the preferred shares are trading at a discount to the liquidation value.
Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed registrants.
Not applicable.
Item 6. Investments.
(a) | | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
|
(b) | | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
There has been no change, as of the date of this filing, in any of the portfolio managers identified in response to paragraph (a)(1) of this Item in the registrant’s most recently filed annual report on Form N-CSR.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
REGISTRANT PURCHASES OF EQUITY SECURITIES
| | | | | | | | |
| | | | | | (c) Total Number of | | (d) Maximum Number (or |
| | | | | | Shares (or Units) | | Approximate Dollar Value) of |
| | (a) Total Number of | | | | Purchased as Part of | | Shares (or Units) that May |
| | Shares (or Units) | | (b) Average Price Paid per | | Publicly Announced | | Yet Be Purchased Under the |
Period | | Purchased | | Share (or Unit) | | Plans or Programs | | Plans or Programs |
Month #1 01/01/09 through 01/31/09 | | Common – N/A
Preferred Series A – 2,154 | | Common – N/A
Preferred Series A – $22.5249 | | Common – N/A
Preferred Series A – 2,154 | | Common – 30,470,950
Preferred Series A – 1,173,024 – 2,154 = 1,170,870 |
| | | | | | | | |
Month #2 02/01/09 through 02/28/09 | | Common – N/A
Preferred Series A – 5,563 | | Common – N/A
Preferred Series A – $22.9873 | | Common – N/A
Preferred Series A – 5,563 | | Common – 30,521,098
Preferred Series A – 1,170,870 – 5,563 = 1,165,307 |
| | | | | | | | |
Month #3 03/01/09 through 03/31/09 | | Common – N/A
Preferred Series A – 7,630 | | Common – N/A
Preferred Series A – $23.0464 | | Common – N/A
Preferred Series A – 7,630 | | Common – 30,575,229
Preferred Series A – 1,165,307 – 7,630 = 1,157,677 |
| | | | | | | | |
Month #4 04/01/09 through 04/30/09 | | Common – N/A
Preferred Series A – 2,232 | | Common – N/A
Preferred Series A – $23.7110 | | Common – N/A
Preferred Series A – 2,232 | | Common – 30,622,913
Preferred Series A – 1,157,677 – 2,232 = 1,155,445 |
| | | | | | | | |
Month #5 05/01/09 through 05/31/09 | | Common – N/A
Preferred Series A – 1,638 | | Common – N/A
Preferred Series A – $23.8879 | | Common – N/A
Preferred Series A – 1,638 | | Common – 30,668,704
Preferred Series A – 1,155,445 – 1,638 = 1,153,807 |
| | | | | | | | |
Month #6 06/01/09 through 06/30/09 | | Common – N/A
Preferred Series A – 212 | | Common – N/A
Preferred Series A – $24.050 | | Common – N/A
Preferred Series A – 212 | | Common – 30,713,054
Preferred Series A – 1,153,807 – 212 = 1,153,595 |
| | | | | | | | |
Total | | Common – N/A
Preferred Series A – 19,429 | | Common – N/A
Preferred Series A – $23.13 | | Common – N/A
Preferred Series A - 19,429 | | N/A |
Footnote columns (c) and (d) of the table, by disclosing the following information in the aggregate for all plans or programs publicly announced:
a. | | The date each plan or program was announced – The notice of the potential repurchase of common and preferred shares occurs quarterly in the Fund’s quarterly report in accordance with Section 23(c) of the Investment Company Act of 1940, as amended. |
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b. | | The dollar amount (or share or unit amount) approved – Any or all common shares outstanding may be repurchased when the Fund’s common shares are trading at a discount of 10% or more from the net asset value of the shares. |
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| | Any or all preferred shares outstanding may be repurchased when the Fund’s preferred shares are trading at a discount to the liquidation value of $25.00. |
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c. | | The expiration date (if any) of each plan or program – The Fund’s repurchase plans are ongoing. |
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d. | | Each plan or program that has expired during the period covered by the table – The Fund’s repurchase plans are ongoing. |
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e. | | Each plan or program the registrant has determined to terminate prior to expiration, or under which the registrant does not intend to make further purchases. – The Fund’s repurchase plans are ongoing. |
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
| (a) | | The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
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| (b) | | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12. Exhibits.
| (a)(2) | | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
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| (a)(3) | | Not applicable. |
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| (b) | | Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes- Oxley Act of 2002 are attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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(registrant) | | The Gabelli Utility Trust | |
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By (Signature and Title)* | | /s/ Bruce N. Alpert |
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| | Bruce N. Alpert, Principal Executive Officer |
Date 9/1/09
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.
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By (Signature and Title)* | | /s/ Bruce N. Alpert |
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| | Bruce N. Alpert, Principal Executive Officer |
Date 9/1/09
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By (Signature and Title)* | | /s/ Agnes Mullady |
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| | Agnes Mullady, Principal Financial Officer and Treasurer |
Date 9/1/09
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* | | Print the name and title of each signing officer under his or her signature. |