UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSRS
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number_811-09869
__Franklin Floating Rate Master Trust
(Exact name of registrant as specified in charter)
One Franklin Parkway, San Mateo, CA 94403-1906
(Address of principal executive offices) (Zip code)
Craig S. Tyle, One Franklin Parkway, San Mateo, CA 94403-1906
(Name and address of agent for service)
Registrant's telephone number, including area code:650 312-2000
Date of fiscal year end:7/31
Date of reporting period:1/31/19
Item 1. Reports to Stockholders.
FRANKLIN FLOATING RATE MASTER SERIES
Your Fund’s Expenses
As a Fund shareholder, you can incur two types of costs: (1) transaction costs, including sales charges (loads) on Fund purchases and redemptions; and (2) ongoing Fund costs, including management fees, distribution and service (12b-1) fees, and other Fund expenses. All mutual funds have ongoing costs, sometimes referred to as operating expenses. The table below shows ongoing costs of investing in the Fund and can help you understand these costs and compare them with those of other mutual funds. The table assumes a $1,000 investment held for the six months indicated.
Actual Fund Expenses
The table below provides information about actual account values and actual expenses in the columns under the heading “Actual.” In these columns the Fund’s actual return, which includes the effect of Fund expenses, is used to calculate the “Ending Account Value.” You can estimate the expenses you paid during the period by following these steps (of course, your account value and expenses will differ from those in this illustration): Divide your account value by $1,000 (if your account had an $8,600 value, then $8,600 ÷ $1,000 = 8.6). Then multiply the result by the number in the row for your class of shares under the headings “Actual” and “Expenses Paid During Period” (if Actual Expenses Paid During Period were $7.50, then 8.6 x $7.50 = $64.50). In this illustration, the actual expenses paid this period are $64.50.
Hypothetical Example for Comparison with Other Funds
Under the heading “Hypothetical” in the table, information is provided about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. This information may not be used to estimate the actual ending account balance or expenses you paid for the period, but it can help you compare ongoing costs of investing in the Fund with those of other funds. To do so, compare this 5% hypothetical example for the class of shares you hold with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that expenses shown in the table are meant to highlight ongoing costs and do not reflect any transactional costs. Therefore, information under the heading “Hypothetical” is useful in comparing ongoing costs only, and will not help you compare total costs of owning different funds. In addition, if transactional costs were included, your total costs would have been higher.
| | | | | | | | | | | |
| | | | | Actual | | | | Hypothetical | | |
| | | (actual return after expenses) | | (5% annual return before expenses) | | |
|
| | | | | | | | | | Net | |
| Beginning | | Ending | | Paid During | | Ending | | Paid During | Annualized | |
| Account | | Account | | Period | | Account | | Period | Expense | |
| Value 8/1/18 | | Value 1/31/19 | | 8/1/18–1/31/191,2 | | Value 1/31/19 | | 8/1/18–1/31/191,2 | Ratio2 | |
|
| $1,000 | | $999.40 | | $2.67 | | $1,022.53 | | $2.70 | 0.53% | |
1. Expenses are equal to the annualized expense ratio for the six-month period as indicated above—in the far right column—multiplied by the simple average account value over the period indicated, and then multiplied by 184/365 to reflect the one-half year period.
2. Reflects expenses after fee waivers and expense reimbursements. Does not include acquired fund fees and expenses.
Semiannual Report 1
FRANKLIN FLOATING RATE MASTER TRUST
Shareholder Information
Proxy Voting Policies and Procedures
The Fund’s investment manager has established Proxy Voting
Policies and Procedures (Policies) that the Fund uses to
determine how to vote proxies relating to portfolio securities.
Shareholders may view the Fund’s complete Policies online at
franklintempleton.com. Alternatively, shareholders may request
copies of the Policies free of charge by calling the Proxy Group
collect at (954) 527-7678 or by sending a written request
to: Franklin Templeton Companies, LLC, 300 S.E. 2nd Street,
Fort Lauderdale, FL 33301, Attention: Proxy Group. Copies of
the Fund’s proxy voting records are also made available online
at franklintempleton.com and posted on the U.S. Securities and
Exchange Commission’s website at sec.gov and reflect the
most recent 12-month period ended June 30.
Quarterly Consolidated Statement of
Investments
The Trust, on behalf of the Fund, files a complete consolidated
statement of investments with the U.S. Securities and Exchange
Commission for the first and third quarters for each fiscal year
on Form N-Q. Shareholders may view the filed Form N-Q by
visiting the Commission’s website at sec.gov. The filed form
may also be viewed and copied at the Commission’s Public
Reference Room in Washington, DC. Information regarding the
operations of the Public Reference Room may be obtained by
calling (800) SEC-0330.
2 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
Financial Highlights
Franklin Floating Rate Master Series
| | | | | | | | | | | | | | |
| Six Months Ended | | | | | | | | | | | | | |
| January 31, 2019 | | | | Year Ended July 31, | | | | |
| (unaudited) | | 2018 | | 2017 | | | 2016 | | | 2015 | | 2014 | |
Per share operating performance | | | | | | | | | | | | | | |
(for a share outstanding throughout the period) | | | | | | | | | | | | | | |
Net asset value, beginning of period | $8.54 | | $8.69 | | $8.47 | | | $8.65 | | | $8.92 | | $8.93 | |
Income from investment operationsa: | | | | | | | | | | | | | | |
Net investment income. | 0.211 | | 0.398 | | 0.332 | | | 0.419 | | | 0.391 | | 0.299 | |
Net realized and unrealized gains (losses) | (0.215 | ) | (0.156 | ) | 0.221 | | | (0.184 | ) | | (0.270 | ) | (0.010 | ) |
Total from investment operations | (0.004 | ) | 0.242 | | 0.553 | | | 0.235 | | | 0.121 | | 0.289 | |
Less distributions from net investment income . | (0.206 | ) | (0.392 | ) | (0.333 | ) | | (0.415 | ) | | (0.391 | ) | (0.299 | ) |
Net asset value, end of period | $8.33 | | $8.54 | | $8.69 | | | $8.47 | | | $8.65 | | $8.92 | |
|
Total returnb | (0.06 | )% | 2.73 | % | 6.71 | % | | 3.07 | % | | 1.30 | % | 3.28 | % |
|
Ratios to average net assetsc | | | | | | | | | | | | | | |
Expenses before waiver and payments by | | | | | | | | | | | | | | |
affiliates | 0.55 | % | 0.55 | % | 0.55 | % | | 0.55 | % | | 0.77 | % | 0.92 | % |
Expenses net of waiver and payments by | | | | | | | | | | | | | | |
affiliatesd | 0.53 | % | 0.53 | % | 0.53 | % | | 0.53 | % | | 0.67 | % | 0.80 | % |
Net investment income | 4.90 | % | 4.60 | % | 3.78 | % | | 5.03 | % | | 4.43 | % | 3.36 | % |
|
Supplemental data | | | | | | | | | | | | | | |
Net assets, end of period (000’s) | $1,645,799 | | $1,760,544 | | $2,090,626 | | | $1,363,955 | | | $1,959,681 | | $2,260,151 | |
Portfolio turnover rate | 16.11 | % | 49.97 | % | 67.00 | % | | 28.94 | % | | 62.43 | % | 70.55 | % |
aThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales andrepurchases of the Fund’s shares in relation to income earned and/or fluctuating fair value of the investments of the Fund.
bTotal return does is not annualized for periods less than one year.
cRatios are annualized for periods less than one year.
dBenefit of expense reduction rounds to less than 0.01%.
The accompanying notes are an integral part of these financial statements.|Semiannual Report 3
FRANKLIN FLOATING RATE MASTER TRUST
| | | | | | |
Statement of Investments, January 31, 2019 (unaudited) | | | | | |
|
Franklin Floating Rate Master Series | | | | | | |
| | | Shares/ | | | % of Net |
| Country | | Units | | Value | Assets |
Common Stocks and Other Equity Interests | | | | | | |
Diversified Support Services | | | | | | |
a,b,c,dRemington Outdoor Co. Inc | United States | | 870,865 | $ | 4,959,660 | 0.30 |
a,b,c,dRemington Outdoor Co. Inc., Litigation Units. | United States | | 81,987 | | — | 0.00 |
| | | | | 4,959,660 | 0.30 |
Forest Products | | | | | | |
a,b,c,dAppvion Operations Inc | United States | | 519,107 | | 5,289,741 | 0.32 |
Oil & Gas Exploration & Production | | | | | | |
aSamson Resources II LLC | United States | | 155,501 | | 3,537,648 | 0.22 |
Total Common Stocks and Other Equity Interests | | | | | | |
(Cost $49,304,337) | | | | | 13,787,049 | 0.84 |
|
Management Investment Companies | | | | | | |
Other Diversified Financial Services | | | | | | |
eFranklin Liberty Senior Loan ETF | United States | | 1,093,000 | | 27,188,375 | 1.65 |
eFranklin Lower Tier Floating Rate Fund | United States | | 3,405,364 | | 30,273,686 | 1.84 |
eFranklin Middle Tier Floating Rate Fund | United States | | 3,457,562 | | 31,083,478 | 1.89 |
Total Management Investment Companies | | | | | | |
(Cost $96,789,637) | | | | | 88,545,539 | 5.38 |
|
| | | Principal | | | |
| | | Amount* | | | |
Corporate Bonds (Cost $8,800,584) | | | | | | |
Industrial Machinery | | | | | | |
fOnsite Rental Group Operations Pty. Ltd., secured note, PIK, 6.10%, | | | | | | |
10/26/23 | Australia | $ | 10,100,685 | | 7,828,031 | 0.48 |
|
g,hSenior Floating Rate Interests | | | | | | |
Aerospace & Defense | | | | | | |
Delos Finance S.A.R.L. (AerCap), New Loans, 4.553%, (3-month | | | | | | |
USD LIBOR + 1.75%), 10/06/23 | Luxembourg | | 27,284,435 | | 27,272,266 | 1.66 |
Doncasters U.S. Finance LLC, | | | | | | |
Second Lien Term Loan, 11.053%, (3-month USD LIBOR + | | | | | | |
8.25%), 10/09/20. | United States | | 6,096,324 | | 4,816,096 | 0.29 |
Term B Loans, 6.303%, (3-month USD LIBOR + 3.50%), | | | | | | |
4/09/20 | United States | | 14,777,047 | | 13,447,113 | 0.82 |
Flying Fortress Holdings LLC (ILFC), New Loan, 4.553%, (3-month | | | | | | |
USD LIBOR + 1.75%), 10/30/22 | United States | | 18,210,912 | | 18,172,979 | 1.10 |
| | | | | 63,708,454 | 3.87 |
Agricultural Products | | | | | | |
Allflex Holdings III Inc., Second Lien Initial Term Loan, 9.506%, | | | | | | |
(1-month USD LIBOR + 7.00%), 7/19/21 | United States | | 1,552,184 | | 1,540,543 | 0.09 |
Air Freight & Logistics | | | | | | |
XPO Logistics Inc., Refinanced Term Loan, 4.50%, (1-month USD | | | | | | |
LIBOR + 2.00%), 2/24/25 | United States | | 5,000,000 | | 4,932,030 | 0.30 |
Airlines | | | | | | |
Air Canada, Term Loan, 4.50%, (1-month USD LIBOR + 2.00%), | | | | | | |
10/06/23 | Canada | | 12,761,713 | | 12,729,656 | 0.78 |
i,jAllegiant Travel Co., Term Loan B, TBD, 2/05/24 | United States | | 3,700,000 | | 3,672,250 | 0.22 |
4 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | | |
| | | | Principal | | | % of Net |
| | Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | | |
Airlines(continued) | | | | | | | |
American Airlines Inc., | | | | | | | |
2017 Replacement Term Loans, 4.516%, (1-month USD LIBOR | | | | | | | |
+ 2.00%), 10/10/21 | | United States | $ | 2,688,305 | $ | 2,658,228 | 0.16 |
2018 Replacement Term Loans, 4.252%, (1-month USD LIBOR | | | | | | | |
+ 1.75%), 6/27/25 | | United States | | 9,556,691 | | 9,190,851 | 0.56 |
| | | | | | 28,250,985 | 1.72 |
Apparel Retail | | | | | | | |
Ascena Retail Group Inc., Tranche B Term Loan, 7.00%, (1-month | | | | | | | |
USD LIBOR + 4.50%), 8/21/22 | | United States | | 42,797,160 | | 39,444,645 | 2.40 |
Application Software | | | | | | | |
TIBCO Software Inc., Term B-1 Loans, 6.01%, (1-month USD LIBOR | | | | | | | |
+ 3.50%), 12/04/20 | | United States | | 7,051,598 | | 7,014,577 | 0.43 |
Auto Parts & Equipment | | | | | | | |
Allison Transmission Inc., New Term Loans, 4.26%, (1-month USD | | | | | | | |
LIBOR + 1.75%), 9/23/22 | | United States | | 11,906,423 | | 11,865,489 | 0.72 |
American Axle & Manufacturing Inc., Tranche B Term Loan, 4.76%, | | | | | | | |
(1-month USD LIBOR + 2.25%), 4/06/24 | | United States | | 1,924,940 | | 1,861,577 | 0.11 |
TI Group Automotive Systems LLC, Initial US Term Loan, 4.999%, | | | | | | | |
(1-month USD LIBOR + 2.50%), 6/30/22 | | United States | | 16,310,481 | | 15,807,580 | 0.96 |
| | | | | | 29,534,646 | 1.79 |
Automobile Manufacturers | | | | | | | |
i,jThor Industries Inc., Term Loan B, TBD, 2/01/26 | | United States | | 10,000,000 | | 9,612,500 | 0.58 |
Broadcasting | | | | | | | |
Gray Television Inc., | | | | | | | |
Term B-2 Loan, 4.77%, (3-month USD LIBOR + 2.25%), | | | | | | | |
2/07/24 | | United States | | 15,704,652 | | 15,478,898 | 0.94 |
Term C Loan, 5.02%, (3-month USD LIBOR + 2.50%), 1/02/26 . | | United States | | 2,880,908 | | 2,847,302 | 0.17 |
iMission Broadcasting Inc., Term B-3 Loan, 4.756%, (1-month USD | | | | | | | |
LIBOR + 2.25%), 1/17/24 | | United States | | 1,573,789 | | 1,525,591 | 0.09 |
Nexstar Broadcasting Inc., | | | | | | | |
Term A-4 Loan, 4.256%, (1-week USD LIBOR + 1.75%), | | | | | | | |
10/26/23. | | United States | | 6,801,811 | | 6,733,793 | 0.41 |
iTerm B-3 Loan, 4.752%, (1-month USD LIBOR + 2.25%), | | | | | | | |
7/17/24 | | United States | | 9,103,366 | | 8,824,575 | 0.54 |
Sinclair Television Group Inc., Tranche B Term Loans, 4.75%, | | | | | | | |
(1-month USD LIBOR + 2.25%), 1/03/24 | | United States | | 20,340,249 | | 20,187,697 | 1.23 |
WXXA-TV LLC and WLAJ-TV LLC, Term A-4 Loan, 4.256%, (1-week | | | | | | | |
USD LIBOR + 1.75%), 10/26/23 | | United States | | 188,253 | | 185,430 | 0.01 |
| | | | | | 55,783,286 | 3.39 |
Building Products | | | | | | | |
Resideo Funding Inc., | | | | | | | |
Tranche A Term Loan, 4.63%, (2-month USD LIBOR + 2.00%), | | | | | | | |
10/25/23. | | United States | | 8,600,000 | | 8,605,160 | 0.52 |
Tranche B Term Loan, 4.63%, (2-month USD LIBOR + 2.00%), | | | | | | | |
10/25/25. | | United States | | 853,853 | | 852,775 | 0.05 |
| | | | | | 9,457,935 | 0.57 |
Semiannual Report 5
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | |
| | | Principal | | | % of Net |
| Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | |
Cable & Satellite | | | | | | |
Charter Communications Operating LLC, Term B Loan, 4.50%, | | | | | | |
(1-month USD LIBOR + 2.00%), 4/30/25 | United States | $ | 13,869,737 | $ | 13,708,155 | 0.83 |
CSC Holdings LLC, March 2017 Incremental Term Loans, 4.759%, | | | | | | |
(1-month USD LIBOR + 2.25%), 7/17/25 | United States | | 20,619,446 | | 20,032,946 | 1.22 |
Mediacom Illinois LLC, Tranche N Term Loan, 4.17%, (1-week USD | | | | | | |
LIBOR + 1.75%), 2/15/24 | United States | | 4,740,968 | | 4,689,609 | 0.29 |
| | | | | 38,430,710 | 2.34 |
Casinos & Gaming | | | | | | |
Aristocrat Technologies Inc., Term B-3 Loans, 4.526%, (3-month | | | | | | |
USD LIBOR + 1.75%), 10/19/24 | United States | | 8,663,213 | | 8,526,499 | 0.52 |
Boyd Gaming Corp., | | | | | | |
Refinancing Term B Loans, 4.664%, (1-week USD LIBOR + | | | | | | |
2.25%), 9/15/23 | United States | | 7,972,084 | | 7,889,876 | 0.48 |
Term A Loan, 4.664%, (1-week USD LIBOR + 2.25%), 9/15/21 . | United States | | 2,122,197 | | 2,106,280 | 0.13 |
Caesars Resort Collection LLC, Term B Loans, 5.249%, (1-month | | | | | | |
USD LIBOR + 2.75%), 12/22/24 | United States | | 6,302,256 | | 6,234,733 | 0.38 |
CEOC LLC, Term B Loans, 4.499%, (1-month USD LIBOR + 2.00%), | | | | | | |
10/06/24 | United States | | 4,576,152 | | 4,496,069 | 0.27 |
Eldorado Resorts Inc., | | | | | | |
Initial Term Loan, 4.813%, (1-month USD LIBOR + 2.25%), | | | | | | |
4/17/24 | United States | | 3,298,185 | | 3,265,203 | 0.20 |
Initial Term Loan, 4.813%, (3-month USD LIBOR + 2.25%), | | | | | | |
4/17/24 | United States | | 2,901,301 | | 2,872,288 | 0.17 |
Greektown Holdings LLC, Initial Term Loan, 5.249%, (1-month USD | | | | | | |
LIBOR + 2.75%), 4/25/24 | United States | | 8,325,410 | | 8,304,597 | 0.50 |
Kingpin Intermediate Holdings LLC, Amendment No. 2 Term Loans, | | | | | | |
6.00%, (1-month USD LIBOR + 3.50%), 7/03/24 | United States | | 1,580,040 | | 1,572,140 | 0.10 |
Las Vegas Sands LLC, Term B Loans, 4.249%, (1-month USD | | | | | | |
LIBOR + 1.75%), 3/27/25 | United States | | 10,018,116 | | 9,858,898 | 0.60 |
Station Casinos LLC, Term B Facility Loans, 5.00%, (1-month USD | | | | | | |
LIBOR + 2.50%), 6/08/23 | United States | | 5,958,812 | | 5,899,969 | 0.36 |
| | | | | 61,026,552 | 3.71 |
Coal & Consumable Fuels | | | | | | |
Bowie Resource Holdings LLC, | | | | | | |
First Lien Initial Term Loan, 8.457%, (3-month USD LIBOR + | | | | | | |
5.75%), 8/14/20 | United States | | 16,723,192 | | 16,472,344 | 1.00 |
Second Lien Initial Term Loan, 13.457%, (3-month USD LIBOR | | | | | | |
+ 10.75%), 2/16/21 | United States | | 2,232,389 | | 2,102,167 | 0.13 |
Foresight Energy LLC, Term Loans, 8.249%, (1-month USD LIBOR + | | | | | | |
5.75%), 3/28/22 | United States | | 26,556,008 | | 26,331,929 | 1.60 |
| | | | | 44,906,440 | 2.73 |
Commodity Chemicals | | | | | | |
Ineos U.S. Finance LLC, 2024 Dollar Term Loan, 4.499%, (1-month | | | | | | |
USD LIBOR + 2.00%), 3/31/24 | United States | | 11,562,970 | | 11,257,372 | 0.68 |
6 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | | |
| | | | Principal | | | % of Net |
| | Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | | |
Communications Equipment | | | | | | | |
Ciena Corp., 2018 Term Loan, 4.503%, (1-month USD LIBOR + | | | | | | | |
2.00%), 9/28/25 | | United States | $ | 4,671,986 | $ | 4,657,386 | 0.28 |
CommScope Inc., Tranche 5 Term Loans, 4.499%, (1-month USD | | | | | | | |
LIBOR + 2.00%), 12/29/22 | | United States | | 4,898,660 | | 4,884,821 | 0.30 |
| | | | | | 9,542,207 | 0.58 |
Construction & Engineering | | | | | | | |
AECOM, Term B Loans, 4.249%, (1-month USD LIBOR + 1.75%), | | | | | | | |
3/13/25. | | United States | | 7,801,314 | | 7,655,078 | 0.47 |
Data Processing & Outsourced Services | | | | | | | |
Iron Mountain Information Management LLC, Term B Loan, 4.249%, | | | | | | | |
(1-month USD LIBOR + 1.75%), 1/26/26 | | United States | | 4,589,798 | | 4,454,972 | 0.27 |
iWex Inc., Term B-2 Loan, 4.749%, (1-month USD LIBOR + 2.25%), | | | | | | | |
7/01/23. | | United States | | 11,599,673 | | 11,459,515 | 0.70 |
| | | | | | 15,914,487 | 0.97 |
Diversified Chemicals | | | | | | | |
Chemours Co., Tranche B-2 US$ Term Loan, 4.25%, (1-month USD | | | | | | | |
LIBOR + 1.75%), 4/03/25 | | United States | | 8,776,424 | | 8,641,048 | 0.53 |
Univar USA Inc., Term B-3 Loans, 4.749%, (1-month USD LIBOR + | | | | | | | |
2.25%), 7/01/24 | | United States | | 4,040,334 | | 3,967,103 | 0.24 |
| | | | | | 12,608,151 | 0.77 |
Diversified Support Services | | | | | | | |
United Rentals North America Inc., Initial Term Loans, 4.249%, | | | | | | | |
(1-month USD LIBOR + 1.75%), 10/30/25 | | United States | | 1,355,394 | | 1,350,029 | 0.08 |
Ventia Pty. Ltd., Term B Loans (USD), 6.303%, (3-month USD | | | | | | | |
LIBOR + 3.50%), 5/21/22 | | Australia | | 4,904,843 | | 4,831,270 | 0.30 |
| | | | | | 6,181,299 | 0.38 |
Electric Utilities | | | | | | | |
EFS Cogen Holdings I LLC (Linden), | | | | | | | |
Term B Advance, 5.75%, (1-month USD LIBOR + 3.25%), | | | | | | | |
6/28/23 | | United States | | 1,041,637 | | 1,026,533 | 0.06 |
Term B Advance, 6.06%, (3-month USD LIBOR + 3.25%), | | | | | | | |
6/28/23 | | United States | | 3,005,718 | | 2,962,135 | 0.18 |
| | | | | | 3,988,668 | 0.24 |
Food Distributors | | | | | | | |
Aramark Corp., U.S. Term B-3 Loan, 4.249%, (1-month USD LIBOR | | | | | | | |
+ 1.75%), 3/11/25 | | United States | | 8,979,533 | | 8,930,891 | 0.54 |
Nutraceutical International Corp., Term Loan B, 5.749%, (1-month | | | | | | | |
USD LIBOR + 3.25%), 8/22/23 | | United States | | 2,889,617 | | 2,824,601 | 0.17 |
U.S. Foods Inc., Initial Term Loans, 4.499%, (1-month USD LIBOR + | | | | | | | |
2.00%), 6/27/23 | | United States | | 4,343,701 | | 4,282,889 | 0.26 |
| | | | | | 16,038,381 | 0.97 |
Food Retail | | | | | | | |
BI-LO LLC (Southeastern Grocers), FILO Loan (ABL), 7.867%, | | | | | | | |
(2-month USD LIBOR + 5.25%), 5/31/22 | | United States | | 4,625,000 | | 4,578,750 | 0.28 |
Forest Products | | | | | | | |
bAppvion Operations Inc., Term Loan, 8.80%, (3-month USD LIBOR | | | | | | | |
+ 6.00%), 6/15/26 | | United States | | 9,486,988 | | 9,422,950 | 0.57 |
Semiannual Report 7
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | |
| | | Principal | | | % of Net |
| Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | |
General Merchandise Stores | | | | | | |
f99 Cents Only Stores, First Lien Term Loan, PIK, 9.207% - 9.303%, | | | | | | |
(3-month USD LIBOR + 6.50%), 1/13/22 | United States | $ | 17,587,795 | $ | 15,829,016 | 0.96 |
Evergreen AcqCo. 1 LP (Savers), Term Loan, 6.526%, (3-month | | | | | | |
USD LIBOR + 3.75%), 7/09/19 | United States | | 24,070,603 | | 22,897,161 | 1.39 |
| | | | | 38,726,177 | 2.35 |
Health Care Distributors | | | | | | |
Mallinckrodt International Finance SA & Mallinckrodt CB LLC, 2017 | | | | | | |
Term B Loans, 5.553%, (3-month USD LIBOR + 2.75%), 9/24/24 | Luxembourg | | 9,586,169 | | 8,955,083 | 0.54 |
Health Care Facilities | | | | | | |
HCA Inc., | | | | | | |
Term Loan B10, 4.499%, (1-month USD LIBOR + 2.00%), | | | | | | |
3/13/25 | United States | | 4,449,869 | | 4,443,612 | 0.27 |
Term Loan B11, 4.249%, (1-month USD LIBOR + 1.75%), | | | | | | |
3/18/23 | United States | | 2,560,650 | | 2,554,889 | 0.16 |
| | | | | 6,998,501 | 0.43 |
Health Care Services | | | | | | |
Air Medical Group Holdings Inc., 2018 New Term Loans, 6.769%, | | | | | | |
(1-month USD LIBOR + 4.25%), 3/14/25 | United States | | 7,367,410 | | 6,949,921 | 0.42 |
Catalent Pharma Solutions Inc., Dollar Term Loan, 4.749%, | | | | | | |
(1-month USD LIBOR + 2.25%), 5/20/24 | United States | | 8,045,017 | | 8,000,392 | 0.49 |
DaVita Healthcare Partners Inc., | | | | | | |
Tranche A Term Loan, 4.499%, (1-month USD LIBOR + 2.00%), | | | | | | |
6/24/19 | United States | | 5,585,941 | | 5,585,242 | 0.34 |
Tranche B Term Loan, 5.249%, (1-month USD LIBOR + 2.75%), | | | | | | |
6/24/21 | United States | | 7,240,125 | | 7,240,081 | 0.44 |
U.S. Renal Care Inc., Initial Term Loan, 7.053%, (3-month USD | | | | | | |
LIBOR + 4.25%), 12/31/22 | United States | | 8,890,110 | | 8,753,052 | 0.53 |
| | | | | 36,528,688 | 2.22 |
Health Care Technology | | | | | | |
IQVIA Inc., | | | | | | |
Term B-1 Dollar Loans, 4.803%, (3-month USD LIBOR + | | | | | | |
2.00%), 3/07/24 | United States | | 5,681,250 | | 5,648,111 | 0.34 |
Term B-3 Dollar Loans, 4.249%, (1-month USD LIBOR + | | | | | | |
1.75%), 6/11/25 | United States | | 2,985,000 | | 2,939,294 | 0.18 |
| | | | | 8,587,405 | 0.52 |
Hotels, Resorts & Cruise Lines | | | | | | |
Hilton Worldwide Finance LLC, Series B-2 Term Loans, 4.26%, | | | | | | |
(1-month USD LIBOR + 1.75%), 10/25/23 | United States | | 7,871,325 | | 7,802,490 | 0.47 |
Independent Power Producers & Energy Traders | | | | | | |
NRG Energy Inc., Term Loan B, 4.249%, (1-month USD LIBOR + | | | | | | |
1.75%), 6/30/23 | United States | | 31,970,345 | | 31,525,318 | 1.92 |
8 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | |
| | | Principal | | | % of Net |
| Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | |
Industrial Machinery | | | | | | |
Altra Industrial Motion Corp., Term Loan, 4.499%, (1-month USD | | | | | | |
LIBOR + 2.00%), 10/01/25 | United States | $ | 7,189,838 | $ | 7,078,992 | 0.43 |
Harsco Corp., Term Loan B-2, 4.75%, (1-month USD LIBOR + | | | | | | |
2.25%), 12/10/24 | United States | | 9,234,069 | | 9,187,899 | 0.56 |
Navistar Inc., Tranche B Term Loan, 6.02%, (1-month USD LIBOR + | | | | | | |
3.50%), 11/06/24 | United States | | 33,001,754 | | 32,547,155 | 1.98 |
Onsite Rental Group Operations Pty. Ltd., Term Loan, 7.01%, | | | | | | |
(1-month USD LIBOR + 4.50%), 10/25/22 | Australia | | 7,387,773 | | 7,313,895 | 0.44 |
RBS Global Inc. (Rexnord), Term B Loan, 4.499%, (1-month USD | | | | | | |
LIBOR + 2.00%), 8/21/24 | United States | | 3,896,875 | | 3,864,866 | 0.24 |
| | | | | 59,992,807 | 3.65 |
Integrated Telecommunication Services | | | | | | |
Global Tel*Link Corp., | | | | | | |
First Lien Term Loan, 6.956%, (3-month USD LIBOR + 4.25%), | | | | | | |
11/29/25. | United States | | 4,886,245 | | 4,828,221 | 0.29 |
Second Lien Term Loan, 10.956%, (3-month USD LIBOR + | | | | | | |
8.25%), 11/29/26. | United States | | 3,374,143 | | 3,306,660 | 0.20 |
Securus Technologies Holdings Inc., Second Lien Initial Loan, | | | | | | |
10.749%, (1-month USD LIBOR + 8.25%), 11/01/25 | United States | | 817,114 | | 795,665 | 0.05 |
Zayo Group LLC, 2017 Incremental Refinancing B-1 Term Loan, | | | | | | |
4.499%, (1-month USD LIBOR + 2.00%), 1/19/21 | United States | | 10,235,098 | | 10,183,922 | 0.62 |
| | | | | 19,114,468 | 1.16 |
Interactive Media & Services | | | | | | |
Ancestry.com Operations Inc., Term Loans, 5.75%, (1-month USD | | | | | | |
LIBOR + 3.25%), 10/19/23 | United States | | 4,050,144 | | 3,989,372 | 0.24 |
Go Daddy Operating Co. LLC, Tranche B-1 Term Loans, 4.749%, | | | | | | |
(1-month USD LIBOR + 2.25%), 2/15/24 | United States | | 11,262,682 | | 11,142,002 | 0.68 |
Rackspace Hosting Inc., Term B Loans, 5.582%, (3-month USD | | | | | | |
LIBOR + 3.00%), 11/03/23 | United States | | 5,055,236 | | 4,701,951 | 0.29 |
| | | | | 19,833,325 | 1.21 |
Internet Services & Infrastructure | | | | | | |
LegalZoom.com Inc., 2018 Term Loans, 7.019%, (1-month USD | | | | | | |
LIBOR + 4.50%), 11/21/24 | United States | | 4,092,697 | | 4,095,255 | 0.25 |
IT Consulting & Other Services | | | | | | |
Gartner Inc., Tranche A Term Loans, 3.999%, (1-month USD LIBOR | | | | | | |
+ 1.50%), 3/21/22 | United States | | 4,840,356 | | 4,809,982 | 0.29 |
Leisure Facilities | | | | | | |
24 Hour Fitness Worldwide Inc., Term Loan, 5.999%, (1-month USD | | | | | | |
LIBOR + 3.50%), 5/30/25 | United States | | 7,343,520 | | 7,242,547 | 0.44 |
Equinox Holdings Inc., Term B-1 Loans, 5.499%, (1-month USD | | | | | | |
LIBOR + 3.00%), 3/08/24 | United States | | 4,377,834 | | 4,327,900 | 0.26 |
| | | | | 11,570,447 | 0.70 |
Life Sciences Tools & Services | | | | | | |
Syneos Health Inc., Initial Term B Loans, 4.499%, (1-month USD | | | | | | |
LIBOR + 2.00%), 8/01/24 | United States | | 6,899,385 | | 6,801,621 | 0.41 |
Semiannual Report 9
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | | |
| | | | Principal | | | % of Net |
| | Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | | |
Marine | | | | | | | |
International Seaways Operating Corp., Initial Term Loans, 8.50%, | | | | | | | |
(1-month USD LIBOR + 6.00%), 6/22/22 | | United States | $ | 3,046,835 | $ | 3,031,601 | 0.18 |
Navios Maritime Partners LP, Initial Term Loan, 7.78%, (3-month | | | | | | | |
USD LIBOR + 5.00%), 9/14/20 | | United States | | 8,076,136 | | 8,035,755 | 0.49 |
| | | | | | 11,067,356 | 0.67 |
Metal & Glass Containers | | | | | | | |
Berry Global Inc., Term Q Loan, 4.516%, (1-month USD LIBOR + | | | | | | | |
2.00%), 10/01/22 | | United States | | 6,883,881 | | 6,795,685 | 0.41 |
Movies & Entertainment | | | | | | | |
AMC Entertainment Holdings Inc., | | | | | | | |
2016 Incremental Term Loans, 4.759%, (1-month USD LIBOR + | | | | | | | |
2.25%), 12/15/23. | | United States | | 1,593,814 | | 1,570,903 | 0.10 |
Initial Term Loans, 4.759%, (1-month USD LIBOR + 2.25%), | | | | | | | |
12/15/22. | | United States | | 2,717,182 | | 2,678,122 | 0.16 |
Lions Gate Capital Holdings LLC, Term A Loan, 4.249%, (1-month | | | | | | | |
USD LIBOR + 1.75%), 3/22/23 | | Canada | | 12,095,329 | | 11,913,899 | 0.72 |
Live Nation Entertainment Inc., Term B-3 Loans, 4.25%, (1-month | | | | | | | |
USD LIBOR + 1.75%), 10/31/23 | | United States | | 3,779,287 | | 3,768,263 | 0.23 |
| | | | | | 19,931,187 | 1.21 |
Oil & Gas Exploration & Production | | | | | | | |
Cantium LLC, Commitment, 8.82%, (3-month USD LIBOR + 6.00%), | | | | | | | |
6/13/20. | | United States | | 4,294,278 | | 4,243,176 | 0.26 |
Fieldwood Energy LLC, Closing Date Loans, 7.749%, (1-month USD | | | | | | | |
LIBOR + 5.25%), 4/11/22 | | United States | | 69,684,139 | | 64,152,961 | 3.90 |
Utex Industries Inc., First Lien Initial Term Loan, 6.499%, (1-month | | | | | | | |
USD LIBOR + 4.00%), 5/21/21 | | United States | | 15,758,939 | | 14,892,197 | 0.90 |
| | | | | | 83,288,334 | 5.06 |
Oil & Gas Storage & Transportation | | | | | | | |
Centurion Pipeline Co. LLC, Initial Term Loans, 6.053%, (3-month | | | | | | | |
USD LIBOR + 3.25%), 9/28/25 | | United States | | 3,132,248 | | 3,100,926 | 0.19 |
Strike LLC, Term Loan, 10.594%, (3-month USD LIBOR + 8.00%), | | | | | | | |
11/30/22 | | United States | | 3,366,000 | | 3,370,207 | 0.20 |
| | | | | | 6,471,133 | 0.39 |
Other Diversified Financial Services | | | | | | | |
Asurion LLC, | | | | | | | |
AM No. 14 Replacement B-4 Term Loans, 5.499%, (1-month | | | | | | | |
USD LIBOR + 3.00%), 8/04/22 | | United States | | 3,905,673 | | 3,853,598 | 0.24 |
Replacement B-6 Term Loans, 5.499%, (1-month USD LIBOR + | | | | | | | |
3.00%), 11/03/23. | | United States | | 1,736,447 | | 1,712,137 | 0.10 |
| | | | | | 5,565,735 | 0.34 |
Packaged Foods & Meats | | | | | | | |
CSM Bakery Supplies LLC, | | | | | | | |
Second Lien Term Loan, 10.55%, (3-month USD LIBOR + | | | | | | | |
7.75%), 7/03/21 | | United States | | 5,971,086 | | 5,448,616 | 0.33 |
Term Loans, 6.80%, (3-month USD LIBOR + 4.00%), 7/03/20 | | United States | | 3,860,482 | | 3,609,551 | 0.22 |
10 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | |
| | | Principal | | | % of Net |
| Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | |
Packaged Foods & Meats(continued) | | | | | | |
JBS USA Lux S.A., | | | | | | |
New Initial Term Loans, 4.999%, (1-month USD LIBOR + | | | | | | |
2.50%), 10/30/22. | United States | $ | 4,369,216 | $ | 4,330,985 | 0.26 |
New Initial Term Loans, 5.301%, (3-month USD LIBOR + | | | | | | |
2.50%), 10/30/22. | United States | | 25,486,444 | | 25,263,438 | 1.54 |
iPost Holdings Inc., Series A Incremental Term Loans, 4.52%, | | | | | | |
(1-month USD LIBOR + 2.00%), 5/24/24 | United States | | 14,297,905 | | 14,154,926 | 0.86 |
| | | | | 52,807,516 | 3.21 |
Paper Packaging | | | | | | |
Caraustar Industries Inc., Refinancing Term Loans, 8.303%, | | | | | | |
(3-month USD LIBOR + 5.50%), 3/14/22 | United States | | 12,605,352 | | 12,611,654 | 0.76 |
Reynolds Group Holdings Inc., U.S. Term Loans, 5.249%, (1-month | | | | | | |
USD LIBOR + 2.75%), 2/05/23 | United States | | 4,446,700 | | 4,391,424 | 0.27 |
| | | | | 17,003,078 | 1.03 |
Personal Products | | | | | | |
cFGI Operating Co. LLC (Freedom Group), | | | | | | |
DDTL FILO, 9.707%, (3-month USD LIBOR + 7.00%), 5/15/21 | United States | | 272,727 | | 270,446 | 0.02 |
fTerm Loan, PIK, 12.616%, (3-month USD LIBOR + 10.00%), | | | | | | |
5/15/22 | United States | | 8,694,803 | | 8,416,830 | 0.51 |
Term Loan FILO, 9.616%, (3-month USD LIBOR + 7.00%), | | | | | | |
5/15/21 | United States | | 2,727,273 | | 2,704,460 | 0.16 |
| | | | | 11,391,736 | 0.69 |
Pharmaceuticals | | | | | | |
Endo Luxembourg Finance Co. I S.A.R.L. and Endo LLC, Initial Term | | | | | | |
Loans, 6.75%, (1-month USD LIBOR + 4.25%), 4/29/24 | United States | | 14,145,739 | | 14,039,646 | 0.85 |
Grifols Worldwide Operations USA Inc., Tranche B Term Loan, | | | | | | |
4.664%, (1-week USD LIBOR + 2.25%), 1/31/25 | United States | | 11,449,383 | | 11,321,677 | 0.69 |
Horizon Pharma Inc., Fourth Amendment Refinancing Term Loans, | | | | | | |
5.563%, (1-month USD LIBOR + 3.00%), 3/29/24 | United States | | 18,344,306 | | 18,298,445 | 1.11 |
Innoviva Inc., Initial Term Loan, 7.146%, (3-month USD LIBOR + | | | | | | |
4.50%), 8/18/22 | United States | | 93,404 | | 93,123 | 0.01 |
Valeant Pharmaceuticals International, Initial Term Loans, 5.513%, | | | | | | |
(1-month USD LIBOR + 3.00%), 6/02/25 | United States | | 8,803,304 | | 8,726,962 | 0.53 |
| | | | | 52,479,853 | 3.19 |
Research & Consulting Services | | | | | | |
iNielsen Finance LLC, Class B-4 Term Loans, 4.51%, (1-month USD | | | | | | |
LIBOR + 2.00%), 10/04/23 | United States | | 1,700,000 | | 1,676,776 | 0.10 |
Restaurants | | | | | | |
1011778 B.C. ULC, Term B-3 Loan, 4.749%, (1-month USD LIBOR + | | | | | | |
2.25%), 2/17/24 | Canada | | 1,700,000 | | 1,673,642 | 0.10 |
KFC Holding Co./Pizza Hut Holdings LLC/Taco Bell of America LLC | | | | | | |
(Yum Brands), Term Loan B, 4.263%, (1-month USD LIBOR + | | | | | | |
1.75%), 4/03/25 | United States | | 9,955,856 | | 9,886,374 | 0.60 |
NPC International Inc., Second Lien Initial Term Loan, 10.134%, | | | | | | |
(2-month USD LIBOR + 7.50%), 4/20/25 | United States | | 4,842,941 | | 4,552,364 | 0.28 |
| | | | | 16,112,380 | 0.98 |
Semiannual Report 11
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | |
| | | Principal | | | % of Net |
| Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | |
Security & Alarm Services | | | | | | |
Prime Security Services Borrower LLC, Term B-1 Loans, 5.249%, | | | | | | |
(1-month USD LIBOR + 2.75%), 5/02/22 | United States | $ | 4,468,501 | $ | 4,413,445 | 0.27 |
Semiconductor Equipment | | | | | | |
i,jMKS Instruments Inc., Tranche B-5 Term Loans, TBD, 2/01/26 | United States | | 2,729,502 | | 2,726,516 | 0.17 |
Semiconductors | | | | | | |
ON Semiconductor Corp., 2018 New Replacement Term B-3 Loans, | | | | | | |
4.249%, (1-month USD LIBOR + 1.75%), 3/31/23 | United States | | 13,894,659 | | 13,750,280 | 0.84 |
Specialized Consumer Services | | | | | | |
Avis Budget Car Rental LLC, Tranche B Term Loans, 4.50%, | | | | | | |
(1-month USD LIBOR + 2.00%), 2/13/25 | United States | | 19,079,782 | | 18,894,994 | 1.15 |
NVA Holdings Inc., Term B-3 Loan, 5.249%, (1-month USD LIBOR + | | | | | | |
2.75%), 2/02/25 | United States | | 7,759,601 | | 7,449,217 | 0.45 |
Sabre GLBL Inc., | | | | | | |
2017 Other Term A Loans, 4.499%, (1-month USD LIBOR + | | | | | | |
2.00%), 7/01/22 | United States | | 6,157,950 | | 6,065,581 | 0.37 |
2018 Other Term B Loans, 4.499%, (1-month USD LIBOR + | | | | | | |
2.00%), 2/22/24 | United States | | 1,534,709 | | 1,516,644 | 0.09 |
| | | | | 33,926,436 | 2.06 |
Specialized Finance | | | | | | |
Trans Union LLC, 2017 Replacement Term A-2 Loans, 4.249%, | | | | | | |
(1-month USD LIBOR + 1.75%), 8/09/22 | United States | | 6,666,935 | | 6,591,932 | 0.40 |
Specialty Chemicals | | | | | | |
Ashland LLC, Term B Loan, 4.249% - 4.269%, (1-month USD LIBOR | | | | | | |
+ 1.75%), 5/17/24 | United States | | 6,238,996 | | 6,196,758 | 0.38 |
Axalta Coating Systems U.S. Holdings Inc., Term B-3 Dollar Loan, | | | | | | |
4.553%, (3-month USD LIBOR + 1.75%), 6/01/24 | United States | | 18,197,559 | | 17,898,482 | 1.09 |
Oxbow Carbon LLC, | | | | | | |
Second Lien Term Loan, 9.999%, (1-month USD LIBOR + | | | | | | |
7.50%), 1/04/24 | United States | | 7,556,614 | | 7,575,505 | 0.46 |
Tranche A Term Loan, 4.749%, (1-month USD LIBOR + 2.25%), | | | | | | |
1/04/22 | United States | | 6,300,000 | | 6,268,500 | 0.38 |
Tranche B Term Loan, 5.999%, (1-month USD LIBOR + 3.50%), | | | | | | |
1/04/23 | United States | | 4,674,000 | | 4,668,158 | 0.28 |
W.R. Grace & Co., | | | | | | |
Term B-1 Loans, 4.553%, (3-month USD LIBOR + 1.75%), | | | | | | |
4/03/25 | United States | | 1,504,921 | | 1,489,403 | 0.09 |
Term B-2 Loans, 4.553%, (3-month USD LIBOR + 1.75%), | | | | | | |
4/03/25 | United States | | 2,579,865 | | 2,553,261 | 0.15 |
| | | | | 46,650,067 | 2.83 |
Specialty Stores | | | | | | |
General Nutrition Centers Inc., | | | | | | |
FILO Term Loan (ABL), 9.50%, (1-month USD LIBOR + 7.00%), | | | | | | |
12/31/22. | United States | | 12,691,811 | | 12,891,453 | 0.78 |
Tranche B-2 Term Loans, 11.75%, (1-month USD LIBOR + | | | | | | |
9.25%), 3/04/21 | United States | | 8,930,005 | | 8,650,942 | 0.53 |
Tranche B-2 Term Loans, 12.00%, (3-month USD LIBOR + | | | | | | |
9.25%), 3/04/21 | United States | | 9,018,742 | | 8,736,906 | 0.53 |
12 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | | |
| | | | Principal | | | % of Net |
| | Country | | Amount* | | Value | Assets |
|
g,hSenior Floating Rate Interests(continued) | | | | | | | |
Specialty Stores(continued) | | | | | | | |
General Nutrition Centers Inc., (continued) | | | | | | | |
Tranche B-2 Term Loans, 13.75%, (Prime + 8.25%), 3/04/21 | | United States | $ | 4,762,669 | $ | 4,613,836 | 0.28 |
Harbor Freight Tools USA Inc., Refinancing Loans, 4.999%, | | | | | | | |
(1-month USD LIBOR + 2.50%), 8/19/23 | | United States | | 4,462,901 | | 4,336,985 | 0.26 |
Jo-Ann Stores Inc., Initial Loans, 7.761%, (3-month USD LIBOR + | | | | | | | |
5.00%), 10/23/23 | | United States | | 4,110,161 | | 4,069,060 | 0.25 |
Michaels Stores Inc., 2018 New Replacement Term B Loan, 5.002% | | | | | | | |
- 5.003%, (1-month USD LIBOR + 2.50%), 1/28/23 | | United States | | 13,593,190 | | 13,473,910 | 0.82 |
PETCO Animal Supplies Stores Inc., Second Amendment Term | | | | | | | |
Loans, 5.994%, (3-month USD LIBOR + 3.25%), 1/26/23 | | United States | | 3,586,654 | | 2,771,809 | 0.17 |
| | | | | | 59,544,901 | 3.62 |
Technology Distributors | | | | | | | |
CDW LLC, Term B Loan, 4.25%, (1-month USD LIBOR + 1.75%), | | | | | | | |
8/17/23. | | United States | | 4,331,939 | | 4,318,402 | 0.26 |
Technology Hardware, Storage & Peripherals | | | | | | | |
Western Digital Corp., U.S. Term B-4 Loan, 4.26%, (1-month USD | | | | | | | |
LIBOR + 1.75%), 4/29/23 | | United States | | 2,977,500 | | 2,911,435 | 0.18 |
Trucking | | | | | | | |
Hertz Corp., Tranche B-1 Term Loan, 5.249%, (1-month USD LIBOR | | | | | | | |
+ 2.75%), 6/30/23 | | United States | | 20,609,209 | | 20,100,409 | 1.22 |
Total Senior Floating Rate Interests | | | | | | | |
(Cost $1,259,689,688) | | | | | | 1,235,696,805 | 75.08 |
|
Asset-Backed Securities | | | | | | | |
Other Diversified Financial Services | | | | | | | |
k,lAlinea CLO Ltd., 2018-1A, C, 144A, FRN, 4.661%, (3-month USD | | | | | | | |
LIBOR + 1.90%), 7/20/31 | | United States | | 2,600,000 | | 2,481,648 | 0.15 |
k,lAnnisa CLO Ltd., 2016-2A, CR, 144A, FRN, 4.761%, (3-month USD | | | | | | | |
LIBOR + 2.00%), 7/20/31 | | United States | | 1,800,000 | | 1,735,398 | 0.11 |
k,mARES XLIX CLO Ltd., 2018-49A, C, 144A, FRN, 4.711%, 7/22/30 | | United States | | 3,100,000 | | 2,961,647 | 0.18 |
k,lARES XLVIII CLO Ltd., 2018-48A, C, 144A, FRN, 4.561%, (3-month | | | | | | | |
USD LIBOR + 1.80%), 7/20/30 | | United States | | 3,135,000 | | 3,009,663 | 0.18 |
k,lARES XXXVII CLO Ltd., 2015-4A, BR, 144A, FRN, 4.587%, | | | | | | | |
(3-month USD LIBOR + 1.80%), 10/15/30 | | United States | | 3,150,000 | | 2,998,422 | 0.18 |
k,lAtrium XII, 2012A, CR, 144A, FRN, 4.411%, (3-month USD LIBOR + | | | | | | | |
1.65%), 4/22/27 | | United States | | 2,240,000 | | 2,209,021 | 0.13 |
k,mAtrium XIV LLC, | | | | | | | |
14A, B, 144A, FRN, 4.479%, 8/23/30 | | United States | | 7,200,000 | | 7,145,424 | 0.43 |
14A, C, 144A, FRN, 4.729%, 8/23/30 | | United States | | 4,000,000 | | 3,838,160 | 0.23 |
k,lBetony CLO 2 Ltd., 2018-1A, B, 144A, FRN, 4.601%, (3-month USD | | | | | | | |
LIBOR + 1.85%), 4/30/31 | | United States | | 2,400,000 | | 2,266,008 | 0.14 |
k,mBlueMountain CLO Ltd., 2012-2A, CR2, 144A, FRN, 4.645%, | | | | | | | |
11/20/28 | | United States | | 4,000,000 | | 3,905,600 | 0.24 |
Semiannual Report 13
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | |
| | | Principal | | | % of Net |
| Country | | Amount* | | Value | Assets |
|
Asset-Backed Securities(continued) | | | | | | |
Other Diversified Financial Services(continued) | | | | | | |
k,mBlueMountain CLO XXII Ltd., | | | | | | |
2018-1A, B, 144A, FRN, 4.451%, 7/30/30 | United States | $ | 5,400,000 | $ | 5,351,454 | 0.33 |
2018-1A, C, 144A, FRN, 4.801%, 7/30/30 | United States | | 2,750,000 | | 2,654,987 | 0.16 |
k,lBlueMountain Fuji U.S. CLO I Ltd., 2017-1A, C, 144A, FRN, 5.111%, | | | | | | |
(3-month USD LIBOR + 2.35%), 7/20/29 | United States | | 2,275,000 | | 2,276,092 | 0.14 |
k,lBlueMountain Fuji U.S. CLO III Ltd., 2017-3A, C, 144A, FRN, | | | | | | |
4.487%, (3-month USD LIBOR + 1.70%), 1/15/30 | United States | | 2,100,000 | | 2,018,142 | 0.12 |
k,lBristol Park CLO Ltd., 2016-1A, A, 144A, FRN, 4.207%, (3-month | | | | | | |
USD LIBOR + 1.42%), 4/15/29 | United States | | 22,000,000 | | 21,981,960 | 1.34 |
k,lCarlyle Global Market Strategies CLO Ltd., | | | | | | |
2012-4A, C1R, 144A, FRN, 5.361%, (3-month USD LIBOR + | | | | | | |
2.60%), 1/20/29 | United States | | 3,675,000 | | 3,677,095 | 0.22 |
2014-4RA, B, 144A, FRN, 4.687%, (3-month USD LIBOR + | | | | | | |
1.90%), 7/15/30 | United States | | 3,400,000 | | 3,291,914 | 0.20 |
k,mCole Park CLO Ltd., 2015-1A, CR, 144A, FRN, 4.761%, 10/20/28 | United States | | 2,000,000 | | 1,955,020 | 0.12 |
k,mColumbia Cent CLO, 2018-27A, B, 144A, FRN, 4.79%, 10/25/28. | United States | | 2,600,000 | | 2,585,518 | 0.16 |
k,lDryden 30 Senior Loan Fund, 2013-30A, A, 144A, FRN, 4.316%, | | | | | | |
(3-month USD LIBOR + 1.70%), 11/15/28 | United States | | 2,100,000 | | 2,008,251 | 0.12 |
k,mDryden 40 Senior Loan Fund, 2015-40A, CR, 144A, FRN, 4.716%, | | | | | | |
8/15/31. | United States | | 3,000,000 | | 2,954,490 | 0.18 |
k,lDryden 55 CLO Ltd., 2018-55A, C, 144A, FRN, 4.687%, (3-month | | | | | | |
USD LIBOR + 1.90%), 4/15/31 | United States | | 2,900,000 | | 2,788,118 | 0.17 |
k,lDryden 58 CLO Ltd., 2018-58A, C, 144A, FRN, 4.573%, (3-month | | | | | | |
USD LIBOR + 1.80%), 7/17/31 | United States | | 2,500,000 | | 2,377,200 | 0.14 |
k,mDryden 70 CLO Ltd., | | | | | | |
2018-70A, B, 144A, FRN, 4.54%, 1/16/32 | United States | | 2,940,217 | | 2,926,721 | 0.18 |
2018-70A, C, 144A, FRN, 4.99%, 1/16/32 | United States | | 2,500,000 | | 2,480,250 | 0.15 |
k,lDryden Senior Loan Fund, 2016-42A, CR, 144A, FRN, 4.837%, | | | | | | |
(3-month USD LIBOR + 2.05%), 7/15/30 | United States | | 2,400,000 | | 2,355,360 | 0.14 |
kEaton Vance CLO Ltd., | | | | | | |
m2014-1RA, C, 144A, FRN, 4.887%, 7/15/30 | United States | | 2,900,000 | | 2,800,443 | 0.17 |
l2015-1A, CR, 144A, FRN, 4.661%, (3-month USD LIBOR + | | | | | | |
1.90%), 1/20/30 | United States | | 1,400,000 | | 1,336,286 | 0.08 |
kEmerson Park CLO Ltd., 2013-1A, C2R, 144A, 4.055%, 7/15/25 | United States | | 1,100,000 | | 1,080,497 | 0.07 |
k,lFlagship CLO VIII Ltd., 2014-8A, CRR, 144A, FRN, 4.579%, | | | | | | |
(3-month USD LIBOR + 1.80%), 1/16/26 | United States | | 2,900,000 | | 2,827,848 | 0.17 |
k,lGalaxy XVIII CLO Ltd., 2018-28A, C, 144A, FRN, 4.737%, (3-month | | | | | | |
USD LIBOR + 1.95%), 7/15/31 | United States | | 2,700,000 | | 2,584,953 | 0.16 |
k,mGalaxy XXV CLO Ltd., | | | | | | |
2018-25A, B, 144A, FRN, 3.987%, 10/25/31 | United States | | 3,750,000 | | 3,703,575 | 0.22 |
2018-25A, C, 144A, FRN, 4.337%, 10/25/31 | United States | | 2,500,000 | | 2,402,525 | 0.15 |
k,mGalaxy XXVI CLO Ltd., 2018-26A, C, 144A, FRN, 4.802%, 11/22/31 . | United States | | 2,100,000 | | 2,030,301 | 0.12 |
k,mLCM Loan Income Fund I Income Note Issuer Ltd., 2027A, C, 144A, | | | | | | |
FRN, 4.729%, 7/16/31 | United States | | 2,700,000 | | 2,594,403 | 0.16 |
k,mLCM XVI LP, | | | | | | |
2016A, BR2, 144A, FRN, 4.537%, 10/15/31 | United States | | 2,500,000 | | 2,497,825 | 0.15 |
2016A, CR2, 144A, FRN, 4.937%, 10/15/31. | United States | | 4,500,000 | | 4,397,760 | 0.27 |
k,lLCM XVIII LP, 2018A, CR, 144A, FRN, 4.611%, (3-month USD | | | | | | |
LIBOR + 1.85%), 4/20/31 | United States | | 2,625,000 | | 2,517,979 | 0.15 |
k,lLCM XXIV Ltd., 24A, A, 144A, FRN, 4.071%, (3-month USD LIBOR | | | | | | |
+ 1.31%), 3/20/30 | United States | | 26,400,000 | | 26,401,320 | 1.60 |
14 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | |
| | | Principal | | | % of Net |
| Country | | Amount* | | Value | Assets |
|
Asset-Backed Securities(continued) | | | | | | |
Other Diversified Financial Services(continued) | | | | | | |
k,lLCM XXV Ltd., | | | | | | |
25A, B2, 144A, FRN, 4.411%, (3-month USD LIBOR + 1.65%), | | | | | | |
7/20/30 | United States | $ | 4,075,000 | $ | 4,043,826 | 0.25 |
25A, C2, 144A, FRN, 5.061%, (3-month USD LIBOR + 2.30%), | | | | | | |
7/20/30 | United States | | 1,625,000 | | 1,618,776 | 0.10 |
k,lMadison Park Funding Ltd., | | | | | | |
2016-21A, A1, 144A, FRN, 4.301%, (3-month USD LIBOR + | | | | | | |
1.53%), 7/25/29 | United States | | 7,100,000 | | 7,148,493 | 0.43 |
2018-28A, C, 144A, FRN, 4.637%, (3-month USD LIBOR + | | | | | | |
1.85%), 7/15/30 | United States | | 4,200,000 | | 4,080,678 | 0.25 |
k,lMadison Park Funding XXIV Ltd., 2016-24A, C1, 144A, FRN, | | | | | | |
5.361%, (3-month USD LIBOR + 2.60%), 1/20/28 | United States | | 1,750,000 | | 1,750,997 | 0.11 |
k,lMagnetite IX Ltd., 2014-9A, BR, 144A, FRN, 4.771%, (3-month USD | | | | | | |
LIBOR + 2.00%), 7/25/26 | United States | | 2,793,000 | | 2,767,193 | 0.17 |
k,lMagnetite XI Ltd., 2014-11A, BR, 144A, FRN, 4.88%, (3-month USD | | | | | | |
LIBOR + 2.10%), 1/18/27 | United States | | 1,172,000 | | 1,165,366 | 0.07 |
k,lNeuberger Berman CLO Ltd., 2017-26A, C, 144A, FRN, 4.53%, | | | | | | |
(3-month USD LIBOR + 1.75%), 10/18/30 | United States | | 2,100,000 | | 1,991,703 | 0.12 |
k,lNZCG Funding Ltd., 2015-1A, A2R, 144A, FRN, 4.239%, (3-month | | | | | | |
USD LIBOR + 1.55%), 2/26/31 | United States | | 5,810,000 | | 5,708,093 | 0.35 |
k,lOctagon Investment Partners 26 Ltd., 2016-1A, CR, 144A, FRN, | | | | | | |
4.587%, (3-month USD LIBOR + 1.80%), 7/15/30 | United States | | 3,300,000 | | 3,181,200 | 0.19 |
k,mOctagon Investment Partners 27 Ltd., 2016-1A, CR, 144A, FRN, | | | | | | |
4.887%, 7/15/30 | United States | | 3,500,000 | | 3,447,430 | 0.21 |
k,mOctagon Investment Partners 28 Ltd., 2016-1A, BR, 144A, FRN, | | | | | | |
4.579%, 10/24/30 | United States | | 5,869,565 | | 5,871,737 | 0.36 |
k,lOctagon Investment Partners 31 LLC, 2017-1A, C, 144A, FRN, | | | | | | |
5.161%, (3-month USD LIBOR + 2.40%), 7/20/30 | United States | | 2,288,855 | | 2,280,249 | 0.14 |
k,lOctagon Investment Partners 37 Ltd., 2018-2A, B, 144A, FRN, | | | | | | |
4.521%, (3-month USD LIBOR + 1.75%), 7/25/30 | United States | | 3,250,000 | | 3,086,005 | 0.19 |
k,mOctagon Investment Partners 38, | | | | | | |
2018-1A, A3A, 144A, FRN, 4.431%, 7/20/30 | United States | | 4,500,000 | | 4,469,715 | 0.27 |
2018-1A, B, 144A, FRN, 4.711%, 7/20/30 | United States | | 3,900,000 | | 3,748,446 | 0.23 |
k,lOctagon Investment Partners XVI Ltd., 2013-1A, CR, 144A, FRN, | | | | | | |
4.623%, (3-month USD LIBOR + 1.85%), 7/17/30 | United States | | 3,000,000 | | 2,892,120 | 0.18 |
k,lOctagon Investment Partners XXII Ltd., 2014-1A, CRR, 144A, FRN, | | | | | | |
4.661%, (3-month USD LIBOR + 1.90%), 1/22/30 | United States | | 2,100,000 | | 2,025,450 | 0.12 |
k,mRace Point X CLO Ltd., 2016-10A, C1R, 144A, FRN, 4.771%, | | | | | | |
7/25/31. | United States | | 2,300,000 | | 2,211,979 | 0.13 |
k,lTCI-Cent CLO Income Note Issuer Ltd., 2017-1A, B, 144A, FRN, | | | | | | |
5.121%, (3-month USD LIBOR + 2.35%), 7/25/30 | United States | | 3,000,000 | | 3,002,010 | 0.18 |
kVoya CLO Ltd., | | | | | | |
m2016-3A, BR, 144A, FRN, 4.98%, 10/18/31 | United States | | 3,500,000 | | 3,475,360 | 0.21 |
l2017-3A, B, 144A, FRN, 5.111%, (3-month USD LIBOR + | | | | | | |
2.35%), 7/20/30 | United States | | 2,508,761 | | 2,509,664 | 0.15 |
Total Asset-Backed Securities (Cost $230,171,977). | | | | | 225,885,768 | 13.72 |
Total Investments before Short Term Investments | | | | | | |
(Cost $1,644,756,223) | | | | | 1,571,743,192 | 95.50 |
Semiannual Report 15
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | | | |
Franklin Floating Rate Master Series(continued) | | | | | | | | |
| | | Principal | | | | % of Net | |
| Country | | Amount* | | Value | | Assets | |
|
Short Term Investments (Cost $97,457,859) | | | | | | | | |
|
Repurchase Agreements | | | | | | | | |
nJoint Repurchase Agreement, 2.57%, 2/01/19 | | | | | | | | |
(Maturity Value $97,464,818) | | | | | | | | |
BNP Paribas Securities Corp. (Maturity Value $66,458,336) | | | | | | | | |
Deutsche Bank Securities Inc. (Maturity Value $22,699,556) | | | | | | | | |
HSBC Securities (USA) Inc. (Maturity Value $8,306,926) | | | | | | | | |
Collateralized by U.S. Government Agency Securities, 4.00% - | | | | | | | | |
4.50%, 6/20/42 - 7/20/43;oU.S. Treasury Bills, 2/12/19; U.S. | | | | | | | | |
Treasury Bonds, 8.50%, 2/15/20; and U.S. Treasury Notes, | | | | | | | | |
1.625% - 2.021%, 6/30/20 - 7/31/22 (valued at $99,471,653) | United States | $ | 97,457,859 | $ | 97,457,859 | | 5.92 | |
Total Investments (Cost $1,742,214,082) | | | | | 1,669,201,051 | | 101.42 | |
Other Assets, less Liabilities. | | | | | (23,401,628 | ) | (1.42 | ) |
Net Assets | | | | $ | 1,645,799,423 | | 100.00 | |
*The principal amount is stated in U.S. dollars unless otherwise indicated.
aNon-income producing.
bSee Note 10 regarding holdings of 5% voting securities.
cFair valued using significant unobservable inputs. See Note 13 regarding fair value measurements.
dSee Note 8 regarding restricted securities.
eSee Note 3(d) regarding investments in affiliated management investment companies.
fIncome may be received in additional securities and/or cash.
gThe coupon rate shown represents the rate at period end.
hSee Note 1(e) regarding senior floating rate interests.
iA portion or all of the security purchased on a delayed delivery basis. See Note 1(c).
jA portion or all of the security represents an unsettled loan commitment. The coupon rate is to-be determined (TBD) at the time of settlement and will be based upon areference index/floor plus a spread.
kSecurity was purchased pursuant to Rule 144A under the Securities Act of 1933 and may be sold in transactions exempt from registration only to qualified institutional buyersor in a public offering registered under the Securities Act of 1933. These securities have been deemed liquid under guidelines approved by the Trust’s Board of Trustees. AtJanuary 31, 2019, the aggregate value of these securities was $225,885,768, representing 13.7% of net assets.
lThe coupon rate shown represents the rate inclusive of any caps or floors, if applicable, in effect at period end.
mAdjustable rate security with an interest rate that is not based on a published reference index and spread. The rate is based on the structure of the agreement and currentmarket conditions. The coupon rate shown represents the rate at period end.
nSee Note 1(b) regarding joint repurchase agreement.
oThe security was issued on a discount basis with no stated coupon rate.
16 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
At January 31, 2019, the Fund had the following credit default swap contracts outstanding. See Note 1(d).
| | | | | | | | | | | | |
Credit Default Swap Contracts | | | | | | | | | | | |
| Periodic | | | | | | | Unamortized | | | | |
| Payment Rate | | | | | | | Upfront | | Unrealized | | |
| Received | | Payment | Maturity | Notional | | | Payments | | Appreciation | | |
Description | (Paid) | | Frequency | Date | Amount | Value | | (Receipts) | | (Depreciation) | | Rating |
Centrally Cleared Swap Contracts | | | | | | | | | | | | |
Contracts to Buy Protectiona | | | | | | | | | | | | |
Traded Index | | | | | | | | | | | | |
CDX.NA.HY.26 | (5.00 | )% | Quarterly | 6/20/21 | $25,824,000 | $(1,600,669 | ) | $(1,170,598 | ) | $(430,071 | ) | |
aPerformance triggers for settlement of contract include failure to pay or bankruptcy of the underlying securities for traded index swaps.
See Note 9 regarding other derivative information.
See Abbreviations on page 31.
The accompanying notes are an integral part of these financial statements.|Semiannual Report 17
FRANKLIN FLOATING RATE MASTER TRUST
Financial Statements
Statement of Assets and Liabilities
January 31, 2019 (unaudited)
| | | |
Franklin Floating Rate Master Series | | | |
|
Assets: | | | |
Investments in securities: | | | |
Cost - Unaffiliated issuers | $ | 1,489,900,046 | |
Cost - Controlled affiliates (Note 3d and 10) | | 27,581,167 | |
Cost - Non-controlled affiliates (Note 3d and 10) | | 127,275,010 | |
Cost - Unaffiliated repurchase agreements | | 97,457,859 | |
Value - Unaffiliated issuers | $ | 1,463,525,302 | |
Value - Controlled affiliates (Note 3d and 10) | | 27,188,375 | |
Value - Non-controlled affiliates (Note 3d and 10) | | 81,029,515 | |
Value - Unaffiliated repurchase agreements | | 97,457,859 | |
Cash | | 2,707,732 | |
Receivables: | | | |
Investment securities sold | | 3,635,441 | |
Dividends and interest | | 4,642,300 | |
Deposits with brokers for: | | | |
Centrally cleared swap contracts | | 537,747 | |
Other assets | | 41 | |
Total assets | | 1,680,724,312 | |
Liabilities: | | | |
Payables: | | | |
Investment securities purchased | | 26,411,420 | |
Management fees | | 732,235 | |
Trustees’ fees and expenses | | 2,478 | |
Distributions to shareholders | | 7,627,167 | |
Variation margin on centrally cleared swap contracts | | 84,408 | |
Accrued expenses and other liabilities. | | 67,181 | |
Total liabilities | | 34,924,889 | |
Net assets, at value | $ | 1,645,799,423 | |
Net assets consist of: | | | |
Paid-in capital | $ | 1,922,188,759 | |
Total distributable earnings (loss) | | (276,389,336 | ) |
Net assets, at value | $ | 1,645,799,423 | |
Shares outstanding. | | 197,623,813 | |
Net asset value and maximum offering price per share ($1,645,799,423÷197,623,813 shares outstanding) | $ | 8.33 | |
18 Semiannual Report|The accompanying notes are an integral part of these financial statements.
FRANKLIN FLOATING RATE MASTER TRUST
FINANCIAL STATEMENTS
Statement of Operations
for the six months ended January 31, 2019 (unaudited)
| | | |
Franklin Floating Rate Master Series | | | |
|
Investment income: | | | |
Dividends: | | | |
Controlled affiliates (Note 3d and 10) | $ | 327,814 | |
Non-controlled affiliates (Note 3d and 10) | | 2,723,023 | |
Interest: | | | |
Unaffiliated issuers | | 45,224,862 | |
Non-controlled affiliates (Note 10) | | 406,518 | |
Total investment income | | 48,682,217 | |
Expenses: | | | |
Management fees (Note 3a) | | 4,755,558 | |
Custodian fees (Note 4) | | 8,354 | |
Reports to shareholders | | 4,194 | |
Registration and filing fees | | 118 | |
Professional fees | | 96,962 | |
Trustees’ fees and expenses | | 42,275 | |
Other | | 22,703 | |
Total expenses | | 4,930,164 | |
Expense reductions (Note 4) | | (9,903 | ) |
Expenses waived/paid by affiliates (Note 3d and 3e) | | (197,466 | ) |
Net expenses | | 4,722,795 | |
Net investment income. | | 43,959,422 | |
Realized and unrealized gains (losses): | | | |
Net realized gain (loss) from: | | | |
Investments: | | | |
Unaffiliated issuers | | (1,387,316 | ) |
Swap contracts. | | (202,192 | ) |
Net realized gain (loss) | | (1,589,508 | ) |
Net change in unrealized appreciation (depreciation) on: | | | |
Investments: | | | |
Unaffiliated issuers | | (29,741,894 | ) |
Controlled affiliates (Note 3d and 10) | | (382,599 | ) |
Non-controlled affiliates (Note 3d and 10) | | (14,616,580 | ) |
Swap contracts. | | 214,536 | |
Net change in unrealized appreciation (depreciation) | | (44,526,537 | ) |
Net realized and unrealized gain (loss) | | (46,116,045 | ) |
Net increase (decrease) in net assets resulting from operations | $ | (2,156,623 | ) |
The accompanying notes are an integral part of these financial statements.|Semiannual Report 19
FRANKLIN FLOATING RATE MASTER TRUST
FINANCIAL STATEMENTS
Statements of Changes in Net Assets
Franklin Floating Rate Master Series
| | | | | | |
| | Six Months Ended | | | | |
| | January 31, 2019 | | | Year Ended | |
| | (unaudited) | | | July 31, 2018 | |
Increase (decrease) in net assets: | | | | | | |
Operations: | | | | | | |
Net investment income. | $ | 43,959,422 | | $ | 82,584,552 | |
Net realized gain (loss) | | (1,589,508 | ) | | (19,588,559 | ) |
Net change in unrealized appreciation (depreciation) | | (44,526,537 | ) | | (15,624,862 | ) |
Net increase (decrease) in net assets resulting from operations | | (2,156,623 | ) | | 47,371,131 | |
Distributions to shareholders (Note 1g) | | (43,174,932 | ) | | (81,458,861 | ) |
Capital share transactions (Note 2) | | (69,412,838 | ) | | (295,994,793 | ) |
Net increase (decrease) in net assets | | (114,744,393 | ) | | (330,082,523 | ) |
Net assets: | | | | | | |
Beginning of period | | 1,760,543,816 | | | 2,090,626,339 | |
End of period (Note 1g) | $ | 1,645,799,423 | | $ | 1,760,543,816 | |
20 Semiannual Report|The accompanying notes are an integral part of these financial statements.
FRANKLIN FLOATING RATE MASTER TRUST
Notes to Financial Statements (unaudited)
Franklin Floating Rate Master Series
1. Organization and Significant Accounting Policies Franklin Floating Rate Master Trust (Trust) is registered under the Investment Company Act of 1940 (1940 Act) as an open-end management investment company, consisting of three separate funds and applies the specialized accounting and reporting guidance in U.S. Generally Accepted Accounting Principles (U.S. GAAP). Franklin Floating Rate Master Series(Fund) is included in this report. The Fund’s shares are exemptfrom registration under the Securities Act of 1933. The following summarizes the Fund’s significant accountingpolicies. a. Financial Instrument Valuation The Fund’s investments in financial instruments are carried at fair value daily. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Fund calculates the net asset value (NAV) per share each business day as of 4 p.m. Eastern time or the regularly scheduled close of the New York Stock Exchange (NYSE), whichever is earlier. Under compliance policies and procedures approved by the Trust’s Board of Trustees (the Board), the Fund’s administrator has responsibility for oversight of valuation, including leading the cross-functional Valuation Committee (VC). The Fund may utilize independent pricing services, quotations from securities and financial instrument dealers, and other market sources to determine fair value. Equity securities listed on an exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively.Over-the-counter (OTC) securities are valued within the rangeof the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valuedaccording to the broadest and most representative market.Certain equity securities are valued based upon fundamentalcharacteristics or relationships to similar securities. Debt securities generally trade in the OTC market rather than on a securities exchange. The Fund’s pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing |
| services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves,credit spreads, estimated default rates, anticipated market interest rate volatility, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Investments in repurchase agreements are valued at cost, whichapproximates fair value. Certain derivative financial instruments are centrally cleared ortrade in the OTC market. The Fund’s pricing services usevarious techniques including industry standard option pricing models and proprietary discounted cash flow models todetermine the fair value of those instruments. The Fund’s net benefit or obligation under the derivative contract, as measured by the fair value of the contract, is included in net assets.The Fund has procedures to determine the fair value of financial instruments for which market prices are not reliable or readily available. Under these procedures, the Fund primarily employs a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. An income-based valuation approach may also be used in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations ofsuch investments, the fair values may differ significantly from the values that would have been used had an active market existed. b. Joint Repurchase Agreement The Fund enters into a joint repurchase agreement whereby itsuninvested cash balance is deposited into a joint cash accountwith other funds managed by the investment manager or anaffiliate of the investment manager and is used to invest in oneor more repurchase agreements. The value and face amount of the joint repurchase agreement are allocated to the funds based on their pro-rata interest. A repurchase agreement is accounted for as a loan by the Fund to the seller, collateralized by securities which are delivered to the Fund’s custodian. The fair value, including accrued interest, of the initial collateralization is required to be at least 102% of the dollar amount invested by |
Semiannual Report 21
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
1. Organization and Significant AccountingPolicies(continued) b. Joint Repurchase Agreement(continued) the funds, with the value of the underlying securities marked tomarket daily to maintain coverage of at least 100%. Repurchaseagreements are subject to the terms of Master RepurchaseAgreements (MRAs) with approved counterparties (sellers).The MRAs contain various provisions, including but not limitedto events of default and maintenance of collateral for repurchaseagreements. In the event of default by either the seller or theFund, certain MRAs may permit the non-defaulting party to netand close-out all transactions, if any, traded under suchagreements. The Fund may sell securities it holds as collateraland apply the proceeds towards the repurchase price and anyother amounts owed by the seller to the Fund in the event ofdefault by the seller. This could involve costs or delays inaddition to a loss on the securities if their value falls below therepurchase price owed by the seller. The joint repurchaseagreement held by the Fund at period end, as indicated in theStatement of Investments, had been entered into on January 31,2019. c. Securities Purchased on a Delayed Delivery Basis The Fund purchases securities on a delayed delivery basis, withpayment and delivery scheduled for a future date. Thesetransactions are subject to market fluctuations and are subject tothe risk that the value at delivery may be more or less than thetrade date purchase price. Although the Fund will generallypurchase these securities with the intention of holding thesecurities, it may sell the securities before the settlement date.Sufficient assets have been segregated for these securities. d. Derivative Financial InstrumentsThe Fund invested in derivative financial instruments in order tomanage risk or gain exposure to various other investments ormarkets. Derivatives are financial contracts based on anunderlying or notional amount, require no initial investment oran initial net investment that is smaller than would normally berequired to have a similar response to changes in market factors,and require or permit net settlement. Derivatives contain variousrisks including the potential inability of the counterparty tofulfill their obligations under the terms of the contract, the potential for an illiquid secondary market, and/or the potentialfor market movements which expose the Fund to gains or lossesin excess of the amounts shown in the Statement of Assets and |
| Liabilities. Realized gain and loss and unrealized appreciationand depreciation on these contracts for the period are includedin the Statement of Operations. Collateral requirements differ by type of derivative. Collateralor initial margin requirements are set by the broker or exchangeclearing house for exchange traded and centrally clearedderivatives. Initial margin deposited is held at the exchange andcan be in the form of cash and/or securities. The Fund entered into credit default swap contracts primarily tomanage and/or gain exposure to credit risk. A credit defaultswap is an agreement between the Fund and a counterpartywhereby the buyer of the contract receives credit protection andthe seller of the contract guarantees the credit worthiness of areferenced debt obligation. These agreements may be privatelynegotiated in the over-the-counter market (OTC credit defaultswaps) or may be executed in a multilateral trade facilityplatform, such as a registered exchange (centrally cleared creditdefault swaps). The underlying referenced debt obligation maybe a single issuer of corporate or sovereign debt, a credit index,a basket of issuers or indices, or a tranche of a credit index orbasket of issuers or indices. In the event of a default of theunderlying referenced debt obligation, the buyer is entitled toreceive the notional amount of the credit default swap contract from the seller in exchange for the referenced debt obligation, a net settlement amount equal to the notional amount of the credit default swap less the recovery value of the referenced debt obligation, or other agreed upon amount. For centrally cleared credit default swaps, required initial margins are pledged by the Fund, and the daily change in fair value is accounted for as a variation margin payable or receivable in the Statement of Assets and Liabilities. Over the term of the contract, the buyer pays the seller a periodic stream of payments, provided that no event of default has occurred. Such periodic payments are accrued daily as an unrealized appreciation or depreciation untilthe payments are made, at which time they are realized. Upfrontpayments and receipts are reflected in the Statement of Assetsand Liabilities and represent compensating factors betweenstated terms of the credit default swap agreement and prevailingmarket conditions (credit spreads and other relevant factors).These upfront payments and receipts are amortized over theterm of the contract as a realized gain or loss in the Statement ofOperations. See Note 9 regarding other derivative information. |
22 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
e. Senior Floating Rate Interests The Fund invests in senior secured corporate loans that payinterest at rates which are periodically reset by reference to abase lending rate plus a spread. These base lending rates aregenerally the prime rate offered by a designated U.S. bank orthe London InterBank Offered Rate (LIBOR). Senior securedcorporate loans often require prepayment of principal fromexcess cash flows or at the discretion of the borrower. As aresult, actual maturity may be substantially less than the statedmaturity. Senior secured corporate loans in which the Fundinvests are generally readily marketable, but may be subject tocertain restrictions on resale. f. Income Taxes The Fund is a disregarded entity for U.S. income tax purposes.As such, no provision has been made for income taxes becauseall income, expenses, gains and losses are allocated to anon-U.S. beneficial owner for inclusion in its individual incometax return, as applicable. g. Security Transactions, Investment Income, Expenses andDistributions Security transactions are accounted for on trade date. Realized gains and losses on security transactions are determined on aspecific identification basis. Interest income and estimatedexpenses are accrued daily. Amortization of premium andaccretion of discount on debt securities are included in interestincome. Facility fees are recognized as income over theexpected term of the loan. Dividend income is recorded on theex-dividend date. The Fund’s net investment income isallocated to the owner daily and paid monthly. Net capital gains(or losses) realized by the Fund will not be distributed.Distributions to shareholders are recorded on the ex-dividenddate. Distributable earnings are determined according to income | tax regulations (tax basis) and may differ from earningsrecorded in accordance with U.S. GAAP. These differencesmay be permanent or temporary. Permanent differences arereclassified among capital accounts to reflect their tax character.These reclassifications have no impact on net assets or theresults of operations. Temporary differences are not reclassified, as they may reverse in subsequent periods.* Common expenses incurred by the Trust are allocated amongthe Funds based on the ratio of net assets of each Fund to thecombined net assets of the Trust or based on the ratio of numberof shareholders of each Fund to the combined number ofshareholders of the Trust. Fund specific expenses are chargeddirectly to the Fund that incurred the expense. h. Accounting Estimates The preparation of financial statements in accordance with U.S.GAAP requires management to make estimates andassumptions that affect the reported amounts of assets andliabilities at the date of the financial statements and the amountsof income and expenses during the reporting period. Actualresults could differ from those estimates. i. Guarantees and Indemnifications Under the Trust’s organizational documents, its officers andtrustees are indemnified by the Trust against certain liabilitiesarising out of the performance of their duties to the Trust.Additionally, in the normal course of business, the Trust, onbehalf of the Fund, enters into contracts with service providersthat contain general indemnification clauses. The Trust’smaximum exposure under these arrangements is unknown asthis would involve future claims that may be made against theTrust that have not yet occurred. Currently, the Trust expectsthe risk of loss to be remote. |
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*Effective during the current reporting period, it is no longer required to present certain line items in the Statements of Changes inNet Assets. The below prior period amounts affected by this change are shown as they were in the prior year Statements of Changesin Net Assets.
For the year ended July 31, 2018, distributions to shareholders were as follows:
Netinvestmentincome $(81,458,861)
For the year ended July 31, 2018, undistributed net investment income included in net assets was $2,349,039.
Semiannual Report 23
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
2. Shares of Beneficial Interest
At January 31, 2019, there were an unlimited number of shares authorized (without par value). Transactions in the Fund’s shares
were as follows:
| | | | |
| Six Months Ended | Year Ended |
| January 31, 2019 | July 31, 2018 |
| Shares | Amount | Shares | Amount |
Shares sold | 23,757,303 | $201,049,497 | 31,816,088 | $273,788,383 |
Shares redeemed | (32,339,286) | (270,462,335) | (66,050,697) | (569,783,176) |
Net increase (decrease) | (8,581,983) | $(69,412,838) | (34,234,609) | $(295,994,793) |
3. Transactions with Affiliates
Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton. Certain officers and trustees of the Fund are also officers and/or directors of the following subsidiaries:
| |
Subsidiary | Affiliation |
Franklin Advisers, Inc. (Advisers) | Investment manager |
Franklin Templeton Services, LLC (FT Services) | Administrative manager |
Franklin Templeton Investor Services, LLC (Investor Services) | Transfer agent |
a. Management Fees
The Fund pays an investment management fee to Advisers based on the average daily net assets of the Fund as follows:
| |
Annualized Fee Rate | Net Assets |
0.530% | Up to and including $2.5 billion |
0.450% | Over $2.5 billion, up to and including $6.5 billion |
0.430% | Over $6.5 billion, up to and including $11.5 billion |
0.400% | Over $11.5 billion, up to and including $16.5 billion |
0.390% | Over $16.5 billion, up to and including $19 billion |
0.380% | Over $19 billion, up to and including $21.5 billion |
0.370% | In excess of $21.5 billion |
b. Administrative Fees
Under an agreement with Advisers, FT Services provides administrative services to the Fund. The fee is paid by Advisers based on the Fund’s average daily net assets, and is not an additional expense of the Fund.
c. Transfer Agent Fees
Investor Services, under terms of an agreement, performs shareholder servicing for the Fund and is not paid by the Fund for the services.
24 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
d. Investments in Affiliated Management Investment Companies
The Fund invests in one or more affiliated management investment companies for purposes other than exercising a controlling influence over the management or policies. Management fees paid by the Fund are waived on assets invested in the affiliated management investment companies, as noted in the Statement of Operations, in an amount not to exceed the management and administrative fees paid directly or indirectly by each affiliate. During the period ended January 31, 2019, the Fund held investments in affiliated management investment companies as follows:
| | | | | | | | | | | | | |
| Number of | | | Number of | | | | | | | | Net Change in | |
| Shares Held | | | Shares | | Value | | | | Realized | | Unrealized | |
| at Beginning | Gross | Gross | Held at End | | at End | | Dividend | | Gain | | Appreciation | |
| of Period | Additions | Reductions | of Period | | of Period | | Income | | (Loss) | | (Depreciation) | |
Controlled Affiliates | | | | | | | | | | | | | |
Franklin Liberty Senior Loan ETF | 248,000 | 845,000 | — | 1,093,000 | $ | 27,188,375 | $ | 327,814 | $ | — | $ | (382,599 | ) |
Non-Controlled Affiliates | | | | | | | | | | | | | |
Franklin Lower Tier Floating Rate Fund | 3,405,364 | — | — | 3,405,364 | | 30,273,686 | | 1,500,032 | | — | | (3,030,774 | ) |
Franklin Middle Tier Floating Rate Fund | 3,457,562 | — | — | 3,457,562 | | 31,083,478 | | 1,222,991 | | — | | (1,590,478 | ) |
Total Non-Controlled Affiliates | | | | | $ | 61,357,164 | $ | 2,723,023 | $ | — | $ | (4,621,252 | ) |
Total Affiliated Securities | | | | | $ | 88,545,539 | $ | 3,050,837 | $ | — | $ | (5,003,851 | ) |
e. Waiver and Expense Reimbursements
Advisers has voluntarily agreed in advance to waive or limit its fees and to assume as its own expense certain expenses otherwise payable by the Fund so that the expenses (excluding acquired fund fees and expenses) do not exceed 0.53% based on the average net assets of the Fund (other than certain non-routine expenses or costs, including those relating to litigation, indemnification, reorganizations, and liquidations). Total expenses waived or paid are not subject to recapture subsequent to the Fund’s fiscal year end. Advisers may discontinue this waiver at any time upon notice to the Board.
f. Other Affiliated Transactions
At January 31, 2019, Franklin Floating Rate Fund, PLC owned 100% of the Fund’s outstanding shares. Investment activities of this shareholder could have a material impact on the Fund.
4. Expense Offset Arrangement
The Fund has entered into an arrangement with its custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s custodian expenses. During the period ended January 31, 2019, the custodian fees were reduced as noted in the Statement of Operations.
5. Income Taxes
At January 31, 2019, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes were as follows:
| | | |
Cost of investments. | $ | 1,740,710,655 | |
|
Unrealized appreciation | $ | 5,525,606 | |
Unrealized depreciation | | (79,303,186 | ) |
Net unrealized appreciation (depreciation) | $ | (73,777,580 | ) |
Differences between income and/or capital gains as determined on a book basis and a tax basis are primarily due to differing treatment of bond discounts and premiums.
Semiannual Report 25
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
6. Investment Transactions
Purchases and sales of investments (excluding short term securities) for the period ended January 31, 2019, aggregated $279,672,057 and $260,417,688, respectively.
7. Credit Risk
At January 31, 2019, the Fund had 65.6% of its portfolio invested in high yield securities, senior secured floating rate loans, or other securities rated below investment grade and unrated securities, if any. These securities may be more sensitive to economic conditions causing greater price volatility and are potentially subject to a greater risk of loss due to default than higher rated securities.
8. Restricted Securities
The Fund invests in securities that are restricted under the Securities Act of 1933 (1933 Act). Restricted securities are often purchased in private placement transactions, and cannot be sold without prior registration unless the sale is pursuant to an exemption under the 1933 Act. Disposal of these securities may require greater effort and expense, and prompt sale at an acceptable price may be difficult. The Fund may have registration rights for restricted securities. The issuer generally incurs all registration costs.
At January 31, 2019, investments in restricted securities, excluding securities exempt from registration under the 1933 Act deemed to be liquid, were as follows:
| | | | | | |
Shares/ | | Acquisition | | | | |
Units | Issuer | Date | | Cost | | Value |
519,107 | aAppvion Operations Inc | 6/14/18 | $ | 5,320,516 | $ | 5,289,741 |
870,865 | Remington Outdoor Co. Inc | 4/13/12 - 5/08/17 | | 43,284,066 | | 4,959,660 |
81,987 | Remington Outdoor Co. Inc., Litigation Units | 5/16/18 | | — | | — |
| Total Restricted Securities(Value is 0.62% of Net Assets) | | $ | 48,604,582 | $ | 10,249,401 |
aThe Fund also invests in unrestricted securities of the issuer, valued at $9,422,950 as of January 31, 2019.
9. Other Derivative Information
At January 31, 2019, the Fund’s investments in derivative contracts are reflected in the Statement of Assets and Liabilities asfollows:
| | | | | |
| Asset Derivatives | | | Liability Derivatives | |
Derivative Contracts | Statement of | | | Statement of | |
Not Accounted for as | Assets and Liabilities | | | Assets and Liabilities | |
Hedging Instruments | Location | Fair Value | | Location | Fair Value |
|
Credit contracts | Variation margin on centrally | $ — | | Variation margin on centrally | $430,071a |
| cleared swap contracts | | | cleared swap contracts | |
aThis amount reflects the cumulative appreciation (depreciation) of centrally cleared swap contracts as reported in the Statement of Investments. Only the variation marginreceivable/payable at period end is separately reported within the Statement of Assets and Liabilities. Prior variation margin movements were recorded to cash upon receiptor payment.
26 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
For the period ended January 31, 2019, the effect of derivative contracts in the Fund’s Statement of Operations was as follows:
| | | | | |
| | | | | Net Change in |
| | | | | Unrealized |
Derivative Contracts | | Net Realized | | | Appreciation |
Not Accounted for as | Statement of | Gain (Loss) for | | Statement of | (Depreciation) |
Hedging Instruments | Operations Location | the Period | | Operations Location | for the Period |
|
| Net realized gain (loss) from: | | | Net change in unrealized | |
| | | | appreciation (depreciation) on: | |
Credit contracts | Swap contracts | $(202,192 | ) | Swap contracts | $214,536 |
For the period ended January 31, 2019, the average month end notional amount of swap contracts represented $26,285,143.
See Note 1(d) regarding derivative financial instruments.
10. Holdings of 5% Voting Securities of Portfolio Companies
The 1940 Act defines "affiliated companies" to include investments in portfolio companies in which a fund owns 5% or more of the outstanding voting securities. During the period ended January 31, 2019, investments in “affiliated companies” were as follows:
| | | | | | | | | | | | |
| Number of | | | | Number of | | | | | | | |
| Shares/ | | | | Shares/ | | | | | | | |
| Units/ | | | | Units/ | | | | | | | |
| Principal | | | | Principal | | | | | | Net Change in | |
| Amount Held | | | | Amount Held | | Value | | | Realized | Unrealized | |
| at Beginning | Gross | Gross | | at End | | at End Investment | Gain | Appreciation | |
Name of Issuer | of Period | Additions | Reductions | | of Period | | of Period | | Income | (Loss) | (Depreciation) | |
|
Non-Controlled Affiliates | | | | | | | | | | | | |
| | | | | | | | Dividends | | | |
Appvion Operations Inc | 519,107 | — | — | | 519,107 | $ | 5,289,741 | | $ — | $ — | $ 149,261 | |
Remington Outdoor Co. Inc | 870,865 | — | — | | 870,865 | | 4,959,660 | | — | — | (10,079,119) | |
Remington Outdoor Co. Inc., Litigation Units | 81,987 | — | — | | 81,987 | | — | | — | — | — | |
| | | | | | $ | 10,249,401 | | $ — | $ — | $ (9,929,858) | |
|
| | | | | | | | | Interest | | | |
Appvion Operations Inc., Term Loan, 8.80%, | | | | | | | | | | | | |
(3-month USD LIBOR + 6.00%), 6/15/26. | 9,539,138 | — | (52,150 | )a | 9,486,988 | | 9,422,950 | | 406,518 | — | (65,470) | |
Total Affiliated Securities(Value is 1.2% of Net Assets) | | | | | $ | 19,672,351 | $ 406,518 | $ — | $ (9,995,328) | |
aGross reduction was the result of various corporate actions. | | | | | | | | | | | |
Semiannual Report 27
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
11. Shareholder Distributions
For the period ended January 31, 2019, the Fund made the following distributions:
| |
Payment Date | Amount Per Share |
8/31/2018 | $0.033718 |
9/28/2018 | 0.032148 |
10/31/2018 | 0.033878 |
11/30/2018 | 0.032564 |
12/31/2018 | 0.035705 |
1/31/2019 | 0.037520 |
Total | $0.205533 |
12. Credit Facility
The Fund, together with other U.S. registered and foreign investment funds (collectively, Borrowers), managed by Franklin Templeton, are borrowers in a joint syndicated senior unsecured credit facility totaling $2 billion (Global Credit Facility) which matured on February 8, 2019. This Global Credit Facility provides a source of funds to the Borrowers for temporary and emergency purposes, including the ability to meet future unanticipated or unusually large redemption requests. Effective February 8, 2019, the Borrowers renewed the Global Credit Facility for a one year term, maturing February 7, 2020, for a total of $2 billion.
Under the terms of the Global Credit Facility, the Fund shall, in addition to interest charged on any borrowings made by the Fund and other costs incurred by the Fund, pay its share of fees and expenses incurred in connection with the implementation and maintenance of the Global Credit Facility, based upon its relative share of the aggregate net assets of all of the Borrowers, including an annual commitment fee of 0.15% based upon the unused portion of the Global Credit Facility. These fees are reflected in other expenses in the Statement of Operations. During the period ended January 31, 2019, the Fund did not use the Global Credit Facility.
13. Fair Value Measurements
The Fund follows a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Fund’s own market assumptions (unobservable inputs). These inputs are used in determining the value of the Fund’s financial instruments and are summarized in the following fair value hierarchy:
- Level 1 – quoted prices in active markets for identical financial instruments
- Level 2 – other significant observable inputs (including quoted prices for similar financial instruments, interest rates,prepayment speed, credit risk, etc.)
- Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of financialinstruments)
The input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level.
28 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
A summary of inputs used as of January 31, 2019, in valuing the Fund’s assets and liabilities carried at fair value, is as follows:
| | | | | | | | |
| Level 1 | | Level 2 | | Level 3 | | | Total |
Assets: | | | | | | | | |
Investments in Securities:a | | | | | | | | |
Equity Investments:b | | | | | | | | |
Diversified Support Services | $ — | $ | — | $ | 4,959,660 | c | $ | 4,959,660 |
Forest Products | — | | — | | 5,289,741 | | | 5,289,741 |
Oil & Gas Exploration & Production | — | | 3,537,648 | | — | | | 3,537,648 |
All Other Equity Investments. | 88,545,539 | | — | | — | | | 88,545,539 |
Corporate Bonds | — | | 7,828,031 | | — | | | 7,828,031 |
Senior Floating Rate Interests: | | | | | | | | |
Personal Products | — | | — | | 11,391,736 | | | 11,391,736 |
All Other Senior Floating Rate Interests | — | | 1,224,305,069 | | — | | | 1,224,305,069 |
Asset-Backed Securities. | — | | 225,885,768 | | — | | | 225,885,768 |
Short Term Investments | — | | 97,457,859 | | — | | | 97,457,859 |
Total Investments in Securities | $88,545,539 | $ | 1,559,014,375 | $ | 21,641,137 | | $ | 1,669,201,051 |
|
Liabilities: | | | | | | | | |
Other Financial Instruments: | | | | | | | | |
Swap Contracts. | $ — | $ | 430,071 | $ | — | | $ | 430,071 |
aFor detailed categories, see the accompanying Statement of Investments.
bIncludes common stocks and management investment companies as well as other equity interests.
cIncludes securities determined to have no value at January 31, 2019.
A reconciliation of assets in which Level 3 inputs are used in determining fair value is presented when there are significant Level 3financial instruments at the beginning and/or end of the period. At January 31, 2019, the reconciliation of assets and liabilities, is asfollows:
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | Net Change in | |
| | | | | | | | | | | | | | | | | | | | | Unrealized | |
| | | | | | | | | | | | | | | | | | | | | Appreciation | |
| | | | | | | | | Transfer | | | | Net | | Net | | | | | | (Depreciation) | |
| | Balance at | | | | | | | Into | | | | Realized | | Unrealized | | | Balance | | | on Assets | |
| | Beginning of | | | | | | | (Out of) | | Cost Basis | | Gain | | Appreciation | | | at End | | | Held at | |
| | Period | | | Purchases | | Sales | | Level 3 | | Adjustmentsa | | (Loss) | | (Depreciation) | | | of Period | | | Period End | |
Assets: | | | | | | | | | | | | | | | | | | | | | | |
Investments in Securities: | | | | | | | | | | | | | | | | | | | | | | |
Equity Investments:b | | | | | | | | | | | | | | | | | | | | | | |
Diversified Support Services | $ | 15,038,779 | c | $ | — | $ | — | $ | — | $ | — | $ | — | $ | (10,079,119 | ) | $ | 4,959,660 | c | $ | (10,079,119 | ) |
Forest Products | | 5,140,480 | | | — | | — | | — | | — | | — | | 149,261 | | | 5,289,741 | | | 149,261 | |
Senior Floating Rate Interests: | | | | | | | | | | | | | | | | | | | | | | |
Personal Products | | 11,181,182 | | | 263,375 | | — | | — | | 147,988 | | — | | (200,809 | ) | | 11,391,736 | | | (200,809 | ) |
Total Investments in Securities | $ | 31,360,441 | | $ | 263,375 | $ | — | $ | — | $ | 147,988 | $ | — | $ | (10,130,667 | ) | $ | 21,641,137 | | $ | (10,130,667 | ) |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | |
Other Financial Instruments: | | | | | | | | | | | | | | | | | | | | | | |
Unfunded Loan Commitments | $ | (710 | ) | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 710 | | $ | — | | $ | — | |
aMay include accretion, amortization, partnership adjustments, and/or other cost basis adjustments.
bIncludes common stocks as well as other equity interests.
cIncludes securities determined to have no value.
Semiannual Report 29
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
13. Fair Value Measurements(continued)
Significant unobservable valuation inputs for material Level 3 financial instruments and impact to fair value as a result of changes in unobservable valuation inputs as of January 31, 2019, are as follows:
| | | | | | | | | |
| | | | | | | Amount/Range | | Impact to Fair |
| | Fair Value at | | | | | (Weighted | | Value if Input |
Description | | End of Period | | Valuation Technique | Unobservable Inputs | | Averagea) | | Increasesb |
Assets: | | | | | | | | | |
Investments in Securities: | | | | | | | | | |
Equity Investments: | | | | | | | | | |
Diversified Support | $ | 4,959,660 | | Discounted cash flow | Discount for lack of | | 20.0% | | Decrease |
Services | | | | | marketability | | | | |
| | | | | Long-term revenue | | 1.0% | | Increase |
| | | | | growth rate | | | | |
| | | | | Weighted average cost | | 13.1% | | Decreasec |
| | | | | of capital | | | | |
| | | | Consensus Pricing | Offered/Bid quotes | | $ 3.50 | | Increased |
|
Forest Products | | 5,289,741 | | Market Comparables | Discount for lack of | | 20.0% | | Decreased |
| | | | | marketability | | | | |
| | | | | EV/EBITDA multiple | | 6.2X | | Increased |
Senior Floating Rate Interests: | | | | | | | | | |
Personal Products | | 11,121,290 | | Discounted cash flow | Discount rate | | 11.8% - 12.6% | | Decreased |
| | | | | | | (12.4%) | | |
| | | | | Free cash flow | | $15.6(mil) | | Increasec |
All other investmentse | | 270,446 | f | | | | | | |
|
Total | $ | 21,641,137 | | | | | | | |
aWeighted based on the relative fair value of the financial instruments.
bRepresents the directional change in the fair value of the Level 3 financial instruments that would result from a significant and reasonable increase in the correspondinginput. A significant and reasonable decrease in the input would have the opposite effect. Significant impacts, if any, to fair value and/or net assets have been indicated.
cRepresents a significant impact to fair value and net assets.
dRepresents a significant impact to fair value but not net assets.
eIncludes fair value of immaterial financial instruments developed using various valuation techniques and unobservable inputs. May also include financial instruments withvalues derived using private transaction prices or non-public third party pricing information which is unobservable.
fIncludes securities determined to have no value at January 31, 2019.
| |
Abbreviations List |
EBITDA | Earnings before interest, taxes, depreciation and amortization |
EV | Enterprise value |
14. Subsequent Events
The Fund has evaluated subsequent events through the issuance of the financial statements and determined that no events have occurred that require disclosure other than those already disclosed in the financial statements.
30 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Franklin Floating Rate Master Series(continued)
| | | | |
Abbreviations | | | | |
|
Currency | Selected Portfolio | Index | |
USD United States Dollar | CLO | Collateralized Loan Obligation | CDX.NA.HY.Series number | CDX North America High Yield Index |
| ETF | Exchange Traded Fund | | |
| FRN | Floating Rate Note | | |
| LIBOR | London InterBank Offered Rate | | |
| PIK | Payment-In-Kind | | |
| TBD | To Be Determined | | |
Semiannual Report 31
FRANKLIN LOWER TIER FLOATING RATE FUND
Your Fund’s Expenses
As a Fund shareholder, you can incur two types of costs: (1) transaction costs, including sales charges (loads) on Fund purchases and redemptions; and (2) ongoing Fund costs, including management fees, distribution and service (12b-1) fees, and other Fund expenses. All mutual funds have ongoing costs, sometimes referred to as operating expenses. The table below shows ongoing costs of investing in the Fund and can help you understand these costs and compare them with those of other mutual funds. The table assumes a $1,000 investment held for the six months indicated.
Actual Fund Expenses
The table below provides information about actual account values and actual expenses in the columns under the heading “Actual.” In these columns the Fund’s actual return, which includes the effect of Fund expenses, is used to calculate the “Ending Account Value.” You can estimate the expenses you paid during the period by following these steps (of course, your account value and expenses will differ from those in this illustration): Divide your account value by $1,000 (if your account had an $8,600 value, then $8,600 ÷ $1,000 = 8.6). Then multiply the result by the number in the row for your class of shares under the headings “Actual” and “Expenses Paid During Period” (if Actual Expenses Paid During Period were $7.50, then 8.6 x $7.50 = $64.50). In this illustration, the actual expenses paid this period are $64.50.
Hypothetical Example for Comparison with Other Funds
Under the heading “Hypothetical” in the table, information is provided about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. This information may not be used to estimate the actual ending account balance or expenses you paid for the period, but it can help you compare ongoing costs of investing in the Fund with those of other funds. To do so, compare this 5% hypothetical example for the class of shares you hold with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that expenses shown in the table are meant to highlight ongoing costs and do not reflect any transactional costs. Therefore, information under the heading “Hypothetical” is useful in comparing ongoing costs only, and will not help you compare total costs of owning different funds. In addition, if transactional costs were included, your total costs would have been higher.
| | | | | | | | | | | |
| | | | | Actual | | | | Hypothetical | | |
| | | (actual return after expenses) | | (5% annual return before expenses) | | |
|
| | | | | | | | | | Net | |
| Beginning | | Ending | | Paid During | | Ending | | Paid During | Annualized | |
| Account | | Account | | Period | | Account | | Period | Expense | |
| Value 8/1/18 | | Value 1/31/19 | | 8/1/18–1/31/191,2 | | Value 1/31/19 | | 8/1/18–1/31/191,2 | Ratio2 | |
|
| $1,000 | | $952.60 | | $2.95 | | $1,022.18 | | $3.06 | 0.60% | |
1. Expenses are equal to the annualized expense ratio for the six-month period as indicated above—in the far right column—multiplied by the simple average account value over the period indicated, and then multiplied by 184/365 to reflect the one-half year period.
2. Reflects expenses after fee waivers and expense reimbursements. Does not include acquired fund fees and expenses.
Semiannual Report 1
FRANKLIN MIDDLE TIER FLOATING RATE FUND
Your Fund’s Expenses
As a Fund shareholder, you can incur two types of costs: (1) transaction costs, including sales charges (loads) on Fund purchases and redemptions; and (2) ongoing Fund costs, including management fees, distribution and service (12b-1) fees, and other Fund expenses. All mutual funds have ongoing costs, sometimes referred to as operating expenses. The table below shows ongoing costs of investing in the Fund and can help you understand these costs and compare them with those of other mutual funds. The table assumes a $1,000 investment held for the six months indicated.
Actual Fund Expenses
The table below provides information about actual account values and actual expenses in the columns under the heading “Actual.” In these columns the Fund’s actual return, which includes the effect of Fund expenses, is used to calculate the “Ending Account Value.” You can estimate the expenses you paid during the period by following these steps (of course, your account value and expenses will differ from those in this illustration): Divide your account value by $1,000 (if your account had an $8,600 value, then $8,600 ÷ $1,000 = 8.6). Then multiply the result by the number in the row for your class of shares under the headings “Actual” and “Expenses Paid During Period” (if Actual Expenses Paid During Period were $7.50, then 8.6 x $7.50 = $64.50). In this illustration, the actual expenses paid this period are $64.50.
Hypothetical Example for Comparison with Other Funds
Under the heading “Hypothetical” in the table, information is provided about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. This information may not be used to estimate the actual ending account balance or expenses you paid for the period, but it can help you compare ongoing costs of investing in the Fund with those of other funds. To do so, compare this 5% hypothetical example for the class of shares you hold with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that expenses shown in the table are meant to highlight ongoing costs and do not reflect any transactional costs. Therefore, information under the heading “Hypothetical” is useful in comparing ongoing costs only, and will not help you compare total costs of owning different funds. In addition, if transactional costs were included, your total costs would have been higher.
| | | | | | | | | | | |
| | | | | Actual | | | | Hypothetical | | |
| | | (actual return after expenses) | | (5% annual return before expenses) | | |
|
| | | | | | | | | | Net | |
| Beginning | | Ending | | Paid During | | Ending | | Paid During | Annualized | |
| Account | | Account | | Period | | Account | | Period | Expense | |
| Value 8/1/18 | | Value 1/31/19 | | 8/1/18–1/31/191,2 | | Value 1/31/19 | | 8/1/18–1/31/191,2 | Ratio2 | |
|
| $1,000 | | 988.30 | | $3.01 | | $1,022.18 | | $3.06 | 0.60% | |
1. Expenses are equal to the annualized expense ratio for the six-month period as indicated above—in the far right column—multiplied by the simple average account value over the period indicated, and then multiplied by 184/365 to reflect the one-half year period.
2. Reflects expenses after fee waivers and expense reimbursements. Does not include acquired fund fees and expenses.
2 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
Shareholder Information
Proxy Voting Policies and Procedures
The Trust’s investment manager has established Proxy Voting
Policies and Procedures (Policies) that the Trust uses to
determine how to vote proxies relating to portfolio securities.
Shareholders may view the Trust’s complete Policies online at
franklintempleton.com. Alternatively, shareholders may request
copies of the Policies free of charge by calling the Proxy Group
collect at (954) 527-7678 or by sending a written request
to: Franklin Templeton Companies, LLC, 300 S.E. 2nd Street,
Fort Lauderdale, FL 33301, Attention: Proxy Group. Copies of
the Trust’s proxy voting records are also made available online
at franklintempleton.com and posted on the U.S. Securities and
Exchange Commission’s website at sec.gov and reflect the
most recent 12-month period ended June 30.
Quarterly Statement of Investments
The Trust files a complete statement of investments with the
U.S. Securities and Exchange Commission for the first and
third quarters for each fiscal year on Form N-Q. Shareholders
may view the filed Form N-Q by visiting the Commission’s
website at sec.gov. The filed form may also be viewed and
copied at the Commission’s Public Reference Room in
Washington, DC. Information regarding the operations of the
Public Reference Room may be obtained by calling (800)
SEC-0330.
Semiannual Report 3
FRANKLIN FLOATING RATE MASTER TRUST
| | | | | | | | | | | | |
Financial Highlights | | | | | | | | | | | | |
Franklin Lower Tier Floating Rate Fund | | | | | | | | | | | | |
| | Six Months Ended | | | | | | | | | | |
| | January 31, 2019 | | | Year Ended July 31, | |
| | (unaudited) | | | 2018 | | | 2017 | | | 2016 | a |
Per share operating performance | | | | | | | | | | | | |
(for a share outstanding throughout the period) | | | | | | | | | | | | |
Net asset value, beginning of period | $ | 9.78 | | $ | 10.50 | | $ | 9.99 | | $ | 10.00 | |
Income from investment operationsb: | | | | | | | | | | | | |
Net investment income | | 0.421 | | | 0.920 | | | 0.962 | | | 0.658 | |
Net realized and unrealized gains (losses) | | (0.871 | ) | | (0.445 | ) | | 0.530 | | | (0.017 | ) |
Total from investment operations | | (0.450 | ) | | 0.475 | | | 1.492 | | | 0.641 | |
Less distributions from: | | | | | | | | | | | | |
Net investment income | | (0.440 | ) | | (0.918 | ) | | (0.982 | ) | | (0.651 | ) |
Net realized gains | | — | | | (0.277 | ) | | — | | | — | |
Total distributions | | (0.440 | ) | | (1.195 | ) | | (0.982 | ) | | (0.651 | ) |
Net asset value, end of period | $ | 8.89 | | $ | 9.78 | | $ | 10.50 | | $ | 9.99 | |
|
Total returnc | | (4.74 | )% | | 4.69 | % | | 15.55 | % | | 6.90 | % |
|
Ratios to average net assetsd | | | | | | | | | | | | |
Expenses before waiver and payments by affiliates | | 0.68 | % | | 0.68 | % | | 0.70 | % | | 0.70 | % |
Expenses net of waiver and payments by affiliatese | | 0.60 | % | | 0.60 | % | | 0.60 | % | | 0.60 | % |
Net investment income | | 8.80 | % | | 9.09 | % | | 9.31 | % | | 9.47 | % |
|
Supplemental data | | | | | | | | | | | | |
Net assets, end of period (000’s) | $ | 353,836 | | $ | 395,983 | | $ | 341,611 | | $ | 436,180 | |
Portfolio turnover rate. | | 1.37 | % | | 33.79 | % | | 54.26 | % | | 26.40 | %f |
aFor the period November 6, 2015 (commencement of operations) to July 31, 2016.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales andrepurchases of the Fund’s shares in relation to income earned and/or fluctuating fair value of the investments of the Fund.
cTotal return is not annualized for periods less than one year.
dRatios are annualized for periods less than one year except for non-recurring expenses, if any.
eBenefit of expense reduction rounds to less than 0.01%.
fExcludes the value of portfolio securities received from purchase in-kind.
4 Semiannual Report|The accompanying notes are an integral part of these financial statements.
FRANKLIN FLOATING RATE MASTER TRUST
| | | | | |
Statement of Investments, January 31, 2019 (unaudited) | | | | | |
Franklin Lower Tier Floating Rate Fund | | | | | |
| | | Shares/ | | |
| Country | | Units | | Value |
Common Stocks and Other Equity Interests 4.8% | | | | | |
Diversified Support Services 3.3% | | | | | |
a,b,c,dRemington Outdoor Co. Inc | United States | | 2,076,237 | $ | 11,824,369 |
a,b,c,dRemington Outdoor Co. Inc., Litigation Units | United States | | 195,465 | | — |
| | | | | 11,824,369 |
Forest Products 1.5% | | | | | |
a,b,c,dAppvion Operations Inc | United States | | 520,183 | | 5,300,706 |
Total Common Stocks and Other Equity Interests | | | | | |
(Cost $47,866,181) | | | | | 17,125,075 |
|
| | | Principal | | |
| | | Amount* | | |
Corporate Bonds (Cost $5,455,508) 1.6% | | | | | |
Industrial Machinery 1.6% | | | | | |
eOnsite Rental Group Operations Pty. Ltd., secured note, PIK, 6.10%, 10/26/23 | Australia | $ | 7,308,657 | | 5,664,209 |
f,gSenior Floating Rate Interests 88.1% | | | | | |
Aerospace & Defense 4.1% | | | | | |
Doncasters U.S. Finance LLC, Second Lien Term Loan, 11.053%, (3-month USD | | | | | |
LIBOR + 8.25%), 10/09/20 | United States | | 18,536,432 | | 14,643,781 |
Agricultural Products 0.2% | | | | | |
Allflex Holdings III Inc., Second Lien Initial Term Loan, 9.506%, (1-month USD LIBOR + | | | | | |
7.00%), 7/19/21 | United States | | 886,793 | | 880,141 |
Apparel Retail 3.2% | | | | | |
Ascena Retail Group Inc., Tranche B Term Loan, 7.00%, (1-month USD LIBOR + | | | | | |
4.50%), 8/21/22 | United States | | 12,374,760 | | 11,405,383 |
Coal & Consumable Fuels 5.1% | | | | | |
Bowie Resource Holdings LLC, | | | | | |
First Lien Initial Term Loan, 8.457%, (3-month USD LIBOR + 5.75%), 8/14/20 | United States | | 142,555 | | 140,417 |
Second Lien Initial Term Loan, 13.457%, (3-month USD LIBOR + 10.75%), | | | | | |
2/16/21 | United States | | 8,992,344 | | 8,467,794 |
Foresight Energy LLC, Term Loans, 8.249%, (1-month USD LIBOR + 5.75%), 3/28/22 | United States | | 9,580,248 | | 9,499,410 |
| | | | | 18,107,621 |
Food Retail 2.6% | | | | | |
Smart & Final Stores LLC, First Lien Term Loan, 5.999%, (1-month USD LIBOR + | | | | | |
3.50%), 11/15/22 | United States | | 9,975,204 | | 9,227,064 |
Forest Products 4.1% | | | | | |
bAppvion Operations Inc., Term Loan, 8.80%, (3-month USD LIBOR + 6.00%), 6/15/26 | United States | | 14,520,990 | | 14,422,973 |
General Merchandise Stores 9.4% | | | | | |
e99 Cents Only Stores, First Lien Term Loan, PIK, 9.207% - 9.303%, (3-month USD | | | | | |
LIBOR + 6.50%), 1/13/22 | United States | | 17,862,924 | | 16,076,632 |
Evergreen AcqCo. 1 LP (Savers), Term Loan, 6.526%, (3-month USD LIBOR + 3.75%), | | | | | |
7/09/19 | United States | | 18,000,451 | | 17,122,929 |
| | | | | 33,199,561 |
Industrial Machinery 1.5% | | | | | |
Onsite Rental Group Operations Pty. Ltd., Term Loan, 7.01%, (1-month USD LIBOR + | | | | | |
4.50%), 10/25/22 | Australia | | 5,345,644 | | 5,292,188 |
Semiannual Report 5
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | |
Franklin Lower Tier Floating Rate Fund(continued) | | | | | |
| | | Principal | | |
| Country | | Amount* | | Value |
f,gSenior Floating Rate Interests(continued) | | | | | |
Integrated Telecommunication Services 6.0% | | | | | |
Global Tel*Link Corp., Second Lien Term Loan, 10.956%, (3-month USD LIBOR + | | | | | |
8.25%), 11/29/26 | United States | $ | 5,095,856 | $ | 4,993,939 |
Securus Technologies Holdings Inc., Second Lien Initial Loan, 10.749%, (1-month USD | | | | | |
LIBOR + 8.25%), 11/01/25 | United States | | 16,624,308 | | 16,187,920 |
| | | | | 21,181,859 |
Marine 0.5% | | | | | |
International Seaways Operating Corp., Initial Term Loans, 8.50%, (1-month USD | | | | | |
LIBOR + 6.00%), 6/22/22 | United States | | 1,947,568 | | 1,937,830 |
Oil & Gas Exploration & Production 15.9% | | | | | |
Fieldwood Energy LLC, Closing Date Loans, 7.749%, (1-month USD LIBOR + 5.25%), | | | | | |
4/11/22 | United States | | 44,676,845 | | 41,130,621 |
Utex Industries Inc., | | | | | |
First Lien Initial Term Loan, 6.499%, (1-month USD LIBOR + 4.00%), 5/21/21 | United States | | 14,508,450 | | 13,710,485 |
Second Lien Initial Term Loan, 9.749%, (1-month USD LIBOR + 7.25%), 5/20/22 | United States | | 1,500,000 | | 1,361,250 |
| | | | | 56,202,356 |
Other Diversified Financial Services 0.3% | | | | | |
Asurion LLC, Second Lien Replacement B-2 Term Loans, 8.999%, (1-month USD | | | | | |
LIBOR + 6.50%), 8/04/25 | United States | | 1,000,000 | | 1,009,375 |
Packaged Foods & Meats 5.3% | | | | | |
CSM Bakery Supplies LLC, Second Lien Term Loan, 10.55%, (3-month USD LIBOR + | | | | | |
7.75%), 7/03/21 | United States | | 20,441,850 | | 18,653,188 |
Paper Packaging 4.0% | | | | | |
Caraustar Industries Inc., Refinancing Term Loans, 8.303%, (3-month USD LIBOR + | | | | | |
5.50%), 3/14/22 | United States | | 14,022,484 | | 14,029,496 |
Personal Products 18.6% | | | | | |
cFGI Operating Co. LLC (Freedom Group), | | | | | |
DDTL FILO, 9.707%, (3-month USD LIBOR + 7.00%), 5/15/21 | United States | | 4,090,909 | | 4,056,690 |
eTerm Loan, PIK, 12.616%, (3-month USD LIBOR + 10.00%), 5/15/22 | United States | | 21,737,007 | | 21,042,074 |
Term Loan FILO, 9.616%, (3-month USD LIBOR + 7.00%), 5/15/21 | United States | | 40,909,091 | | 40,566,900 |
| | | | | 65,665,664 |
Specialty Chemicals 2.0% | | | | | |
Oxbow Carbon LLC, Second Lien Term Loan, 9.999%, (1-month USD LIBOR + 7.50%), | | | | | |
1/04/24 | United States | | 7,019,188 | | 7,036,736 |
Specialty Stores 5.3% | | | | | |
General Nutrition Centers Inc., | | | | | |
FILO Term Loan (ABL), 9.50%, (1-month USD LIBOR + 7.00%), 12/31/22 | United States | | 4,249,683 | | 4,316,530 |
Tranche B-2 Term Loans, 11.75%, (1-month USD LIBOR + 9.25%), 3/04/21 | United States | | 4,581,488 | | 4,438,316 |
Tranche B-2 Term Loans, 12.00%, (3-month USD LIBOR + 9.25%), 3/04/21 | United States | | 4,627,014 | | 4,482,420 |
Tranche B-2 Term Loans, 13.75%, (Prime + 8.25%), 3/04/21 | United States | | 2,443,460 | | 2,367,102 |
PETCO Animal Supplies Stores Inc., Second Amendment Term Loans, 5.994%, | | | | | |
(3-month USD LIBOR + 3.25%), 1/26/23 | United States | | 2,984,615 | | 2,306,547 |
PetSmart Inc., Tranche B-2 Loans, 5.52%, (1-month USD LIBOR + 3.00%), 3/11/22 | United States | | 992,268 | | 834,522 |
| | | | | 18,745,437 |
Total Senior Floating Rate Interests | | | | | |
(Cost $318,376,973) | | | | | 311,640,653 |
Total Investments before Short Term Investments | | | | | |
(Cost $371,698,662) | | | | | 334,429,937 |
6 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | |
Franklin Lower Tier Floating Rate Fund(continued) | | | | |
| Country | Shares | | Value |
Short Term Investments (Cost $18,448,351) 5.2% | | | | |
Money Market Funds 5.2% | | | | |
h,iInstitutional Fiduciary Trust Money Market Portfolio, 2.05% | United States | 18,448,351 | $ | 18,448,351 |
Total Investments (Cost $390,147,013) 99.7% | | | | 352,878,288 |
Other Assets, less Liabilities 0.3% | | | | 957,788 |
Net Assets 100.0% | | | $ | 353,836,076 |
See Abbreviations on page 27.
*The principal amount is stated in U.S. dollars unless otherwise indicated.
aNon-income producing.
bSee Note 10 regarding holdings of 5% voting securities.
cFair valued using significant unobservable inputs. See Note 12 regarding fair value measurements.
dSee Note 9 regarding restricted securities.
eIncome may be received in additional securities and/or cash.
fThe coupon rate shown represents the rate at period end.
gSee Note 1(c) regarding senior floating rate interests.
hSee Note 3(d) regarding investments in affiliated management investment companies.
iThe rate shown is the annualized seven-day effective yield at period end.
The accompanying notes are an integral part of these financial statements.|Semiannual Report 7
FRANKLIN FLOATING RATE MASTER TRUST
| | | | | | | | | | | | |
Financial Highlights | | | | | | | | | | | | |
Franklin Middle Tier Floating Rate Fund | | | | | | | | | | | | |
| | Six Months Ended | | | | | | | | | | |
| | January 31, 2019 | | | Year Ended July 31, | |
| | (unaudited) | | | 2018 | | | 2017 | | | 2016 | a |
Per share operating performance | | | | | | | | | | | | |
(for a share outstanding throughout the period) | | | | | | | | | | | | |
Net asset value, beginning of period | $ | 9.45 | | $ | 10.04 | | $ | 9.83 | | $ | 10.00 | |
Income from investment operationsb: | | | | | | | | | | | | |
Net investment income | | 0.341 | | | 0.698 | | | 0.686 | | | 0.403 | |
Net realized and unrealized gains (losses) | | (0.447 | ) | | (0.588 | ) | | 0.214 | | | (0.174 | ) |
Total from investment operations | | (0.106 | ) | | 0.110 | | | 0.900 | | | 0.229 | |
Less distributions from net investment income. | | (0.354 | ) | | (0.700 | ) | | (0.690 | ) | | (0.399 | ) |
Net asset value, end of period | $ | 8.99 | | $ | 9.45 | | $ | 10.04 | | $ | 9.83 | |
|
Total returnc | | (1.17 | )% | | 1.30 | % | | 9.25 | % | | 2.46 | % |
|
Ratios to average net assetsd | | | | | | | | | | | | |
Expenses before waiver and payments by affiliates | | 0.68 | % | | 0.68 | % | | 0.69 | % | | 0.71 | % |
Expenses net of waiver and payments by affiliatese | | 0.60 | % | | 0.60 | % | | 0.60 | % | | 0.60 | % |
Net investment income | | 7.25 | % | | 7.25 | % | | 6.82 | % | | 5.76 | % |
|
Supplemental data | | | | | | | | | | | | |
Net assets, end of period (000’s) | $ | 339,500 | | $ | 363,071 | | $ | 303,689 | | $ | 348,682 | |
Portfolio turnover rate. | | 8.80 | % | | 55.93 | % | | 62.11 | % | | 42.49 | %f |
aFor the period November 6, 2015 (commencement of operations) to July 31, 2016.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales andrepurchases of the Fund’s shares in relation to income earned and/or fluctuating fair value of the investments of the Fund.
cTotal return is not annualized for periods less than one year.
dRatios are annualized for periods less than one year, except for non-recurring expenses, if any.
eBenefit of expense reduction rounds to less than 0.01%.
fExcludes the value of portfolio securities received from purchase in-kind.
8 Semiannual Report|The accompanying notes are an integral part of these financial statements.
FRANKLIN FLOATING RATE MASTER TRUST
| | | | | |
Statement of Investments, January 31, 2019 (unaudited) | | | | | |
Franklin Middle Tier Floating Rate Fund | | | | | |
| | | Shares/ | | |
| Country | | Units | | Value |
Common Stocks and Other Equity Interests 1.8% | | | | | |
Diversified Support Services 1.2% | | | | | |
a,b,c,dRemington Outdoor Co. Inc | United States | | 732,184 | $ | 4,169,858 |
a,b,c,dRemington Outdoor Co. Inc., Litigation Units | United States | | 68,931 | | — |
| | | | | 4,169,858 |
Forest Products 0.6% | | | | | |
a,c,dAppvion Operations Inc | United States | | 209,637 | | 2,136,218 |
Total Common Stocks and Other Equity Interests | | | | | |
(Cost $35,453,756) | | | | | 6,306,076 |
|
| | | Principal | | |
| | | Amount* | | |
Corporate Bonds (Cost $7,243,979) 2.0% | | | | | |
Industrial Machinery 2.0% | | | | | |
eOnsite Rental Group Operations Pty. Ltd., secured note, PIK, 6.10%, 10/26/23 | Australia | $ | 8,660,319 | | 6,711,747 |
f,gSenior Floating Rate Interests 89.8% | | | | | |
Aerospace & Defense 2.6% | | | | | |
Doncasters U.S. Finance LLC, | | | | | |
Second Lien Term Loan, 11.053%, (3-month USD LIBOR + 8.25%), 10/09/20 | United States | | 5,623,654 | | 4,442,687 |
Term B Loans, 6.303%, (3-month USD LIBOR + 3.50%), 4/09/20. | United States | | 4,834,073 | | 4,399,007 |
| | | | | 8,841,694 |
Airlines 2.3% | | | | | |
h,iAllegiant Travel Co., Term Loan B, TBD, 2/05/24 | United States | | 3,888,195 | | 3,859,034 |
XO Management Holding Inc., Initial Term Loan, 8.49%, (3-month USD LIBOR + | | | | | |
5.75%), 12/06/21 | United States | | 3,986,554 | | 3,807,159 |
| | | | | 7,666,193 |
Apparel Retail 10.3% | | | | | |
Ascena Retail Group Inc., Tranche B Term Loan, 7.00%, (1-month USD LIBOR + | | | | | |
4.50%), 8/21/22 | United States | | 38,089,836 | | 35,106,069 |
Application Software 0.6% | | | | | |
TIBCO Software Inc., Term B-1 Loans, 6.01%, (1-month USD LIBOR + 3.50%), | | | | | |
12/04/20 | United States | | 1,994,911 | | 1,984,437 |
Auto Parts & Equipment 0.1% | | | | | |
TI Group Automotive Systems LLC, Initial US Term Loan, 4.999%, (1-month USD | | | | | |
LIBOR + 2.50%), 6/30/22 | United States | | 496,508 | | 481,199 |
Automotive Retail 0.8% | | | | | |
h,iWand NewCo. 3 Inc., First Lien Term Loan, TBD, 1/23/26 | United States | | 2,673,134 | | 2,672,573 |
Cable & Satellite 0.5% | | | | | |
CSC Holdings LLC, March 2017 Incremental Term Loans, 4.759%, (1-month USD | | | | | |
LIBOR + 2.25%), 7/17/25 | United States | | 1,700,690 | | 1,652,315 |
Casinos & Gaming 0.4% | | | | | |
Kingpin Intermediate Holdings LLC, Amendment No. 2 Term Loans, 6.00%, | | | | | |
(1-month USD LIBOR + 3.50%), 7/03/24 | United States | | 1,358,834 | | 1,352,040 |
Coal & Consumable Fuels 10.1% | | | | | |
Bowie Resource Holdings LLC, First Lien Initial Term Loan, 8.457%, (3-month USD | | | | | |
LIBOR + 5.75%), 8/14/20 | United States | | 34,693,313 | | 34,172,913 |
Semiannual Report 9
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | |
Franklin Middle Tier Floating Rate Fund(continued) | | | | | |
| | | Principal | | |
| Country | | Amount* | | Value |
f,gSenior Floating Rate Interests(continued) | | | | | |
Communications Equipment 0.0%† | | | | | |
CommScope Inc., Tranche 5 Term Loans, 4.499%, (1-month USD LIBOR + 2.00%), | | | | | |
12/29/22 | United States | $ | 46,065 | $ | 45,935 |
Diversified Support Services 0.3% | | | | | |
Ventia Pty. Ltd., Term B Loans (USD), 6.303%, (3-month USD LIBOR + 3.50%), | | | | | |
5/21/22 | Australia | | 1,151,700 | | 1,134,425 |
Electric Utilities 0.2% | | | | | |
EFS Cogen Holdings I LLC (Linden), | | | | | |
Term B Advance, 5.75%, (1-month USD LIBOR + 3.25%), 6/28/23. | United States | | 165,608 | | 163,206 |
Term B Advance, 6.06%, (3-month USD LIBOR + 3.25%), 6/28/23. | United States | | 477,875 | | 470,946 |
| | | | | 634,152 |
Food Retail 1.4% | | | | | |
Smart & Final Stores LLC, First Lien Term Loan, 5.999%, (1-month USD LIBOR + | | | | | |
3.50%), 11/15/22 | United States | | 4,999,217 | | 4,624,276 |
Forest Products 4.2% | | | | | |
Appvion Operations Inc., Term Loan, 8.80%, (3-month USD LIBOR + 6.00%), | | | | | |
6/15/26 | United States | | 14,520,990 | | 14,422,973 |
General Merchandise Stores 2.6% | | | | | |
e99 Cents Only Stores, First Lien Term Loan, PIK, 9.207% - 9.303%, (3-month USD | | | | | |
LIBOR + 6.50%), 1/13/22 | United States | | 9,986,859 | | 8,988,173 |
Health Care Services 3.2% | | | | | |
Air Medical Group Holdings Inc., 2018 New Term Loans, 6.769%, (1-month USD | | | | | |
LIBOR + 4.25%), 3/14/25 | United States | | 6,969,600 | | 6,574,654 |
U.S. Renal Care Inc., Initial Term Loan, 7.053%, (3-month USD LIBOR + 4.25%), | | | | | |
12/31/22 | United States | | 4,179,991 | | 4,115,548 |
| | | | | 10,690,202 |
Industrial Machinery 5.7% | | | | | |
Navistar Inc., Tranche B Term Loan, 6.02%, (1-month USD LIBOR + 3.50%), | | | | | |
11/06/24 | United States | | 13,214,937 | | 13,032,901 |
Onsite Rental Group Operations Pty. Ltd., Term Loan, 7.01%, (1-month USD LIBOR | | | | | |
+ 4.50%), 10/25/22 | Australia | | 6,334,266 | | 6,270,924 |
| | | | | 19,303,825 |
Integrated Telecommunication Services 8.2% | | | | | |
Global Tel*Link Corp., First Lien Term Loan, 6.956%, (3-month USD LIBOR + | | | | | |
4.25%), 11/29/25 | United States | | 14,848,555 | | 14,672,229 |
Securus Technologies Holdings Inc., | | | | | |
Initial Term Loan B, 6.999%, (1-month USD LIBOR + 4.50%), 11/01/24 | United States | | 11,683,220 | | 11,391,139 |
Second Lien Initial Loan, 10.749%, (1-month USD LIBOR + 8.25%), 11/01/25 | United States | | 1,645,000 | | 1,601,819 |
| | | | | 27,665,187 |
Internet Services & Infrastructure 0.9% | | | | | |
LegalZoom.com Inc., 2018 Term Loans, 7.019%, (1-month USD LIBOR + 4.50%), | | | | | |
11/21/24 | United States | | 2,927,419 | | 2,929,248 |
Leisure Facilities 1.3% | | | | | |
h24 Hour Fitness Worldwide Inc., Term Loan, 5.999%, (1-month USD LIBOR + | | | | | |
3.50%), 5/30/25 | United States | | 4,555,356 | | 4,492,720 |
Managed Health Care 0.2% | | | | | |
Air Methods Corp., Initial Term Loans, 6.303%, (3-month USD LIBOR + 3.50%), | | | | | |
4/21/24 | United States | | 1,000,000 | | 821,000 |
10 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | |
Franklin Middle Tier Floating Rate Fund(continued) | | | | | |
| | | Principal | | |
| Country | | Amount* | | Value |
|
f,gSenior Floating Rate Interests(continued) | | | | | |
Marine 2.9% | | | | | |
Navios Maritime Midstream Partners LP, Initial Term Loan, 7.30%, (3-month USD | | | | | |
LIBOR + 4.50%), 6/18/20 | Marshall Islands | $ | 83,964 | $ | 80,920 |
Navios Maritime Partners LP, Initial Term Loan, 7.78%, (3-month USD LIBOR + | | | | | |
5.00%), 9/14/20 | United States | | 9,824,159 | | 9,775,038 |
| | | | | 9,855,958 |
Oil & Gas Exploration & Production 12.5% | | | | | |
Fieldwood Energy LLC, Closing Date Loans, 7.749%, (1-month USD LIBOR + | | | | | |
5.25%), 4/11/22 | United States | | 45,933,101 | | 42,287,161 |
Oil & Gas Storage & Transportation 0.8% | | | | | |
Strike LLC, Term Loan, 10.594%, (3-month USD LIBOR + 8.00%), 11/30/22 | United States | | 2,776,172 | | 2,779,642 |
Other Diversified Financial Services 0.3% | | | | | |
Asurion LLC, Second Lien Replacement B-2 Term Loans, 8.999%, (1-month USD | | | | | |
LIBOR + 6.50%), 8/04/25 | United States | | 1,000,000 | | 1,009,375 |
Packaged Foods & Meats 3.6% | | | | | |
CSM Bakery Supplies LLC, | | | | | |
Second Lien Term Loan, 10.55%, (3-month USD LIBOR + 7.75%), 7/03/21 | United States | | 1,630,000 | | 1,487,375 |
Term Loans, 6.80%, (3-month USD LIBOR + 4.00%), 7/03/20 | United States | | 11,433,510 | | 10,690,332 |
| | | | | 12,177,707 |
Pharmaceuticals 1.2% | | | | | |
hEndo Luxembourg Finance Co. I S.A.R.L. and Endo LLC, Initial Term Loans, 6.75%, | | | | | |
(1-month USD LIBOR + 4.25%), 4/29/24 | United States | | 1,808,075 | | 1,794,515 |
Horizon Pharma Inc., Fourth Amendment Refinancing Term Loans, 5.563%, | | | | | |
(1-month USD LIBOR + 3.00%), 3/29/24 | United States | | 2,273,518 | | 2,267,834 |
| | | | | 4,062,349 |
Specialized Consumer Services 0.3% | | | �� | | |
NVA Holdings Inc., Term B-3 Loan, 5.249%, (1-month USD LIBOR + 2.75%), | | | | | |
2/02/25 | United States | | 1,118,225 | | 1,073,496 |
Sabre GLBL Inc., 2018 Other Term B Loans, 4.499%, (1-month USD LIBOR + | | | | | |
2.00%), 2/22/24 | United States | | 66,754 | | 65,968 |
| | | | | 1,139,464 |
Specialty Chemicals 1.4% | | | | | |
Axalta Coating Systems U.S. Holdings Inc., Term B-3 Dollar Loan, 4.553%, | | | | | |
(3-month USD LIBOR + 1.75%), 6/01/24 | United States | | 1,611,853 | | 1,585,362 |
Oxbow Carbon LLC, Second Lien Term Loan, 9.999%, (1-month USD LIBOR + | | | | | |
7.50%), 1/04/24 | United States | | 3,140,163 | | 3,148,013 |
| | | | | 4,733,375 |
Specialty Stores 10.9% | | | | | |
General Nutrition Centers Inc., | | | | | |
FILO Term Loan (ABL), 9.50%, (1-month USD LIBOR + 7.00%), 12/31/22 | United States | | 3,860,511 | | 3,921,236 |
Tranche B-2 Term Loans, 11.75%, (1-month USD LIBOR + 9.25%), 3/04/21 | United States | | 10,855,558 | | 10,516,322 |
Tranche B-2 Term Loans, 12.00%, (3-month USD LIBOR + 9.25%), 3/04/21 | United States | | 10,963,429 | | 10,620,822 |
Tranche B-2 Term Loans, 13.75%, (Prime + 8.25%), 3/04/21 | United States | | 5,789,631 | | 5,608,705 |
Jo-Ann Stores Inc., Initial Loans, 7.761%, (3-month USD LIBOR + 5.00%), | | | | | |
10/23/23 | United States | | 5,639,647 | | 5,583,251 |
Semiannual Report 11
FRANKLIN FLOATING RATE MASTER TRUST
STATEMENT OF INVESTMENTS (UNAUDITED)
| | | | | | |
Franklin Middle Tier Floating Rate Fund(continued) | | | | | | |
| | | Principal | | | |
| Country | | Amount* | | Value | |
f,gSenior Floating Rate Interests(continued) | | | | | | |
Specialty Stores(continued) | | | | | | |
PETCO Animal Supplies Stores Inc., Second Amendment Term Loans, 5.994%, | | | | | | |
(3-month USD LIBOR + 3.25%), 1/26/23 | United States | $ | 987,277 | $ | 762,980 | |
| | | | | 37,013,316 | |
Total Senior Floating Rate Interests | | | | | | |
(Cost $310,584,819) | | | | | 304,739,896 | |
Total Investments before Short Term Investments | | | | | | |
(Cost $353,282,554) | | | | | 317,757,719 | |
|
|
Short Term Investments 8.8% | | | | | | |
|
f,gSenior Floating Rate Interests (Cost $3,170,205) 0.9% | | | | | | |
Specialty Stores 0.9% | | | | | | |
General Nutrition Centers Inc., Tranche B Term Loans, 5.00%, (1-month USD | | | | | | |
LIBOR + 2.50%), 3/04/19 | United States | | 3,183,462 | | 3,146,964 | |
| | | Shares | | | |
|
Money Market Funds (Cost $26,848,139) 7.9% | | | | | | |
j,kInstitutional Fiduciary Trust Money Market Portfolio, 2.05% | United States | | 26,848,139 | | 26,848,139 | |
Total Investments (Cost $383,300,898) 102.4% | | | | | 347,752,822 | |
Other Assets, less Liabilities (2.4)% | | | | | (8,252,525 | ) |
Net Assets 100.0% | | | | $ | 339,500,297 | |
See Abbreviations on page 27.
†Rounds to less than 0.1% of net assets.
*The principal amount is stated in U.S. dollars unless otherwise indicated.
aNon-income producing.
bSee Note 10 regarding holdings of 5% voting securities.
cFair valued using significant unobservable inputs. See Note 12 regarding fair value measurements.
dSee Note 9 regarding restricted securities.
eIncome may be received in additional securities and/or cash.
fThe coupon rate shown represents the rate at period end.
gSee Note 1(c) regarding senior floating rate interests.
hA portion or all of the security purchased on a delayed delivery basis. See Note 1(b).
iA portion or all of the security represents an unsettled loan commitment. The coupon rate is to-be determined (TBD) at the time of settlement and will be based upon areference index/floor plus a spread.
jSee Note 3(d) regarding investments in affiliated management investment companies.
kThe rate shown is the annualized seven-day effective yield at period end.
12 Semiannual Report|The accompanying notes are an integral part of these financial statements.
FRANKLIN FLOATING RATE MASTER TRUST
| | | | | | |
Financial Statements | | | | | | |
|
|
Statements of Assets and Liabilities | | | | | | |
January 31, 2019 (unaudited) | | | | | | |
|
| | Franklin | | | Franklin | |
| | Lower Tier | | | Middle Tier | |
| | Floating | | | Floating | |
| | Rate Fund | | | Rate Fund | |
Assets: | | | | | | |
Investments in securities: | | | | | | |
Cost - Unaffiliated issuers | $ | 309,353,750 | | $ | 323,147,649 | |
Cost - Non-controlled affiliates (Note 3d and 10) | | 80,793,263 | | | 60,153,249 | |
Value - Unaffiliated issuers | $ | 302,881,889 | | $ | 316,734,825 | |
Value - Non-controlled affiliates (Note 3d and 10) | | 49,996,399 | | | 31,017,997 | |
Cash | | 800,689 | | | 1,696,688 | |
Receivables: | | | | | | |
Investment securities sold | | — | | | 299,331 | |
Interest | | 3,227,576 | | | 2,118,726 | |
Other assets | | 9 | | | 7 | |
Total assets | | 356,906,562 | | | 351,867,574 | |
Liabilities: | | | | | | |
Payables: | | | | | | |
Investment securities purchased | | — | | | 9,926,834 | |
Management fees | | 174,542 | | | 164,196 | |
Distributions to shareholders | | 2,878,884 | | | 2,270,177 | |
Accrued expenses and other liabilities. | | 17,060 | | | 6,070 | |
Total liabilities | | 3,070,486 | | | 12,367,277 | |
Net assets, at value | $ | 353,836,076 | | $ | 339,500,297 | |
Net assets consist of: | | | | | | |
Paid-in capital | $ | 395,616,092 | | $ | 375,177,248 | |
Total distributable earnings (loss) | | (41,780,016 | ) | | (35,676,951 | ) |
Net assets, at value | $ | 353,836,076 | | $ | 339,500,297 | |
Shares outstanding. | | 39,817,117 | | | 37,766,313 | |
Net asset value per share | $ | 8.89 | | $ | 8.99 | |
The accompanying notes are an integral part of these financial statements.|Semiannual Report 13
FRANKLIN FLOATING RATE MASTER TRUST
FINANCIAL STATEMENTS
| | | | | | |
Statements of Operations | | | | | | |
for the six months ended January 31, 2019 (unaudited) | | | | | | |
|
| | Franklin | | | Franklin | |
| | Lower Tier | | | Middle Tier | |
| | Floating | | | Floating | |
| | Rate Fund | | | Rate Fund | |
Investment income: | | | | | | |
Dividends: | | | | | | |
Non-controlled affiliates (Note 3d and 10) | $ | 176,909 | | $ | 300,341 | |
Interest: | | | | | | |
Unaffiliated issuers | | 17,249,045 | | | 13,727,544 | |
Non-controlled affiliates (Note 10) | | 622,225 | | | — | |
Total investment income | | 18,048,179 | | | 14,027,885 | |
Expenses: | | | | | | |
Management fees (Note 3a) | | 1,248,899 | | | 1,162,033 | |
Custodian fees (Note 4) | | 1,483 | | | 1,288 | |
Reports to shareholders | | 3,176 | | | 3,045 | |
Registration and filing fees | | 124 | | | 121 | |
Professional fees. | | 42,648 | | | 42,626 | |
Trustees’ fees and expenses. | | 9,416 | | | 8,396 | |
Other | | 5,555 | | | 6,294 | |
Total expenses | | 1,311,301 | | | 1,223,803 | |
Expense reductions (Note 4) | | (2,008 | ) | | (1,795 | ) |
Expenses waived/paid by affiliates (Note 3d and 3e) | | (156,564 | ) | | (149,465 | ) |
Net expenses | | 1,152,729 | | | 1,072,543 | |
Net investment income | | 16,895,450 | | | 12,955,342 | |
Realized and unrealized gains (losses): | | | | | | |
Net realized gain (loss) from: | | | | | | |
Investments: | | | | | | |
Unaffiliated issuers | | 363,484 | | | 302,847 | |
Net change in unrealized appreciation (depreciation) on: | | | | | | |
Investments: | | | | | | |
Unaffiliated issuers | | (11,478,961 | ) | | (8,611,603 | ) |
Non-controlled affiliates (Note 3d and 10) | | (23,980,567 | ) | | (8,474,069 | ) |
Net change in unrealized appreciation (depreciation) | | (35,459,528 | ) | | (17,085,672 | ) |
Net realized and unrealized gain (loss) | | (35,096,044 | ) | | (16,782,825 | ) |
Net increase (decrease) in net assets resulting from operations | $ | (18,200,594 | ) | $ | (3,827,483 | ) |
14 Semiannual Report|The accompanying notes are an integral part of these financial statements.
FRANKLIN FLOATING RATE MASTER TRUST
FINANCIAL STATEMENTS
| | | | | | | | | | | | |
Statements of Changes in Net Assets | | | | | | | | | | | | |
|
| | Franklin Lower Tier | | | Franklin Middle Tier | |
| | Floating Rate Fund | | | Floating Rate Fund | |
| | Six Months Ended | | | | | | Six Months Ended | | | | |
| | January 31, 2019 | | | Year Ended | | | January 31, 2019 | | | Year Ended | |
| | (unaudited) | | | July 31, 2018 | | | (unaudited) | | | July 31, 2018 | |
Increase (decrease) in net assets: | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | |
Net investment income | $ | 16,895,450 | | $ | 35,302,271 | | $ | 12,955,342 | | $ | 25,454,468 | |
Net realized gain (loss) | | 363,484 | | | (3,205,603 | ) | | 302,847 | | | 774,231 | |
Net change in unrealized appreciation (depreciation). | | (35,459,528 | ) | | (13,619,986 | ) | | (17,085,672 | ) | | (21,733,022 | ) |
Net increase (decrease) in net assets resulting | | | | | | | | | | | | |
from operations | | (18,200,594 | ) | | 18,476,682 | | | (3,827,483 | ) | | 4,495,677 | |
Distributions to shareholders (Note 1e) | | (17,644,600 | ) | | (46,080,323 | ) | | (13,443,004 | ) | | (25,511,112 | ) |
Capital share transactions (Note 2) | | (6,301,680 | ) | | 81,975,267 | | | (6,300,360 | ) | | 80,397,811 | |
Net increase (decrease) in net assets | | (42,146,874 | ) | | 54,371,626 | | | (23,570,847 | ) | | 59,382,376 | |
Net assets: | | | | | | | | | | | | |
Beginning of period | | 395,982,950 | | | 341,611,324 | | | 363,071,144 | | | 303,688,768 | |
End of period (Note 1e) | $ | 353,836,076 | | $ | 395,982,950 | | $ | 339,500,297 | | $ | 363,071,144 | |
The accompanying notes are an integral part of these financial statements.|Semiannual Report 15
FRANKLIN FLOATING RATE MASTER TRUST
FINANCIAL STATEMENTS
| | | |
Statements of Cash Flows | | | |
for the six months ended January 31, 2019 (unaudited) | | | |
|
| | Franklin | |
| | Lower Tier | |
| | Floating | |
| | Rate Fund | |
Cash flow from operating activities: | | | |
Dividends, interest and other income received | $ | 17,189,357 | |
Operating expenses paid | | (1,368,058 | ) |
Purchases of long-term investments | | (27,999,932 | ) |
Sales and maturities of long-term investments. | | 17,958,874 | |
Net sales of short-term investments | | 18,495,364 | |
Cash used - operating activities | | 24,275,605 | |
Cash flow from financing activities: | | | |
Payment of shares redeemed | | (6,301,680 | ) |
Cash distributions to shareholders | | (17,659,072 | ) |
Cash used - financing activities | | (23,960,753 | ) |
Net increase (decrease) in cash. | | 314,852 | |
Cash at beginning of period | | 485,837 | |
Cash at end of period. | $ | 800,689 | |
|
|
Reconciliation of Net Increase (Decrease) in Net Assets resulting from Operating Activities to Net Cash Provided by | | | |
Operating Activities | | | |
for the six months ended January 31, 2019 (unaudited) | | | |
|
Net increase (decrease) in net assets resulting from operating activities | $ | (18,200,594 | ) |
Adjustments to reconcile net increase (decrease) in net assets resulting from operating activities to net cash provided by | | | |
operating activities: | | | |
Net amortization income | | (172,253 | ) |
Reinvested dividends from Sweep Money Fund | | (176,909 | ) |
Increase in dividends and interest receivable and other assets | | (509,660 | ) |
Decrease in affiliates, accrued expenses, and other liabilities | | (215,329 | ) |
Decrease in payable for investments purchased | | (23,093,133 | ) |
Decrease in recievable for investments sold | | 11,186,407 | |
Decrease in cost of investments | | 19,997,548 | |
Decrease in unrealized appreciation on investments | | 35,459,528 | |
Net cash used by operating activities | $ | 24,275,605 | |
16 Semiannual Report|The accompanying notes are an integral part of these financial statements.
FRANKLIN FLOATING RATE MASTER TRUST
Notes to Financial Statements (unaudited)
1. Organization and Significant Accounting Policies Franklin Floating Rate Master Trust (Trust) is registered under the Investment Company Act of 1940 (1940 Act) as an open-end management investment company, consisting of three separate funds, two of which are included in this report (Funds) and applies the specialized accounting and reporting guidance in U.S. Generally Accepted Accounting Principles (U.S.GAAP). The shares are issued in private placements and exemptfrom registration under the Securities Act of 1933. The following summarizes the Funds’ significant accountingpolicies. a. Financial Instrument Valuation The Funds’ investments in financial instruments are carried at fair value daily. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Funds calculate the net asset value (NAV) per share each business day as of 4 p.m. Eastern time or the regularly scheduled close of the New York Stock Exchange (NYSE), whichever is earlier. Under compliance policies and procedures approved by the Trust’s Board of Trustees (the Board), the Funds’ administrator has responsibility for oversight of valuation, including leading the cross-functional ValuationCommittee (VC). The Funds may utilize independent pricing services, quotations from securities and financial instrumentdealers, and other market sources to determine fair value. Equity securities listed on an exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively.Over-the-counter (OTC) securities are valued within the range of the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valued according to the broadest and most representative market.Certain equity securities are valued based upon fundamentalcharacteristics or relationships to similar securities. Debt securities generally trade in the OTC market rather than on a securities exchange. The Funds’ pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing | | services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves,credit spreads, estimated default rates, anticipated market interest rate volatility, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Investments in open-end mutual funds are valued at the closingNAV. The Funds have procedures to determine the fair value of financial instruments for which market prices are not reliable orreadily available. Under these procedures, the Funds primarily employ a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. An income-based valuation approach may also be used in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed.b. Securities Purchased on a Delayed Delivery Basis Certain or all Funds purchase securities on a delayed deliverybasis, with payment and delivery scheduled for a future date.These transactions are subject to market fluctuations and are subject to the risk that the value at delivery may be more or less than the trade date purchase price. Although the Funds willgenerally purchase these securities with the intention of holding the securities, they may sell the securities before the settlement date. Sufficient assets have been segregated for these securities. c. Senior Floating Rate Interests Certain or all Funds invest in senior secured corporate loans that pay interest at rates which are periodically reset by reference toa base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or the London InterBank Offered Rate (LIBOR). Senior secured corporate loans often require prepayment of principal from excess cash flows or at the discretion of the borrower. As a result, actual maturity may be substantially less than the stated |
Semiannual Report 17
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. Organization and Significant AccountingPolicies(continued) c. Senior Floating Rate Interests(continued) maturity. Senior secured corporate loans in which the Funds invest are generally readily marketable, but may be subject to certain restrictions on resale. d. Income Taxes It is each Fund’s policy to qualify as a regulated investment company under the Internal Revenue Code. Each Fund intendsto distribute to shareholders substantially all of its taxable income and net realized gains to relieve it from federal income and excise taxes. As a result, no provision for U.S. federal income taxes is required. Each Fund may recognize an income tax liability related to its uncertain tax positions under U.S. GAAP when the uncertaintax position has a less than 50% probability that it will besustained upon examination by the tax authorities based on its technical merits. As of January 31, 2019, each Fund has determined that no tax liability is required in its financial statements related to uncertain tax positions for any open tax years (or expected to be taken in future tax years). Open tax years are those that remain subject to examination and are based on the statute of limitations in each jurisdiction in which theFund invests. e. Security Transactions, Investment Income, Expenses and Distributions Security transactions are accounted for on trade date. Realized gains and losses on security transactions are determined on a specific identification basis. Interest income and estimated expenses are accrued daily. Amortization of premium and accretion of discount on debt securities are included in interest income. Facility fees are recognized as income over the expected term of the loan. Dividend income is recorded on the ex-dividend date. Dividends from net investment income are normally declared daily; these dividends may be reinvested or | | paid monthly to shareholders. Distributions from realizedcapital gains and other distributions, if any, are recorded on the ex-dividend date. Distributable earnings are determinedaccording to income tax regulations (tax basis) and may differfrom earnings recorded in accordance with U.S. GAAP. These differences may be permanent or temporary. Permanent differences are reclassified among capital accounts to reflect their tax character. These reclassifications have no impact onnet assets or the results of operations. Temporary differencesare not reclassified, as they may reverse in subsequent periods.* Common expenses incurred by the Trust are allocated among the Funds based on the ratio of net assets of each Fund to the combined net assets of the Trust or based on the ratio of number of shareholders of each Fund to the combined number of shareholders of the Trust. Fund specific expenses are chargeddirectly to the Fund that incurred the expense. f. Accounting Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the amounts of income and expenses during the reporting period. Actual results could differ from those estimates. g. Guarantees and Indemnifications Under the Trust’s organizational documents, its officers andtrustees are indemnified by the Trust against certain liabilitiesarising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust, on behalf of the Funds, enters into contracts with service providers that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. Currently, the Trust expects the risk of loss to be remote. |
*Effective during the current reporting period, it is no longer required to present certain line items in the Statements of Changes in Net Assets. The below prior period amounts affected by this change are shown as they were in the prior year Statements of Changes in Net Assets.
18 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
For the year ended July 31, 2018, distributions to shareholders were as follows:
| | | | | | |
| | Franklin | | | Franklin | |
| | Lower Tier | | | Middle Tier | |
| | Floating | | | Floating | |
| | Rate Fund | | | Rate Fund | |
|
Net investment income | $ | (35,320,548 | ) | $ | (25,511,112 | ) |
Net realized gains | | (10,759,775 | ) | | — | |
For the year ended July 31, 2018, undistributed net investment income/distributions in excess of net investment income included in net assets were as follows:
| | | | | |
| | | | Distributions in | |
| | | | excess | |
| | Undistributed net | | of net investment | |
Fund | | investment income | | income | |
|
Franklin Lower Tier Floating Rate Fund | $ | — | $ | (328,979 | ) |
Franklin Middle Tier Floating Rate Fund | $ | 69,405 | $ | — | |
2. Shares of Beneficial Interest
At January 31, 2019, there were an unlimited number of shares authorized (without par value). Transactions in the Funds’ shares were as follows:
| | | | | | | | | | |
| Franklin Lower Tier | | Franklin Middle Tier | |
| Floating Rate Fund | | Floating Rate Fund | |
| Shares | | | Amount | | Shares | | | Amount | |
Six Months ended January 31, 2019 | | | | | | | | | | |
Shares redeemed | (651,673 | ) | | (6,301,680 | ) | (666,000 | ) | | (6,300,360 | ) |
Net increase (decrease) | (651,673 | ) | $ | (6,301,680 | ) | (666,000 | ) | $ | (6,300,360 | ) |
Year ended July 31, 2018 | | | | | | | | | | |
Shares sold | 7,498,358 | | $ | 77,556,310 | | 7,895,026 | | $ | 77,520,869 | |
Shares issued in reinvestment of distributions. | 763,270 | | | 7,672,015 | | 415,128 | | | 3,995,297 | |
Shares redeemed | (321,766 | ) | | (3,253,058 | ) | (114,821 | ) | | (1,118,355 | ) |
Net increase (decrease) | 7,939,862 | | $ | 81,975,267 | | 8,195,333 | | $ | 80,397,811 | |
3. Transactions with Affiliates
Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton. Certain officers and trustees of the Trust are also officers, and/or directors of the following subsidiaries:
| |
Subsidiary | Affiliation |
Franklin Advisers, Inc. (Advisers) | Investment manager |
Franklin Templeton Services, LLC (FT Services) | Administrative manager |
Franklin Templeton Investor Services, LLC (Investor Services) | Transfer agent |
Semiannual Report 19
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
3. Transactions with Affiliates(continued)
a. Management Fees
The Funds pay an investment management fee to Advisers based on the average daily net assets of the Funds as follows:
| | |
Annualized Fee Rate | | Net Assets |
0.650% | | Up to and including $500 million |
0.550% | | Over $500 million, up to and including $1 billion |
0.500% | | Over $1 billion, up to and including $1.5 billion |
0.450% | | Over $1.5 billion, up to and including $6.5 billion |
0.425% | | Over $6.5 billion, up to and including $11.5 billion |
0.400% | | Over $11.5 billion, up to and including $16.5 billion |
0.390% | | Over $16.5 billion, up to and including $19 billion |
0.380% | | Over $19 billion, up to and including $21.5 billion |
0.370% | | In excess of $21.5 billion |
b. Administrative Fees
Under an agreement with Advisers, FT Services provides administrative services to the Funds. The fee is paid by Advisers based on each of the Fund’s average daily net assets, and is not an additional expense of the Funds.
c. Transfer Agent Fees
Investor Services, under terms of an agreement, performs shareholder servicing for the Funds and is not paid by the Funds for the services.
d. Investments in Affiliated Management Investment Companies
Certain or all Funds invest in one or more affiliated management investment companies for purposes other than exercising a controlling influence over the management or policies. Management fees paid by the Funds are waived on assets invested in the affiliated management investment companies, as noted in the Statements of Operations, in an amount not to exceed the management and administrative fees paid directly or indirectly by each affiliate. During the period ended January 31, 2019, investments in affiliated management investment companies were as follows:
| | | | | | | | | | | | | |
| Number of | | | | Number of | | | | | | | | Net Change in |
| Shares Held | | | | Shares | | Value | | | | Realized | | Unrealized |
| at Beginning | Gross | Gross | | Held at End | | at End | | Dividend | | Gain | | Appreciation |
| of Period | Additions | Reductions | | of Period | | of Period | | Income | | (Loss) | | (Depreciation) |
Franklin Lower Tier Floating Rate Fund | | | | | | | | | | | | | |
Non-Controlled Affiliates | | | | | | | | | | | | | |
Institutional Fiduciary Trust Money Market | | | | | | | | | | | | | |
Portfolio, 2.05%. | 36,766,806 | 32,351,268 | (50,669,723 | ) | 18,448,351 | $ | 18,448,351 | $ | 176,909 | $ | — | $ | — |
Franklin Middle Tier Floating Rate Fund | | | | | | | | | | | | | |
Non-Controlled Affiliates | | | | | | | | | | | | | |
Institutional Fiduciary Trust Money Market | | | | | | | | | | | | | |
Portfolio, 2.05%. | 37,776,194 | 37,456,628 | (48,384,683 | ) | 26,848,139 | $ | 26,848,139 | $ | 300,341 | $ | — | $ | — |
20 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
e. Waiver and Expense Reimbursements
Advisers has contractually agreed in advance to waive or limit its fees and to assume as its own expense certain expenses otherwise payable by the Funds so that the expenses (excluding acquired fund fees and expenses, and certain non-routine expenses or costs, including those relating to litigation, indemnification, reorganizations, and liquidations) for each of the Funds does not exceed 0.60%, based on the average net assets of each fund until November 30, 2019. Total expenses waived or paid are not subject to recapture subsequent to the Funds’ fiscal year end.
f. Other Affiliated Transactions
At January 31, 2019, the shares of the Funds were owned by the following investment companies:
| | | |
| | Percentage of | |
Franklin Lower Tier Floating Rate Fund | Shares | Outstanding Shares | |
Franklin Floating Rate Daily Access Fund | 6,729,194 | 16.9 | % |
Franklin Floating Rate Master Series | 3,405,364 | 8.5 | % |
Franklin Low Duration Total Return Fund | 1,893,663 | 4.8 | % |
Franklin Strategic Income Fund. | 25,361,119 | 63.7 | %a |
Franklin Strategic Income VIP Fund. | 1,430,188 | 3.6 | % |
Franklin Total Return Fund | 997,589 | 2.5 | % |
Total | 39,817,117 | 100 | % |
|
| | Percentage of | |
Franklin Middle Tier Floating Rate Fund | Shares | Outstanding Shares | |
Franklin Floating Rate Daily Access Fund | 6,837,495 | 18.1 | % |
Franklin Floating Rate Master Trust | 3,457,562 | 9.2 | % |
Franklin Low Duration Total Return Fund | 2,389,308 | 6.3 | % |
Franklin Strategic Income Fund. | 21,833,687 | 57.8 | %a |
Franklin Strategic Income VIP Fund. | 1,358,951 | 3.6 | % |
Franklin Total Return Fund | 1,889,310 | 5.0 | % |
Total | 37,766,313 | 100.0 | % |
|
aInvestment activities of this shareholder could have a material impact on the Fund. | | | |
4. Expense Offset Arrangement
The Funds have entered into an arrangement with their custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Funds’ custodian expenses. During the period ended January 31, 2019, the custodian fees were reduced as noted in the Statements of Operations.
5. Income Taxes
For tax purposes, capital losses may be carried over to offset future capital gains, if any. At July 31, 2018, the capital loss carryforwards were as follows:
| | |
| | Franklin |
| | Middle Tier |
| | Floating |
| | Rate Fund |
|
Capital loss carryforwards not subject to expiration: | | |
Short Term | $ | 13,465 |
Semiannual Report 21
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
5. Income Taxes(continued)
At January 31, 2019, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes were as follows:
| | | | | | |
| | Franklin | | | Franklin | |
| | Lower Tier | | | Middle Tier | |
| | Floating | | | Floating | |
| | Rate Fund | | | Rate Fund | |
|
Cost of investments | $ | 391,675,763 | | $ | 383,975,586 | |
|
Unrealized appreciation | $ | 4,161,279 | | $ | 2,021,740 | |
Unrealized depreciation | | (42,958,754 | ) | | (38,244,504 | ) |
Net unrealized appreciation (depreciation) | $ | (38,797,475 | ) | $ | (36,222,764 | ) |
Differences between income and/or capital gains as determined on a book basis and a tax basis are primarily due to differing treatment of defaulted securities.
6. Investment Transactions
Purchases and sales of investments (excluding short term securities) for the period ended January 31, 2019, were as follows:
| | | | |
| | Franklin | | Franklin |
| | Lower Tier | | Middle Tier |
| | Floating | | Floating |
| | Rate Fund | | Rate Fund |
|
Purchases | $ | 4,906,799 | $ | 46,238,575 |
Sales. | $ | 13,468,571 | $ | 28,345,422 |
7. Credit Risk
At January 31, 2019, Franklin Lower Tier Floating Rate Fund and Franklin Middle Tier Floating Rate Fund had 89.9% and 90.5%, respectively, of their portfolio invested in senior secured floating rate loans rated below investment grade and unrated securities, if any. These securities may be more sensitive to economic conditions causing greater price volatility and are potentially subject to a greater risk of loss due to default than higher rated securities.
8. Concentration of Risk
The Funds invest a large percentage of their total assets in securities within similar businesses or sectors. Such concentration may subject the Funds to risks associated with industrial or regional matters, and economic, political or legal developments occurring within the businesses. Investing in these securities expose the Funds to heightened risks due to similar adverse economic and market events and ongoing restructuring discussions.
9. Restricted Securities
Certain or all Funds invest in securities that are restricted under the Securities Act of 1933 (1933 Act). Restricted securities are often purchased in private placement transactions, and cannot be sold without prior registration unless the sale is pursuant to an exemption under the 1933 Act. Disposal of these securities may require greater effort and expense, and prompt sale at an acceptable price may be difficult. The Funds may have registration rights for restricted securities. The issuer generally incurs all registration costs.
22 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
At January 31, 2019, investments in restricted securities, excluding securities exempt from registration under the 1933 Act deemed to be liquid, were as follows:
| | | | | | |
Shares/ | | Acquisition | | | | |
Units | Issuer | Date | | Cost | | Value |
Franklin Lower Tier Floating Rate Fund | | | | | |
520,183 | aAppvion Operations Inc | 6/14/18 | $ | 5,331,544 | $ | 5,300,706 |
2,076,237 | Remington Outdoor Co. Inc | 6/14/16 - 3/01/18 | | 42,534,637 | | 11,824,369 |
195,465 | Remington Outdoor Co. Inc., Litigation Units | 5/16/18 | | — | | — |
| Total Restricted Securities(Value is 4.8% of Net Assets) | | $ | 47,866,181 | $ | 17,125,075 |
Franklin Middle Tier Floating Rate Fund | | | | | |
209,637 | aAppvion Operations Inc | 6/14/18 | $ | 2,148,646 | $ | 2,136,218 |
732,184 | Remington Outdoor Co. Inc | 11/06/15 - 1/26/18 | | 33,305,110 | | 4,169,858 |
68,931 | Remington Outdoor Co. Inc., Litigation Units | 5/16/18 | | — | | — |
| Total Restricted Securities(Value is 1.9% of Net Assets) | | $ | 35,453,756 | $ | 6,306,076 |
aThe Fund also invests in unrestricted securities of the issuer, valued at $14,422,973 as of January 31, 2019.
10. Holdings of 5% Voting Securities of Portfolio Companies
The 1940 Act defines "affiliated companies" to include investments in portfolio companies in which a fund owns 5% or more of the outstanding voting securities. During the period ended January 31, 2019, investments in “affiliated companies” were as follows:
| | | | | | | | | | | | | | | |
| Number of | | | | Number of | | | | | | | | | | |
| Shares/Units/ | | | | Shares/Units/ | | | | | | | | | | |
| Principal | | | | Principal | | | | | | | | | Net Change in | |
| Amount Held | | | | Amount Held | | Value | | | | | Realized | | Unrealized | |
| at Beginning | Gross | Gross | | at End | | at End Investment | | Gain | | Appreciation | |
Name of Issuer | of Period | Additions | Reductions | | of Period | | of Period | | | Income | | (Loss) | | (Depreciation) | |
Franklin Lower Tier Floating Rate Fund | | | | | | | | | | | | | | | |
Non-Controlled Affiliates | | | | | | | | | | | | | | | |
| | | | | | | | | Dividends | | | | | |
Appvion Operations Inc | 520,183 | — | — | | 520,183 | $ | 5,300,706 | | $ | — | $ | — | $ | 149,571 | |
Remington Outdoor Co. Inc | 2,076,237 | — | — | | 2,076,237 | | 11,824,369 | | | — | | — | | (24,029,720 | ) |
Remington Outdoor Co. Inc., Litigation Units | 195,465 | — | — | | 195,465 | | — | | | — | | — | | — | |
| | | | | | $ | 17,125,075 | | $ | — | $ | — | $ | (23,880,149 | ) |
|
| | | | | | | | | | Interest | | | | | |
Appvion Operations Inc., Term Loan, 8.80%, | | | | | | | | | | | | | | | |
(3-month USD LIBOR + 6.00%), 6/15/26. | 14,600,813 | — | (79,823 | )a | 14,520,990 | | 14,422,973 | | | 622,225 | | — | | (100,418 | ) |
Total Affiliated Securities(Value is 8.9% of Net Assets) | | | | | $ | 31,548,048 | | $ 622,225 | $ | — | $ | (23,980,567 | ) |
Franklin Middle Tier Floating Rate Fund | | | | | | | | | | | | | | | |
Non-Controlled Affiliates | | | | | | | | | | | | | | | |
Remington Outdoor Co. Inc | 732,184 | — | — | | 732,184 | $ | 4,169,858 | | $ | — | $ | — | $ | (8,474,069 | ) |
Remington Outdoor Co. Inc., Litigation Units | 68,931 | — | — | | 68,931 | | — | | | — | | — | | — | |
Total Affiliated Securities(Value is 1.2% of Net Assets) | | | | | $ | 4,169,858 | | $ | — | $ | — | $ | (8,474,069 | ) |
|
aGross reduction was the result of various corporate actions. | | | | | | | | | | | | | | |
Semiannual Report 23
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
11. Credit Facility
The Funds, together with other U.S. registered and foreign investment funds (collectively, Borrowers), managed by Franklin Templeton, are borrowers in a joint syndicated senior unsecured credit facility totaling $2 billion (Global Credit Facility) which matured on February 8, 2019. This Global Credit Facility provides a source of funds to the Borrowers for temporary and emergency purposes, including the ability to meet future unanticipated or unusually large redemption requests. Effective February 8, 2019, the Borrowers renewed the Global Credit Facility for a one year term, maturing February 7, 2020, for a total of $2 billion.
Under the terms of the Global Credit Facility, the Funds shall, in addition to interest charged on any borrowings made by the Funds and other costs incurred by the Funds, pay their share of fees and expenses incurred in connection with the implementation and maintenance of the Global Credit Facility, based upon their relative share of the aggregate net assets of all of the Borrowers, including an annual commitment fee of 0.15% based upon the unused portion of the Global Credit Facility. These fees are reflected in other expenses in the Statements of Operations. During the period ended January 31, 2019, the Funds did not use the Global Credit Facility.
12. Fair Value Measurements
The Funds follow a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Funds’ own market assumptions (unobservable inputs). These inputs are used in determining the value of the Funds’ financial instruments and are summarized in the following fair value hierarchy:
- Level 1 – quoted prices in active markets for identical financial instruments
- Level 2 – other significant observable inputs (including quoted prices for similar financial instruments, interest rates,prepayment speed, credit risk, etc.)
- Level 3 – significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of financialinstruments)
The input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level.
A summary of inputs used as of January 31, 2019, in valuing the Funds’ assets and liabilities carried at fair value, is as follows:
| | | | | | | | | |
| | Level 1 | | Level 2 | | Level 3 | | | Total |
Franklin Lower Tier Floating Rate Fund | | | | | | | | | |
Assets: | | | | | | | | | |
Investments in Securities:a | | | | | | | | | |
Equity Investments:b | | | | | | | | | |
Diversified Support Services | $ | — | $ | — | $ | 11,824,369 | c | $ | 11,824,369 |
Forest Products | | — | | — | | 5,300,706 | | | 5,300,706 |
Corporate Bonds | | — | | 5,664,209 | | — | | | 5,664,209 |
Senior Floating Rate Interests: | | | | | | | | | |
Personal Products | | — | | — | | 65,665,664 | | | 65,665,664 |
All Other Senior Floating Rate Interests | | — | | 245,974,989 | | — | | | 245,974,989 |
Short Term Investments | | 18,448,351 | | — | | — | | | 18,448,351 |
Total Investments in Securities | $ | 18,448,351 | $ | 251,639,198 | $ | 82,790,739 | | $ | 352,878,288 |
24 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
| | | | | | | | | |
| | Level 1 | | Level 2 | | Level 3 | | | Total |
Franklin Middle Tier Floating Rate Fund | | | | | | | | | |
Assets: | | | | | | | | | |
Investments in Securities:a | | | | | | | | | |
Equity Investments:b | | | | | | | | | |
Diversified Support Services | $ | — | $ | — | $ | 4,169,858 | c | $ | 4,169,858 |
Forest Products | | — | | — | | 2,136,218 | | | 2,136,218 |
Corporate Bonds | | — | | 6,711,747 | | — | | | 6,711,747 |
Senior Floating Rate Interests | | — | | 304,739,896 | | — | | | 304,739,896 |
Short Term Investments | | 26,848,139 | | 3,146,964 | | — | | | 29,995,103 |
Total Investments in Securities | $ | 26,848,139 | $ | 314,598,607 | $ | 6,306,076 | | $ | 347,752,822 |
aFor detailed categories, see the accompanying Statement of Investments.
bIncludes common stocks and other equity interests.
cIncludes securities determined to have no value at January 31, 2019.
A reconciliation of assets in which Level 3 inputs are used in determining fair value is presented when there are significant Level 3financial instruments at the beginning and/or end of the period. At January 31, 2019, the reconciliations of assets and liabilities areas follows:
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | Net Change in | |
| | | | | | | | | | | | | | | | | | | | | Unrealized | |
| | | | | | | | | | | | | | | | | | | | | Appreciation | |
| | | | | | | | | Transfer | | | | Net | | Net | | | | | | (Depreciation) | |
| | Balance at | | | | | | | Into | | | | Realized | | Unrealized | | | Balance | | | on Assets | |
| | Beginning of | | | | | | | (Out of) | | Cost Basis | | Gain | | Appreciation | | | at End | | | Held at | |
| | Period | | | Purchases | | Sales | | Level 3 | | Adjustmentsa | | (Loss) | | (Depreciation) | | | of Period | | | Period End | |
Franklin Lower Tier Floating Rate Fund | | | | | | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | |
Investments in Securities: | | | | | | | | | | | | | | | | | | | | | | |
Equity Investments:b | | | | | | | | | | | | | | | | | | | | | | |
Diversified Support Services | $ | 35,854,089 | c | $ | — | $ | — | $ | — | $ | — | $ | — | $ | (24,029,720 | ) | $ | 11,824,369 | c | $ | (24,029,720 | ) |
Forest Products | | 5,151,135 | | | — | | — | | — | | — | | — | | 149,571 | | | 5,300,706 | | | 149,571 | |
Senior Floating Rate Interests | | | | | | | | | | | | | | | | | | | | | | |
Personal Products | | 60,680,227 | | | 3,950,630 | | — | | — | | 592,053 | | — | | 442,754 | | | 65,665,664 | | | 442,754 | |
Total Investments in Securities | $ | 101,685,451 | | $ | 3,950,630 | $ | — | $ | — | $ | 592,053 | $ | — | $ | (23,437,395 | ) | $ | 82,790,739 | | $ | (23,437,395 | ) |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | |
Other Financial Instruments: | | | | | | | | | | | | | | | | | | | | | | |
Unfunded Loan Commitments | $ | (10,653 | ) | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 10,653 | | $ | — | | $ | — | |
Franklin Middle Tier Floating Rate Fund | | | | | | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | |
Investments in Securities: | | | | | | | | | | | | | | | | | | | | | | |
Equity Investments:b | | | | | | | | | | | | | | | | | | | | | | |
Diversified Support Services | $ | 12,643,927 | c | $ | — | $ | — | $ | — | $ | — | $ | — | $ | (8,474,069 | ) | $ | 4,169,858 | | $ | (8,474,069 | ) |
Forest Products | | 2,075,940 | | | — | | — | | — | | — | | — | | 60,278 | | | 2,136,218 | | | 60,278 | |
Total Investments in Securities | $ | 14,719,867 | | $ | — | $ | — | $ | — | $ | — | $ | — | $ | (8,413,791 | ) | $ | 6,306,076 | | $ | (8,413,791 | ) |
aMay include accretion, amortization, partnership adjustments, and/or other cost basis adjustments.
bIncludes common stocks and other equity interests.
cIncludes securities determined to have no value.
Semiannual Report 25
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
12. Fair Value Measurements(continued)
Significant unobservable valuation inputs for material Level 3 financial instruments and impact to fair value as a result of changes in unobservable valuation inputs as of January 31, 2019, are as follows:
| | | | | | |
| | | | Amount/ | | Impact to |
| | | | Range | | Fair Value |
| Fair Value at | Valuation | Unobservable | (Weighted | | if Input |
Description | End of Period | Technique | Inputs | Averagea) | | Increasesb |
Franklin Lower Tier Floating Rate Fund: | | | | | |
Assets: | | | | | | |
Investments in Securities: | | | | | | |
Equity Investments: | | | | | | |
Diversified Support | | | Discount for lack of | | | |
Services | $11,824,369 | Discounted cash flow | marketability | 20.0 | % | Decreasec |
| | | Long-term revenue | | | |
| | | growth rate | 1.0 | % | Increasec |
| | | Weighted average | | | |
| | | cost of capital | 13.1 | % | Decreased |
| | Consensus Pricing | Offered quote | $3.50 | | Increased |
| | | Discount for lack of | | | |
Forest Products | 5,300,706 | Market Comparables | marketability | 20.0 | % | Decreasee |
| | | EV/EBITDA multiple | 6.2 | x | Increased |
Senior Floating Rate | | | | | | |
Interests: | | | | | | |
Personal Products | 65,665,664 | Discounted cash flow | Discount rate | 11.8% - 12.6% (12.1%) | | Decreased |
| | | Free cash flow | $87.6 | (mil) | Increased |
Total. | $82,790,739 | | | | | |
Franklin Middle Tier Floating Rate Fund: | | | | | |
Assets: | | | | | | |
Investments in Securities: | | | | | | |
Equity Investments: | | | | | | |
Diversified Support | | | Discount for lack of | | | |
Services | $4,169,858 | Discounted cash flow | marketability | 20.0 | % | Decrease |
| | | Long-term revenue | | | |
| | | growth rate | 1.0 | % | Increase |
| | | Weighted average | | | |
| | | cost of capital | 13.1 | % | Decreased |
| | Consensus Pricing | Offered quote | $3.50 | | Increased |
| | | Discount for lack of | | | |
Forest Products | 2,136,218 | Discounted cash flow | marketability | 20.0 | % | Decreasee |
| | Market Comparables | EV/EBITDA multiple | 6.2 | x | Increased |
Total. | $6,306,076 | | | | | |
aWeighted based on the relative fair value of the financial instruments.
bRepresents the directional change in the fair value of the Level 3 financial instruments that would result from a significant and reasonable increase in the correspondinginput. A significant and reasonable decrease in the input would have the opposite effect. Significant impacts, if any, to fair value and/or net assets have been indicated.
cRepresents a significant impact to net assets but not fair value.
dRepresents a significant impact to fair value and net assets.
eRepresents a significant impact to fair value but not net assets.
Abbreviations List
EBITDA- Earnings before interest, taxes, depreciation and amortization
EV- Enterprise value
26 Semiannual Report
FRANKLIN FLOATING RATE MASTER TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
13. Subsequent Events
The Funds have evaluated subsequent events through the issuance of the financial statements and determined that no events have occurred that require disclosure other than those already disclosed in the financial statements.
| | |
Abbreviations | | |
Currency | Selected Portfolio |
USDUnited States Dollar | LIBOR | London InterBank Offered Rate |
| PIK | Payment-In-Kind |
Semiannual Report 27
Item 2. Code of Ethics.
(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer.
(c) N/A
(d) N/A
(f) Pursuant to Item 12(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.
Item 3. Audit Committee Financial Expert.
(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.
(2) The audit committee financial expert is Terrence J. Checki and he is "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases.
Item 4. Principal Accountant Fees and Services. N/A
Item 5. Audit Committee of Listed Registrants. N/A
Item 6. Schedule of Investments. N/A
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. N/A
Item 8. Portfolio Managers of Closed-End Management Investment Companies. N/A
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company andAffiliated Purchasers. N/A
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees that would require disclosure herein.
Item 11. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures. The Registrant maintains disclosure controls and procedures that are designed toprovide reasonable assurance that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant’s management, including the Registrant’s principal executive officer and the Registrant’s principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures. Based on such evaluation, the Registrant’s principal executive officer and principal financial officer concluded that the Registrant’s disclosure controls and procedures are effective.
(b) Changes in Internal Controls. There have been no changes in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect the internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Company. N/A
Item 13. Exhibits.
(a) (1) Code of Ethics
(a) (2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Gaston Gardey, Chief Financial Officer and Chief Accounting Officer
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Gaston Gardey, Chief Financial Officer and Chief Accounting Officer
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.
FRANKLIN FLOATING RATE MASTER TRUST
By/s/ Matthew T. Hinkle
Matthew T. Hinkle
Chief Executive Officer - Finance and Administration
Date March 27, 2019
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By/s/ Matthew T. Hinkle
Matthew T. Hinkle
Chief Executive Officer - Finance and Administration
Date March 27, 2019
By/s/ Gaston Gardey
Gaston Gardey
Chief Financial Officer and Chief Accounting Officer
Date March 27, 2019