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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-10223
ING Senior Income Fund
(Exact name of registrant as specified in charter)
7337 E. Doubletree Ranch Rd., Scottsdale, AZ | | 85258 |
(Address of principal executive offices) | | (Zip code) |
The Corporation Trust Company, 1209 Orange
Street, Wilmington, DE 19801
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-800-992-0180
Date of fiscal year end: | February 28 |
| |
Date of reporting period: | August 31, 2010 |
Item 1. Reports to Stockholders.
The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1):
Funds
Semi-Annual Report
August 31, 2010
ING Senior Income Fund
E-Delivery Sign-up – details inside
This report is submitted for general information to shareholders of the ING Funds. It is not authorized for distribution to prospective shareholders unless accompanied or preceded by a prospectus which includes details regarding the fund's investment objectives, risks, charges, expenses and other information. This information should be read carefully.
ING Senior Income Fund
SEMI-ANNUAL REPORT
August 31, 2010
Table of Contents
Portfolio Managers' Report | | | 2 | | |
|
Statement of Assets and Liabilities | | | 7 | | |
|
Statement of Operations | | | 9 | | |
|
Statements of Changes in Net Assets | | | 10 | | |
|
Statement of Cash Flows | | | 11 | | |
|
Financial Highlights | | | 12 | | |
|
Notes to Financial Statements | | | 14 | | |
|
Portfolio of Investments | | | 23 | | |
|
Additional Information | | | 50 | | |
|
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ING Senior Income Fund
PORTFOLIO MANAGERS' REPORT
Dear Shareholders:
ING Senior Income Fund (the "Fund") is a continuously offered, diversified, closed-end management investment company that seeks to provide investors with a high level of monthly income. The Fund seeks to achieve this objective by investing in a professionally managed portfolio comprised primarily of senior loans.
PORTFOLIO CHARACTERISTICS AS OF AUGUST 31, 2010 | |
Net Assets | | $ | 812,892,424 | | |
Total Assets | | $ | 1,012,821,671 | | |
Assets Invested in Senior Loans | | $ | 949,914,769 | | |
Senior Loans Represented | | | 472 | | |
Average Amount Outstanding per Loan | | $ | 2,012,531 | | |
Industries Represented | | | 36 | | |
Average Loan Amount per Industry | | $ | 26,386,521 | | |
Portfolio Turnover Rate (YTD) | | | 27 | % | |
Weighted Average Days to Interest Rate Reset | | | 37 | | |
Average Loan Final Maturity | | | 48 months | | |
Total Leverage as a Percentage of Total Assets | | | 17.67 | % | |
PERFORMANCE SUMMARY
During the six months ended August 31, 2010, the Fund's Class A shares distributed total dividends from income of $0.30, resulting in an average annualized distribution rate(1) of 4.95%. The Fund's Class I and W shares each distributed total dividends from income of $0.31, resulting in an average annualized distribution rate(1) of 5.22% and 5.19%, respectively. During the same period, the Fund's Class B and Class C shares each distributed total dividends from income of $0.27, resulting in an average annualized distribution rate(1) of 4.46% and 4.45%, respectively.
The Fund's total return for the six months ended August 31, 2010, excluding sales charges, for Class A, Class B, Class C, Class I and Class W was 1.92%, 1.67%, 1.75%, 2.18% and 2.09%, respectively. For the same period, the S&P/LSTA Leveraged Loan Index (the "Index")(2) had a gross return of 2.88%.
MARKET REVIEW
After a pullback starting in late April and lasting through June effectively ended a streak of 16 consecutive monthly gains, the U.S. loan market improved moderately in July and August, resulting in a respectable Index return for the six month period ended August 31, 2010. Consistent with the experience in most financial markets, the softness early in the period was directly
(1) The distribution rate is calculated by annualizing dividends declared during the period and dividing the resulting annualized dividend by the Fund's average month-end net asset value. The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate may or may not include all investment income and ordinarily will not include capital gains or losses, if any.
(2) The Index is an unmanaged total return index that captures accrued interest, repayments, and market value changes. It represents a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. Standard & Poor's and the Loan Syndications and Trading Association ("LSTA") conceived the Index to establish a performance benchmark for the syndicated leveraged loan industry. An investor cannot invest directly in an index.
2
ING Senior Income Fund
PORTFOLIO MANAGERS' REPORT (continued)
attributable to investor fears over the fiscal condition of the weaker European Union nations, and the potential impact of that destabilization on euro zone growth. Moving into the summer months, solid underlying fundamental loan market performance (i.e., generally improving earnings and declining default rates), together with a relatively healthy supply/demand balance, was able to offset sporadic negative headlines regarding the state of the recovery here at home. The volume of new loan transactions coming to market during the late summer months, while up nicely from the year earlier period, was moderate in absolute terms, and easily absorbed by investors seeking incremental yield and protection from the eventual rise in short-term interest rates.
TOP TEN SENIOR LOAN ISSUERS AS OF AUGUST 31, 2010 AS A PERCENTAGE OF: | |
| | TOTAL ASSETS | | NET ASSETS | |
Univision Communications, Inc. | | | 2.1 | % | | | 2.6 | % | |
Cequel Communications, LLC | | | 2.0 | % | | | 2.5 | % | |
HDC Mezz 1 Partners, L.P. | | | 2.0 | % | | | 2.5 | % | |
PBL Media Finance Pty., Ltd. | | | 1.8 | % | | | 2.3 | % | |
Texas Competitive Electric Holdings Company, LLC | | | 1.8 | % | | | 2.2 | % | |
Ford Motor Company | | | 1.4 | % | | | 1.7 | % | |
Charter Communications Operating, LLC | | | 1.3 | % | | | 1.7 | % | |
HCA, Inc. | | | 1.2 | % | | | 1.5 | % | |
First Data Corporation | | | 1.1 | % | | | 1.4 | % | |
UPC Broadband Holding, B.V. | | | 1.1 | % | | | 1.3 | % | |
TOP TEN INDUSTRY SECTORS AS OF AUGUST 31, 2010 AS A PERCENTAGE OF: | |
| | TOTAL ASSETS | | NET ASSETS | |
Healthcare, Education and Childcare | | | 10.8 | % | | | 13.4 | % | |
Printing & Publishing | | | 7.9 | % | | | 9.8 | % | |
North American Cable | | | 6.4 | % | | | 8.0 | % | |
Retail Stores | | | 5.7 | % | | | 7.1 | % | |
Data and Internet Services | | | 5.3 | % | | | 6.6 | % | |
Chemicals, Plastics & Rubber | | | 5.0 | % | | | 6.2 | % | |
Utilities | | | 4.5 | % | | | 5.6 | % | |
Radio and TV Broadcasting | | | 4.3 | % | | | 5.4 | % | |
Containers, Packaging & Glass | | | 3.7 | % | | | 4.6 | % | |
Leisure, Amusement, Entertainment | | | 3.0 | % | | | 3.8 | % | |
PORTFOLIO REVIEW
The Fund's quality bias relative to the Index proved to be a hindrance to relative performance during the period as a whole, as the riskiest part of the market, i.e., those loans rated CCC+ and below, posted a six-month return of 6.5%, versus 1.99% and 2.16% for those rated BB and B, respectively. We note that, at August-end, loans rated CCC+ and below accounted for approximately 3.1% of the Fund's portfolio, as compared to 14.8% for the Index. The moderate use of leverage generally benefited results (save for May and June, when loan prices moved lower). Also beneficial were gains on restructured loan assets, a relatively small portion of Fund assets. One such restructuring, LyondellBasell Industries N.V., in which the Fund received a combination of new debt and stock upon exit of bankruptcy, has performed well in recent months, allowing us to monetize portions of the Fund's equity position at attractive prices.
The Fund remained well diversified as of August 31, 2010: the average issuer and sector exposure stood at 0.3% and 2.7%, respectively. There was no major shift in sector allocation or top holdings during the period, as healthcare, printing/publishing and cable television remained the top three industry weightings.
OUTLOOK
As we move into the final months of 2010, the loan market's technical positioning appears relatively solid, even in the face of a rising tide of attractively-priced new issues. Investor demand continues to be reasonably healthy despite the current low rate environment — perhaps an indication of a growing concern
3
ING Senior Income Fund
PORTFOLIO MANAGERS' REPORT (continued)
about the effect on asset values when the shift in monetary policy eventually comes. Issuer-level creditworthiness has generally improved, although much of the low hanging fruit has been collected (e.g., pretax earnings and profit margin improvement). From a macroeconomic perspective, we believe global headwinds remain both strong and unpredictable. In particular, the U.S. economy is growing at a sub-par pace and remains vulnerable to potential shocks, and uncertainties over sovereign debt risk in Europe continue to rear up with some regularity. We therefore continue to focus on credit fundamentals consistent with the Fund's relatively conservative and value-driven strategy.
Ratings Distribution as of August 31, 2010 (Unaudited) | |
Baa | | | 5.6 | % | |
Ba | | | 34.3 | % | |
B | | | 45.8 | % | |
Caa and below | | | 3.5 | % | |
Not rated* | | | 10.8 | % | |
Ratings distribution shows the percentage of the Fund's loan commitments (excluding cash and foreign cash) that are rated in each ratings category, based upon the categories provided by Moody's Investors Service, Inc. Ratings distribution is based on Moody's senior secured facility ratings. Loans rated below Baa by Moody's are considered to be below investment grade. Ratings can change from time to time, and current ratings may not fully reflect the actual credit condition or risks posed by a loan.
* Not rated includes loans to non-U.S. borrowers (which are typically unrated) and loans for which the rating has been withdrawn.
| | | |
|
Jeffrey A. Bakalar Senior Vice President Senior Portfolio Manager ING Investment Management Co. | | Daniel A. Norman Senior Vice President Senior Portfolio Manager ING Investment Management Co. | |
|
| | | |
|
ING Senior Income Fund October 8, 2010 | |
|
4
ING Senior Income Fund
PORTFOLIO MANAGERS' REPORT (continued)
| | Average Annual Total Net Returns for the Periods Ended August 31, 2010 | |
| | 1 Year | | 3 Years | | 5 Years | | April 2, 2001 | | April 15, 2008 | |
Including Sales Charge: | |
Class A(1) | | | 10.70 | % | | | (0.11 | )% | | | 1.45 | % | | | 3.69 | % | | | — | | |
Class B(2) | | | 10.04 | % | | | (0.31 | )% | | | 1.29 | % | | | 3.15 | % | | | — | | |
Class C(3) | | | 12.02 | % | | | 0.25 | % | | | 1.46 | % | | | 3.16 | % | | | — | | |
Class I | | | 13.80 | % | | | — | | | | — | | | | — | | | | 3.68 | % | |
Class W | | | 13.94 | % | | | — | | | | — | | | | — | | | | 3.83 | % | |
Excluding Sales Charge: | |
Class A | | | 13.55 | % | | | 0.73 | % | | | 1.96 | % | | | 3.69 | % | | | — | | |
Class B | | | 13.04 | % | | | 0.25 | % | | | 1.45 | % | | | 3.15 | % | | | — | | |
Class C | | | 13.02 | % | | | 0.25 | % | | | 1.46 | % | | | 3.16 | % | | | — | | |
Class I | | | 13.80 | % | | | — | | | | — | | | | — | | | | 3.68 | % | |
Class W | | | 13.94 | % | | | — | | | | — | | | | — | | | | 3.83 | % | |
S&P/LSTA Leveraged Loan Index(4) | | | 12.76 | % | | | 4.84 | % | | | 4.61 | % | | | 4.82 | % | | | 6.48 | % | |
Total net returns reflect that ING Investments, LLC (the Fund's "Investment Adviser") may have waived, reimbursed or recouped fees and expenses otherwise payable by the Fund.
Performance data represents past performance and is no assurance of future results. Investment return and principal value of an investment in the Fund will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Fund's future performance may be lower or higher than the performance data shown. Please log on to www.ingfunds.com or call (800) 992-0180 to get performance through the most recent month-end.
This report contains statements that may be "forward-looking" statements. Actual results may differ materially from those projected in the "forward-looking" statements.
The views expressed in this report reflect those of the portfolio managers, only through the end of the period as stated on the cover. The portfolio managers' views are subject to change at any time based on market and other conditions.
Fund holdings are subject to change daily.
(1) Return calculations for the period beginning April 2, 2001 through June 30, 2002, reflect no deduction of a front-end sales charge. Return calculations for the period beginning July 1, 2002 through October 10, 2004, reflect deduction of the maximum Class A sales charge of 4.75%. Return calculations with a starting date after October 11, 2004 are based on a 2.50% sales charge. There is no front-end sales charge if you purchase Class A common shares in an amount of $1 million or more. However, the shares will be subject to a 1.00% Early Withdrawal Charge ("EWC") if they are repurchased by the Fund within one year of purchase.
(2) Class B maximum EWC is 3% in the first year, declining to 1% in the fifth year and eliminated thereafter.
(3) Class C maximum EWC is 1% for the first year.
(4) Source: S&P/Loan Syndications and Trading Association. The S&P/LSTA Leveraged Loan Index is an unmanaged total return index that captures accrued interest, repayments, and market value changes. It represents a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. Standard & Poor's and the LSTA conceived the LLI to establish a performance benchmark for the syndicated leveraged loan industry. An investor cannot invest directly in an index. Since inception performance for the index is shown from April 1, 2001 for Class A, B, and C common shares. Since inception performance for the index is shown from May 1, 2008 for Class I and Class W common shares.
5
ING Senior Income Fund
PORTFOLIO MANAGERS' REPORT (continued)
YIELDS AND DISTRIBUTION RATES | |
| | 30-Day SEC Yields(1) | |
| | Class A | | Class B | | Class C | | Class I | | Class W | |
August 31, 2010 | | | 4.34 | % | | | 3.95 | % | | | 3.96 | % | | | 4.72 | % | | | 4.71 | % | |
February 28, 2010 | | | 3.32 | % | | | 2.98 | % | | | 2.97 | % | | | 4.00 | % | | | 3.61 | % | |
| | Average Annualized Distribution Rates(2) | |
| | Class A | | Class B | | Class C | | Class I | | Class W | |
August 31, 2010 | | | 4.95 | % | | | 4.46 | % | | | 4.45 | % | | | 5.22 | % | | | 5.19 | % | |
February 28, 2010 | | | 4.42 | % | | | 3.94 | % | | | 3.93 | % | | | 4.44 | % | | | 4.42 | % | |
(1) Yield is calculated by dividing the Fund's net investment income per share for the most recent thirty days by the net asset value. Yield calculations do not include any commissions or sales charges, and are compounded for six months and annualized for a twelve-month period to derive the Fund's yield consistent with the Securities Exchange Commission standardized yield formula for open-end investment companies.
(2) Distribution Rates are calculated by annualizing dividends declared during the period (i.e., by dividing the monthly dividend amount by the number of days in the month and multiplying by the number of days in the fiscal year) and then dividing the resulting annualized dividend by the month-ending NAV.
Risk is inherent in all investing. The following are the principal risks associated with investing in the Fund. This is not, and is not intended to be, a description of all risks of investing in the Fund. A more detailed description of the risks of investing in the Fund is contained in the Fund's current prospectus.
Credit Risk: The Fund invests a substantial portion of its assets in below investment grade senior loans and other below investment grade assets. Below investment grade loans involve a greater risk that borrowers may not make timely payment of the interest and principal due on their loans. They also involve a greater risk that the value of such loans could decline significantly. If borrowers do not make timely payments of the interest due on their loans, the yield on the Fund's common shares will decrease. If borrowers do not make timely payment of the principal due on their loans, or if the value of such loans decreases, the value of the Fund's NAV will decrease.
Interest Rate Risk: Changes in short-term market interest rates will directly affect the yield on the Fund's common shares. If short-term market interest rates fall, the yield on the Fund will also fall. To the extent that the interest rate spreads on loans in the Fund experience a general decline, the yield on the Fund will fall and the value of the Fund's assets may decrease, which will cause the Fund's value to decrease. Conversely, when short-term market interest rates rise, because of the lag between changes in such short-term rates and the resetting of the floating rates on assets in the Fund's portfolio, the impact of rising rates will be delayed to the extent of such lag.
Leverage Risk: The Fund's use of leverage through borrowings or the issuance of preferred shares can adversely affect the yield on the Fund's Common Shares. To the extent that the Fund is unable to invest the proceeds from the use of leverage in assets which pay interest at a rate which exceeds the rate paid on the leverage, the yield on the Fund's Common Shares will decrease. In addition, in the event of a general market decline in the value of assets such as those in which the Fund invests, the effect of that decline will be magnified in the Fund because of the additional assets purchased with the proceeds of the leverage. The Fund also faces the risk that it might have to sell assets at relatively less advantageous times if it were forced to de-leverage if a source of leverage becomes unavailable.
Liquidity Risk: The Fund does not repurchase its shares on a daily basis and no market for the Fund's Common Shares is expected to exist. To provide a measure of liquidity, the Fund will normally make monthly repurchase offers of not more than 10% of its outstanding Common Shares. If more than the respective monthly repurchase offer of Common Shares are tendered, investors may not be able to completely liquidate their holdings in any one month. Shareholders also will not have liquidity between these monthly repurchase dates.
6
ING Senior Income Fund
STATEMENT OF ASSETS AND LIABILITIES as of August 31, 2010 (Unaudited)
ASSETS: | |
Investments in securities at value (Cost $1,053,486,084) | | $ | 975,139,491 | | |
Cash | | | 13,032,416 | | |
Foreign currencies at value (Cost $563,355) | | | 563,355 | | |
Receivables: | |
Investment securities sold | | | 18,455,269 | | |
Fund shares sold | | | 965,653 | | |
Interest | | | 4,229,367 | | |
Other | | | 11,119 | | |
Unrealized appreciation on foreign currency contracts | | | 385,142 | | |
Reimbursement due from manager | | | 877 | | |
Prepaid expenses | | | 38,982 | | |
Total assets | | | 1,012,821,671 | | |
LIABILITIES: | |
Payable for investment securities purchased | | | 15,294,808 | | |
Notes payable | | | 179,000,000 | | |
Accrued interest payable | | | 341,854 | | |
Deferred arrangement fees on senior loans | | | 140,144 | | |
Payable to affiliates | | | 1,104,021 | | |
Income distribution payable | | | 1,448,985 | | |
Unrealized depreciation on foreign currency contracts | | | 316,748 | | |
Unrealized depreciation on unfunded commitments | | | 1,604,898 | | |
Accrued trustees fees | | | 10,887 | | |
Other accrued expenses and liabilities | | | 666,902 | | |
Total liabilities | | | 199,929,247 | | |
NET ASSETS | | $ | 812,892,424 | | |
NET ASSETS WERE COMPRISED OF: | |
Paid-in capital | | $ | 1,129,675,388 | | |
Undistributed net investment income | | | 863,235 | | |
Accumulated net realized loss | | | (237,723,336 | ) | |
Net unrealized depreciation | | | (79,922,863 | ) | |
NET ASSETS | | $ | 812,892,424 | | |
See Accompanying Notes to Financial Statements
7
ING Senior Income Fund
STATEMENT OF ASSETS AND LIABILITIES as of August 31, 2010 (Unaudited) (continued)
Class A: | |
Net assets | | $ | 391,768,958 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 31,236,811 | | |
Net asset value and redemption price per share | | $ | 12.54 | | |
Maximum offering price per share (2.50%)(1) | | $ | 12.86 | | |
Class B: | |
Net assets | | $ | 29,020,502 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 2,319,939 | | |
Net asset value and redemption price per share(2) | | $ | 12.51 | | |
Class C: | |
Net assets | | $ | 355,967,352 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 28,413,495 | | |
Net asset value and redemption price per share(2) | | $ | 12.53 | | |
Class I: | |
Net assets | | $ | 8,509,752 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 680,543 | | |
Net asset value and redemption price per share | | $ | 12.50 | | |
Class W: | |
Net assets | | $ | 27,625,860 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 2,201,975 | | |
Net asset value and redemption price per share | | $ | 12.55 | | |
(1) Maximum offering price is computed at 100/97.50 of net asset value. On purchases of $100,000 or more, the offering price is reduced.
(2) Redemption price per share may be reduced for any applicable contingent deferred sales charge.
See Accompanying Notes to Financial Statements
8
ING Senior Income Fund
STATEMENT OF OPERATIONS for the Six Months Ended August 31, 2010 (Unaudited)
INVESTMENT INCOME: | |
Dividends | | $ | 30,003 | | |
Interest | | | 24,881,483 | | |
Other | | | 1,260,048 | | |
Total investment income | | | 26,171,534 | | |
EXPENSES: | |
Investment management fees | | | 4,088,605 | | |
Administration fees | | | 511,076 | | |
Distribution and service fees: | |
Class A | | | 541,115 | | |
Class B | | | 162,001 | | |
Class C | | | 1,423,400 | | |
Transfer agent fees: | |
Class A | | | 140,791 | | |
Class B | | | 10,530 | | |
Class C | | | 123,774 | | |
Class I | | | 1,755 | | |
Class W | | | 9,514 | | |
Interest expense | | | 1,728,016 | | |
Custodian fees | | | 259,375 | | |
Professional fees | | | 99,577 | | |
Trustees fees | | | 8,151 | | |
Registration fees | | | 43,255 | | |
Postage expense | | | 125,115 | | |
Miscellaneous expense | | | 41,667 | | |
Total expenses | | | 9,317,717 | | |
Net waived and recouped fees | | | (21,069 | ) | |
Net expenses | | | 9,296,648 | | |
Net investment income | | | 16,874,886 | | |
REALIZED AND UNREALIZED GAIN (LOSS): | |
Net realized gain (loss) on: | |
Investments | | | (1,837,933 | ) | |
Foreign forward currency contracts | | | 6,693,049 | | |
Foreign currency related transactions | | | (246,605 | ) | |
Net realized gain | | | 4,608,511 | | |
Net change in unrealized appreciation or depreciation on: | |
Investments | | | (4,000,492 | ) | |
Foreign forward currency contracts | | | (1,442,544 | ) | |
Foreign currency related transactions | | | 6,934 | | |
Unfunded commitments | | | (56,963 | ) | |
Net change in unrealized appreciation or depreciation | | | (5,493,065 | ) | |
Net realized and unrealized loss | | | (884,554 | ) | |
Increase in net assets resulting from operations | | $ | 15,990,332 | | |
See Accompanying Notes to Financial Statements
9
ING Senior Income Fund
STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)
| | Six Months Ended August 31, 2010 | | Year Ended February 28, 2010 | |
FROM OPERATIONS: | |
Net investment income | | $ | 16,874,886 | | | $ | 34,721,280 | | |
Net realized gain (loss) | | | 4,608,511 | | | | (96,000,887 | ) | |
Net change in unrealized appreciation or depreciation | | | (5,493,065 | ) | | | 385,898,535 | | |
Increase in net assets resulting from operations | | | 15,990,332 | | | | 324,618,928 | | |
FROM DISTRIBUTIONS TO SHAREHOLDERS: | |
Net investment income: | |
Class A | | | (10,219,899 | ) | | | (21,959,705 | ) | |
Class B | | | (685,596 | ) | | | (1,969,806 | ) | |
Class C | | | (8,033,354 | ) | | | (18,966,025 | ) | |
Class I | | | (131,393 | ) | | | (3,815 | ) | |
Class Q(1) | | | — | | | | (1,488,734 | ) | |
Class W | | | (713,767 | ) | | | (1,083,944 | ) | |
Decrease in net assets from distributions to shareholders | | | (19,784,009 | ) | | | (45,472,029 | ) | |
FROM CAPITAL SHARE TRANSACTIONS: | |
Net proceeds from sale of shares | | | 56,989,308 | | | | 192,518,855 | | |
Reinvestment of distributions | | | 10,821,411 | | | | 24,751,974 | | |
| | | 67,810,719 | | | | 217,270,829 | | |
Cost of shares repurchased | | | (157,348,135 | ) | | | (210,384,839 | ) | |
Net increase (decrease) in net assets resulting from capital share transactions | | | (89,537,416 | ) | | | 6,885,990 | | |
Net increase (decrease) in net assets | | | (93,331,093 | ) | | | 286,032,889 | | |
NET ASSETS: | |
Beginning of period | | | 906,223,517 | | | | 620,190,628 | | |
End of period | | $ | 812,892,424 | | | $ | 906,223,517 | | |
Undistributed net investment income at end of period | | $ | 863,235 | | | $ | 3,772,358 | | |
(1) Effective November 23, 2009, Class Q shares of the Fund were converted into Class A shares.
See Accompanying Notes to Financial Statements
10
ING Senior Income Fund
STATEMENT OF CASH FLOWS for the Six Months Ended August 31, 2010 (Unaudited)
INCREASE (DECREASE) IN CASH Cash Flows From Operating Activities: | |
Interest received | | $ | 19,832,860 | | |
Dividends received | | | 30,003 | | |
Arrangement fees received | | | (101,474 | ) | |
Other income received | | | 1,264,119 | | |
Interest paid | | | (1,386,162 | ) | |
Other operating expenses paid | | | (7,637,982 | ) | |
Purchases of investments | | | (276,944,853 | ) | |
Proceeds on sale of investments | | | 309,573,895 | | |
Net cash provided by operating activities | | | 44,630,406 | | |
Cash Flows From Financing Activities: | |
Distributions paid to common shareholders | | | (8,825,203 | ) | |
Proceeds from capital shares sold | | | 59,069,484 | | |
Disbursements for capital shares repurchased | | | (157,348,135 | ) | |
Net increase in notes payable | | | 71,000,000 | | |
Net cash flows used in financing activities | | | (36,103,854 | ) | |
Net increase in cash | | | 8,526,552 | | |
Cash at beginning of period | | | 4,505,864 | | |
Cash at end of period | | $ | 13,032,416 | | |
Reconciliation of Increase In Net Assets Resulting From Operations To Net Cash Provided by Operating Activities: | |
Increase in net assets resulting from operations | | $ | 15,990,332 | | |
Adjustments to reconcile increase in net assets resulting from operations to net cash provided by operating activities: | | | | | |
Change in unrealized appreciation/depreciation on investments | | | 4,000,492 | | |
Change in unrealized appreciation/depreciation on forward currency contracts | | | 1,442,544 | | |
Change in unrealized depreciation on unfunded commitments | | | 56,963 | | |
Change in unrealized appreciation on other assets and liabilities | | | (6,934 | ) | |
Net accretion of discounts on investments | | | (5,064,245 | ) | |
Net amortization of premiums on investments | | | 106,062 | | |
Net realized loss on sale of investments and foreign currency related transactions | | | (4,608,511 | ) | |
Purchases of investments | | | (276,944,853 | ) | |
Proceeds on sale of investments | | | 309,573,895 | | |
Decrease in other assets | | | 4,071 | | |
Increase in interest receivable | | | (90,440 | ) | |
Increase in receivable due from manager | | | (26,910 | ) | |
Increase in prepaid expenses | | | (11,965 | ) | |
Decrease in deferred arrangement fees on revolving credit facilities | | | (101,474 | ) | |
Increase in accrued interest payable | | | 341,854 | | |
Increase in payable to affiliates | | | 70,236 | | |
Decrease in accrued trustee fees | | | (4,956 | ) | |
Decrease in accrued expenses | | | (95,755 | ) | |
Total adjustments | | | 28,640,074 | | |
Net cash provided by operating activities | | $ | 44,630,406 | | |
Non Cash Financing Activities | |
Receivable for shares sold | | $ | 965,653 | | |
Reinvestment of distributions | | $ | 10,821,411 | | |
See Accompanying Notes to Financial Statements
11
FINANCIAL HIGHLIGHTS (UNAUDITED)
Selected data for a share of beneficial interest outstanding throughout each year or period.
| | | | Per Share Operating Performance | | | |
| | Net asset value, beginning of year or period | | Net investment income (loss) | | Net realized and unrealized gain (loss) | | Total from investment operations | | Distributions from net investment income | | Distributions from net realized gains on investments | | Distributions from return of capital | | Total distributions | | Net asset value, end of year or period | | Total Investment Return(1) | |
Year or period ended | | ($) | | ($) | | ($) | | ($) | | ($) | | ($) | | ($) | | ($) | | ($) | | (%) | |
Class A | | | |
08-31-10 | | | 12.60 | | | | 0.24 | | | | (0.00 | )• | | | 0.24 | | | | (0.30 | ) | | | — | | | | — | | | | (0.30 | ) | | | 12.54 | | | | 1.92 | | |
02-28-10 | | | 8.74 | | | | 0.50 | * | | | 4.01 | | | | 4.51 | | | | (0.65 | ) | | | — | | | | — | | | | (0.65 | ) | | | 12.60 | | | | 52.65 | | |
02-28-09 | | | 13.21 | | | | 0.77 | | | | (4.47 | ) | | | (3.70 | ) | | | (0.77 | ) | | | — | | | | — | | | | (0.77 | ) | | | 8.74 | | | | (29.08 | )(a) | |
02-29-08 | | | 15.57 | | | | 1.04 | | | | (2.35 | ) | | | (1.31 | ) | | | (0.95 | ) | | | (0.03 | ) | | | (0.07 | ) | | | (1.05 | ) | | | 13.21 | | | | (8.94 | ) | |
02-28-07 | | | 15.56 | | | | 1.01 | | | | 0.02 | | | | 1.03 | | | | (1.02 | ) | | | — | | | | — | | | | (1.02 | ) | | | 15.57 | | | | 6.84 | | |
02-28-06 | | | 15.59 | | | | 0.78 | | | | (0.03 | ) | | | 0.75 | | | | (0.78 | ) | | | — | | | | — | | | | (0.78 | ) | | | 15.56 | | | | 4.96 | | |
02-28-05 | | | 15.47 | | | | 0.55 | | | | 0.18 | | | | 0.73 | | | | (0.56 | ) | | | (0.05 | ) | | | — | | | | (0.61 | ) | | | 15.59 | | | | 4.80 | | |
02-29-04 | | | 14.83 | | | | 0.61 | | | | 0.69 | | | | 1.30 | | | | (0.64 | ) | | | (0.02 | ) | | | — | | | | (0.66 | ) | | | 15.47 | | | | 8.93 | | |
02-28-03 | | | 14.92 | | | | 0.69 | | | | (0.09 | ) | | | 0.60 | | | | (0.69 | ) | | | — | | | | — | | | | (0.69 | ) | | | 14.83 | | | | 4.15 | | |
04-02-01(4)-02-28-02 | | | 15.00 | | | | 0.81 | | | | (0.09 | ) | | | 0.72 | | | | (0.80 | ) | | | — | | | | — | | | | (0.80 | ) | | | 14.92 | | | | 4.92 | | |
Class B | | | |
08-31-10 | | | 12.57 | | | | 0.21 | | | | 0.00 | • | | | 0.21 | | | | (0.27 | ) | | | — | | | | — | | | | (0.27 | ) | | | 12.51 | | | | 1.67 | | |
02-28-10 | | | 8.71 | | | | 0.45 | * | | | 4.00 | | | | 4.45 | | | | (0.59 | ) | | | — | | | | — | | | | (0.59 | ) | | | 12.57 | | | | 52.11 | | |
02-28-09 | | | 13.17 | | | | 0.70 | | | | (4.45 | ) | | | (3.75 | ) | | | (0.71 | ) | | | — | | | | — | | | | (0.71 | ) | | | 8.71 | | | | (29.47 | )(a) | |
02-29-08 | | | 15.53 | | | | 0.96 | | | | (2.34 | ) | | | (1.38 | ) | | | (0.94 | ) | | | (0.03 | ) | | | (0.01 | ) | | | (0.98 | ) | | | 13.17 | | | | (9.43 | ) | |
02-28-07 | | | 15.53 | | | | 0.92 | | | | 0.02 | | | | 0.94 | | | | (0.94 | ) | | | — | | | | — | | | | (0.94 | ) | | | 15.53 | | | | 6.26 | | |
02-28-06 | | | 15.57 | | | | 0.70 | | | | (0.04 | ) | | | 0.66 | | | | (0.70 | ) | | | — | | | | — | | | | (0.70 | ) | | | 15.53 | | | | 4.37 | | |
02-28-05 | | | 15.45 | | | | 0.47 | * | | | 0.18 | | | | 0.65 | | | | (0.48 | ) | | | (0.05 | ) | | | — | | | | (0.53 | ) | | | 15.57 | | | | 4.28 | | |
02-29-04 | | | 14.82 | | | | 0.53 | | | | 0.69 | | | | 1.22 | | | | (0.57 | ) | | | (0.02 | ) | | | — | | | | (0.59 | ) | | | 15.45 | | | | 8.33 | | |
02-28-03 | | | 14.92 | | | | 0.62 | | | | (0.10 | ) | | | 0.52 | | | | (0.62 | ) | | | — | | | | — | | | | (0.62 | ) | | | 14.82 | | | | 3.57 | | |
04-02-01(4)-02-28-02 | | | 15.00 | | | | 0.75 | | | | (0.10 | ) | | | 0.65 | | | | (0.73 | ) | | | — | | | | — | | | | (0.73 | ) | | | 14.92 | | | | 4.45 | | |
Class C | | | |
08-31-10 | | | 12.58 | | | | 0.23 | | | | (0.01 | ) | | | 0.22 | | | | (0.27 | ) | | | — | | | | — | | | | (0.27 | ) | | | 12.53 | | | | 1.75 | | |
02-28-10 | | | 8.73 | | | | 0.45 | * | | | 3.99 | | | | 4.44 | | | | (0.59 | ) | | | — | | | | — | | | | (0.59 | ) | | | 12.58 | | | | 51.87 | | |
02-28-09 | | | 13.19 | | | | 0.71 | | | | (4.46 | ) | | | (3.75 | ) | | | (0.71 | ) | | | — | | | | — | | | | (0.71 | ) | | | 8.73 | | | | (29.42 | )(a) | |
02-29-08 | | | 15.55 | | | | 0.96 | | | | (2.34 | ) | | | (1.38 | ) | | | (0.88 | ) | | | (0.03 | ) | | | (0.07 | ) | | | (0.98 | ) | | | 13.19 | | | | (9.42 | ) | |
02-28-07 | | | 15.55 | | | | 0.93 | | | | 0.01 | | | | 0.94 | | | | (0.94 | ) | | | — | | | | — | | | | (0.94 | ) | | | 15.55 | | | | 6.25 | | |
02-28-06 | | | 15.58 | | | | 0.70 | | | | (0.03 | ) | | | 0.67 | | | | (0.70 | ) | | | — | | | | — | | | | (0.70 | ) | | | 15.55 | | | | 4.44 | | |
02-28-05 | | | 15.46 | | | | 0.47 | | | | 0.18 | | | | 0.65 | | | | (0.48 | ) | | | (0.05 | ) | | | — | | | | (0.53 | ) | | | 15.58 | | | | 4.28 | | |
02-29-04 | | | 14.82 | | | | 0.53 | | | | 0.70 | | | | 1.23 | | | | (0.57 | ) | | | (0.02 | ) | | | — | | | | (0.59 | ) | | | 15.46 | | | | 8.40 | | |
02-28-03 | | | 14.92 | | | | 0.62 | | | | (0.10 | ) | | | 0.52 | | | | (0.62 | ) | | | — | | | | — | | | | (0.62 | ) | | | 14.82 | | | | 3.57 | | |
04-02-01(4)-02-28-02 | | | 15.00 | | | | 0.75 | | | | (0.10 | ) | | | 0.65 | | | | (0.73 | ) | | | — | | | | — | | | | (0.73 | ) | | | 14.92 | | | | 4.45 | | |
Class I | | | |
08-31-10 | | | 12.54 | | | | 0.34 | | | | (0.07 | ) | | | 0.27 | | | | (0.31 | ) | | | — | | | | — | | | | (0.31 | ) | | | 12.50 | | | | 2.18 | | |
02-28-10 | | | 8.67 | | | | 0.51 | * | | | 4.01 | | | | 4.52 | | | | (0.65 | ) | | | — | | | | — | | | | (0.65 | ) | | | 12.54 | | | | 53.19 | | |
04-15-08(4)-02-28-09 | | | 13.24 | | | | 0.66 | | | | (4.61 | ) | | | (3.95 | ) | | | (0.62 | ) | | | — | | | | — | | | | (0.62 | ) | | | 8.67 | | | | (30.38 | )(a) | |
Class W | | | |
08-31-10 | | | 12.60 | | | | 0.27 | | | | (0.01 | ) | | | 0.26 | | | | (0.31 | ) | | | — | | | | — | | | | (0.31 | ) | | | 12.55 | | | | 2.09 | | |
02-28-10 | | | 8.71 | | | | 0.52 | * | | | 4.02 | | | | 4.54 | | | | (0.65 | ) | | | — | | | | — | | | | (0.65 | ) | | | 12.60 | | | | 53.18 | | |
04-15-08(4)-02-28-09 | | | 13.24 | | | | 0.65 | | | | (4.56 | ) | | | (3.91 | ) | | | (0.62 | ) | | | — | | | | — | | | | (0.62 | ) | | | 8.71 | | | | (30.07 | )(a) | |
| | Ratios to average net assets after reimbursement/ recoupment | | Ratios to average net assets before reimbursement/ recoupment | | Supplemental data | |
| | Expenses (before interest and other fees related to revolving credit facility)(2)(3) | | Expenses (with interest and other fees related to revolving credit facility)(2)(3) | | Net investment income (loss)(2)(3) | | Expenses (before interest and other fees related to revolving credit facility)(3) | | Expenses (with interest and other fees related to revolving credit facility)(3) | | Net investment income (loss)(3) | | Net assets, end of year or period | | Portfolio Turnover | |
Year or period ended | | (%) | | (%) | | (%) | | (%) | | (%) | | (%) | | ($000's) | | (%) | |
Class A | |
08-31-10 | | | 1.50 | | | | 1.89 | | | | 4.06 | | | | 1.50 | | | | 1.89 | | | | 4.06 | | | | 391,769 | | | | 27 | | |
02-28-10 | | | 1.46 | | | | 1.82 | | | | 4.44 | | | | 1.61 | (5) | | | 1.97 | (5) | | | 4.29 | (5) | | | 455,482 | | | | 39 | | |
02-28-09 | | | 1.61 | | | | 2.81 | | | | 6.52 | | | | 1.71 | | | | 2.91 | | | | 6.42 | | | | 278,225 | | | | 10 | | |
02-29-08 | | | 1.53 | | | | 2.81 | | | | 6.85 | | | | 1.53 | | | | 2.81 | | | | 6.85 | | | | 595,017 | | | | 56 | | |
02-28-07 | | | 1.50 | | | | 2.56 | | | | 6.42 | | | | 1.48 | | | | 2.54 | | | | 6.44 | | | | 998,140 | | | | 57 | | |
02-28-06 | | | 1.50 | | | | 2.20 | | | | 4.98 | | | | 1.48 | | | | 2.18 | | | | 5.00 | | | | 918,621 | | | | 82 | | |
02-28-05 | | | 1.34 | | | | 1.45 | | | | 6.49 | | | | 1.35 | | | | 1.46 | | | | 3.48 | | | | 736,740 | | | | 82 | | |
02-29-04 | | | 1.36 | | | | 1.43 | | | | 3.84 | | | | 1.46 | | | | 1.53 | | | | 3.74 | | | | 172,975 | | | | 72 | | |
02-28-03 | | | 1.42 | | | | 1.63 | | | | 4.88 | | | | 1.57 | | | | 1.78 | | | | 4.73 | | | | 11,106 | | | | 60 | | |
04-02-01(4)-02-28-02 | | | 1.47 | | | | 1.73 | | | | 5.58 | | | | 1.82 | | | | 2.07 | | | | 5.26 | | | | 2,411 | | | | 65 | | |
Class B | |
08-31-10 | | | 2.00 | | | | 2.39 | | | | 3.55 | | | | 2.25 | | | | 2.64 | | | | 3.30 | | | | 29,021 | | | | 27 | | |
02-28-10 | | | 1.96 | | | | 2.32 | | | | 4.04 | | | | 2.36 | (5) | | | 2.72 | (5) | | | 3.64 | (5) | | | 34,655 | | | | 39 | | |
02-28-09 | | | 2.11 | | | | 3.31 | | | | 6.02 | | | | 2.46 | | | | 3.66 | | | | 5.67 | | | | 32,838 | | | | 10 | | |
02-29-08 | | | 2.04 | | | | 3.35 | | | | 6.36 | | | | 2.29 | | | | 3.60 | | | | 6.11 | | | | 75,885 | | | | 56 | | |
02-28-07 | | | 2.00 | | | | 3.06 | | | | 5.91 | | | | 2.23 | | | | 3.29 | | | | 5.68 | | | | 111,749 | | | | 57 | | |
02-28-06 | | | 1.99 | | | | 2.69 | | | | 4.45 | | | | 1.97 | | | | 2.67 | | | | 4.47 | | | | 120,254 | | | | 82 | | |
02-28-05 | | | 1.87 | | | | 1.94 | | | | 2.93 | | | | 2.13 | | | | 2.19 | | | | 2.67 | | | | 125,200 | | | | 82 | | |
02-29-04 | | | 1.87 | | | | 1.97 | | | | 3.47 | | | | 2.22 | | | | 2.31 | | | | 3.13 | | | | 62,852 | | | | 72 | | |
02-28-03 | | | 1.91 | | | | 2.09 | | | | 4.12 | | | | 2.31 | | | | 2.49 | | | | 3.72 | | | | 17,648 | | | | 60 | | |
04-02-01(4)-02-28-02 | | | 1.96 | | | | 2.23 | | | | 5.19 | | | | 2.29 | | | | 2.54 | | | | 4.89 | | | | 12,776 | | | | 65 | | |
Class C | |
08-31-10 | | | 2.00 | | | | 2.39 | | | | 3.57 | | | | 1.99 | | | | 2.39 | | | | 3.57 | | | | 355,967 | | | | 27 | | |
02-28-10 | | | 1.96 | | | | 2.32 | | | | 3.98 | | | | 2.11 | (5) | | | 2.47 | (5) | | | 3.83 | (5) | | | 388,111 | | | | 39 | | |
02-28-09 | | | 2.11 | | | | 3.31 | | | | 6.02 | | | | 2.21 | | | | 3.41 | | | | 5.92 | | | | 280,599 | | | | 10 | | |
02-29-08 | | | 2.04 | | | | 3.35 | | | | 6.35 | | | | 2.04 | | | | 3.35 | | | | 6.35 | | | | 625,516 | | | | 56 | | |
02-28-07 | | | 2.00 | | | | 3.06 | | | | 5.92 | | | | 1.98 | | | | 3.04 | | | | 5.93 | | | | 927,950 | | | | 57 | | |
02-28-06 | | | 1.99 | | | | 2.69 | | | | 4.46 | | | | 1.97 | | | | 2.67 | | | | 4.48 | | | | 923,549 | | | | 82 | | |
02-28-05 | | | 1.83 | | | | 1.94 | | | | 2.88 | | | | 1.83 | | | | 1.95 | | | | 2.87 | | | | 830,584 | | | | 82 | | |
02-29-04 | | | 1.86 | | | | 1.94 | | | | 3.38 | | | | 1.96 | | | | 2.04 | | | | 3.28 | | | | 275,849 | | | | 72 | | |
02-28-03 | | | 1.91 | | | | 2.09 | | | | 4.19 | | | | 2.06 | | | | 2.24 | | | | 4.04 | | | | 32,647 | | | | 60 | | |
04-02-01(4)-02-28-02 | | | 1.96 | | | | 2.23 | | | | 5.20 | | | | 2.29 | | | | 2.54 | | | | 4.89 | | | | 19,391 | | | | 65 | | |
Class I | |
08-31-10 | | | 1.25 | | | | 1.64 | | | | 4.72 | | | | 1.25 | | | | 1.64 | | | | 4.73 | | | | 8,510 | | | | 27 | | |
02-28-10 | | | 1.21 | | | | 1.57 | | | | 4.42 | | | | 1.36 | (5) | | | 1.72 | (5) | | | 4.27 | (5) | | | 26 | | | | 39 | | |
04-15-08(4)-02-28-09 | | | 1.26 | | | | 2.46 | | | | 6.87 | | | | 1.36 | | | | 2.56 | | | | 6.77 | | | | 2 | | | | 10 | | |
Class W | |
08-31-10 | | | 1.25 | | | | 1.64 | | | | 4.32 | | | | 1.25 | | | | 1.64 | | | | 4.33 | | | | 27,626 | | | | 27 | | |
02-28-10 | | | 1.21 | | | | 1.57 | | | | 4.47 | | | | 1.36 | (5) | | | 1.72 | (5) | | | 4.32 | (5) | | | 27,950 | | | | 39 | | |
04-15-08(4)-02-28-09 | | | 1.21 | | | | 2.56 | | | | 8.25 | | | | 1.31 | | | | 2.66 | | | | 8.15 | | | | 4,202 | | | | 10 | | |
(1) Total investment return has been calculated assuming a purchase at the beginning of each period and a sale at the end of each period and assumes reinvestment of dividends and capital gain distributions, if any, on the dividend/distribution date. Total investment return does not include sales load.
(2) The Investment Adviser has agreed to limit expenses excluding interest, taxes, brokerage commissions, leverage expenses, other investment related costs and extraordinary expenses, subject to possible recoupment by the Investment Adviser within three years to the following: Class A – 0.90% of Managed Assets plus 0.45% of average daily net assets; Class B – 0.90% of Managed Assets plus 1.20% of average daily net assets; Class C – 0.90% of Managed Assets plus 0.95% of average daily net assets; Class I – 0.90% of Managed Assets plus 0.20% of average daily net assets; and Class W – 0.90% of Managed Assets plus 0.20% of average daily net assets.
(3) Annualized for periods less than one year.
(4) Commencement of operations.
(5) Includes excise tax fully reimbursed by the Investment Advisor.
* Calculated using average amount of shares outstanding throughout the period.
• Amount is less than $0.005 or more than $(0.005).
(a) There was no impact on total return due to payments by affiliates.
See Accompanying Notes to Financial Statements
12
FINANCIAL HIGHLIGHTS (UNAUDITED) (CONTINUED)
Selected data for a share of beneficial interest outstanding throughout each year or period.
| | Supplemental data | |
| | Borrowings at end of year or period | | Asset coverage per $1,000 of debt | | Average borrowings(1) | | Shares outstanding at end of year or period | |
Year or period ended | | ($000's) | | ($) | | ($000's) | | (000's) | |
Class A | | | |
| 08-31-10 | | | | 179,000 | | | | 5,540 | | | | 142,005 | | | | 31,237 | | |
| 02-28-10 | | | | 108,000 | | | | 9,390 | | | | 94,368 | | | | 36,155 | | |
| 02-28-09 | | | | 152,000 | | | | 5,080 | | | | 288,762 | | | | 31,849 | | |
| 02-29-08 | | | | 544,000 | | | | 3,484 | | | | 426,164 | | | | 45,039 | | |
| 02-28-07 | | | | 237,000 | | | | 10,171 | | | | 404,137 | | | | 64,122 | | |
| 02-28-06 | | | | 389,000 | | | | 6,519 | | | | 325,044 | | | | 59,029 | | |
| 02-28-05 | | | | 163,000 | | | | 1,251 | | | | 34,767 | | | | 47,252 | | |
| 02-29-04 | | | | — | | | | — | | | | 20,771 | | | | 11,180 | | |
| 02-28-03 | | | | 47,000 | | | | 689 | | | | 17,655 | | | | 749 | | |
| 04-02-01 | (2)-02-28-02 | | | 8,000 | | | | 3,220 | | | | 19,797 | | | | 162 | | |
Class B | | | |
| 08-31-10 | | | | 179,000 | | | | 5,540 | | | | 142,005 | | | | 2,320 | | |
| 02-28-10 | | | | 108,000 | | | | 9,390 | | | | 94,368 | | | | 2,758 | | |
| 02-28-09 | | | | 152,000 | | | | 5,080 | | | | 288,762 | | | | 3,768 | | |
| 02-29-08 | | | | 544,000 | | | | 3,484 | | | | 426,164 | | | | 5,760 | | |
| 02-28-07 | | | | 237,000 | | | | 10,171 | | | | 404,137 | | | | 7,195 | | |
| 02-28-06 | | | | 389,000 | | | | 6,519 | | | | 325,044 | | | | 7,742 | | |
| 02-28-05 | | | | 163,000 | | | | 1,251 | | | | 34,767 | | | | 8,043 | | |
| 02-29-04 | | | | — | | | | — | | | | 20,771 | | | | 4,068 | | |
| 02-28-03 | | | | 47,000 | | | | 689 | | | | 17,655 | | | | 1,191 | | |
| 04-02-01 | (2)-02-28-02 | | | 8,000 | | | | 3,220 | | | | 19,797 | | | | 856 | | |
Class C | | | |
| 08-31-10 | | | | 179,000 | | | | 5,540 | | | | 142,005 | | | | 28,413 | | |
| 02-28-10 | | | | 108,000 | | | | 9,390 | | | | 94,368 | | | | 30,843 | | |
| 02-28-09 | | | | 152,000 | | | | 5,080 | | | | 288,762 | | | | 32,152 | | |
| 02-29-08 | | | | 544,000 | | | | 3,484 | | | | 426,164 | | | | 47,406 | | |
| 02-28-07 | | | | 237,000 | | | | 10,171 | | | | 404,137 | | | | 59,679 | | |
| 02-28-06 | | | | 389,000 | | | | 6,519 | | | | 325,044 | | | | 59,402 | | |
| 02-28-05 | | | | 163,000 | | | | 1,251 | | | | 34,767 | | | | 53,316 | | |
| 02-29-04 | | | | — | | | | — | | | | 20,771 | | | | 17,841 | | |
| 02-28-03 | | | | 47,000 | | | | 689 | | | | 17,655 | | | | 2,202 | | |
| 04-02-01 | (2)-02-28-02 | | | 8,000 | | | | 3,220 | | | | 19,797 | | | | 1,300 | | |
Class I | | | |
| 08-31-10 | | | | 179,000 | | | | 5,540 | | | | 142,005 | | | | 681 | | |
| 02-28-10 | | | | 108,000 | | | | 9,390 | | | | 94,368 | | | | 2 | | |
| 04-15-08 | (2)-02-28-09 | | | 152,000 | | | | 5,080 | | | | 288,762 | | | | 0 | * | |
Class W | | | |
| 08-31-10 | | | | 179,000 | | | | 5,540 | | | | 142,005 | | | | 2,202 | | |
| 02-28-10 | | | | 108,000 | | | | 9,390 | | | | 94,368 | | | | 2,219 | | |
| 04-15-08 | (2)-02-28-09 | | | 152,000 | | | | 5,080 | | | | 288,762 | | | | 482 | | |
(1) Based on the active days of borrowing.
(2) Commencement of operations.
* Amount is less than 500.
See Accompanying Notes to Financial Statements
13
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited)
NOTE 1 — ORGANIZATION
ING Senior Income Fund (the "Fund"), a Delaware statutory trust, is registered under the Investment Company Act of 1940 as amended, (the "1940 Act"), as a continuously-offered, diversified, closed-end, management investment company. The Fund invests at least 80% of its net assets plus the amount of any borrowings, for investment purposes, in U.S. dollar denominated, floating rate secured senior loans, which generally are not registered under the Securities Act of 1933 as amended (the "'33 Act"), and contain certain restrictions on resale and cannot be sold publicly. These loans bear interest (unless otherwise noted) at rates that float periodically at a margin above the London Inter-Bank Offered Rate ("LIBOR") and other short-term rates. Effective April 2, 2001, the Fund commenced the offering of Class A, Class B and Class C shares to the public. Effective April 15, 2008, the Fund commenced the offering of Class I and Class W shares to the p ublic.
The Fund currently has five classes of shares: A, B, C, I and W. Class A shares are subject to a sales charge of up to 2.50%. Class A shares purchased in excess of $1,000,000 are not subject to a sales charge but are subject to an Early Withdrawal Charge ("EWC") of 1% within one year of purchase. Class A shares are issued upon conversion of Class B shares eight years after purchase or through an exchange of Class A shares of certain ING Funds. Class B shares are subject to an EWC of up to 3% over the five-year period after purchase and Class C shares are subject to an EWC of 1% during the first year after purchase.
To maintain a measure of liquidity, the Fund offers to repurchase between 5% and 25% of its outstanding common shares on a monthly basis. This is a fundamental policy that cannot be changed without shareholder approval. The Fund may not repurchase more than 25% of its outstanding common shares in any calendar quarter. Other than these monthly repurchases, no market for the Fund's common shares is expected to exist. The separate classes of shares differ principally in their distribution fees and shareholder servicing fees. All shareholders bear the common expenses of the Fund and earn income and realized gains/losses from the portfolio pro rata on the average daily net assets of each class, without distinction between share classes. Differences in the per share dividend rates generally result from differences in separate class expenses, including distribution fees and shareholder servicing fees.
Class B common shares of the Fund are closed to new investment, provided that: (1) Class B common shares of the Fund may be purchased through the reinvestment of dividends issued by the Fund; and (2) subject to the terms and conditions of relevant exchange privileges and as permitted under their respective prospectuses, Class B common shares of the Fund may be acquired through exchange of Class B shares of other funds in the ING mutual funds complex for the Fund's Class B common shares.
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of the significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The policies are in conformity with U.S. generally accepted accounting principles.
A. Senior Loan and Other Security Valuation. Senior loans held by the Fund are normally valued at the average of the means of one or more bid and asked quotations obtained from a pricing service or other sources determined by the Board of Trustees (the "Board") to be independent and believed to be reliable. Loans for which reliable market value quotations are not readily available may be valued with reference to another loan or a group of loans for which quotations are more readily available and whose characteristics are comparable to the loan being valued. Under this approach, the comparable loan or loans serve as a proxy for changes in value of the loan being valued. The Fund has engaged an independent pricing service to provide quotations from dealers in loans and to calculate va lues under the proxy procedure described above.
It is expected that most of the loans held by the Fund will be valued with reference to quotations from the independent pricing service (Level 2) or with reference to the proxy procedure
14
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)
described above. As of August 31, 2010, 97.4% of total loans were valued based on these procedures.
Prices from a pricing service may not be available for all loans and the Investment Adviser may believe that the price for a loan derived from market quotations or the proxy procedure described above is not reliable or accurate. Among other reasons, this may be the result of information about a particular loan or borrower known to the Investment Adviser that the Investment Adviser believes may not be known to the pricing service or reflected in a price quote. In this event, the loan is valued at fair value, as defined by the 1940 Act, as determined in good faith under procedures established by the Fund's Board of Trustees and in accordance with the provisions of the 1940 Act. Under these procedures, fair value is determined by the Investment Adviser and monitored by the Fund's Board through its Compliance Committee.
In fair valuing a loan, consideration is given to several factors, which may include, among others, the following: (i) the characteristics of and fundamental analytical data relating to the loan, including the cost, size, current interest rate, period until the next interest rate reset, maturity and base lending rate of the loan, the terms and conditions of the loan and any related agreements, and the position of the loan in the borrower's debt structure; (ii) the nature, adequacy and value of the collateral, including the Fund's rights, remedies and interests with respect to the collateral; (iii) the creditworthiness of the borrower and the cash flow coverage of outstanding principal and interest, based on an evaluation of its financial condition, financial statements and information about the borrower's business, cash flows, capital structure and future prospects; (iv) information relating to the market for the loan, including price quotat ions for, and trading in, the loan and interests in similar loans and the market environment and investor attitudes towards the loan and interests in similar loans; (v) the reputation and financial condition of the agent for the loan and any intermediate participants in the loan; (vi) the borrower's management; and (vii) the general economic and market conditions affecting the fair value of the loan. Securities other than senior loans for which reliable market value quotations are not readily available and all other assets will be valued at their respective fair values as determined in good faith by, and under procedures established by, the Board of the Fund. Investments in securities of sufficient credit quality, maturing in 60 days or less from date of acquisition are valued at amortized cost which approximates fair value. To the extent the Fund invests in other registered investment companies, the Fund's NAV is calculated based on the current NAV of the registered investment company in which the Fund inve sts. The prospectuses for those investment companies explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
Fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement data. Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as "Level 1," inputs other than quoted prices for an asset or liability that are observable are classified as "Level 2" and unobservable inputs, including the sub-adviser's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3." The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality which are valued at amortized cost, which approxima tes fair value, are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Fund's investments under these levels of classification is included following the Portfolio of Investments.
15
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)
For the six months ended August 31, 2010, there have been no significant changes to the fair valuation methodologies.
B. Security Transactions and Revenue Recognition. Revolver and delayed draw loans are booked on a settlement date basis. Security transactions and senior loans are accounted for on trade date (date the order to buy or sell is executed). Realized gains or losses are reported on the basis of identified cost of securities sold. Interest income is recorded on an accrual basis at the then-current loan rate. The accrual of interest on loans is partially or fully discontinued when, in the opinion of management, there is an indication that the borrower may be unable to meet payments as they become due. If determined to be uncollectible, unpaid accrued interest is also written off. Cash collections on non-accrual senior loans are generally applied as a reduction to the recorded investment of the loan. Loans are generally returned to accrual status only after all past due amounts have been received and the borrower has demonstrated sustained performance. Premium amortization and discount accretion are deferred and recognized over the shorter of four years or the actual term of the loan. Arrangement fees received on revolving credit facilities, which represent non-refundable fees or purchase discounts associated with the acquisition of loans, are deferred and recognized using the effective yield method over the shorter of four years or the actual term of the loan. No such fees are recognized on loans which have been placed on non-accrual status. Arrangement fees associated with all other loans, except revolving credit facilities, are treated as discounts and are accreted as described above. Dividend income is recorded on the ex-dividend date.
C. Distributions to Shareholders. The Fund declares and goes ex-dividend daily and pays dividends monthly from net investment income. Distributions from capital gains, if any, are declared and paid annually. The Fund may make additional distributions to comply with the distribution requirements of the Internal Revenue Code. The character and amounts of income and gains to be distributed are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies. The Fund records distributions to its shareholders on the ex-dividend date.
D. Federal Income Taxes. It is the policy of the Fund to comply with the requirements of subchapter M of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of their net investment income and any net realized capital gains to their shareholders. Therefore, a federal income tax or excise tax provision is not required. Management has considered the sustainability of the Fund's tax positions taken on federal income tax returns for all open tax years in making this determination. No capital gain distributions shall be made until the capital loss carryforwards have been fully utilized or expire.
E. Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
F. Foreign Currency Translation. The books and records of the Fund are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:
(1) Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at the end of the day.
(2) Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.
Although the net assets and the market values are presented at the foreign exchange rates at the end of the day, the Fund does not isolate the portion of the results of operations resulting from
16
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)
changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities, which are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statement of Assets and Liabilities for the estimated tax withholding based on the securities current market value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.
Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and the U.S. government. These risks include, but are not limited to, revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liq uid and prices more volatile than those of comparable U.S. companies and U.S. government securities.
G. Forward Foreign Currency Contracts. The Fund may enter into forward foreign currency contracts primarily to hedge against foreign currency exchange rate risks on its non-U.S. dollar denominated investment securities. When entering into a currency forward contract, the Fund agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. These contracts are valued daily and the Fund's net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the reporting date, is included in the Statement of Assets and Liabilities. Realized and unrealized gains and losses are included in the S tatement of Operations. These instruments involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. Risks arise from the possible inability of counterparties to meet the terms of their contracts and from movement in currency and securities values and interest rates. Open forward foreign currency contracts are presented following the respective Portfolio of Investments.
During the six months ended August 31, 2010, the Fund had an average quarterly contract amount on forward foreign currency contracts to sell of $118,230,279.
NOTE 3 — INVESTMENTS
For the six months ended August 31, 2010, the cost of purchases and the proceeds from principal repayment and sales of investments, excluding short-term investments, totaled $267,326,452 and $291,690,562, respectively. At August 31, 2010, the Fund held senior loans valued at $949,914,769 representing 97.4% of its total investments. The fair value of these assets is established as set forth in Note 2.
The senior loans acquired by the Fund typically take the form of a direct lending relationship with the borrower acquired through an assignment of another lender's interest in a loan. The lead lender in a typical corporate loan syndicate administers the loan and monitors collateral. In the event that the lead lender becomes insolvent, enters FDIC receivership or, if not FDIC insured, enters into bankruptcy, the Fund may incur certain costs and delays in realizing payment, or may suffer a loss of principal and/or interest.
Warrants and shares of common stock held in the portfolio were acquired in conjunction with loans held by the Fund. Certain of these shares and warrants are restricted and may not be publicly sold
17
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 3 — INVESTMENTS (continued)
without registration under the '33 Act, or without an exemption under the '33 Act. In some cases, these restrictions expire after a designated period of time after the issuance of the shares or warrants.
Dates of acquisition and cost or assigned basis of restricted securities are as follows:
| | Date of Acquisition | | Cost or Assigned Basis | |
Ascend Media (Residual Interest) | | 01/05/10 | | $ | — | | |
Ferretti SPA (Warrants for 0.161% Participation Interest) | | 09/23/09 | | | — | | |
Gainey Corporation (Residual Interest) | | 12/31/09 | | | — | | |
Safelite Realty Corporation (30,003 Common Shares) | | 06/21/01 | | | — | | |
Supermedia, Inc. (42,369 Common Shares) | | 01/05/10 | | | — | | |
Total Restricted Securities excluding senior loans (fair value $541,432 was 0.07% of net assets at August 31, 2010) | | | | $ | — | | |
NOTE 4 — MANAGEMENT AND ADMINISTRATION AGREEMENTS
The Fund has entered into an investment management agreement ("Management Agreement") with the Investment Adviser to provide advisory and management services. The Management Agreement compensates the Investment Adviser with a fee, computed daily and payable monthly, at an annual rate of 0.80% of the Fund's average daily gross asset value, minus the sum of the Fund's accrued and unpaid dividends on any outstanding preferred shares and accrued liabilities (other than liabilities for the principal amount of any borrowings incurred, commercial paper or notes issued by the Fund) ("Managed Assets"). The Fund is sub-advised by ING Investment Management Co. ("ING IM"). Under the sub-advisory agreement, ING IM is responsible for managing the assets of the Fund in accordance with its investment objective and policies, subject to oversight by the Investment Adviser. Both ING IM and the Investment Adviser are indirect, wholly-owned subsidiaries of ING Groep N.V. ("ING Groep") and affiliates of each other. ING Groep is a global financial institution of Dutch origin offering banking, investments, life insurance, and retirement services.
ING Groep has adopted a formal restructuring plan that was approved by the European Commission in November 2009 under which the ING life insurance businesses, including the retirement services and investment management businesses, which include the Investment Adviser and its affiliates, would be divested by ING Groep by the end of 2013. While there can be no assurance that it will be carried out, the restructuring plan presents certain risks, including uncertainty about the effect on the businesses of the ING entities that service the Fund and potential termination of the Fund's existing advisory agreement, which may trigger the need for shareholder approval of new agreements.
The Fund has also entered into an Administration Agreement with ING Funds Services, LLC (the "Administrator"), an indirect, wholly-owned subsidiary of ING Groep N.V., to provide administrative services. The Administrator is compensated with a fee, computed daily and payable monthly, at an annual rate of 0.10% of the Fund's Managed Assets.
NOTE 5 — DISTRIBUTION AND SERVICE FEES
Each share class of the Fund, except Class I and Class W, has adopted a Plan pursuant to Rule 12b-1 under the 1940 Act (the "12b-1 Plans"), whereby ING Investments Distributor, LLC (formerly, ING Funds Distributor, LLC) (the "Distributor") is compensated by the Fund for expenses incurred in the distribution of the Fund's shares ("Distribution Fees"). Pursuant to the 12b-1 Plans, the Distributor is entitled to a payment each month for actual expenses incurred in the distribution and promotion of the Fund's shares, including expenses incurred in printing prospectuses and reports used for sales
18
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 5 — DISTRIBUTION AND SERVICE FEES (continued)
purposes, expenses incurred in preparing and printing sales literature and other such distribution related expenses, including any distribution or Shareholder Servicing Fees ("Service Fees") paid to securities dealers who executed a distribution agreement with the Distributor. Under the 12b-1 plans, each class of shares of the Fund pays the Distributor a combined Distribution and/or Service Fee based on average daily net assets at the following annual rates:
Class A | | Class B | | Class C | |
| 0.25 | % | | | 1.00 | % | | | 0.75 | % | |
During the six months ended August 31, 2010, the Distributor waived 0.25% of the Service Fee on Class B shares only.
NOTE 6 — EXPENSE LIMITATIONS
The Investment Adviser has voluntarily agreed to limit expenses, excluding interest, taxes, brokerage commissions, leverage expenses, other investment-related costs and extraordinary expenses, to the following:
Class A — 0.90% of Managed Assets plus 0.45% of average daily net assets | |
|
Class B — 0.90% of Managed Assets plus 1.20% of average daily net assets | |
|
Class C — 0.90% of Managed Assets plus 0.95% of average daily net assets | |
|
Class I — 0.90% of Managed Assets plus 0.20% of average daily net assets | |
|
Class W — 0.90% of Managed Assets plus 0.20% of average daily net assets | |
|
The Investment Adviser may at a later date recoup from the Fund management fees waived and other expenses assumed by the Investment Adviser during the previous 36 months, but only if, after such recoupment, the Fund's expense ratio does not exceed the percentage described above. Waived and reimbursed fees and any recoupment by the Investment Adviser of such waived and reimbursed fees are reflected on the accompanying Statement of Operations for the Fund.
The Expense Limitation Agreement is contractual and shall renew automatically for one-year terms unless ING Investments provides written notice of the termination of the Expense Limitation Agreement within 90 days of the end of the then current term.
As of August 31, 2010, the amount of waived and reimbursed fees that are subject to recoupment by the Investment Adviser, and the related expiration dates are as follows:
August 31, | | | |
2011 | | 2012 | | 2013 | | Total | |
$ | 268,516 | | | $ | 995,184 | | | $ | 877 | | | $ | 1,264,577 | | |
NOTE 7 — COMMITMENTS
The Fund has entered into a 364-day revolving credit agreement, collateralized by assets of the Fund, to borrow up to $255 million maturing May 31, 2011. Borrowing rates under this agreement are based on a fixed spread over LIBOR, and a commitment fee is charged on the unused portion. There was $179 million of borrowings outstanding at August 31, 2010. Weighted average interest rate on outstanding borrowings was 1.85%, excluding fees related to the unused portion of the facilities, and other fees. The amount of borrowings represented 17.67% of total assets at August 31, 2010. Prepaid arrangement fees are amortized over the term of the agreement. Average borrowings for the six months ended August 31, 2010 were $142,005,435 and the average annualized interest rate was 2.41%.
19
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 8 — SENIOR LOAN COMMITMENTS
As of August 31, 2010, the Fund had unfunded loan commitments pursuant to the terms of the following loan agreements:
Calpine Corp. | | $ | 2,700,000 | | |
Cengage Learning, Inc. | | | 2,622,222 | | |
Coleto Creek Power | | | 5,000,000 | | |
| | $ | 10,322,222 | | |
The unrealized depreciation on these commitments of $1,604,898 as of August 31, 2010 is reported as such on the Statement of Assets and Liabilities.
NOTE 9 — TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES
At August 31, 2010, the Fund had the following amounts recorded in payable to affiliates on the accompanying Statement of Assets and Liabilities (see Notes 4 and 5):
Accrued Investment Management Fees | | Accrued Administrative Fees | | Accrued Distribution and Service Fees | | Total | |
$ | 686,700 | | | $ | 85,838 | | | $ | 331,483 | | | $ | 1,104,021 | | |
The Fund has adopted a Retirement Policy ("Policy") covering independent trustees of the Fund who were trustees on or before May 9, 2007, and who will have served as an independent trustee for at least five years as of the date of their retirement (as that term is defined in the Policy). Benefits under the Policy are based on an annual rate as defined in the Policy.
The Fund has adopted a Deferred Compensation Plan (the "Plan"), which allows eligible non-affiliated trustees as described in the Plan to defer the receipt of all or a portion of the trustees fees payable. Amounts deferred are treated as though invested in various "notional" funds advised by ING Investments until distribution in accordance with the Plan.
NOTE 10 — CUSTODIAL AGREEMENT
State Street Bank and Trust Company ("SSB") serves as the Fund's custodian and recordkeeper. Custody fees paid to SSB may be reduced by earnings credits based on the cash balances held by SSB for the Fund. There were no earnings credits for the six months ended August 31, 2010.
NOTE 11 — SUBORDINATED LOANS AND UNSECURED LOANS
The primary risk arising from investing in subordinated loans or in unsecured loans is the potential loss in the event of default by the issuer of the loans. The Fund may invest up to 20% of its total assets, measured at the time of investment, in subordinated loans, unsecured debt instruments and other investments, as directed by the Prospectus. As of August 31, 2010, the Fund held 1.0% of its total assets in subordinated loans and unsecured loans.
20
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 12 — CAPITAL SHARES
Transactions in capital shares and dollars were as follows:
Year or | | Shares sold | | Reinvestment of distributions | | Shares redeemed | | Shares converted | | Net increase (decrease) in shares outstanding | |
period ended | | # | | # | | # | | # | | # | |
Class A | | | |
| 08-31-10 | | | | 2,261,772 | | | | 433,696 | | | | (7,613,905 | ) | | | — | | | | (4,918,437 | ) | |
| 02-28-10 | | | | 9,681,687 | | | | 1,027,569 | | | | (9,817,100 | ) | | | 3,413,671 | | | | 4,305,827 | | |
Class B | | | |
| 08-31-10 | | | | 26,496 | | | | 31,305 | | | | (495,912 | ) | | | — | | | | (438,111 | ) | |
| 02-28-10 | | | | 77,207 | | | | 105,042 | | | | (1,192,389 | ) | | | — | | | | (1,010,140 | ) | |
Class C | | | |
| 08-31-10 | | | | 1,233,071 | | | | 338,658 | | | | (4,001,079 | ) | | | — | | | | (2,429,350 | ) | |
| 02-28-10 | | | | 4,422,050 | | | | 950,610 | | | | (6,681,698 | ) | | | — | | | | (1,309,038 | ) | |
Class I | | | |
| 08-31-10 | | | | 679,651 | | | | 9,393 | | | | (10,558 | ) | | | — | | | | 678,486 | | |
| 02-28-10 | | | | 9,300 | | | | 5 | | | | (7,475 | ) | | | — | | | | 1,830 | | |
Class Q(1) | | | |
| 08-31-10 | | | | — | | | | — | | | | — | | | | — | | | | — | | |
| 02-28-10 | | | | 1,310,259 | | | | 45,485 | | | | (721,879 | ) | | | (3,434,717 | ) | | | (2,800,852 | ) | |
Class W | | | |
| 08-31-10 | | | | 291,512 | | | | 44,194 | | | | (352,659 | ) | | | — | | | | (16,953 | ) | |
| 02-28-10 | | | | 2,203,763 | | | | 56,201 | | | | (523,418 | ) | | | — | | | | 1,736,546 | | |
Year or | | Shares sold | | Reinvestment of distributions | | Shares redeemed | | Shares converted | | Net increase (decrease) | |
period ended | | ($) | | ($) | | ($) | | ($) | | ($) | |
Class A | | | |
| 08-31-10 | | | | 28,710,967 | | | | 5,477,605 | | | | (96,136,418 | ) | | | — | | | | (61,947,846 | ) | |
| 02-28-10 | | | | 104,650,346 | | | | 11,693,792 | | | | (107,142,459 | ) | | | 41,338,414 | | | | 50,540,093 | | |
Class B | | | |
| 08-31-10 | | | | 333,744 | | | | 394,599 | | | | (6,239,292 | ) | | | — | | | | (5,510,949 | ) | |
| 02-28-10 | | | | 867,284 | | | | 1,172,684 | | | | (13,585,510 | ) | | | — | | | | (11,545,542 | ) | |
Class C | | | |
| 08-31-10 | | | | 15,652,450 | | | | 4,274,134 | | | | (50,423,378 | ) | | | — | | | | (30,496,794 | ) | |
| 02-28-10 | | | | 48,478,823 | | | | 10,716,354 | | | | (75,143,279 | ) | | | — | | | | (15,948,102 | ) | |
Class I | | | |
| 08-31-10 | | | | 8,595,667 | | | | 117,215 | | | | (130,530 | ) | | | — | | | | 8,582,352 | | |
| 02-28-10 | | | | 95,766 | | | | 64 | | | | (94,479 | ) | | | — | | | | 1,351 | | |
Class Q(1) | | | |
| 08-31-10 | | | | — | | | | — | | | | — | | | | — | | | | — | | |
| 02-28-10 | | | | 14,009,250 | | | | 495,752 | | | | (7,976,964 | ) | | | (41,338,414 | ) | | | (34,810,376 | ) | |
Class W | | | |
| 08-31-10 | | | | 3,696,480 | | | | 557,858 | | | | (4,418,517 | ) | | | — | | | | (164,179 | ) | |
| 02-28-10 | | | | 24,417,386 | | | | 673,328 | | | | (6,442,148 | ) | | | — | | | | 18,648,566 | | |
(1) Effective November 23, 2009, Class Q Shareholders of the Fund were converted to Class A shares of the Fund.
NOTE 13 — FEDERAL INCOME TAXES
The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies. These book/tax differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences are not reclassified. Key differences include the treatment of short-term capital gains, foreign currency transactions, and wash sale deferrals. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital.
21
ING Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)
NOTE 13 — FEDERAL INCOME TAXES (continued)
Dividends paid by the Fund from net investment income and distributions of net realized short-term capital gains are, for federal income tax purposes, taxable as ordinary income to shareholders.
The tax composition of dividends and distributions to shareholders was as follows:
Six Months Ended August 31, 2010 | | Year Ended February 28, 2010 | |
Ordinary Income | | Ordinary Income | |
$ | 19,784,009 | | | $ | 45,472,029 | | |
The tax-basis components of distributable earnings and the expiration dates of the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of February 28, 2010 were:
Undistributed Ordinary Income | | Unrealized Depreciation | | Post-October Capital Losses Deferred | | Capital Loss Carryforwards | | Expiration Dates | |
$ | 6,594,887 | | | $ | (76,828,320 | ) | | $ | (27,714,554 | ) | | $ | (80,562,079 | ) | | | 2017 | | |
| | | | | | | (133,167,631 | ) | | | 2018 | | |
| | | | | | | | $ | (213,729,710 | ) | |
The Fund's major tax jurisdictions are federal and Arizona. The earliest tax year that remains subject to examination by these jurisdictions is 2005.
As of August 31, 2010, no provision for income tax is required in the Fund's financial statements as a result of tax positions taken on federal and state income tax returns for open tax years. The Fund's federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state department of revenue.
NOTE 14 — SUBSEQUENT EVENTS
DIVIDENDS DECLARED
Subsequent to August 31, 2010, the Fund declared the following dividends:
Per Share Amount | | Type | | Declaration Date | | Record Date | | Payable Date | |
$ | 0.05400 | (A) | | NII | | Daily | | Daily | | October 1, 2010 | |
$ | 0.04885 | (B) | | NII | | Daily | | Daily | | October 1, 2010 | |
$ | 0.05658 | (C) | | NII | | Daily | | Daily | | October 1, 2010 | |
NII — Net Investment Income
(A) — For Class A shares.
(B) — For Class B and C shares.
(C) — For Class I and W shares.
The Fund has evaluated events occurring after the Statement of Assets and Liabilities date (subsequent events) to determine whether any subsequent events necessitated adjustment to or disclosure in the financial statements. Other than the above, no such subsequent events were identified.
22
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited)
Senior Loans*: 116.9% | | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Aerospace & Defense: 1.8% | | | |
| | | | | | Delta Airlines, Inc. | | Ba2 | | BB- | | | | | |
$ | 496,250 | | | | | Term Loan, 8.750%, | | | | | | |
| | |
| | | | | | maturing September 27, 2013 | | | | | | $ | 502,143 | | |
| | | | | | Delta Airlines, Inc. | | B2 | | B | | | | | |
| 5,844,458 | | | | | Term Loan, 3.529%, maturing April 30, 2014 | | | | | | | 5,406,124 | | |
| | | | | | Forgings International, Ltd. | | NR | | NR | | | | | |
| 1,000,000 | | |
| | Term Loan, 5.033%, maturing December 18, 2015 | |
| |
| | | 883,750 | | |
| 1,000,000 | | |
| | Term Loan, 5.533%, maturing December 20, 2016 | |
| |
| | | 883,750 | | |
| | | | | | McKechnie Aerospace DE, Inc. | | B1 | | B+ | | | | | |
| 2,139,331 | | | | | Term Loan, 2.270%, maturing May 11, 2014 | | | | | | | 2,035,039 | | |
| | | | | | Triumph Group, Inc. | | Baa3 | | BB+ | | | | | |
| 800,000 | | | | | Term Loan, 4.500%, maturing June 16, 2016 | | | | | | | 804,500 | | |
| | | | | | United Airlines, Inc. | | B1 | | B+ | | | | | |
| 4,360,507 | | |
| | Term Loan, 2.313%, maturing February 03, 2014 | |
| |
| | | 3,969,426 | | |
| | | 14,484,732 | | |
Automobile: 3.6% | | | |
| | | | | | Avis Budget Car Rental, LLC | | Ba2 | | BB | | | | | |
| 2,592,073 | | | | | Term Loan, 5.750%, maturing April 19, 2014 | | | | | | | 2,577,493 | | |
| | | | | | Dollar Thrifty Automotive Group, Inc. | | B2 | | B- | | | | | |
| 2,514,916 | | | | | Term Loan, 2.760%, maturing June 15, 2014 | | | | | | | 2,493,959 | | |
| | | | | | Ford Motor Company | | Ba1 | | BB | | | | | |
| 10,679,599 | | |
| | Term Loan, 3.030%, maturing December 16, 2013 | |
| |
| | | 10,310,950 | | |
| 3,984,950 | | |
| | Term Loan, 3.030%, maturing December 16, 2013 | |
| |
| | | 3,836,435 | | |
| | | | | | KAR Holdings, Inc. | | Ba3 | | B+ | | | | | |
| 5,710,678 | | |
| | Term Loan, 3.020%, maturing October 18, 2013 | |
| |
| | | 5,517,943 | | |
| | | | | | Oshkosh Truck Corporation | | Ba2 | | BB+ | | | | | |
| 1,339,776 | | |
| | Term Loan, 6.534%, maturing December 06, 2013 | |
| |
| | | 1,351,919 | | |
| | | | | | Speedy 1, Ltd. | | NR | | NR | | | | | |
EUR | 933,055 | | | | | Term Loan, 4.630%, | | | | | | |
| | |
| | | | | | maturing August 31, 2013 | | | | | | | 1,120,614 | | |
| | | | | | TRW Automotive, Inc. | | Ba1 | | BBB- | | | | | |
$ | 1,836,125 | | | | | Term Loan, 4.083%, maturing May 30, 2015 | | | | | | | 1,833,830 | | |
| | | 29,043,143 | | |
Beverage, Food & Tobacco: 2.6% | | | |
| | | | | | ARAMARK Corporation | | Ba3 | | BB | | | | | |
| 1,885,575 | | |
| | Term Loan, 2.408%, maturing January 26, 2014 | |
| |
| | | 1,734,729 | | |
| 750,607 | | |
| | Term Loan, 2.073%, maturing January 27, 2014 | |
| |
| | | 711,552 | | |
| 622,533 | | |
| | Term Loan, 2.408%, maturing January 27, 2014 | |
| |
| | | 590,823 | | |
See Accompanying Notes to Financial Statements
23
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Beverage, Food & Tobacco: (continued) | | | |
$ | 81,204 | | | | | Term Loan, 3.598%, maturing July 26, 2016 | | | | | | $ | 79,031 | | |
| 1,234,754 | | | | | Term Loan, 3.783%, maturing July 26, 2016 | | | | | | | 1,201,724 | | |
| | | | | | Bolthouse Farms, Inc. | | B1 | | B | | | | | |
| 997,500 | | |
| | Term Loan, 5.500%, maturing February 11, 2016 | |
| |
| | | 996,872 | | |
| | | | | | Iglo Birds Eye | | NR | | BB- | | | | | |
EUR | 1,125,000 | | | | (3 | ) | | Term Loan, maturing May 21, 2016 | | | | | | | 1,417,187 | | |
| | | | | | Michael Foods, Inc. | | B1 | | BB- | | | | | |
$ | 1,000,000 | | | | | Term Loan, 6.250%, maturing June 29, 2016 | | | | | | | 1,004,286 | | |
| | | | | | Pinnacle Foods Holding Corporation | | Ba3 | | B+ | | | | | |
| 7,383,951 | | | | | Term Loan, 2.812%, maturing April 02, 2014 | | | | | | | 7,028,599 | | |
| | | | | | United Biscuits Holdco, Ltd. | | NR | | NR | | | | | |
GBP | 2,500,000 | | |
| | Term Loan, 3.066%, maturing December 15, 2014 | |
| |
| | | 3,650,038 | | |
EUR | 775,940 | | |
| | Term Loan, 3.631%, maturing December 15, 2014 | |
| |
| | | 940,574 | | |
| | | | | | Van Houtte, Inc. | | Ba3 | | BB- | | | | | |
$ | 1,659,747 | | | | | Term Loan, 3.033%, maturing July 19, 2014 | | | | | | | 1,614,796 | | |
| 226,329 | | | | | Term Loan, 3.033%, maturing July 19, 2014 | | | | | | | 220,199 | | |
| | | 21,190,410 | | |
Buildings & Real Estate: 1.1% | | | |
| | | | | | Capital Automotive, L.P. | | Ba3 | | B | | | | | |
| 3,969,458 | | |
| | Term Loan, 2.820%, maturing December 14, 2012 | |
| |
| | | 3,795,795 | | |
| | | | | | Contech Construction Products, Inc. | | B1 | | B | | | | | |
| 1,116,620 | | |
| | Term Loan, 2.270%, maturing January 31, 2013 | |
| |
| | | 938,798 | | |
| | | | | | Custom Building Products, Inc. | | B1 | | B+ | | | | | |
| 1,051,525 | | |
| | Term Loan, 5.750%, maturing March 19, 2015 | |
| |
| | | 1,050,211 | | |
| | | | | | John Maneely Company | | B3 | | B | | | | | |
| 2,447,306 | | |
| | Term Loan, 3.775%, maturing December 09, 2013 | |
| |
| | | 2,338,198 | | |
| | | | | | KCPC Acquisition, Inc. | | Ba3 | | CCC | | | | | |
| 520,902 | | | | | Term Loan, 2.563%, maturing May 22, 2014 | | | | | | | 444,720 | | |
| 189,655 | | | | | Term Loan, 2.688%, maturing May 22, 2014 | | | | | | | 161,918 | | |
| | | 8,729,640 | | |
Cargo Transport: 1.0% | | | |
| | | | | | Baker Tanks, Inc. | | B2 | | B | | | | | |
| 1,117,930 | | | | | Term Loan, 4.913%, maturing May 08, 2014 | | | | | | | 1,063,990 | | |
| | | | | | Ceva Group, PLC | | B1 | | B- | | | | | |
| 992,327 | | |
| | Term Loan, 3.260%, maturing November 04, 2013 | |
| |
| | | 883,171 | | |
| 1,856,938 | | |
| | Term Loan, 3.260%, maturing November 04, 2013 | |
| |
| | | 1,652,675 | | |
| 723,070 | | |
| | Term Loan, 3.533%, maturing November 04, 2013 | |
| |
| | | 643,533 | | |
See Accompanying Notes to Financial Statements
24
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Cargo Transport: (continued) | | | |
| | | | | | Dockwise Transport, N.V. | | NR | | NR | | | | | |
$ | 683,092 | | | | | Term Loan, 2.283%, | | | | | | |
| | |
| | | | | | maturing January 11, 2015 | | | | | | $ | 624,176 | | |
| 487,613 | | |
| | Term Loan, 2.283%, maturing January 11, 2015 | |
| |
| | | 445,556 | | |
| 575,488 | | |
| | Term Loan, 3.158%, maturing January 11, 2016 | |
| |
| | | 525,852 | | |
| 487,613 | | |
| | Term Loan, 3.158%, maturing January 11, 2016 | |
| |
| | | 445,556 | | |
| | | | | | Inmar, Inc. | | B1 | | B | | | | | |
| 610,853 | | | | | Term Loan, 2.520%, maturing April 29, 2013 | | | | | | | 592,527 | | |
| | | | | | US Shipping Partners, L.P. | | B3 | | B- | | | | | |
| 1,165,560 | | |
| | Term Loan, 9.200%, maturing November 12, 2013 | |
| |
| | | 981,984 | | |
| | | 7,859,020 | | |
Cellular: 0.2% | | | |
| | | | | | NTELOS, Inc. | | Ba3 | | BB | | | | | |
| 992,500 | | |
| | Term Loan, 5.750%, maturing August 07, 2015 | |
| |
| | | 997,085 | | |
| 500,000 | | | | (3 | ) | | Term Loan, maturing August 07, 2015 | | | | | | | 501,250 | | |
| | | 1,498,335 | | |
Chemicals, Plastics & Rubber: 6.2% | | | |
| | | | | | AZ Chem US, Inc. | | B1 | | BB- | | | | | |
EUR | 635,473 | | | | | Term Loan, 3.139%, | | | | | | |
| | |
| | | | | | maturing February 26, 2013 | | | | | | | 748,459 | | |
| | | | | | Brenntag Holding GmbH & Co. KG | | Ba2 | | BBB- | | | | | |
$ | 5,313,148 | | | | | Term Loan, 4.029%, | | | | | | |
| | |
| | | | | | maturing January 20, 2014 | | | | | | | 5,273,299 | | |
| 1,042,648 | | |
| | Term Loan, 4.037%, maturing January 20, 2014 | |
| |
| | | 1,024,401 | | |
| | | | | | Celanese U.S. Holdings, LLC | | Ba2 | | BB+ | | | | | |
| 3,442,334 | | |
| | Term Loan, 1.812%, maturing April 02, 2014 | |
| |
| | | 3,293,883 | | |
| | | | | | Chemtura Corporation | | Ba1 | | NR | | | | | |
| 765,000 | | | | (3 | ) | | Term Loan, maturing August 11, 2016 | | | | | | | 769,781 | | |
| | | | | | Chemtura Corporation | | NR | | NR | | | | | |
| 1,250,000 | | |
| | Term Loan, 6.000%, maturing February 11, 2011 | |
| |
| | | 1,249,219 | | |
| | | | | | Cristal Inorganic Chemicals, Inc. | | B1 | | B | | | | | |
| 3,277,067 | | | | | Term Loan, 2.783%, maturing May 15, 2014 | | | | | | | 3,053,817 | | |
| | | | | | GenTek Holding, LLC | | B1 | | B+ | | | | | |
| 301,731 | | |
| | Term Loan, 7.000%, maturing October 29, 2014 | |
| |
| | | 302,598 | | |
| | | | | | Hexion Specialty Chemicals, Inc. | | Ba3 | | B- | | | | | |
| 1,710,000 | | | | | Term Loan, 2.499%, maturing May 05, 2013 | | | | | | | 1,560,375 | | |
| 470,771 | | | | | Term Loan, 4.187%, maturing May 05, 2015 | | | | | | | 450,763 | | |
| 3,788,961 | | | | | Term Loan, 4.313%, maturing May 05, 2015 | | | | | | | 3,633,613 | | |
| 1,681,598 | | | | | Term Loan, 4.313%, maturing May 05, 2015 | | | | | | | 1,612,653 | | |
See Accompanying Notes to Financial Statements
25
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Chemicals, Plastics & Rubber: (continued) | | | |
| | | | | | Huntsman International, LLC | | Ba2 | | B+ | | | | | |
$ | 4,760,155 | | | | | Term Loan, 2.602%, maturing June 30, 2016 | | | | | | $ | 4,546,692 | | |
| | | | | | Ineos US Finance, LLC | | B2 | | B | | | | | |
| 424,242 | | |
| | Term Loan, 7.001%, maturing December 14, 2012 | |
| |
| | | 425,143 | | |
EUR | 1,202,104 | | |
| | Term Loan, 7.501%, maturing December 16, 2013 | |
| |
| | | 1,503,374 | | |
$ | 1,319,795 | | |
| | Term Loan, 7.501%, maturing December 16, 2013 | |
| |
| | | 1,313,196 | | |
EUR | 1,373,694 | | |
| | Term Loan, 8.001%, maturing December 16, 2014 | |
| |
| | | 1,717,968 | | |
$ | 1,587,646 | | |
| | Term Loan, 8.001%, maturing December 16, 2014 | |
| |
| | | 1,579,708 | | |
| | | | | | ISP Chemco, Inc. | | Ba3 | | BB | | | | | |
| 2,875,394 | | | | | Term Loan, 1.813%, maturing June 04, 2014 | | | | | | | 2,730,425 | | |
| | | | | | JohnsonDiversey, Inc. | | Ba2 | | BB- | | | | | |
| 1,691,500 | | |
| | Term Loan, 5.500%, maturing November 24, 2015 | |
| |
| | | 1,701,015 | | |
| | | | | | Lyondell Chemical Company | | Ba3 | | BB | | | | | |
| 750,000 | | | | | Term Loan, 5.500%, maturing April 08, 2016 | | | | | | | 757,083 | | |
| | | | | | MacDermid, Inc. | | B2 | | B+ | | | | | |
EUR | 1,777,846 | | | | | Term Loan, 2.828%, maturing April 11, 2014 | | | | | | | 2,082,686 | | |
$ | 1,758,577 | | | | | Term Loan, 2.260%, maturing April 12, 2014 | | | | | | | 1,628,149 | | |
| | | | | | Polypore, Inc. | | Ba2 | | BB- | | | | | |
| 3,159,728 | | | | | Term Loan, 2.270%, maturing July 03, 2014 | | | | | | | 3,051,112 | | |
| | | | | | Solutia, Inc. | | Ba3 | | BB- | | | | | |
| 1,296,750 | | |
| | Term Loan, 4.750%, maturing March 17, 2017 | |
| |
| | | 1,300,600 | | |
| | | | | | Styron, Inc. | | B2 | | B+ | | | | | |
| 3,450,000 | | | | | Term Loan, 7.500%, maturing June 17, 2016 | | | | | | | 3,487,736 | | |
| | | 50,797,748 | | |
Containers, Packaging & Glass: 4.6% | | | |
| | | | | | Berry Plastics Corporation | | B1 | | B | | | | | |
| 5,683,924 | | | | | Term Loan, 2.376%, maturing April 03, 2015 | | | | | | | 5,205,053 | | |
| | | | | | Bway Holding Corporation | | Ba3 | | B+ | | | | | |
| 914,286 | | | | | Term Loan, 5.501%, maturing June 16, 2017 | | | | | | | 916,571 | | |
| 85,714 | | | | | Term Loan, 5.501%, maturing June 16, 2017 | | | | | | | 85,929 | | |
| | | | | | Graham Packaging Company, L.P. | | B1 | | B+ | | | | | |
| 2,379,307 | | | | | Term Loan, 6.750%, maturing April 05, 2014 | | | | | | | 2,401,187 | | |
| | | | | | Graphic Packaging International, Inc. | | Ba3 | | BB+ | | | | | |
| 5,354,105 | | | | | Term Loan, 2.521%, maturing May 16, 2014 | | | | | | | 5,202,407 | | |
| | | | | | KLEOPATRA LUX 2 S.À. R.L | | NR | | NR | | | | | |
| 4,078,679 | | |
| | Term Loan, 3.242%, maturing January 03, 2016 | |
| |
| | | 3,359,812 | | |
| | | | | | OI European Group, B.V. | | Baa2 | | BBB | | | | | |
EUR | 647,541 | | | | | Term Loan, 2.150%, maturing June 14, 2013 | | | | | | | 801,626 | | |
| | | | | | Pro Mach, Inc. | | B1 | | B | | | | | |
$ | 2,304,737 | | | | | Term Loan, 2.520%, | | | | | | |
| | |
| | | | | | maturing December 14, 2011 | | | | | | | 1,959,026 | | |
See Accompanying Notes to Financial Statements
26
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Containers, Packaging & Glass: (continued) | | | |
| | | | | | Reynolds Group Holdings, Ltd. | | B1 | | BB- | | | | | |
$ | 3,000,000 | | | | | Term Loan, 5.750%, maturing May 05, 2016 | | | | | | $ | 2,988,126 | | |
| 1,242,188 | | | | | Term Loan, 6.250%, maturing May 05, 2016 | | | | | | | 1,240,324 | | |
| | | | | | Smurfit-Stone Container Corporation | | B2 | | BB+ | | | | | |
| 3,895,000 | | |
| | Term Loan, 6.750%, maturing February 22, 2016 | |
| |
| | | 3,918,300 | | |
| | | | | | Xerium Technologies, Inc. | | Ba3 | | BB- | | | | | |
| 3,750,000 | | | (3)
| | Term Loan, 6.500%, maturing November 25, 2014 | |
| |
| | | 3,773,438 | | |
| | | | | | Xerium Technologies, Inc. | | B3 | | B+ | | | | | |
| 5,653,781 | | | | | Term Loan, 8.250%, maturing May 25, 2015 | | | | | | | 5,417,029 | | |
| | | 37,268,828 | | |
Data and Internet Services: 6.6% | | | |
| | | | | | Activant Solutions, Inc. | | B1 | | B | | | | | |
| 43,086 | | | | | Term Loan, 3.062%, maturing May 01, 2013 | | | | | | | 40,824 | | |
| 2,986,089 | | | | | Term Loan, 2.563%, maturing May 02, 2013 | | | | | | | 2,829,320 | | |
| | | | | | Amadeus IT Group, S.A. | | NR | | NR | | | | | |
EUR | 1,268,581 | | | | | Term Loan, 4.147%, maturing July 01, 2013 | | | | | | | 1,560,003 | | |
EUR | 1,268,581 | | | | | Term Loan, 4.647%, maturing July 01, 2014 | | | | | | | 1,560,003 | | |
| | | | | | Aspect Software, Inc. | | Ba3 | | B+ | | | | | |
$ | 1,246,875 | | | | | Term Loan, 6.250%, maturing April 19, 2016 | | | | | | | 1,226,093 | | |
| | | | | | AutoTrader.com, Inc. | | Ba3 | | BB+ | | | | | |
| 1,350,000 | | | | | Term Loan, 6.000%, maturing June 14, 2016 | | | | | | | 1,354,219 | | |
| | | | | | Carlson Wagonlit Holdings, B.V. | | B2 | | B- | | | | | |
| 3,649,879 | | |
| | Term Loan, 4.225%, maturing August 03, 2012 | |
| |
| | | 3,390,738 | | |
| | | | | | Dealer Computer Services, Inc. | | Ba3 | | BB- | | | | | |
| 5,245,879 | | | | | Term Loan, 5.250%, maturing April 21, 2017 | | | | | | | 5,207,605 | | |
| | | | | | First Data Corporation | | B1 | | B+ | | | | | |
| 2,501,941 | | |
| | Term Loan, 3.014%, maturing September 24, 2014 | |
| |
| | | 2,143,382 | | |
| 2,869,521 | | |
| | Term Loan, 3.014%, maturing September 24, 2014 | |
| |
| | | 2,455,056 | | |
| 7,769,508 | | |
| | Term Loan, 3.014%, maturing September 24, 2014 | |
| |
| | | 6,649,246 | | |
| | | | | | Information Solutions Company | | Ba2 | | BB+ | | | | | |
| 625,000 | | | | | Term Loan, 4.750%, maturing April 12, 2016 | | | | | | | 628,516 | | |
| | | | | | Orbitz Worldwide, Inc. | | B2 | | B+ | | | | | |
| 3,545,420 | | | | | Term Loan, 3.326%, maturing July 25, 2014 | | | | | | | 3,332,060 | | |
| | | | | | Sabre, Inc. | | B1 | | B | | | | | |
| 8,043,142 | | |
| | Term Loan, 2.338%, maturing September 30, 2014 | |
| |
| | | 7,255,733 | | |
| | | | | | SAVVIS Communications Corporation | | B1 | | B | | | | | |
| 2,000,000 | | | | | Term Loan, 6.755%, maturing July 30, 2016 | | | | | | | 1,980,500 | | |
| | | | | | Sungard Data Systems, Inc. | | Ba3 | | BB | | | | | |
| 105,199 | | |
| | Term Loan, 2.043%, maturing February 28, 2014 | |
| |
| | | 100,728 | | |
| 1,471,288 | | |
| | Term Loan, 6.750%, maturing February 28, 2014 | |
| |
| | | 1,477,594 | | |
See Accompanying Notes to Financial Statements
27
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Data and Internet Services: (continued) | | | | | |
$ | 2,846,364 | | | | | | | Term Loan, 4.038%, | | | | | | |
| | |
| | | | | | | | maturing February 26, 2016 | | | | | | $ | 2,782,717 | | |
| | | | | | | | Trans Union, LLC | | Ba3 | | BB- | | | | | |
| 3,420,000 | | | | | | | Term Loan, 6.750%, maturing June 15, 2017 | | | | | | | 3,460,613 | | |
| | | | | | | | Transaction Network Services, Inc. | | Ba3 | | BB | | | | | |
| 1,384,615 | | | |
| | | Term Loan, 6.000%, maturing November 18, 2015 | |
| |
| | | 1,390,385 | | |
| | | | | | | | Transfirst Holdings, Inc. | | B2 | | B | | | | | |
| 997,429 | | | | | | | Term Loan, 3.010%, maturing June 15, 2014 | | | | | | | 910,154 | | |
| | | | | | | | Travelport, Inc. | | Ba3 | | B | | | | | |
| 709,999 | | | |
| | | Term Loan, 2.760%, maturing August 23, 2013 | |
| |
| | | 673,629 | | |
| 970,000 | | | |
| | | Term Loan, 2.761%, maturing August 23, 2013 | |
| |
| | | 924,572 | | |
| 158,600 | | | |
| | | Term Loan, 3.033%, maturing August 23, 2013 | |
| |
| | | 150,476 | | |
| | | 53,484,166 | | |
Diversified / Conglomerate Manufacturing: 2.6% | | | | | |
| | | | | | | | Brand Services, Inc. | | B1 | | B | | | | | |
| 2,634,905 | | | |
| | | Term Loan, 2.813%, maturing February 07, 2014 | |
| |
| | | 2,420,819 | | |
| 1,152,204 | | | |
| | | Term Loan, 3.580%, maturing February 07, 2014 | |
| |
| | | 1,070,109 | | |
| | | | | | | | Dresser, Inc. | | B2 | | B+ | | | | | |
| 3,325,796 | | | | | | | Term Loan, 2.612%, maturing May 04, 2014 | | | | | | | 3,163,663 | | |
| | | | | | | | Edwards (Cayman Islands II), Ltd. | | B3 | | B | | | | | |
| 1,160,199 | | | | | | | Term Loan, 2.260%, maturing May 31, 2014 | | | | | | | 1,052,881 | | |
| | | | | | | | EPD, Inc. | | NR | | NR | | | | | |
| 173,875 | | | | | | | Term Loan, 2.770%, maturing July 31, 2014 | | | | | | | 151,054 | | |
| 1,213,996 | | | | | | | Term Loan, 2.770%, maturing July 31, 2014 | | | | | | | 1,054,659 | | |
| | | | | | | | Ferretti, S.P.A. | | NR | | NR | | | | | |
EUR | 577,808 | | | | (2)
| | | Term Loan, 3.627%, maturing January 31, 2015 | |
| |
| | | 281,729 | | |
EUR | 578,801 | | | | (2)
| | | Term Loan, 4.127%, maturing January 31, 2016 | |
| |
| | | 282,214 | | |
EUR | 98,380 | | | | (2)
| | | Term Loan, 6.627%, maturing January 31, 2017 | |
| |
| | | 49,214 | | |
| | | | | | | | Manitowoc Company, Inc. | | B1 | | BB | | | | | |
$ | 1,000,000 | | | | | | | Term Loan, 5.563%, | | | | | | |
| | |
| | | | | | | | maturing November 06, 2013 | | | | | | | 989,500 | | |
| 766,239 | | | |
| | | Term Loan, 8.000%, maturing November 06, 2014 | |
| |
| | | 767,567 | | |
| | | | | | | | Rexnord Corporation / RBS Global, Inc. | | Ba3 | | BB- | | | | | |
| 965,000 | | | | | | | Term Loan, 2.563%, maturing July 19, 2013 | | | | | | | 926,099 | | |
| 1,000,000 | | | | | | | Term Loan, 2.813%, maturing July 19, 2013 | | | | | | | 959,688 | | |
| | | | | | | | Sensata Technologies, B.V. | | B1 | | BB | | | | | |
| 6,053,570 | | | | | | | Term Loan, 2.231%, maturing April 26, 2013 | | | | | | | 5,735,757 | | |
EUR | 1,920,065 | | | | | | | Term Loan, 2.893%, maturing April 26, 2013 | | | | | | | 2,264,994 | | |
| | | 21,169,947 | | |
See Accompanying Notes to Financial Statements
28
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Diversified / Conglomerate Service: 3.8% | | | |
| | | | | | Affinion Group, Inc. | | Ba2 | | BB- | | | | | |
$ | 2,493,750 | | | | | Term Loan, 5.000%, | | | | | | |
| | |
| | | | | | maturing October 10, 2016 | | | | | | $ | 2,408,808 | | |
| | | | | | AlixPartners, LLP | | Ba3 | | BB | | | | | |
| 2,578,769 | | |
| | Term Loan, 2.527%, maturing October 12, 2013 | |
| |
| | | 2,498,183 | | |
| | | | | | Brickman Group Holdings, Inc. | | B1 | | BB | | | | | |
| 1,429,768 | | |
| | Term Loan, 2.533%, maturing January 23, 2014 | |
| |
| | | 1,358,279 | | |
| | | | | | Brock Holdings, Inc. | | B3 | | B | | | | | |
| 1,276,688 | | |
| | Term Loan, 3.073%, maturing February 26, 2014 | |
| |
| | | 1,164,978 | | |
| | | | | | Catalina Marketing Corporation | | Ba2 | | BB- | | | | | |
| 4,219,205 | | |
| | Term Loan, 3.012%, maturing October 01, 2014 | |
| |
| | | 4,045,163 | | |
| | | | | | Coach America Holdings, Inc. | | B2 | | B | | | | | |
| 1,490,237 | | | | | Term Loan, 3.230%, maturing April 18, 2014 | | | | | | | 1,188,464 | | |
| 320,730 | | | | | Term Loan, 3.283%, maturing April 20, 2014 | | | | | | | 255,783 | | |
| | | | | | Fidelity National Information Services, Inc. | | Ba1 | | BBB- | | | | | |
| 3,300,000 | | | | | Term Loan, 5.250%, maturing July 18, 2016 | | | | | | | 3,322,981 | | |
| | | | | | Intergraph Corporation | | B1 | | BB- | | | | | |
| 1,000,000 | | | | | Term Loan, 4.549%, maturing May 29, 2014 | | | | | | | 998,125 | | |
| | | | | | ISS Holding A/S | | NR | | NR | | | | | |
EUR | 240,402 | | |
| | Term Loan, 2.720%, maturing December 31, 2013 | |
| |
| | | 290,539 | | |
EUR | 42,895 | | |
| | Term Loan, 2.720%, maturing December 31, 2013 | |
| |
| | | 51,841 | | |
EUR | 32,118 | | |
| | Term Loan, 2.720%, maturing December 31, 2013 | |
| |
| | | 38,816 | | |
EUR | 227,055 | | |
| | Term Loan, 2.720%, maturing December 31, 2013 | |
| |
| | | 274,409 | | |
EUR | 424,609 | | |
| | Term Loan, 2.720%, maturing December 31, 2013 | |
| |
| | | 513,163 | | |
EUR | 3,032,921 | | |
| | Term Loan, 2.720%, maturing December 31, 2013 | |
| |
| | | 3,665,453 | | |
| | | | | | ISTA International GmbH | | NR | | NR | | | | | |
EUR | 1,617,426 | | | | | Term Loan, 3.036%, maturing May 14, 2015 | | | | | | | 1,809,673 | | |
EUR | 377,847 | | | | | Term Loan, 3.036%, maturing May 14, 2015 | | | | | | | 422,758 | | |
| | | | | | Valleycrest Companies, LLC | | B2 | | B | | | | | |
$ | 1,669,420 | | | | | Term Loan, 2.540%, | | | | | | |
| | |
| | | | | | maturing March 12, 2014 | | | | | | | 1,548,387 | | |
| | | | | | Vertafore, Inc. | | B1 | | B+ | | | | | |
| 750,000 | | | | | Term Loan, 6.750%, maturing July 29, 2016 | | | | | | | 748,031 | | |
| | | | | | West Corporation | | B1 | | BB- | | | | | |
| 2,139,629 | | |
| | Term Loan, 2.641%, maturing October 24, 2013 | |
| |
| | | 2,050,986 | | |
| 2,107,827 | | | | | Term Loan, 4.141%, maturing July 15, 2016 | | | | | | | 2,067,867 | | |
| | | 30,722,687 | | |
See Accompanying Notes to Financial Statements
29
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Diversified Natural Resources, Precious Metals & Minerals: 0.4% | | | |
| | | | | | Georgia Pacific, LLC | | Ba1 | | BBB | | | | | |
$ | 1,700,027 | | | | | Term Loan, 2.326%, | | | | | | |
| | |
| | | | | | maturing December 20, 2012 | | | | | | $ | 1,680,902 | | |
| 1,003,071 | | |
| | Term Loan, 2.502%, maturing December 21, 2012 | |
| |
| | | 991,786 | | |
| 643,250 | | |
| | Term Loan, 3.786%, maturing December 23, 2014 | |
| |
| | | 641,491 | | |
| | | 3,314,179 | | |
Ecological: 0.2% | | | |
| | | | | | Synagro Technologies, Inc. | | B3 | | CCC+ | | | | | |
| 1,067,000 | | | | | Term Loan, 2.280%, maturing April 02, 2014 | | | | | | | 907,839 | | |
| | | | | | Synagro Technologies, Inc. | | Caa3 | | CCC- | | | | | |
| 590,000 | | |
| | Term Loan, 5.030%, maturing October 02, 2014 | |
| |
| | | 464,256 | | |
| | | 1,372,095 | | |
Electronics: 2.2% | | | |
| | | | | | Aeroflex, Inc. | | Ba3 | | BB- | | | | | |
| 1,960,168 | | |
| | Term Loan, 3.625%, maturing August 15, 2014 | |
| |
| | | 1,852,359 | | |
| | | | | | Brocade Communications Systems, Inc. | | Ba2 | | BBB- | | | | | |
| 631,440 | | |
| | Term Loan, 7.000%, maturing October 07, 2013 | |
| |
| | | 635,517 | | |
| | | | | | FCI International, S.A.S. | | B2 | | NR | | | | | |
| 343,834 | | |
| | Term Loan, 3.030%, maturing September 30, 2012 | |
| |
| | | 321,055 | | |
| 314,400 | | |
| | Term Loan, 3.030%, maturing September 30, 2012 | |
| |
| | | 293,571 | | |
| | | | | | Freescale Semiconductor, Inc. | | B2 | | B- | | | | | |
| 4,176,075 | | |
| | Term Loan, 4.562%, maturing December 01, 2016 | |
| |
| | | 3,750,638 | | |
| | | | | | Infor Enterprise Solutions Holdings, Inc. | | B1 | | B+ | | | | | |
| 485,000 | | | | | Term Loan, 5.020%, maturing July 28, 2015 | | | | | | | 434,075 | | |
EUR | 965,000 | | | | | Term Loan, 5.584%, maturing July 28, 2015 | | | | | | | 1,093,801 | | |
$ | 838,351 | | | | | Term Loan, 6.020%, maturing July 28, 2015 | | | | | | | 750,324 | | |
| 1,606,840 | | | | | Term Loan, 6.020%, maturing July 28, 2015 | | | | | | | 1,442,139 | | |
| | | | | | Infor Enterprise Solutions Holdings, Inc. | | Caa2 | | CCC+ | | | | | |
EUR | 500,000 | | | | | Term Loan, 6.890%, | | | | | | |
| | |
| | | | | | maturing March 02, 2014 | | | | | | | 408,430 | | |
| | | | | | Intersil Corporation | | Ba2 | | BB+ | | | | | |
$ | 500,000 | | | | | Term Loan, 4.750%, maturing April 27, 2016 | | | | | | | 501,313 | | |
| | | | | | Kronos, Inc. | | Ba3 | | B+ | | | | | |
| 3,567,546 | | | | | Term Loan, 2.533%, maturing June 11, 2014 | | | | | | | 3,366,872 | | |
| | | | | | Redprairie Corporation | | B2 | | B+ | | | | | |
| 997,500 | | |
| | Term Loan, 6.000%, maturing March 24, 2016 | |
| |
| | | 996,253 | | |
| | | | | | Spansion, LLC | | NR | | BB- | | | | | |
| 1,870,313 | | |
| | Term Loan, 7.500%, maturing January 08, 2015 | |
| |
| | | 1,858,234 | | |
| | | 17,704,581 | | |
See Accompanying Notes to Financial Statements
30
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Finance: 2.6% | | | |
| | | | | | | | Interactive Data Corporation | | Ba3 | | B+ | | | | | |
$ | 5,000,000 | | | | | | | Term Loan, 6.750%, | | | | | | |
| | |
| | | | | | | | maturing January 27, 2017 | | | | | | $ | 5,043,750 | | |
| | | | | | | | LPL Holdings, Inc. | | Ba3 | | B+ | | | | | |
| 1,042,359 | | | | | | | Term Loan, 3.128%, maturing June 28, 2013 | | | | | | | 1,017,603 | | |
| 3,281,048 | | | | | | | Term Loan, 4.250%, maturing June 25, 2015 | | | | | | | 3,190,819 | | |
| 1,995,000 | | | | | | | Term Loan, 5.250%, maturing June 28, 2017 | | | | | | | 1,985,025 | | |
| | | | | | | | MSCI, Inc. | | Ba2 | | BB+ | | | | | |
| 5,486,250 | | | | | | | Term Loan, 4.750%, maturing June 01, 2016 | | | | | | | 5,514,822 | | |
| | | | | | | | Nuveen Investments, Inc. | | B3 | | B | | | | | |
| 4,893,540 | | | |
| | | Term Loan, 3.511%, maturing November 13, 2014 | |
| |
| | | 4,339,195 | | |
| | | 21,091,214 | | |
Gaming: 3.3% | | | |
| | | | | | | | Cannery Casino Resorts, LLC | | B3 | | B | | | | | |
| 481,740 | | | | | | | Term Loan, 4.516%, maturing May 17, 2013 | | | | | | | 437,982 | | |
| 398,340 | | | | | | | Term Loan, 4.545%, maturing May 20, 2013 | | | | | | | 362,158 | | |
| | | | | (1 | ) | | Fontainebleau Las Vegas, LLC | | NR | | NR | | | | | |
| 845,005 | | | | (2 | ) | | Term Loan, 6.000%, maturing June 06, 2014 | | | | | | | 179,564 | | |
| 1,690,010 | | | | (2 | ) | | Term Loan, 6.000%, maturing June 06, 2014 | | | | | | | 359,127 | | |
| | | | | | | | Golden Nugget, Inc. | | Caa3 | | CC | | | | | |
| 1,130,391 | | | | | | | Term Loan, 3.283%, maturing June 30, 2014 | | | | | | | 921,623 | | |
| 1,984,680 | | | | | | | Term Loan, 3.320%, maturing June 30, 2014 | | | | | | | 1,618,136 | | |
| | | | | (1 | ) | | Green Valley Ranch Gaming, LLC | | C | | NR | | | | | |
| 500,000 | | | | (2)
| | | Term Loan, 3.507%, maturing August 16, 2014 | |
| |
| | | 22,500 | | |
| | | | | | | | Harrahs Operating Company, Inc. | | Caa1 | | B | | | | | |
| 4,102,900 | | | |
| | | Term Loan, 3.498%, maturing January 28, 2015 | |
| |
| | | 3,525,163 | | |
| 1,271,982 | | | |
| | | Term Loan, 3.498%, maturing January 28, 2015 | |
| |
| | | 1,095,278 | | |
| 3,641,345 | | | |
| | | Term Loan, 3.498%, maturing January 28, 2015 | |
| |
| | | 3,123,203 | | |
| 1,547,778 | | | |
| | | Term Loan, 9.500%, maturing October 31, 2016 | |
| |
| | | 1,584,859 | | |
| | | | | | | | Isle of Capri Casinos, Inc. | | B1 | | B+ | | | | | |
| 229,498 | | | |
| | | Term Loan, 5.000%, maturing November 25, 2013 | |
| |
| | | 219,027 | | |
| 511,332 | | | |
| | | Term Loan, 5.000%, maturing November 25, 2013 | |
| |
| | | 488,003 | | |
| 1,278,330 | | | |
| | | Term Loan, 5.000%, maturing November 25, 2013 | |
| |
| | | 1,220,006 | | |
| | | | | | | | Las Vegas Sands, LLC | | NR | | B | | | | | |
| 1,028,742 | | | |
| | | Term Loan, 3.010%, maturing November 23, 2016 | |
| |
| | | 934,869 | | |
| 4,072,979 | | | |
| | | Term Loan, 3.010%, maturing November 23, 2016 | |
| |
| | | 3,707,141 | | |
See Accompanying Notes to Financial Statements
31
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Gaming: (continued) | | | |
| | | | | (1 | ) | | New World Gaming Partners, Ltd. | | Caa3 | | D | | | | | |
$ | 662,035 | | | | (2 | ) | | Term Loan, 3.046%, | | | | | | |
| | |
| | | | | | maturing September 30, 2014 | | | | | | $ | 645,484 | | |
| 3,268,590 | | | (2)
| | Term Loan, 3.048%, maturing September 30, 2014 | |
| |
| | | 3,186,875 | | |
| | | | | | Penn National Gaming, Inc. | | Ba2 | | BB+ | | | | | |
| 14,407 | | |
| | Term Loan, 2.055%, maturing October 03, 2012 | |
| |
| | | 14,097 | | |
| | | | | | Seminole Tribe of Florida | | Ba1 | | BBB | | | | | |
| 19,992 | | |
| | Term Loan, 2.063%, maturing March 05, 2014 | |
| |
| | | 18,718 | | |
| | | | | | VML US Finance, LLC | | B2 | | B | | | | | |
| 454,415 | | | | | Term Loan, 5.040%, maturing May 25, 2012 | | | | | | | 448,045 | | |
| 3,079,060 | | | | | Term Loan, 5.040%, maturing May 27, 2013 | | | | | | | 3,021,648 | | |
| | | 27,133,506 | | |
Healthcare, Education and Childcare: 13.4% | | | |
| | | | | | AGA Medical Corporation | | B2 | | BB- | | | | | |
| 2,722,471 | | | | | Term Loan, 2.558%, maturing April 26, 2013 | | | | | | | 2,491,061 | | |
| | | | | | Bausch & Lomb, Inc. | | B1 | | BB- | | | | | |
| 382,422 | | | | | Term Loan, 3.510%, maturing April 24, 2015 | | | | | | | 367,343 | | |
| 1,578,947 | | | | | Term Loan, 3.589%, maturing April 24, 2015 | | | | | | | 1,516,686 | | |
| | | | | | Biomet, Inc. | | B1 | | BB- | | | | | |
| 5,933,907 | | |
| | Term Loan, 3.497%, maturing March 25, 2015 | |
| |
| | | 5,747,796 | | |
| | | | | | Bright Horizons Family Solutions, Inc. | | Ba2 | | BB- | | | | | |
| 461,176 | | | | | Term Loan, 7.500%, maturing May 28, 2015 | | | | | | | 462,082 | | |
| | | | | | Catalent Pharma Solutions, Inc. | | Ba3 | | BB- | | | | | |
| 5,582,889 | | | | | Term Loan, 2.510%, maturing April 10, 2014 | | | | | | | 5,046,931 | | |
| | | | | | CHG Medical Staffing, Inc. | | Ba3 | | B+ | | | | | |
| 1,798,500 | | |
| | Term Loan, 2.762%, maturing December 30, 2013 | |
| |
| | | 1,753,537 | | |
| 400,000 | | |
| | Term Loan, 2.900%, maturing December 30, 2013 | |
| |
| | | 390,000 | | |
| | | | | | CHS/Community Health Systems, Inc. | | Ba3 | | BB | | | | | |
| 477,091 | | | | | Term Loan, 2.549%, maturing July 25, 2014 | | | | | | | 450,769 | | |
| 9,778,515 | | | | | Term Loan, 2.549%, maturing July 25, 2014 | | | | | | | 9,239,005 | | |
| | | | | | Concentra Operating Corporation | | Ba3 | | B+ | | | | | |
| 2,643,276 | | | | | Term Loan, 2.790%, maturing June 25, 2014 | | | | | | | 2,489,086 | | |
| | | | | | CRC Health Corporation | | B1 | | B+ | | | | | |
| 575,240 | | |
| | Term Loan, 2.783%, maturing February 06, 2013 | |
| |
| | | 526,345 | | |
| 651,497 | | |
| | Term Loan, 2.783%, maturing February 06, 2013 | |
| |
| | | 596,120 | | |
| | | | | | Education Management Corporation | | B1 | | BB | | | | | |
| 1,110,775 | | | | | Term Loan, 2.313%, maturing June 03, 2013 | | | | | | | 1,020,524 | | |
| | | | | | Emdeon Business Services, LLC | | Ba3 | | BB | | | | | |
| 2,712,219 | | |
| | Term Loan, 2.383%, maturing November 16, 2013 | |
| |
| | | 2,634,243 | | |
See Accompanying Notes to Financial Statements
32
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Healthcare, Education and Childcare: (continued) | | | |
| | | | | | EMSC, L.P. | | Baa3 | | BB+ | | | | | |
$ | 496,875 | | | | | Term Loan, 3.286%, maturing April 08, 2015 | | | | | | $ | 498,117 | | |
| | | | | | Gambro Holding AB | | NR | | NR | | | | | |
| 1,670,984 | | | | | Term Loan, 2.852%, maturing June 05, 2014 | | | | | | | 1,487,176 | | |
SEK | 2,111,070 | | | | | Term Loan, 3.340%, maturing June 05, 2014 | | | | | | | 254,007 | | |
SEK | 2,146,343 | | | | | Term Loan, 3.340%, maturing June 05, 2014 | | | | | | | 258,251 | | |
$ | 1,670,984 | | | | | Term Loan, 3.352%, maturing June 05, 2015 | | | | | | | 1,487,176 | | |
SEK | 2,146,343 | | | | | Term Loan, 3.840%, maturing June 05, 2015 | | | | | | | 258,251 | | |
SEK | 2,111,070 | | | | | Term Loan, 3.840%, maturing June 05, 2015 | | | | | | | 254,007 | | |
| | | | | | Harlan Sprague Dawley, Inc. | | B3 | | BB- | | | | | |
$ | 3,416,000 | | | | | Term Loan, 3.770%, maturing July 11, 2014 | | | | | | | 3,097,174 | | |
| | | | | | Harrington Holdings, Inc. | | B1 | | BB- | | | | | |
| 2,580,000 | | |
| | Term Loan, 2.510%, maturing December 28, 2013 | |
| |
| | | 2,541,300 | | |
| | | | | | HCA, Inc. | | Ba3 | | BB | | | | | |
| 3,584,264 | | |
| | Term Loan, 2.783%, maturing November 18, 2013 | |
| |
| | | 3,458,195 | | |
| 8,595,778 | | |
| | Term Loan, 3.783%, maturing March 31, 2017 | |
| |
| | | 8,339,916 | | |
| | | | | | Health Management Associates, Inc. | | B1 | | BB- | | | | | |
| 3,448,053 | | |
| | Term Loan, 2.283%, maturing February 28, 2014 | |
| |
| | | 3,236,860 | | |
| | | | | | Iasis Healthcare, LLC | | Ba2 | | B+ | | | | | |
| 3,562,211 | | |
| | Term Loan, 2.260%, maturing March 14, 2014 | |
| |
| | | 3,380,389 | | |
| 1,232,882 | | |
| | Term Loan, 2.260%, maturing March 14, 2014 | |
| |
| | | 1,169,953 | | |
| 335,478 | | |
| | Term Loan, 3.159%, maturing March 14, 2014 | |
| |
| | | 318,355 | | |
| | | | | | IM US Holdings, LLC | | Ba2 | | BB | | | | | |
| 3,882,756 | | | | | Term Loan, 2.391%, maturing June 26, 2014 | | | | | | | 3,741,036 | | |
| | | | | | IM US Holdings, LLC | | B2 | | B- | | | | | |
| 1,000,000 | | | | | Term Loan, 4.510%, maturing June 26, 2015 | | | | | | | 969,375 | | |
| | | | | | IMS Health, Inc. | | Ba3 | | BB | | | | | |
EUR | 989,818 | | |
| | Term Loan, 5.500%, maturing January 31, 2016 | |
| |
| | | 1,248,071 | | |
$ | 1,980,480 | | |
| | Term Loan, 5.250%, maturing February 26, 2016 | |
| |
| | | 1,988,319 | | |
| | | | | | inVentiv Health, Inc. | | Ba3 | | BB- | | | | | |
| 2,140,000 | | |
| | Term Loan, 6.500%, maturing August 04, 2016 | |
| |
| | | 2,140,000 | | |
| | | | | | Molnlycke Health Care Group | | NR | | NR | | | | | |
EUR | 200,000 | | |
| | Term Loan, 2.625%, maturing March 30, 2015 | |
| |
| | | 239,232 | | |
GBP | 250,000 | | |
| | Term Loan, 2.573%, maturing March 31, 2015 | |
| |
| | | 358,432 | | |
EUR | 170,016 | | |
| | Term Loan, 2.875%, maturing March 30, 2016 | |
| |
| | | 203,367 | | |
See Accompanying Notes to Financial Statements
33
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Healthcare, Education and Childcare: (continued) | | | |
GBP | 203,835 | | | | | Term Loan, 2.823%, | | | | | | |
| | |
| | | | | | maturing March 31, 2016 | | | | | | $ | 292,244 | | |
| | | | | | National Mentor, Inc. | | Ba3 | | B | | | | | |
$ | 68,040 | | | | | Term Loan, 2.300%, maturing June 29, 2013 | | | | | | | 59,592 | | |
| 2,105,519 | | | | | Term Loan, 2.540%, maturing June 29, 2013 | | | | | | | 1,844,083 | | |
| | | | | | Nyco Holdings 3 ApS | | NR | | NR | | | | | |
EUR | 504,944 | | |
| | Term Loan, 4.469%, maturing December 29, 2014 | |
| |
| | | 595,841 | | |
EUR | 1,317,855 | | |
| | Term Loan, 4.469%, maturing December 29, 2014 | |
| |
| | | 1,555,088 | | |
EUR | 51,795 | | |
| | Term Loan, 4.469%, maturing December 29, 2014 | |
| |
| | | 61,119 | | |
EUR | 366,234 | | |
| | Term Loan, 4.469%, maturing December 29, 2014 | |
| |
| | | 432,162 | | |
EUR | 81,310 | | |
| | Term Loan, 4.469%, maturing December 29, 2014 | |
| |
| | | 95,947 | | |
EUR | 504,819 | | |
| | Term Loan, 5.219%, maturing December 29, 2015 | |
| |
| | | 595,694 | | |
EUR | 1,317,531 | | |
| | Term Loan, 5.219%, maturing December 29, 2015 | |
| |
| | | 1,554,706 | | |
EUR | 81,290 | | |
| | Term Loan, 5.219%, maturing December 29, 2015 | |
| |
| | | 95,923 | | |
EUR | 51,782 | | |
| | Term Loan, 5.219%, maturing December 29, 2015 | |
| |
| | | 61,104 | | |
EUR | 366,144 | | |
| | Term Loan, 5.291%, maturing December 29, 2015 | |
| |
| | | 432,056 | | |
| | | | | | Quintiles Transnational Corporation | | Ba2 | | BB | | | | | |
$ | 1,196,415 | | | | | Term Loan, 2.441%, | | | | | | |
| | |
| | | | | | maturing March 29, 2013 | | | | | | | 1,165,010 | | |
| | | | | | Renal Advantage, Inc. | | Ba3 | | B | | | | | |
| 3,200,000 | | | | | Term Loan, 6.000%, maturing June 03, 2016 | | | | | | | 3,210,000 | | |
| | | | | | Rural/Metro Operating Company, LLC | | Ba3 | | BB | | | | | |
| 746,250 | | |
| | Term Loan, 7.000%, maturing December 09, 2014 | |
| |
| | | 750,914 | | |
| | | | | | Skilled Healthcare Group, Inc. | | B1 | | CCC+ | | | | | |
| 1,246,875 | | |
| | Term Loan, 5.250%, maturing April 08, 2016 | |
| |
| | | 1,174,400 | | |
| | | | | | Sterigenics International, Inc. | | B3 | | B+ | | | | | |
| 1,233,398 | | |
| | Term Loan, 2.790%, maturing November 21, 2013 | |
| |
| | | 1,162,478 | | |
| | | | | | Sun Healthcare Group, Inc. | | Ba2 | | B+ | | | | | |
| 196,552 | | | | | Term Loan, 2.533%, maturing April 21, 2014 | | | | | | | 192,129 | | |
| 331,512 | | | | | Term Loan, 3.645%, maturing April 21, 2014 | | | | | | | 324,053 | | |
| | | | | | Surgical Care Affiliates, LLC | | Ba3 | | B | | | | | |
| 1,922,723 | | |
| | Term Loan, 2.534%, maturing December 29, 2014 | |
| |
| | | 1,797,746 | | |
| | | | | | Team Health, Inc. | | B1 | | BB | | | | | |
| 661,469 | | |
| | Term Loan, 2.391%, maturing November 23, 2012 | |
| |
| | | 634,183 | | |
See Accompanying Notes to Financial Statements
34
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Healthcare, Education and Childcare: (continued) | | | | | |
| | | | | | | | United Surgical Partners International, Inc. | | Ba3 | | B | | | | | |
$ | 2,028,629 | | | | | | | Term Loan, 2.380%, maturing April 19, 2014 | | | | | | $ | 1,905,221 | | |
| 383,276 | | | | | | | Term Loan, 2.270%, maturing April 21, 2014 | | | | | | | 359,960 | | |
| | | | | | | | Universal Health Services, Inc. | | Ba2 | | BB+ | | | | | |
| 3,125,000 | | | | (3 | ) | | Term Loan, maturing July 28, 2016 | | | | | | | 3,124,246 | | |
| | | | | | | | Vanguard Health Holdings Company II, LLC | | Ba2 | | BB- | | | | | |
| 997,500 | | | |
| | | Term Loan, 5.000%, maturing January 29, 2016 | |
| |
| | | 988,268 | | |
| | | | | | | | VWR International, Inc. | | B1 | | B+ | | | | | |
EUR | 2,450,636 | | | | | | | Term Loan, 3.128%, maturing June 29, 2014 | | | | | | | 2,839,800 | | |
$ | 2,450,636 | | | | | | | Term Loan, 2.760%, maturing June 30, 2014 | | | | | | | 2,292,876 | | |
| | | | | | | | Warner Chilcott Company, LLC | | Ba3 | | BB | | | | | |
| 1,110,462 | | | |
| | | Term Loan, 6.000%, maturing October 30, 2014 | |
| |
| | | 1,111,029 | | |
| 871,282 | | | | | | | Term Loan, 6.250%, maturing April 30, 2015 | | | | | | | 871,870 | | |
| 523,236 | | | | | | | Term Loan, 6.250%, maturing April 30, 2015 | | | | | | | 523,589 | | |
| 306,373 | | | | (3 | ) | | Term Loan, maturing February 20, 2016 | | | | | | | 308,160 | | |
| 943,627 | | | | (3 | ) | | Term Loan, maturing February 20, 2016 | | | | | | | 948,739 | | |
| | | 109,018,717 | | |
Home & Office Furnishings: 0.9% | | | | | |
| | | | | | | | Global Garden Products Italy, S.P.A. | | NR | | NR | | | | | |
EUR | 745,552 | | | | (2)
| | | Term Loan, 3.206%, maturing August 31, 2016 | |
| |
| | | 830,900 | | |
EUR | 745,552 | | | | (2)
| | | Term Loan, 3.206%, maturing August 31, 2017 | |
| |
| | | 830,900 | | |
| | | | | | | | Hilding Anders AB | | NR | | NR | | | | | |
SEK | 20,194,780 | | | | | | | Term Loan, 3.008%, maturing March 31, 2015 | |
| |
| | | 2,173,912 | | |
EUR | 367,247 | | | | | | | Term Loan, 3.910%, maturing April 25, 2015 | |
| |
| | | 369,754 | | |
| | | | | | | | National Bedding Company | | B1 | | BB- | | | | | |
$ | 1,072,656 | | | | | | | Term Loan, 2.375%, | | | | | | |
| | |
| | | | | | | | maturing February 28, 2013 | | | | | | | 1,029,749 | | |
| | | | | | | | Springs Window Fashions, LLC | | B2 | | B+ | | | | | |
| 2,087,470 | | | |
| | | Term Loan, 3.313%, maturing December 31, 2012 | |
| |
| | | 1,988,315 | | |
| | | 7,223,530 | | |
Insurance: 2.0% | | | | | |
| | | | | | | | AmWINS Group, Inc. | | B2 | | B- | | | | | |
| 2,373,313 | | | |
| | | Term Loan, 2.901%, maturing June 08, 2013 | |
| |
| | | 2,204,214 | | |
| | | | | | | | Applied Systems, Inc. | | B1 | | B- | | | | | |
| 1,186,574 | | | |
| | | Term Loan, 2.760%, maturing September 26, 2013 | |
| |
| | | 1,100,547 | | |
| | | | | | | | C.G. JCF Corporation | | B2 | | B | | | | | |
| 1,818,076 | | | |
| | | Term Loan, 3.270%, maturing August 01, 2014 | |
| |
| | | 1,695,356 | | |
See Accompanying Notes to Financial Statements
35
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Insurance: (continued) | | | |
| | | | | | Conseco, Inc. | | B2 | | B- | | | | | |
$ | 2,215,121 | | | | | Term Loan, 7.500%, | | | | | | |
| | |
| | | | | | maturing October 10, 2013 | | | | | | $ | 2,171,512 | | |
| | | | | | HMSC Corporation | | B3 | | B- | | | | | |
| 3,060,732 | | | | | Term Loan, 2.510%, maturing April 03, 2014 | | | | | | | 2,448,585 | | |
| | | | | | Hub International, Ltd. | | B2 | | B | | | | | |
| 2,382,216 | | | | | Term Loan, 3.033%, maturing June 13, 2014 | | | | | | | 2,218,439 | | |
| 535,473 | | | | | Term Loan, 3.033%, maturing June 13, 2014 | | | | | | | 498,659 | | |
| | | | | | Sedgwick Holdings, Inc. | | B1 | | B+ | | | | | |
| 1,396,500 | | | | | Term Loan, 5.500%, maturing May 27, 2016 | | | | | | | 1,393,009 | | |
| | | | | | USI Holdings Corporation | | B2 | | B- | | | | | |
| 595,500 | | | | | Term Loan, 7.000%, maturing April 15, 2014 | | | | | | | 579,124 | | |
| 2,673,639 | | | | | Term Loan, 3.290%, maturing May 05, 2014 | | | | | | | 2,463,090 | | |
| | | 16,772,535 | | |
Leisure, Amusement, Entertainment: 3.8% | | | |
| | | | | | 24 Hour Fitness Worldwide, Inc. | | Ba2 | | B+ | | | | | |
| 2,250,000 | | | | | Term Loan, 6.750%, maturing April 22, 2016 | | | | | | | 2,105,156 | | |
| | | | | | Alpha D2, Ltd. | | NR | | NR | | | | | |
| 1,506,081 | | |
| | Term Loan, 2.424%, maturing December 31, 2013 | |
| |
| | | 1,383,540 | | |
| 1,017,315 | | |
| | Term Loan, 2.424%, maturing December 31, 2013 | |
| |
| | | 934,542 | | |
| | | | | | AMF Bowling Worldwide, Inc. | | B1 | | B | | | | | |
| 2,881,995 | | | | | Term Loan, 2.793%, maturing June 08, 2013 | | | | | | | 2,516,941 | | |
| | | | | | Cedar Fair, L.P. | | Ba2 | | BB- | | | | | |
| 3,125,000 | | |
| | Term Loan, 5.500%, maturing December 15, 2016 | |
| |
| | | 3,143,800 | | |
| | | | | | HIT Entertainment, Inc. | | B1 | | CCC+ | | | | | |
| 3,387,069 | | | | | Term Loan, 5.685%, maturing June 01, 2012 | | | | | | | 3,176,224 | | |
| | | | | | Live Nation Entertainment, Inc. | | Ba2 | | BB- | | | | | |
| 997,500 | | |
| | Term Loan, 4.500%, maturing November 07, 2016 | |
| |
| | | 980,460 | | |
| | | | | | Metro-Goldwyn-Mayer, Inc. | | Ba3 | | B+ | | | | | |
| 10,789,173 | | | (2)
| | Term Loan, 20.500%, maturing April 09, 2012 | |
| |
| | | 4,627,357 | | |
| 11,764,787 | | | (2)
| | Term Loan, 20.500%, maturing April 09, 2012 | |
| |
| | | 5,045,788 | | |
| | | | | | NEP II, Inc. | | B1 | | B | | | | | |
| 4,205,581 | | |
| | Term Loan, 2.314%, maturing February 16, 2014 | |
| |
| | | 3,990,045 | | |
| | | | | | Regal Cinemas Corporation | | Ba3 | | BB- | | | | | |
| 2,963,101 | | |
| | Term Loan, 4.033%, maturing November 21, 2016 | |
| |
| | | 2,934,087 | | |
| | | 30,837,940 | | |
Lodging: 2.7% | | | |
| | | | | | Audio Visual Services Corporation | | NR | | NR | | | | | |
| 1,458,750 | | |
| | Term Loan, 2.790%, maturing February 28, 2014 | |
| |
| | | 1,108,650 | | |
See Accompanying Notes to Financial Statements
36
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Lodging: (continued) | | | | | |
| | | | | | | | HDC Mezz 1 Partners, L.P. | | B1 | | B+ | | | | | |
$ | 24,600,000 | | | | | | | Term Loan, 2.026%, | | | | | | |
| | |
| | | | | | | | maturing January 15, 2011 | | | | | | $ | 20,664,000 | | |
| | | 21,772,650 | | |
Machinery: 1.0% | | | | | |
| | | | | | | | Bucyrus International, Inc. | | Ba2 | | BB | | | | | |
| 2,992,626 | | | |
| | | Term Loan, 4.500%, maturing February 19, 2016 | |
| |
| | | 3,012,826 | | |
| | | | | | | | Kion Group GmbH | | NR | | NR | | | | | |
| 506,361 | | | |
| | | Term Loan, 2.510%, maturing December 23, 2014 | |
| |
| | | 397,212 | | |
EUR | 1,252,951 | | | | | | | Term Loan, 4.390%, maturing December 23, 2014 | |
| |
| | | 1,275,209 | | |
$ | 506,361 | | | | | | | Term Loan, 2.760%, maturing December 23, 2015 | |
| |
| | | 397,212 | | |
EUR | 1,158,821 | | | | | | | Term Loan, 4.640%, maturing December 23, 2015 | |
| |
| | | 1,179,407 | | |
| | | | | | | | NACCO Materials Handling Group, Inc. | | NR | | NR | | | | | |
$ | 1,952,248 | | | | | | | Term Loan, 2.201%, | | | | | | |
| | |
| | | | | | | | maturing March 22, 2013 | | | | | | | 1,761,904 | | |
| | | 8,023,770 | | |
Mining, Steel, Iron & Nonprecious Metals: 1.2% | | | | | |
| | | | | | | | Fairmount Minerals, Ltd. | | B1 | | BB | | | | | |
| 2,100,000 | | | | (3)
| | | Term Loan, 6.750%, maturing August 05, 2016 | |
| |
| | | 2,104,814 | | |
| | | | | | | | Noranda Aluminum Acquisition Corporation | | Ba3 | | B+ | | | | | |
| 1,696,411 | | | | | | | Term Loan, 2.047%, maturing May 18, 2014 | | | | | | | 1,598,867 | | |
| | | | | | | | Novelis Corporation | | Ba1 | | BB- | | | | | |
| 1,515,625 | | | | | | | Term Loan, 2.270%, maturing July 06, 2014 | | | | | | | 1,454,789 | | |
| 3,334,571 | | | | | | | Term Loan, 2.395%, maturing July 06, 2014 | | | | | | | 3,200,724 | | |
| | | | | | | | Oxbow Carbon, LLC | | B1 | | BB+ | | | | | |
| 1,989,774 | | | | | | | Term Loan, 2.533%, maturing May 08, 2014 | | | | | | | 1,876,606 | | |
| | | 10,235,800 | | |
Non-North American Cable: 2.9% | | | | | |
| | | | | | | | Casema Bidco / Serpering Investments, B.V. | | NR | | NR | | | | | |
EUR | 445,242 | | | | (3)
| | | Term Loan, 3.375%, maturing September 15, 2014 | |
| |
| | | 549,887 | | |
EUR | 227,032 | | | | (3)
| | | Term Loan, 3.375%, maturing September 15, 2014 | |
| |
| | | 280,391 | | |
EUR | 342,012 | | | | (3)
| | | Term Loan, 3.375%, maturing September 15, 2014 | |
| |
| | | 422,396 | | |
EUR | 111,034 | | | | (3)
| | | Term Loan, 4.125%, maturing September 14, 2015 | |
| |
| | | 137,131 | | |
EUR | 870,558 | | | | | | | Term Loan, 4.125%, maturing September 14, 2015 | |
| |
| | | 1,075,167 | | |
| | | | | | | | Numericable / YPSO France SAS | | NR | | NR | | | | | |
EUR | 450,043 | | | | | | | Term Loan, 4.390%, maturing June 16, 2014 | | | | | | | 435,700 | | |
EUR | 734,279 | | | | | | | Term Loan, 4.390%, maturing June 16, 2014 | | | | | | | 710,877 | | |
See Accompanying Notes to Financial Statements
37
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Non-North American Cable: (continued) | | | |
EUR | 620,708 | | | | | Term Loan, 4.390%, maturing June 16, 2014 | | | | | | $ | 600,925 | | |
EUR | 438,238 | | |
| | Term Loan, 4.890%, maturing December 31, 2015 | |
| |
| | | 423,986 | | |
EUR | 233,327 | | |
| | Term Loan, 4.890%, maturing December 31, 2015 | |
| |
| | | 225,739 | | |
| | | | | | UPC Broadband Holding, B.V. | | Ba3 | | B+ | | | | | |
$ | 1,406,849 | | |
| | Term Loan, 4.251%, maturing December 30, 2016 | |
| |
| | | 1,356,202 | | |
EUR | 3,441,622 | | |
| | Term Loan, 4.395%, maturing December 31, 2016 | |
| |
| | | 4,057,816 | | |
$ | 2,593,151 | | |
| | Term Loan, 4.251%, maturing December 29, 2017 | |
| |
| | | 2,488,616 | | |
EUR | 2,482,502 | | |
| | Term Loan, 4.645%, maturing December 31, 2017 | |
| |
| | | 2,934,771 | | |
| | | | | | Virgin Media Investment Holdings, Ltd. | | Ba1 | | BB+ | | | | | |
GBP | 5,000,000 | | | | | Term Loan, 4.778%, | | | | | | |
| | |
| | | | | | maturing December 31, 2015 | | | | | | | 7,484,307 | | |
| | | 23,183,911 | | |
North American Cable: 8.0% | | | |
| | | | | | Block Communications, Inc. | | Ba1 | | BB | | | | | |
$ | 1,193,750 | | | | | Term Loan, 2.260%, | | | | | | |
| | |
| | | | | | maturing December 22, 2011 | | | | | | | 1,131,078 | | |
| | | | | | Bresnan Communications, LLC | | B1 | | BB- | | | | | |
| 3,690,625 | | |
| | Term Loan, 2.309%, maturing March 29, 2014 | |
| |
| | | 3,670,441 | | |
| | | | | | Cequel Communications, LLC | | Ba3 | | BB- | | | | | |
| 21,470,884 | | |
| | Term Loan, 2.295%, maturing November 05, 2013 | |
| |
| | | 20,708,904 | | |
| | | | | | Charter Communications Operating, LLC | | Ba2 | | BB+ | | | | | |
| 1,539,909 | | |
| | Term Loan, 2.260%, maturing March 06, 2014 | |
| |
| | | 1,462,144 | | |
| 12,501,002 | | |
| | Term Loan, 3.790%, maturing September 06, 2016 | |
| |
| | | 11,987,573 | | |
| | | | | | CSC Holdings, Inc. | | Baa3 | | BBB- | | | | | |
| 2,020,493 | | |
| | Term Loan, 2.017%, maturing March 29, 2016 | |
| |
| | | 1,967,817 | | |
| | | | | | Insight Midwest Holdings, LLC | | Ba3 | | B+ | | | | | |
| 1,068,735 | | |
| | Term Loan, 2.132%, maturing April 07, 2014 | |
| |
| | | 1,022,423 | | |
| | | | | | Knology, Inc. | | B1 | | B+ | | | | | |
| 2,814,475 | | |
| | Term Loan, 4.033%, maturing June 30, 2014 | |
| |
| | | 2,737,077 | | |
| | | | | | Mediacom Broadband, LLC | | Ba3 | | BB- | | | | | |
| 4,852,621 | | |
| | Term Loan, 5.500%, maturing January 31, 2015 | |
| |
| | | 4,519,003 | | |
| 2,000,000 | | |
| | Term Loan, 4.500%, maturing October 23, 2017 | |
| |
| | | 1,909,376 | | |
| | | | | | Mediacom LLC Group | | Ba3 | | BB- | | | | | |
| 5,297,116 | | |
| | Term Loan, 2.010%, maturing January 31, 2015 | |
| |
| | | 4,881,266 | | |
See Accompanying Notes to Financial Statements
38
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
North American Cable: (continued) | | | |
$ | 1,786,500 | | | | | Term Loan, 5.500%, | | | | | | |
| | |
| | | | | | maturing March 31, 2017 | | | | | | $ | 1,758,575 | | |
| | | | | | San Juan Cable, LLC | | B1 | | BB- | | | | | |
| 1,838,131 | | |
| | Term Loan, 2.050%, maturing October 31, 2012 | |
| |
| | | 1,750,819 | | |
| | | | | | Wideopenwest Finance, LLC | | B1 | | B- | | | | | |
| 5,702,357 | | | | | Term Loan, 2.793%, maturing June 18, 2014 | | | | | | | 5,271,117 | | |
| | | 64,777,613 | | |
Oil & Gas: 1.1% | | | |
| | | | | | Alon USA Energy, Inc. | | B1 | | B+ | | | | | |
| 213,333 | | | | | Term Loan, 2.510%, maturing June 22, 2013 | | | | | | | 158,933 | | |
| 1,706,667 | | | | | Term Loan, 2.594%, maturing June 22, 2013 | | | | | | | 1,271,467 | | |
| | | | | | CGGVeritas Services, Inc. | | Ba1 | | BB | | | | | |
| 1,972,703 | | |
| | Term Loan, 5.500%, maturing January 12, 2016 | |
| |
| | | 1,950,510 | | |
| | | | | | Hercules Offshore, LLC | | B2 | | B- | | | | | |
| 2,160,391 | | | | | Term Loan, 6.000%, maturing July 11, 2013 | | | | | | | 1,914,647 | | |
| | | | | | MEG Energy Corporation | | B1 | | BB+ | | | | | |
| 3,163,499 | | | | | Term Loan, 6.000%, maturing April 03, 2016 | | | | | | | 3,166,133 | | |
| | | | | | Targa Resources, Inc. | | B1 | | B+ | | | | | |
| 298,638 | | | | | Term Loan, 5.750%, maturing July 05, 2016 | | | | | | | 298,862 | | |
| | | 8,760,552 | | |
Other Broadcasting and Entertainment: 1.2% | | | |
| | | | | | Nielson Finance, LLC | | Ba3 | | B+ | | | | | |
| 221,858 | | |
| | Term Loan, 2.295%, maturing August 09, 2013 | |
| |
| | | 212,627 | | |
| 4,639,251 | | | | | Term Loan, 4.045%, maturing May 02, 2016 | | | | | | | 4,498,417 | | |
| 3,574,600 | | | | | Term Loan, 4.045%, maturing May 02, 2016 | | | | | | | 3,439,438 | | |
| | | | | | TWCC Holding Corporation | | Ba2 | | BB | | | | | |
| 1,984,297 | | |
| | Term Loan, 5.000%, maturing September 14, 2015 | |
| |
| | | 1,988,514 | | |
| | | 10,138,996 | | |
Other Telecommunications: 1.8% | | | |
| | | | | | Asurion Corporation | | Ba3 | | B+ | | | | | |
| 4,218,125 | | | | | Term Loan, 3.311%, maturing July 03, 2014 | | | | | | | 4,038,268 | | |
| | | | | | BCM Ireland Holdings, Ltd. | | B1 | | B+ | | | | | |
EUR | 1,312,967 | | | | | Term Loan, 2.500%, | | | | | | | | | |
| | | | | | maturing September 30, 2014 | | | | | | | 1,393,986 | | |
EUR | 1,313,237 | | | | | Term Loan, 2.750%, | | | | | | | | | |
| | | | | | maturing September 30, 2015 | | | | | | | 1,394,272 | | |
| | | | | | Consolidated Communications, Inc. | | B1 | | B+ | | | | | |
$ | 1,000,000 | | | | | Term Loan, 2.770%, | | | | | | |
| | |
| | | | | | maturing December 31, 2014 | | | | | | | 951,875 | | |
| | | | | (1 | ) | | Hawaiian Telcom Communications, Inc. | | NR | | NR | | | | | |
| 1,905,829 | | | | | Term Loan, 4.750%, maturing June 01, 2014 | | | | | | | 1,515,134 | | |
| | | | | | Kentucky Data Link, Inc. | | B1 | | B- | | | | | |
| 2,713,443 | | |
| | Term Loan, 2.510%, maturing February 26, 2014 | |
| |
| | | 2,679,525 | | |
See Accompanying Notes to Financial Statements
39
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Other Telecommunications: (continued) | | | |
| | | | | | Time Warner Telecom Holdings, Inc. | | Ba1 | | B+ | | | | | |
$ | 561 | | | | | Term Loan, 2.020%, | | | | | | |
| | |
| | | | | | maturing January 07, 2013 | | | | | | $ | 543 | | |
| | | | | | U.S. Telepacific Corporation | | B1 | | CCC+ | | | | | |
| 3,092,250 | | |
| | Term Loan, 9.250%, maturing August 17, 2015 | |
| |
| | | 3,110,612 | | |
| | | 15,084,215 | | |
Personal & Nondurable Consumer Products: 2.3% | | | |
| | | | | | Advantage Sales & Marketing, Inc. | | Ba3 | | B+ | | | | | |
| 1,995,000 | | | | | Term Loan, 5.000%, maturing May 05, 2016 | | | | | | | 1,985,336 | | |
| | | | | | Bushnell, Inc. | | B2 | | B- | | | | | |
| 1,659,702 | | |
| | Term Loan, 4.783%, maturing August 24, 2013 | |
| |
| | | 1,529,001 | | |
| | | | | | Fender Musical Instruments Corporation | | B2 | | B | | | | | |
| 1,009,053 | | |
| | Term Loan, 2.550%, maturing June 09, 2014 | |
| |
| | | 852,650 | | |
| 1,997,505 | | |
| | Term Loan, 2.790%, maturing June 09, 2014 | |
| |
| | | 1,687,892 | | |
| | | | | | Hillman Group, Inc. | | Ba3 | | B+ | | | | | |
| 900,000 | | | | | Term Loan, 5.500%, maturing May 27, 2016 | | | | | | | 902,813 | | |
| | | | | | Huish Detergents, Inc. | | Ba2 | | BB | | | | | |
| 2,218,722 | | | | | Term Loan, 2.020%, maturing April 26, 2014 | | | | | | | 2,110,004 | | |
| | | | | | Information Resources, Inc. | | Ba3 | | B | | | | | |
| 267,268 | | | | | Term Loan, 3.339%, maturing May 16, 2014 | | | | | | | 255,909 | | |
| | | | | | Jarden Corporation | | Ba1 | | BB+ | | | | | |
| 2,425,630 | | |
| | Term Loan, 3.783%, maturing January 26, 2015 | |
| |
| | | 2,416,534 | | |
| | | | | | KIK Custom Products, Inc. | | B3 | | CCC+ | | | | | |
| 288,991 | | | | | Term Loan, 2.520%, maturing June 02, 2014 | | | | | | | 240,946 | | |
| 1,685,780 | | | | | Term Loan, 2.520%, maturing June 02, 2014 | | | | | | | 1,405,519 | | |
| | | | | | Spectrum Brands, Inc. | | B2 | | B | | | | | |
| 2,400,000 | | | | | Term Loan, 8.000%, maturing June 16, 2016 | | | | | | | 2,430,751 | | |
| | | | | | Yankee Candle Company, Inc. | | Ba3 | | BB- | | | | | |
| 2,802,838 | | |
| | Term Loan, 2.270%, maturing February 06, 2014 | |
| |
| | | 2,678,301 | | |
| | | 18,495,656 | | |
Personal, Food & Miscellaneous: 2.2% | | | |
| | | | | | Acosta, Inc. | | B1 | | B | | | | | |
| 4,203,504 | | |
| | Term Loan, 2.520%, maturing July 28, 2013 | |
| |
| | | 4,019,601 | | |
| | | | | | Culligan International Company | | B3 | | B- | | | | | |
| 951,250 | | |
| | Term Loan, 2.520%, maturing November 24, 2012 | |
| |
| | | 764,765 | | |
| | | | | | N.E.W. Customer Services Companies, Inc. | | Ba3 | | B+ | | | | | |
| 2,446,429 | | |
| | Term Loan, 6.000%, maturing March 05, 2016 | |
| |
| | | 2,414,319 | | |
| | | | | | NPC International, Inc. | | Ba3 | | B+ | | | | | |
| 971,972 | | | | | Term Loan, 2.171%, maturing May 03, 2013 | | | | | | | 930,663 | | |
See Accompanying Notes to Financial Statements
40
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Personal, Food & Miscellaneous: (continued) | | | |
| | | | | | OSI Restaurant Partners, Inc. | | B3 | | B+ | | | | | |
$ | 511,156 | | | | | Term Loan, 2.802%, maturing June 14, 2013 | | | | | | $ | 453,731 | | |
| 5,358,941 | | |
| | Term Loan, 2.875%, maturing June 14, 2014 | |
| |
| | | 4,756,896 | | |
| | | | | | Seminole Hard Rock Entertainment, Inc. | | B2 | | BB | | | | | |
| 1,000,000 | | |
| | Floating Rate Note, 2.571%, maturing March 15, 2014 | |
| |
| | | 872,500 | | |
| | | | | | Wendys/Arbys Restaurants, LLC | | Ba2 | | BB | | | | | |
| 1,500,000 | | | | | Term Loan, 5.000%, maturing May 24, 2017 | | | | | | | 1,505,063 | | |
| | | | | | Whitelabel IV, S.A. | | Ba3 | | B+ | | | | | |
EUR | 583,833 | | | | (3 | ) | | Term Loan, maturing July 14, 2017 | | | | | | | 733,850 | | |
EUR | 966,167 | | | | (3 | ) | | Term Loan, maturing July 14, 2017 | | | | | | | 1,214,424 | | |
| | | 17,665,812 | | |
Printing & Publishing: 9.8% | | | |
| | | | | | American Achievement Corporation | | B1 | | B+ | | | | | |
$ | 296,611 | | | | | Term Loan, 6.250%, | | | | | | |
| | |
| | | | | | maturing March 25, 2011 | | | | | | | 283,264 | | |
| | | | | | Black Press, Ltd. | | B1 | | B- | | | | | |
| 772,942 | | |
| | Term Loan, 2.297%, maturing August 02, 2013 | |
| |
| | | 674,392 | | |
| 1,269,774 | | |
| | Term Loan, 2.299%, maturing August 02, 2013 | |
| |
| | | 1,107,878 | | |
| | | | | | Caribe Information Investments, Inc. | | B2 | | CCC- | | | | | |
| 2,609,637 | | |
| | Term Loan, 2.734%, maturing March 31, 2013 | |
| |
| | | 1,996,372 | | |
| | | | | | Cengage Learning, Inc. | | B2 | | B+ | | | | | |
| 711,111 | | | | | Revolver, 0.904%, maturing July 05, 2013 | | | | | | | 577,778 | | |
| 6,726,600 | | |
| | Term Loan, 3.030%, maturing July 03, 2014 | |
| |
| | | 5,987,441 | | |
| | | | | | Cenveo Corporation | | Ba2 | | BB | | | | | |
| 24,457 | | |
| | Term Loan, 5.039%, maturing June 21, 2013 | |
| |
| | | 24,006 | | |
| 1,491,985 | | |
| | Term Loan, 5.039%, maturing June 21, 2013 | |
| |
| | | 1,464,478 | | |
| | | | | | CW Acquisition Limited Partnership | | Ba3 | | BB | | | | | |
| 1,961,667 | | | | | Term Loan, 9.000%, maturing July 13, 2016 | | | | | | | 1,965,345 | | |
| | | | | | Dex Media East, LLC | | B1 | | B+ | | | | | |
| 3,333,581 | | |
| | Term Loan, 2.907%, maturing October 24, 2014 | |
| |
| | | 2,573,524 | | |
| | | | | | Dex Media West, LLC | | Ba3 | | B+ | | | | | |
| 2,253,903 | | |
| | Term Loan, 7.000%, maturing October 24, 2014 | |
| |
| | | 1,959,955 | | |
| | | | | | Flint Group Holdings S.A.R.L. | | NR | | NR | | | | | |
| 841,151 | | |
| | Term Loan, 2.639%, maturing December 31, 2014 | |
| |
| | | 768,251 | | |
| 353,279 | | |
| | Term Loan, 2.639%, maturing December 31, 2014 | |
| |
| | | 322,661 | | |
| 2,333,333 | | | | | Term Loan, 2.639%, maturing May 29, 2015 | | | | | | | 2,131,110 | | |
See Accompanying Notes to Financial Statements
41
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Printing & Publishing: (continued) | | | |
EUR | 666,667 | | | | | Term Loan, 2.970%, maturing May 29, 2015 | | | | | | $ | 792,797 | | |
$ | 1,277,104 | | | | | Term Loan, 2.639%, | | | | | | |
| | |
| | | | | | maturing December 31, 2015 | | | | | | | 1,166,422 | | |
| | | | | | Hanley Wood, LLC | | Caa1 | | CCC | | | | | |
| 2,661,102 | | |
| | Term Loan, 2.623%, maturing March 08, 2014 | |
| |
| | | 1,197,496 | | |
| | | | | | Intermedia Outdoor, Inc. | | NR | | NR | | | | | |
| 1,918,047 | | |
| | Term Loan, 3.283%, maturing January 31, 2013 | |
| |
| | | 1,590,780 | | |
| | | | | | Mediannuaire Holding | | NR | | NR | | | | | |
EUR | 1,687,676 | | |
| | Term Loan, 2.968%, maturing October 10, 2014 | |
| |
| | | 1,520,439 | | |
EUR | 1,686,673 | | |
| | Term Loan, 3.468%, maturing October 09, 2015 | |
| |
| | | 1,516,622 | | |
| | | | | | Merrill Communications, LLC | | B2 | | CCC+ | | | | | |
$ | 5,527,710 | | | | | Term Loan, 3.280%, | | | | | | |
| | |
| | | | | | maturing December 24, 2012 | | | | | | | 5,223,686 | | |
| | | | | | Nelson Canada, Ltd. | | B1 | | B | | | | | |
| 2,867,628 | | | | | Term Loan, 3.033%, maturing July 05, 2014 | | | | | | | 2,523,513 | | |
| | | | | | PagesJaunes Groupe, S.A. | | NR | | NR | | | | | |
EUR | 1,100,000 | | | | | Term Loan, 2.218%, | | | | | | |
| | |
| | | | | | maturing November 22, 2013 | | | | | | | 1,200,278 | | |
| | | | | | PBL Media Finance Pty., Ltd. | | B1 | | NR | | | | | |
AUD | 24,331,191 | | | | | Term Loan, 7.128%, | | | | | | |
| | |
| | | | | | maturing February 05, 2013 | | | | | | | 18,519,377 | | |
| | | | | | Penton Media, Inc. | | Caa1 | | CCC+ | | | | | |
$ | 2,136,263 | | | | | Term Loan, 5.000%, | | | | | | |
| | |
| | | | | | maturing August 01, 2014 | | | | | | | 1,490,044 | | |
| | | | | | Quad/Graphics, Inc. | | Ba2 | | BB+ | | | | | |
| 1,800,000 | | | | | Term Loan, 5.500%, maturing April 14, 2016 | | | | | | | 1,725,300 | | |
| | | | | | R.H. Donnelley Corporation | | B1 | | B | | | | | |
| 3,735,405 | | |
| | Term Loan, 9.000%, maturing October 24, 2014 | |
| |
| | | 3,219,919 | | |
| | | | | | Source Media, Inc. | | B2 | | B | | | | | |
| 3,420,812 | | |
| | Term Loan, 6.040%, maturing November 08, 2011 | |
| |
| | | 3,275,427 | | |
| | | | | | Springer Science + Business Media, S.A. | | B1 | | B+ | | | | | |
| 2,000,000 | | | | | Term Loan, 6.751%, maturing June 17, 2016 | | | | | | | 1,991,666 | | |
| | | | | | SuperMedia, Inc. | | B3 | | B- | | | | | |
| 10,275,676 | | |
| | Term Loan, 11.000%, maturing December 31, 2015 | |
| |
| | | 8,233,385 | | |
| | | | | | FM Mergerco, Inc. | | Caa2 | | CCC | | | | | |
| 998,010 | | | | | Term Loan, 9.000%, maturing June 14, 2016 | | | | | | | 973,060 | | |
| | | | | (1 | ) | | Tribune Company | | NR | | NR | | | | | |
| 1,491,225 | | | | (2 | ) | | Term Loan, 5.250%, maturing June 04, 2014 | | | | | | | 946,661 | | |
| | | | | | Yell Group, PLC | | NR | | NR | | | | | |
| 1,690,294 | | | | | Term Loan, 4.010%, maturing July 31, 2014 | | | | | | | 1,011,359 | | |
| | | 79,954,686 | | |
See Accompanying Notes to Financial Statements
42
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Radio and TV Broadcasting: 5.4% | | | |
| | | | | | Citadel Broadcasting Corporation | | Ba2 | | BB+ | | | | | |
$ | 1,575,178 | | | | | Term Loan, 11.000%, | | | | | | |
| | |
| | | | | | maturing June 03, 2015 | | | | | | $ | 1,660,041 | | |
| | | | | | CMP KC, LLC | | NR | | NR | | | | | |
| 2,007,994 | | | | (2 | ) | | Term Loan, 6.250%, maturing May 03, 2011 | | | | | | | 170,680 | | |
| | | | | | CMP Susquehanna Corporation | | Caa1 | | B- | | | | | |
| 3,838,770 | | | | | Term Loan, 2.313%, maturing May 05, 2013 | | | | | | | 3,446,256 | | |
| | | | | | Cumulus Media, Inc. | | Caa1 | | B- | | | | | |
| 4,534,315 | | | | | Term Loan, 4.012%, maturing June 11, 2014 | | | | | | | 4,112,057 | | |
| | | | | | FoxCo Acquisition, LLC | | B2 | | B | | | | | |
| 1,084,969 | | | | | Term Loan, 7.500%, maturing July 14, 2015 | | | | | | | 1,049,369 | | |
| | | | | | Local TV Finance, LLC | | B2 | | B- | | | | | |
| 2,298,000 | | | | | Term Loan, 2.270%, maturing May 07, 2013 | | | | | | | 2,056,710 | | |
| | | | | | Nexstar Broadcasting, Inc. | | Ba3 | | BB- | | | | | |
| 633,750 | | |
| | Term Loan, 5.000%, maturing September 30, 2016 | |
| |
| | | 630,581 | | |
| 991,250 | | |
| | Term Loan, 5.006%, maturing September 30, 2016 | |
| |
| | | 986,294 | | |
| | | | | | ProSiebenSat.1 Media AG | | NR | | NR | | | | | |
EUR | 1,186,386 | | | | | Term Loan, 2.390%, maturing July 02, 2014 | | | | | | | 1,335,972 | | |
EUR | 64,386 | | | | | Term Loan, 2.390%, maturing July 02, 2014 | | | | | | | 72,504 | | |
EUR | 220,233 | | | | | Term Loan, 2.390%, | | | | | | |
| | |
| | | | | | maturing March 02, 2015 | | | | | | | 248,001 | | |
EUR | 1,339,945 | | | | | Term Loan, 2.765%, maturing June 26, 2015 | | | | | | | 1,525,862 | | |
EUR | 60,287 | | | | | Term Loan, 2.765%, maturing July 03, 2015 | | | | | | | 68,652 | | |
| | | | | | Regent Broadcasting, LLC | | NR | | NR | | | | | |
$ | 1,783,452 | | | | | Term Loan, 5.250%, maturing April 27, 2014 | | | | | | | 1,747,783 | | |
| | | | | | Sinclair Television Group, Inc. | | Ba1 | | BB | | | | | |
| 1,145,455 | | |
| | Term Loan, 5.500%, maturing October 29, 2015 | |
| |
| | | 1,149,988 | | |
| | | | | | Spanish Broadcasting Systems, Inc. | | Caa3 | | B- | | | | | |
| 2,327,416 | | | | | Term Loan, 2.290%, maturing June 11, 2012 | | | | | | | 2,158,678 | | |
| | | | | | Univision Communications, Inc. | | B2 | | B- | | | | | |
| 24,944,918 | | |
| | Term Loan, 2.510%, maturing September 29, 2014 | |
| |
| | | 21,525,918 | | |
| | | 43,945,346 | | |
Retail Stores: 7.1% | | | |
| | | | | | Amscan Holdings, Inc. | | B1 | | B | | | | | |
| 1,929,464 | | | | | Term Loan, 2.788%, maturing May 25, 2013 | | | | | | | 1,827,363 | | |
| | | | | | CBR FASHION GmbH | | NR | | NR | | | | | |
EUR | 560,926 | | | | | Term Loan, 2.750%, maturing April 20, 2015 | | | | | | | 658,881 | | |
EUR | 511,320 | | | | | Term Loan, 3.000%, maturing April 19, 2016 | | | | | | | 600,613 | | |
| | | | | | Claires Stores, Inc. | | Caa2 | | B- | | | | | |
$ | 4,444,417 | | | | | Term Loan, 3.074%, maturing May 29, 2014 | | | | | | | 3,820,336 | | |
| | | | | | Dollar General Corporation | | Ba3 | | BBB- | | | | | |
| 5,975,870 | | | | | Term Loan, 3.111%, maturing July 07, 2014 | | | | | | | 5,830,197 | | |
| | | | | | General Nutrition Centers, Inc. | | B1 | | B+ | | | | | |
| 2,625,501 | | |
| | Term Loan, 2.688%, maturing September 16, 2013 | |
| |
| | | 2,502,977 | | |
See Accompanying Notes to Financial Statements
43
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Retail Stores: (continued) | | | |
| | | | | | Guitar Center, Inc. | | B3 | | B- | | | | | |
$ | 4,974,096 | | | | | Term Loan, 3.770%, | | | | | | |
| | |
| | | | | | maturing October 09, 2014 | | | | | | $ | 4,398,523 | | |
| | | | | | Harbor Freight Tools USA, Inc. | | B1 | | B+ | | | | | |
| 3,241,647 | | |
| | Term Loan, 5.016%, maturing February 24, 2016 | |
| |
| | | 3,239,621 | | |
| | | | | | Michaels Stores, Inc. | | B2 | | B | | | | | |
| 1,446,680 | | |
| | Term Loan, 2.702%, maturing October 31, 2013 | |
| |
| | | 1,369,323 | | |
| 1,946,905 | | | | | Term Loan, 4.952%, maturing July 31, 2016 | | | | | | | 1,884,232 | | |
| | | | | | Missouri Bidco, Ltd. | | Ba1 | | BB | | | | | |
GBP | 666,667 | | | | | Term Loan, 5.574%, | | | | | | |
| | |
| | | | | | maturing August 31, 2016 | | | | | | | 1,020,222 | | |
| | | | | | Neiman Marcus Group, Inc. | | B2 | | BB- | | | | | |
$ | 5,814,417 | | | | | Term Loan, 2.456%, maturing April 05, 2013 | | | | | | | 5,532,882 | | |
| | | | | | Petco Animal Supplies, Inc. | | B1 | | B+ | | | | | |
| 3,457,193 | | |
| | Term Loan, 2.632%, maturing October 25, 2013 | |
| |
| | | 3,331,510 | | |
| | | | | | Pets at Home Group, Ltd. | | NR | | BB- | | | | | |
GBP | 2,500,000 | | | | | Term Loan, 5.730%, | | | | | | |
| | |
| | | | | | maturing January 24, 2017 | | | | | | | 3,843,081 | | |
| | | | | | Pilot Travel Centers, LLC | | Ba2 | | BBB- | | | | | |
$ | 948,987 | | | | | Term Loan, 5.250%, maturing June 30, 2016 | | | | | | | 953,139 | | |
| | | | | | Rite Aid Corporation | | B3 | | B+ | | | | | |
| 5,871,739 | | | | | Term Loan, 2.030%, maturing June 04, 2014 | | | | | | | 5,263,804 | | |
| 1,381,565 | | | | | Term Loan, 6.000%, maturing June 04, 2014 | | | | | | | 1,341,154 | | |
| | | | | | Sally Holding, LLC | | B1 | | BB+ | | | | | |
| 2,567,841 | | |
| | Term Loan, 2.510%, maturing November 15, 2013 | |
| |
| | | 2,496,766 | | |
| | | | | | Savers, Inc. | | Ba3 | | B+ | | | | | |
| 1,496,250 | | |
| | Term Loan, 5.750%, maturing March 11, 2016 | |
| |
| | | 1,503,731 | | |
| | | | | | Toys "R" Us, Inc. | | B1 | | BB- | | | | | |
| 2,845,000 | | | | (3 | ) | | Term Loan, maturing August 17, 2016 | | | | | | | 2,844,326 | | |
| | | | | | Vivarte S.A.S. | | NR | | NR | | | | | |
EUR | 1,924,280 | | |
| | Term Loan, 2.649%, maturing March 09, 2015 | |
| |
| | | 1,945,947 | | |
EUR | 1,924,280 | | |
| | Term Loan, 3.149%, maturing March 08, 2016 | |
| |
| | | 1,945,947 | | |
| | | 58,154,575 | | |
Telecommunications Equipment: 1.4% | | | |
| | | | | | CommScope, Inc. | | Ba2 | | BB | | | | | |
$ | 518,631 | | | | | Term Loan, 3.025%, | | | | | | |
| | |
| | | | | | maturing December 26, 2014 | | | | | | | 511,111 | | |
| | | | | | Macquarie UK Broadcast Ventures, Ltd. | | NR | | NR | | | | | |
GBP | 5,357,312 | | | | | Term Loan, 2.321%, | | | | | | |
| | |
| | | | | | maturing December 01, 2014 | | | | | | | 6,773,864 | | |
| | | | | | Sorenson Communications, Inc. | | Ba2 | | CCC+ | | | | | |
$ | 689,823 | | | | | Term Loan, 6.000%, | | | | | | |
| | |
| | | | | | maturing August 16, 2013 | | | | | | | 618,685 | | |
See Accompanying Notes to Financial Statements
44
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Telecommunications Equipment: (continued) | | | |
| | | | | | TDF, S.A. | | NR | | NR | | | | | |
EUR | 1,500,000 | | |
| | Term Loan, 2.625%, maturing January 30, 2015 | |
| |
| | $ | 1,589,112 | | |
EUR | 1,500,000 | | |
| | Term Loan, 2.875%, maturing January 29, 2016 | |
| |
| | | 1,589,112 | | |
| | | 11,081,884 | | |
Textiles & Leather: 0.3% | | | |
| | | | | | Phillips-Van Heusen Corporation | | Ba2 | | BBB | | | | | |
$ | 1,135,571 | | | | | Term Loan, 4.750%, maturing May 06, 2016 | | | | | | | 1,144,287 | | |
EUR | 709,732 | | | | | Term Loan, 5.000%, maturing May 06, 2016 | | | | | | | 895,469 | | |
| | | 2,039,756 | | |
Utilities: 5.6% | | | |
| | | | | | Calpine Corporation | | B1 | | B+ | | | | | |
$ | 7,171,337 | | | | | Term Loan, 3.415%, | | | | | | |
| | |
| | | | | | maturing March 29, 2014 | | | | | | | 6,870,040 | | |
| | | | | | Coleto Creek WLE, L.P. | | B1 | | B+ | | | | | |
| 2,245,301 | | | | | Term Loan, 3.223%, maturing June 28, 2013 | | | | | | | 2,028,629 | | |
| 437,602 | | | | | Term Loan, 3.283%, maturing June 28, 2013 | | | | | | | 395,373 | | |
| | | | | | FirstLight Power Resources, Inc. | | B1 | | B+ | | | | | |
| 2,019,865 | | |
| | Term Loan, 3.063%, maturing November 01, 2013 | |
| |
| | | 1,883,524 | | |
| 90,682 | | |
| | Term Loan, 3.063%, maturing November 01, 2013 | |
| |
| | | 84,561 | | |
| | | | | | FirstLight Power Resources, Inc. | | B3 | | CCC+ | | | | | |
| 610,514 | | | | | Term Loan, 5.063%, maturing May 01, 2014 | | | | | | | 547,936 | | |
| | | | | | Great Point Power, LLC | | Ba1 | | BB+ | | | | | |
| 997,500 | | |
| | Term Loan, 5.500%, maturing March 10, 2017 | |
| |
| | | 996,253 | | |
| | | | | | MACH Gen, LLC | | Ba3 | | BB- | | | | | |
| 258,928 | | |
| | Term Loan, 2.533%, maturing February 22, 2013 | |
| |
| | | 243,392 | | |
| | | | | | New Development Holdings, LLC | | Ba3 | | BB- | | | | | |
| 4,412,500 | | | | | Term Loan, 7.000%, maturing July 03, 2017 | | | | | | | 4,485,386 | | |
| | | | | | NRG Energy, Inc. | | Baa3 | | BB+ | | | | | |
| 827 | | |
| | Term Loan, 1.933%, maturing February 01, 2013 | |
| |
| | | 810 | | |
| 2,160,248 | | |
| | Term Loan, 3.783%, maturing August 31, 2015 | |
| |
| | | 2,118,663 | | |
| | | | | | Texas Competitive Electric Holdings Company, LLC | | B1 | | B+ | | | | | |
| 6,954,962 | | |
| | Term Loan, 3.796%, maturing October 10, 2014 | |
| |
| | | 5,261,624 | | |
| 6,667,766 | | |
| | Term Loan, 3.796%, maturing October 10, 2014 | |
| |
| | | 5,078,337 | | |
| 7,115,863 | | |
| | Term Loan, 3.796%, maturing October 10, 2014 | |
| |
| | | 5,392,045 | | |
| 2,883,156 | | |
| | Term Loan, 3.941%, maturing October 10, 2014 | |
| |
| | | 2,195,883 | | |
See Accompanying Notes to Financial Statements
45
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
| | | | | | Bank Loan Ratings† (Unaudited) | | Fair | |
Principal Amount | | | | Borrower/Tranche Description | | Moody's | | S&P | | Value | |
Utilities: (continued) | | | |
| | | | | | TPF Generation Holdings, LLC | | Ba3 | | BB | | | | | |
$ | 1,164,934 | | | | | Revolver, 2.533%, | | | | | | |
| | |
| | | | | | maturing December 15, 2011 | | | | | | $ | 1,099,406 | | |
| 1,284,619 | | |
| | Term Loan, 2.533%, maturing December 13, 2013 | |
| |
| | | 1,212,359 | | |
| 1,266,210 | | |
| | Term Loan, 2.533%, maturing December 15, 2013 | |
| |
| | | 1,194,986 | | |
| | | | | | TPF Generation Holdings, LLC | | B3 | | B+ | | | | | |
| 2,000,000 | | |
| | Term Loan, 4.783%, maturing December 15, 2014 | |
| |
| | | 1,819,000 | | |
| | | | | | Viridian Group, PLC | | NR | | NR | | | | | |
GBP | 1,320,000 | | |
| | Term Loan, 5.069%, maturing October 24, 2012 | |
| |
| | | 1,631,920 | | |
EUR | 1,310,694 | | |
| | Term Loan, 5.138%, maturing October 24, 2012 | |
| |
| | | 1,342,467 | | |
| | | 45,882,594 | | |
| | Total Senior Loans (Cost $1,027,887,191) | | | | | | | 949,914,769 | | |
Other Corporate Debt: 1.2% | | | |
Diversified / Conglomerate Manufacturing: 0.5% | | | |
| | | | | | Flextronics International, Ltd. | | Ba1 | | BB+ | | | | | |
$ | 2,247,572 | | | | | Term Loan, 2.526%, | | | | | | |
| | |
| | | | | | maturing October 01, 2014 | | | | | | | 2,114,590 | | |
| 1,894,199 | | |
| | Term Loan, 2.559%, maturing October 01, 2014 | |
| |
| | | 1,782,125 | | |
| | | 3,896,715 | | |
Cargo Transport: 0.0% | | | |
| | | | | | US Shipping Partners, L.P. | | Caa3 | | CCC- | | | | | |
| 297,646 | | |
| | Subordinated Term Loan, 2.500%, maturing August 07, 2013 | |
| |
| | | 90,038 | | |
| | | 90,038 | | |
Chemicals, Plastics & Rubber: 0.7% | | | |
| | | | | | Lyondell Chemical Company | | B3 | | B | | | | | |
| 5,246,158 | | |
| | Fixed Rate Note, 11.000%, maturing May 01, 2018 | |
| |
| | | 5,724,869 | | |
| | | 5,724,869 | | |
Radio and TV Broadcasting: 0.0% | | | |
| | | | | | Regent Broadcasting, LLC | | NR | | NR | | | | | |
| 480,543 | | |
| | Subordinated Term Loan, 12.000%, maturing October 27, 2014 | |
| |
| | | 432,489 | | |
| | | 432,489 | | |
| | Total Other Corporate Debt (Cost $10,463,375) | | | | | | | 10,144,111 | | |
See Accompanying Notes to Financial Statements
46
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
Equities and Other Assets: 1.9% | | | |
| | Description
| | Market Value USD | |
| (@), (R) | | | Ascend Media (Residual Interest) | | | | | | | — | | |
| (@) | | | Citadel (73,838 Class A Shares) | | | | | | | 1,225,944 | | |
| (@) | | | Citadel (60,717 Class B Shares) | | | | | | | 1,008,096 | | |
| (@) | | | Faith Media Holdings, Inc. (7,725 Class A-1 Shares) | | | | | | | 397,817 | | |
| (@), (R) | | | Ferretti SPA (Warrants for 0.161% Participation Interest) | | | | | | | — | | |
| (1 | ), (@), (R) | | Gainey Corporation (Residual Interest) | | | | | | | — | | |
| (@) | | | Global Garden (14,911 Class A1 Shares) | | | | | | | — | | |
| (@) | | | Global Garden (138,579 Class A3 Shares) | | | | | | | — | | |
| (@) | | | Glodyne Technoserve, Ltd. (14,683 Common Shares) | | | | | | | 143,693 | | |
| (@) | | | Glodyne Technoserve, Ltd. (Escrow Account) | | | | | | | 75,421 | | |
| (@) | | | LyondellBasell Industries N.V. (130,608 Class A Shares) | | | | | | | 2,882,464 | | |
| (@) | | | LyondellBasell Industries N.V. (284,682 Class B Shares) | | | | | | | 5,833,134 | | |
| (@) | | | Mega Brands Inc (195,762 Common Shares) | | | | | | | 80,711 | | |
| (@) | | | Northeast Biofuels (Residual Interest) | | | | | | | — | | |
| (1 | ), (@) | | RDA Holding Co. (33,330 Common Shares) | | | | | | | 716,595 | | |
| (@) | | | Regent Broadcasting, LLC (385,269 Common Shares) | | | | | | | 1,113,582 | | |
| (@) | | | Regent Broadcasting, LLC (385,269 Preferred Shares) | | | | | | | — | | |
| (@), (R) | | | Safelite Realty Corporation (30,003 Common Shares) | | | | | | | 158,416 | | |
| (1 | ), (@), (R) | | Supermedia, Inc. (42,369 Common Shares) | | | | | | | 383,016 | | |
| (@) | | | US Shipping Partners, L.P. (19,404 Common Shares) | | | | | | | — | | |
| (@) | | | US Shipping Partners, L.P. (275,292 Contingency Rights) | | | | | | | — | | |
| (@) | | | Xerium Technologies, Inc. (105,539 Common Shares) | | | | | | | 1,061,722 | | |
| | | | Total for Equities and Other Assets (Cost $15,135,518) | | | | | | | 15,080,611 | | |
| | | | Total Investments (Cost $1,053,486,084)** | | | 120.0 | % | | $ | 975,139,491 | | |
| | | | Other Assets and Liabilities — Net | | | (20.0 | ) | | | (162,247,067 | ) | |
| | | | Net Assets | | | 100.0 | % | | $ | 812,892,424 | | |
* Senior Loans, while exempt from registration under the Securities Act of 1933, as amended, contain certain restrictions on resale and cannot be sold publicly. These senior loans bear interest (unless otherwise noted) at rates that float periodically at a margin above the London Inter-Bank Offered Rate ("LIBOR") and other short-term rates.
† Bank Loans rated below Baa by Moody's Investor Services, Inc. are considered to be below investment grade.
(1) The borrower filed for protection under Chapter 11 of the U.S. Federal Bankruptcy code.
(2) Loan is on non-accrual basis.
(3) Trade pending settlement. Contract rates do not take effect until settlement date.
(@) Non-income producing security.
(R) Restricted security.
** For Federal Income Tax purposes cost of investments is $1,054,318,242.
Net unrealized depreciation consists of the following:
Gross Unrealized Appreciation | | $ | 7,178,741 | | |
Gross Unrealized Depreciation | | | (86,357,492 | ) | |
Net Unrealized Depreciation | | $ | (79,178,751 | ) | |
See Accompanying Notes to Financial Statements
47
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
Fair Value Measurements^
The following is a summary of the fair valuations according to the inputs used as of August 31, 2010 in valuing the Fund's assets and liabilities:
| | Quoted Prices in Active Markets for Identical Investments (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) | | Fair Value at 8/31/10 | |
Asset Table Investments, at value | |
Senior Loans | | $ | — | | | $ | 929,250,769 | | | $ | 20,664,000 | | | $ | 949,914,769 | | |
Other Corporate Debt | | | — | | | | 10,144,111 | | | | — | | | | 10,144,111 | | |
Equities and Other Assets | | | 10,957,643 | | | | — | | | | 4,122,968 | | | | 15,080,611 | | |
Total Investments, at value | | $ | 10,957,643 | | | $ | 939,394,880 | | | $ | 24,786,968 | | | $ | 975,139,491 | | |
Other Financial Instruments+ | |
Forward foreign currency contracts | | | — | | | | 385,142 | | | | — | | | | 385,142 | | |
Total Assets | | $ | 10,957,643 | | | $ | 939,780,022 | | | $ | 24,786,968 | | | $ | 975,524,633 | | |
Liabilities Table Other Financial Instruments+ | |
Forward foreign currency contracts | | $ | — | | | $ | (316,748 | ) | | $ | — | | | $ | (316,748 | ) | |
Unfunded Commitments | | | — | | | | (1,604,898 | ) | | | — | | | | (1,604,898 | ) | |
Total Liabilities | | $ | — | | | $ | (1,921,646 | ) | | $ | — | | | $ | (1,921,646 | ) | |
The following is a reconciliation of the fair valuations using significant unobservable inputs (Level 3) for the Fund's assets and liabilities during the period ended August 31, 2010:
| | Beginning Balance at 02/28/10 | | Purchases | | Sales | | Accrued Discounts/ (Premiums) | | Total Realized Gain/(Loss) | | Total Unrealized Appreciation/ (Depreciation) | |
Senior Loans | | $ | 20,664,000 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | |
Equities and Other Assets | | | 6,033,554 | | | | 1,505,759 | | | | (3,543,587 | ) | | | — | | | | 1,015,634 | | | | 321,084 | | |
Total | | $ | 26,697,554 | | | $ | 1,505,759 | | | $ | (3,543,587 | ) | | $ | — | | | $ | 1,015,634 | | | $ | 321,084 | | |
| | Transfers Into Level 3 | | Transfers Out of Level 3 | | Ending Balance at 8/31/10 | |
Senior Loans | | $ | — | | | $ | — | | | $ | 20,664,000 | | |
Equities and Other Assets | | | 2,396,350 | | | | (3,605,826 | ) | | | 4,122,968 | | |
Total | | $ | 2,396,350 | | | $ | (3,605,826 | ) | | $ | 24,786,968 | | |
As of August 31, 2010, total change in unrealized gain (loss) on Level 3 securities still held at period end and included in the change in net assets was $62,444.
^ See Note 2, "Significant Accounting Policies" in the Notes to Financial Statements for additional information.
+ Other Financial Instruments are securities or derivatives not reflected in the Portfolio of Investments and may include open forward foreign currency contracts, futures, swaps,
See Accompanying Notes to Financial Statements
48
ING Senior Income Fund
PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)
unfunded committments and written options. Forward foreign currency contracts, futures and unfunded commitments are reported at their unrealized gain/loss at measurement date which represents the amount due to/from the Fund. Swaps and written options are reported at their fair value at measurement date.
Transfers in or out of Level 3 represents either the beginning value (for transfer in), or the ending value (for transfers out) of any security or derivative instrument where a change in the pricing level occurred fom the beginning to the end of the period. The Fund's policy is to recognize transfers between levels at the end of the reporting period.
At August 31, 2010 the following forward foreign currency contracts were outstanding for ING Senior Income Fund:
Counterparty | | Currency | | Buy/Sell | | Settlement Date | | In Exchange For | | Value | | Unrealized Appreciation/ (Depreciation) | |
State Street Bank | | Australian Dollar AUD 20,876,000 | | Sell | | 11/30/10 | | $ | 18,215,145 | | | $ | 18,347,073 | | | $ | (131,928 | ) | |
State Street Bank | | British Pound Sterling GBP 11,401,000 | | Sell | | 10/08/10 | | | 17,624,784 | | | | 17,478,047 | | | | 146,737 | | |
State Street Bank | | British Pound Sterling GBP 6,000,000 | | Sell | | 10/29/10 | | | 9,290,220 | | | | 9,196,862 | | | | 93,358 | | |
State Street Bank | | Euro EUR 48,849,000 | | Sell | | 10/08/10 | | | 61,754,929 | | | | 61,861,950 | | | | (107,021 | ) | |
State Street Bank | | Euro EUR 4,044,000 | | Sell | | 10/29/10 | | | 5,266,158 | | | | 5,121,111 | | | | 145,047 | | |
State Street Bank | | Euro EUR 4,670,000 | | Sell | | 11/03/10 | | | 5,908,531 | | | | 5,913,414 | | | | (4,883 | ) | |
State Street Bank | | Sweden Kronor SEK 16,560,300 | | Sell | | 10/08/10 | | | 2,172,128 | | | | 2,237,594 | | | | (65,466 | ) | |
State Street Bank | | Sweden Kronor SEK 7,184,700 | | Sell | | 10/30/10 | | | 962,369 | | | | 969,819 | | | | (7,450 | ) | |
| | | | | | | | | | $ | 121,194,264 | | | $ | 121,125,870 | | | $ | 68,394 | | |
See Accompanying Notes to Financial Statements
49
ING Senior Income Fund
ADDITIONAL INFORMATION (Unaudited)
PROXY VOTING INFORMATION
A description of the policies and procedures that the Registrant uses to determine how to vote proxies related to portfolio securities is available (1) without charge, upon request, by calling Shareholder Services toll-free at (800) 992-0180; (2) on the Registrant's website at www.ingfunds.com; and (3) on the SEC's website at www.sec.gov. Information regarding how the Registrant voted proxies related to portfolio securities during the most recent 12-month period ended June 30 is available without charge on the Registrant's website at www.ingfunds.com and on the SEC's website at www.sec.gov.
QUARTERLY PORTFOLIO HOLDINGS
The Registrant files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Registrant's Forms N-Q are available on the SEC's website at www.sec.gov. The Registrant's Forms N-Q may be reviewed and copied at the Commissions Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330; and is available upon request from the Registrant by calling Shareholder Services toll-free at (800) 992-0180.
50
Investment Adviser
ING Investments, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
Sub-Adviser
ING Investment Management Co.
230 Park Avenue
New York, New York 10169
Administrator
ING Funds Services, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
Institutional Investors and Analysts
Call ING Senior Income Fund
1-800-336-3436
Written Requests
Please mail all account inquiries and other comments to:
ING Senior Income Fund
c/o ING Funds Services, LLC
7337 East Doubletree Ranch Road
Scottsdale, Arizona 85258
Distributor
ING Investments Distributor, LLC
7337 East Doubletree Ranch Road
Scottsdale, Arizona 85258
Transfer Agent
BNY Mellon Investment Servicing (U.S.) Inc.
(formerly, PNC Global Investment Servicing (U.S.) Inc.)
301 Bellevue Parkway
Wilmington, Delaware 19809
Custodian
State Street Bank and Trust Company
801 Pennsylvania Avenue
Kansas City, Missouri 64105
Legal Counsel
Dechert LLP
1775 I Street, N.W.
Washington, D.C. 20006
Toll-Free Shareholder Information
Call us from 9:00 a.m. to 7:00 p.m. Eastern time on any business day for account or other information, at (800) 992-0180
For more complete information, or to obtain a prospectus on any ING fund, please call your Investment Professional or ING Funds Distributor, LLC at (800) 992-0180 or log on to www.ingfunds.com. The prospectus should be read carefully before investing. Consider the fund's investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the fund.
PRSAR-USIF
(0810-102210)
ITEM 2. CODE OF ETHICS.
Not required for semi-annual filing.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not required for semi-annual filing.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not required for semi-annual filing.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not required for semi-annual filing.
ITEM 6. SCHEDULE OF INVESTMENTS.
Schedule is included as part of the report to shareholders filed under Item 1 of this Form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not required for semi-annual filing.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
None.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The Board has a Nominating Committee for the purpose of considering and presenting to the Board candidates it proposes for nomination to fill Independent Trustee vacancies on the Board. The Committee currently consists of all Independent Trustees of the Board (6 individuals). The Nominating Committee operates pursuant to a Charter approved by the Board. The primary purpose of the Nominating Committee is to consider and present to the Board the candidates it proposes for nomination to fill vacancies on the Board. In evaluating candidates, the Nominating Committee may consider a variety of factors, but it has not at this time set any specific minimum qualifications that must be met. Specific qualifications of candidates for Board membership will be based on the needs of the Board at the time of nomination.
The Nominating Committee is willing to consider nominations received from shareholders and shall assess shareholder nominees in the same manner as it reviews its own nominees. A shareholder nominee for director should be submitted in writing to the Fund’s Secretary. Any such shareholder nomination should include at a minimum the following information as to each individual proposed for nomination as trustee: such individual’s written consent to be named in the proxy statement as a nominee (if nominated) and to serve as a trustee (if elected), and all information relating to such individual that is required to be disclosed in the solicitation of proxies for election of trustees, or is otherwise required, in each case under applicable federal securities laws, rules and regulations.
The Secretary shall submit all nominations received in a timely manner to the Nominating Committee. To be timely, any such submission must be delivered to the Fund’s Secretary not earlier than the 90th day prior to such meeting and not later than the close of business on the later of the 60th day prior to such meeting or the 10th day following the day on which public announcement of the date of the meeting is first made, by either disclosure in a press release or in a document publicly filed by the Fund with the Securities and Exchange Commission.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Based on our evaluation conducted within 90 days of the filing date, hereof, the design and operation of the registrant’s disclosure controls and procedures are effective to ensure that material information relating to the registrant is made known to the certifying officers by others within the appropriate entities, particularly during the period in which Forms N-CSR are being prepared, and the registrant’s disclosure controls and procedures allow timely preparation and review of the information for the registrant’s Form N-CSR and the officer certifications of such Form N-CSR.
(b) There were no significant changes in the registrant’s internal controls that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
ITEM 12. EXHIBITS.
(a)(1) The Code of Ethics is not required for the semi-annual filing.
(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2) is attached hereto as EX-99.CERT.
(a)(3) Not required for semi-annual filing.
(b) The officer certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as EX-99.906CERT
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant): ING Senior Income Fund
By | /s/ | Shaun P. Mathews | |
| | Shaun P. Mathews |
| | President and Chief Executive Officer |
| |
| |
Date: | November 4, 2010 | |
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/ | Shaun P. Mathews | |
| | Shaun P. Mathews |
| | President and Chief Executive Officer |
| |
Date: | November 4, 2010 | |
| |
| |
By | /s/ | Todd Modic | |
| | Todd Modic |
| | Senior Vice President and Chief Financial Officer |
| |
| |
Date: | November 4, 2010 | |