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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
Voya Senior Income Fund (Formerly 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, 2014 |
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):
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Voya Investment Management
Semi-Annual Report
August 31, 2014
Voya Senior Income Fund
(formerly, ING Senior Income Fund)
E-Delivery Sign-up – details inside
This report is submitted for general information to shareholders of the Voya mutual 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.
INVESTMENT MANAGEMENT
voyainvestments.com
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Voya(TM) Investment Management was formerly ING U.S. Investment Management
Voya Senior Income Fund
SEMI-ANNUAL REPORT
August 31, 2014
Table of Contents
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Voya Senior Income Fund
PORTFOLIO MANAGERS' REPORT
Dear Shareholders:
Voya Senior Income Fund(1) (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 under normal market conditions, at least 80% of its net assets (plus borrowings for investment purposes) in U.S. dollar denominated floating rate secured senior loans.
PORTFOLIO CHARACTERISTICS AS OF AUGUST 31, 2014 | |
Net Assets | | $ | 802,391,057 | | |
Total Assets | | $ | 1,170,348,769 | | |
Assets Invested in Senior Loans | | $ | 1,118,492,558 | | |
Senior Loans Represented | | | 403 | | |
Average Amount Outstanding per Loan | | $ | 2,775,416 | | |
Industries Represented | | | 35 | | |
Average Loan Amount per Industry | | $ | 31,956,930 | | |
Portfolio Turnover Rate (YTD) | | | 44 | % | |
Weighted Average Days to Interest Rate Reset | | | 40 | | |
Average Loan Final Maturity | | | 67 months | | |
Total Leverage as a Percentage of Total Assets | | | 24.57 | % | |
PERFORMANCE SUMMARY
During the period ended August 31, 2014, the Fund's Class A shares distributed total dividends of $0.33, resulting in an average annualized distribution rate(2) of 4.57%. The Fund's Class I and Class W shares each distributed total dividends of $0.34, resulting in an average annualized distribution rate(2) of 4.87% and 4.85%, respectively. During the same period, the Fund's Class B and Class C shares each distributed total dividends of $0.29, resulting in an average annualized distribution rate(2) of 4.09% and 4.08%, respectively.
The Fund's total return for the period ended August 31, 2014, excluding sales charges and based on full reinvestment of dividends, for Class A, Class B, Class C, Class I and Class W was 1.54%, 1.29%, 1.36%, 1.68%, and 1.68%, respectively. For the same period, the S&P/LSTA Leveraged Loan Index (the "Index")(3) had a total return of 1.88%.
MARKET REVIEW
The U.S. loan market's technical environment was quite mixed during the period. Month-to-month variability was effectively tied to the halt in April of an unprecedented streak of positive monthly flows into U.S. retail loan mutual funds and exchange traded funds. Outflows after that were attributed to investor patience wearing thin in response to continued dovish sentiments from the U.S. Federal Reserve Board (the "Fed"). Providing an offset to the retail outflows, however, was consistent demand from institutional loan investors, predominantly in the form of new collateralized loan obligations. Institutional investors remained steadfastly attracted to the risk/return profile and asset allocation benefits of secured, floating rate loans. Other technical factors contributed to market volatility during the period. For example, increasingly robust, new issue supply with attractive yields put pressure on secondary prices. Also contributing to volatility were periodic spikes of high-yield bond mutual fund redemptions, in many cases funded by partial liquidations of less-volatile loan allocations.
(1) Effective May 1, 2014, the Fund was renamed "Voya Senior Income Fund."
(2) The distribution rate is calculated by annualizing the dividends declared during the last month of the period (i.e., divide the current month's dividend by the number of days in the related month and multiply by the number of days in the fiscal year) and then dividing the resulting figure by the reporting period-end NAV. The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income. The tax characterization of dividends and distributions will be determined after the Fund's tax year-end.
(3) 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. The Index is not subject to any fees or expenses. An investor cannot invest directly in an index.
Voya Senior Income Fund
PORTFOLIO MANAGERS' REPORT (continued)
While the market's technical picture was a bit choppy during the period, fundamental credit risk, as traditionally measured by trailing default rates and forward default indicators, remained exceptionally low. The Index trailing default rate by principal did jump materially and abruptly in April due to the highly anticipated bankruptcy of Energy Futures Holdings ("EFH", formerly Texas Electric Competitive Holdings, or "TXU," the largest single Index constituent). That bankruptcy, however, had little immediate impact on market sentiment or average loan prices. From a numbers perspective, the EFH filing pushed the headline trailing twelve-month default rate by principal amount to a current cycle high of 4.64%. Default activity waned as time passed, however; excluding EFH, the default rate ended the period at a benign 0.44%, well inside the approximate historical average of 3.24% (including EFH).
Portfolio Specifics: The Fund underperformed the Index during the reporting period, attributable primarily to a deliberate avoidance of several high-risk, volatile issues that ultimately performed above our expectations. Foremost among these were loans currently in default — led by EFH immediately after its bankruptcy filing — which topped all other ratings categories to return 4.64%. The Fund was significantly underweight loans currently in default based on our longer-term recovery views. During the latter part of the period, EFH reversed course and became the single largest detractor from the Index's return. Also, in the early part of the period the Fund employed less leverage than its historical norm, in response to uncertainty about the direction and magnitude of retail investor net redemptions. Later, as the volatility of outflows moderated and became more predictable, we returned the Fund's leverage to target levels.
In general, credit spreads remained fairly range-bound during the period. In an effort to capture what we believed to be the best relative value available, the bulk of incremental investment took place in the new issue market, which typically offers a slight discount to face value. In all cases, we sought to strike a healthy balance between investing for greater yield and maintaining acceptable credit quality. As of period-end, the weighted average coupon of the portfolio's loan assets, inclusive of LIBOR(1) floors, was 5.04%, compared to 4.58% for the Index. At period-end, the Fund had more than 87% of assets positioned in the single-B rating category with less than 6.5% positioned in loans rated CCC or lower. This compares to 85% and 8%, respectively, for the Index.
The Fund's top industry exposures at the end of the reporting period were electronics, healthcare, retail, business equipment and services and chemicals and plastics. These sector exposures were generally beneficial to relative returns. During the period, the Fund held positions in four of the five the largest contributors to Index performance: Clear Channel Communications, Inc., SuperMedia Inc., Asurion Corporation LLC and Dell International LLC. The contribution from these
TOP TEN SENIOR LOAN ISSUERS
AS OF AUGUST 31, 2014
AS A PERCENTAGE OF:
| | TOTAL ASSETS | | NET ASSETS | |
Dell International LLC | | | 1.5 | % | | | 2.2 | % | |
BJs Wholesale Club | | | 1.4 | % | | | 2.1 | % | |
Acosta, Inc. | | | 1.2 | % | | | 1.7 | % | |
Neiman Marcus Group, Inc | | | 1.2 | % | | | 1.7 | % | |
Jacobs Douwe Egberts | | | 1.1 | % | | | 1.6 | % | |
Hub International Limited | | | 1.1 | % | | | 1.6 | % | |
Freescale Semiconductor, Inc. | | | 1.1 | % | | | 1.6 | % | |
Fitness International, LLC. | | | 1.0 | % | | | 1.5 | % | |
Amaya Gaming Group Inc. | | | 1.0 | % | | | 1.5 | % | |
Delta2 Sarl Luxembourg (Formula One World Championship) | | | 1.0 | % | | | 1.4 | % | |
TOP TEN INDUSTRIES
AS OF AUGUST 31, 2014
AS A PERCENTAGE OF:
| | TOTAL ASSETS | | NET ASSETS | |
Electronics/Electrical | | | 10.6 | % | | | 15.5 | % | |
Health Care | | | 9.9 | % | | | 14.4 | % | |
Retailers (Except Food & Drug) | | | 8.9 | % | | | 13.0 | % | |
Business Equipment & Services | | | 8.8 | % | | | 12.9 | % | |
Chemicals & Plastics | | | 5.1 | % | | | 7.4 | % | |
Lodging & Casinos | | | 4.3 | % | | | 6.3 | % | |
Industrial Equipment | | | 4.1 | % | | | 6.0 | % | |
Leisure Goods/Activities/Movies | | | 4.1 | % | | | 5.9 | % | |
Telecommunications | | | 4.0 | % | | | 5.8 | % | |
Diversified Insurance | | | 3.8 | % | | | 5.5 | % | |
(1) The London Interbank Offered Rate is the average interest rate estimated by leading banks in London that they would be charged if borrowing from other banks.
Voya Senior Income Fund
PORTFOLIO MANAGERS' REPORT (continued)
positions was slightly offset by a much smaller position in one of the five largest detractors, Nelson Education Ltd. ("Nelson"). As of period-end, Nelson, which missed an interest payment during the reporting period and was engaged in restructuring, was the only defaulted loan in the portfolio, representing approximately 0.13% of total assets under management ("AUM").
We believe the Fund continues to be well diversified, with 307 individual issuers and 35 different industry sectors represented. The average issuer exposure at period-end stood at 0.33% of AUM, while the average industry exposure closed the period at 2.86% of AUM. Both measures were relatively unchanged from the prior reporting period.
Current Strategy and Outlook: We started the year with the anticipation that the U.S. loan market, as broadly represented by the Index, would generate in 2014 a coupon-like return in the 4-5% range. While overall performance during the early part of the period was largely consistent with this view, recent price softness related to variable market technical factors could make achieving that initial projection challenging. We believe U.S. retail investors, an important factor in our analysis, are likely to remain on the sidelines until a lift in short-term rates appears more imminent. Still, we remain constructive on the prospects for the loan asset class, given the apparent leveling of credit spreads and yields, a reasonably sanguine outlook for fundamental credit risk and the expected continued presence of institutional investors. And as the domestic economy continues to gain momentum, the Fed, in our view, will face increasing pressure to begin the process of normalizing interest rates, which, of course, would be a further tailwind for loan prices and yields.
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Jeffrey A. Bakalar Managing Director Voya Investment Management Co. LLC | | Daniel A. Norman Managing Director Voya Investment Management Co. LLC | |
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Voya Senior Income Fund
October 1, 2014
Ratings Distribution as of August 31, 2014 | |
Ba | | | 23.34 | % | |
B | | | 69.20 | % | |
Caa and below | | | 6.41 | % | |
Not rated* | | | 1.05 | % | |
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. Moody's ratings classification methodology: Aaa rating denotes the least credit risk; C rating denotes the greatest credit risk. 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.
Voya Senior Income Fund
PORTFOLIO MANAGERS' REPORT (continued)
| | Average Annual Total Net Returns for the Periods Ended August 31, 2014 | |
| | 1 Year | | 3 Years | | 5 Years | | 10 Years | | Since Inception of Classes I and W April 15, 2008 | |
Including Sales Charge: | |
Class A(1) | | | 2.31 | % | | | 8.80 | % | | | 8.29 | % | | | 4.02 | % | | | — | | |
Class B(2) | | | 1.34 | % | | | 8.61 | % | | | 8.17 | % | | | 4.00 | % | | | — | | |
Class C(3) | | | 3.40 | % | | | 9.17 | % | | | 8.31 | % | | | 4.00 | % | | | — | | |
Class I | | | 5.13 | % | | | 10.03 | % | | | 9.15 | % | | | — | | | | 6.38 | % | |
Class W | | | 5.12 | % | | | 10.00 | % | | | 9.14 | % | | | — | | | | 6.41 | % | |
Excluding Sales Charge: | |
Class A | | | 4.91 | % | | | 9.71 | % | | | 8.84 | % | | | 4.52 | % | | | — | | |
Class B | | | 4.33 | % | | | 9.17 | % | | | 8.31 | % | | | 4.00 | % | | | — | | |
Class C | | | 4.40 | % | | | 9.17 | % | | | 8.31 | % | | | 4.00 | % | | | — | | |
Class I | | | 5.13 | % | | | 10.03 | % | | | 9.15 | % | | | — | | | | 6.38 | % | |
Class W | | | 5.12 | % | | | 10.00 | % | | | 9.14 | % | | | — | | | | 6.41 | % | |
S&P/LSTA Leveraged Loan Index(4) | | | 4.73 | % | | | 7.02 | % | | | 7.27 | % | | | 5.21 | % | | | 6.43 | % | |
Total net returns shown include, if applicable, the effect of fee waivers and/or expense reimbursements by the Investment Adviser. Had all fees and expenses been considered, the total net returns would have been lower.
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.voyainvestments.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 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 3.00% in the first year, declining to 1.00% in the fifth year and eliminated thereafter.
(3) Class C maximum EWC is 1.00% 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 Index to establish a performance benchmark for the syndicated leveraged loan industry. An investor cannot invest directly in an index.
Voya 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, 2014 | | | 4.80 | % | | | 4.43 | % | | | 4.42 | % | | | 4.97 | % | | | 5.18 | % | |
February 28, 2014 | | | 4.70 | % | | | 4.28 | % | | | 4.33 | % | | | 5.08 | % | | | 5.07 | % | |
| | Average Annualized Distribution Rates(2) | |
| | Class A | | Class B | | Class C | | Class I | | Class W | |
August 31, 2014 | | | 4.57 | % | | | 4.09 | % | | | 4.08 | % | | | 4.87 | % | | | 4.85 | % | |
February 28, 2014 | | | 5.11 | % | | | 4.62 | % | | | 4.62 | % | | | 5.39 | % | | | 5.38 | % | |
(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) The distribution rate is calculated by annualizing the dividends declared during the last month of the period (i.e., divide the current month's dividend by the number of days in the related month and multiply by the number of days in the fiscal year) and then dividing the resulting figure by the reporting period-end NAV. The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income. The tax characterization of dividends and distributions will be determined after the Fund's tax year-end.
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 commonly known as high-yielding, high risk investments or as "junk" investments 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 net asset value ("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's Common Shares will also fall. To the extent that the interest rate spreads on loans in the Fund's portfolio experience a general decline, the yield on the Fund's Common Shares will fall and the value of the Fund's assets may decrease, which will cause the Fund's NAV 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. In the case of inverse securities, the interest rate will generally decrease when the market rate of interest to which the inverse security is indexed increases. As of the date of this report, interest rates in the United States are at, or near, historic lows, which may increase the Fund's exposure to risks associated with rising interest rates.
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 less than 5% 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.
Voya Senior Income Fund
STATEMENT OF ASSETS AND LIABILITIES as of August 31, 2014 (Unaudited)
ASSETS: | |
Investments in securities at value (Cost $1,128,802,626) | | $ | 1,122,937,089 | | |
Cash | | | 2,658,281 | | |
Foreign currencies at value (Cost $321,375) | | | 318,528 | | |
Receivables: | |
Investment securities sold | | | 34,723,023 | | |
Fund shares sold | | | 2,043,815 | | |
Dividends and interest | | | 6,598,386 | | |
Other fees | | | 377 | | |
Unrealized appreciation on forward foreign currency contracts | | | 844,782 | | |
Unrealized appreciation on unfunded commitments | | | 149,306 | | |
Prepaid expenses | | | 53,365 | | |
Other assets | | | 21,817 | | |
Total assets | | | 1,170,348,769 | | |
LIABILITIES: | |
Notes payable | | | 287,500,000 | | |
Payable for investment securities purchased | | | 76,365,172 | | |
Accrued interest payable | | | 164,623 | | |
Payable for investment management fees | | | 787,295 | | |
Payable for administrative fees | | | 92,949 | | |
Payable for distribution and shareholder service fees | | | 287,160 | | |
Income distribution payable | | | 2,645,236 | | |
Unrealized depreciation on forward foreign currency contracts | | | 1,529 | | |
Accrued trustees fees | | | 2,160 | | |
Payable to trustees under the deferred compensation plan (Note 9) | | | 21,817 | | |
Other accrued expenses and liabilities | | | 89,771 | | |
Total liabilities | | | 367,957,712 | | |
NET ASSETS | | $ | 802,391,057 | | |
NET ASSETS WERE COMPRISED OF: | |
Paid-in capital | | $ | 1,075,794,774 | | |
Distributions in excess of net investment income | | | (2,621,942 | ) | |
Accumulated net realized loss | | | (266,461,179 | ) | |
Net unrealized depreciation | | | (4,320,596 | ) | |
NET ASSETS | | $ | 802,391,057 | | |
See Accompanying Notes to Financial Statements
Voya Senior Income Fund
STATEMENT OF ASSETS AND LIABILITIES as of August 31, 2014 (Unaudited) (continued)
Class A | |
Net assets | | $ | 350,536,452 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 26,195,250 | | |
Net asset value and redemption price per share | | $ | 13.38 | | |
Maximum offering price per share (2.50%)(1) | | $ | 13.72 | | |
Class B | |
Net assets | | $ | 439,702 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 32,954 | | |
Net asset value and redemption price per share(2) | | $ | 13.34 | | |
Class C | |
Net assets | | $ | 329,847,258 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 24,692,492 | | |
Net asset value and redemption price per share(2) | | $ | 13.36 | | |
Class I | |
Net assets | | $ | 81,099,414 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 6,074,395 | | |
Net asset value and redemption price per share | | $ | 13.35 | | |
Class W | |
Net assets | | $ | 40,468,231 | | |
Shares authorized | | | unlimited | | |
Par value | | $ | 0.01 | | |
Shares outstanding | | | 3,022,035 | | |
Net asset value and redemption price per share | | $ | 13.39 | | |
(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 early withdrawal charge.
See Accompanying Notes to Financial Statements
Voya Senior Income Fund
STATEMENT OF OPERATIONS for the Period Ended August 31, 2014 (Unaudited)
INVESTMENT INCOME: | |
Dividends | | $ | 140,427 | | |
Interest | | | 28,971,328 | | |
Amendment fees earned | | | 375,053 | | |
Other fees | | | 66,295 | | |
Total investment income | | | 29,553,103 | | |
EXPENSES: | |
Investment management fees | | | 4,589,810 | | |
Administration fees | | | 573,726 | | |
Distribution and service fees: | |
Class A | | | 483,943 | | |
Class B | | | 2,325 | | |
Class C | | | 1,295,586 | | |
Transfer agent fees: | |
Class A | | | 119,922 | | |
Class B | | | 144 | | |
Class C | | | 106,961 | | |
Class I | | | 20,238 | | |
Class W | | | 13,947 | | |
Interest expense | | | 1,674,091 | | |
Custodian fees | | | 308,284 | | |
Professional fees | | | 101,205 | | |
Trustees fees | | | 15,617 | | |
Registration fees | | | 59,592 | | |
Shareholder reporting expense | | | 150,283 | | |
Miscellaneous expense | | | 36,352 | | |
Total expenses | | | 9,552,026 | | |
Net waived and reimbursed fees | | | (60,128 | ) | |
Net expenses | | | 9,491,898 | | |
Net investment income | | | 20,061,205 | | |
REALIZED AND UNREALIZED GAIN (LOSS): | |
Net realized gain (loss) on: | |
Investments | | | 406,833 | | |
Forward foreign currency contracts | | | 171,075 | | |
Foreign currency related transactions | | | 1,850,510 | | |
Net realized gain | | | 2,428,418 | | |
Net change in unrealized appreciation (depreciation) on: | |
Investments | | | (12,006,260 | ) | |
Forward foreign currency contracts | | | 1,875,751 | | |
Foreign currency related transactions | | | 512,050 | | |
Unfunded commitments | | | (21,717 | ) | |
Net change in unrealized appreciation (depreciation) | | | (9,640,176 | ) | |
Net realized and unrealized loss | | | (7,211,758 | ) | |
Increase in net assets resulting from operations | | $ | 12,849,447 | | |
See Accompanying Notes to Financial Statements
Voya Senior Income Fund
STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)
| | Period Ended August 31, 2014 | | Year Ended February 28, 2014 | |
FROM OPERATIONS: | |
Net investment income | | $ | 20,061,205 | | | $ | 39,638,143 | | |
Net realized gain | | | 2,428,418 | | | | 7,620,964 | | |
Net change in unrealized appreciation (depreciation) | | | (9,640,176 | ) | | | 4,663,524 | | |
Increase in net assets resulting from operations | | | 12,849,447 | | | | 51,922,631 | | |
FROM DISTRIBUTIONS TO SHAREHOLDERS: | |
Net investment income: | |
Class A | | | (9,294,152 | ) | | | (16,456,689 | ) | |
Class B | | | (10,044 | ) | | | (30,879 | ) | |
Class C | | | (7,447,921 | ) | | | (14,605,998 | ) | |
Class I | | | (2,380,971 | ) | | | (4,085,844 | ) | |
Class W | | | (1,136,055 | ) | | | (3,847,849 | ) | |
Return of capital: | |
Class A | | | — | | | | (2,455,877 | ) | |
Class B | | | — | | | | (3,426 | ) | |
Class C | | | — | | | | (2,118,850 | ) | |
Class I | | | — | | | | (685,600 | ) | |
Class W | | | — | | | | (300,924 | ) | |
Decrease in net assets from distributions to shareholders | | | (20,269,143 | ) | | | (44,591,936 | ) | |
FROM CAPITAL SHARE TRANSACTIONS: | |
Net proceeds from sale of shares | | | 92,913,606 | | | | 536,801,506 | | |
Reinvestment of distributions | | | 2,667,496 | | | | 6,846,784 | | |
| | | 95,581,102 | | | | 543,648,290 | | |
Cost of shares repurchased | | | (192,889,139 | ) | | | (230,471,261 | ) | |
Net increase (decrease) in net assets resulting from capital share transactions | | | (97,308,037 | ) | | | 313,177,029 | | |
Net increase (decrease) in net assets | | | (104,727,733 | ) | | | 320,507,724 | | |
NET ASSETS: | |
Beginning of year or period | | | 907,118,790 | | | | 586,611,066 | | |
End of year or period | | $ | 802,391,057 | | | $ | 907,118,790 | | |
Distributions in excess of net investment income at end of year or period | | $ | (2,621,942 | ) | | $ | (2,414,004 | ) | |
See Accompanying Notes to Financial Statements
Voya Senior Income Fund
STATEMENT OF CASH FLOWS for the Period Ended August 31, 2014 (Unaudited)
INCREASE (DECREASE) IN CASH | |
Cash Flows From Operating Activities: | |
Interest received | | $ | 28,676,992 | | |
Dividends received | | | 140,427 | | |
Other income received | | | 421,127 | | |
Interest paid | | | (1,573,441 | ) | |
Other operating expenses paid | | | (7,781,608 | ) | |
Purchases of securities | | | (468,543,069 | ) | |
Proceeds on sale of securities | | | 564,825,418 | | |
Net cash provided by operating activities | | | 116,165,846 | | |
Cash Flows From Financing Activities: | |
Distributions paid to common shareholders from net investment income (net of reinvestments) | | | (17,905,601 | ) | |
Proceeds from shares sold | | | 97,082,391 | | |
Disbursements for shares repurchased | | | (192,889,139 | ) | |
Net decrease in notes payable | | | (6,000,000 | ) | |
Net cash flows used in financing activities | | | (119,712,349 | ) | |
Cash Impact from Foreign Exchange Fluctuations | |
Cash impact from foreign exchange fluctuations | | | (12,410 | ) | |
Cash | |
Net decrease in cash | | | (3,558,913 | ) | |
Cash and foreign currency at beginning of year or period | | | 6,535,722 | | |
Cash and foreign currency at end of year or period | | $ | 2,976,809 | | |
Reconciliation of Increase in Net Assets Resulting from Operations to Net Cash provided by Operating Activities: | |
Increase in net assets resulting from operations | | $ | 12,849,447 | | |
Adjustments to reconcile increase in net assets resulting from operations to net cash provided by operating activities: | |
Change in unrealized appreciation or depreciation on investments | | | 12,006,260 | | |
Change in unrealized appreciation or depreciation on forward foreign currency contracts | | | (1,875,751 | ) | |
Change in unrealized appreciation or depreciation on unfunded commitments | | | 21,717 | | |
Change in unrealized appreciation or depreciation on other assets and liabilities | | | (512,050 | ) | |
Accretion of discounts on investments | | | (939,657 | ) | |
Net amortization of premiums on investments | | | 394,123 | | |
Net realized gain on sale of investments, forward foreign currency contracts and foreign currency related transactions | | | (2,428,418 | ) | |
Purchases of securities | | | (468,543,069 | ) | |
Proceeds from disposition of securities | | | 564,825,418 | | |
Increase in other assets | | | (20,221 | ) | |
Decrease in interest receivable | | | 251,198 | | |
Decrease in prepaid expenses | | | 13,975 | | |
Increase in accrued interest payable | | | 100,650 | | |
Increase in payable for investment management fees | | | 54,844 | | |
Increase in payable for administrative fees | | | 1,864 | | |
Increase in payable for shareholder service and distribution fees | | | 13,248 | | |
Increase in accrued trustee fees | | | 18,183 | | |
Decrease in accrued expenses | | | (65,915 | ) | |
Total adjustments | | | 103,316,399 | | |
Net cash provided by operating activities | | $ | 116,165,846 | | |
Non Cash Financing Activities | |
Receivable for shares sold | | $ | 2,043,815 | | |
Reinvestment of distributions | | $ | 2,667,496 | | |
See Accompanying Notes to Financial Statements
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 | | | |
08-31-14 | | | 13.50 | | | | 0.33 | | | | (0.12 | ) | | | 0.21 | | | | (0.33 | ) | | | — | | | | — | | | | (0.33 | ) | | | 13.38 | | | | 1.54 | | |
02-28-14 | | | 13.34 | | | | 0.70 | * | | | 0.26 | | | | 0.96 | | | | (0.72 | ) | | | — | | | | (0.08 | ) | | | (0.80 | ) | | | 13.50 | | | | 7.44 | | |
02-28-13 | | | 12.76 | | | | 0.95 | | | | 0.60 | | | | 1.55 | | | | (0.97 | ) | | | — | | | | — | | | | (0.97 | ) | | | 13.34 | | | | 12.56 | | |
02-29-12 | | | 13.40 | | | | 0.75 | | | | (0.75 | ) | | | (0.00 | )** | | | (0.64 | ) | | | — | | | | — | | | | (0.64 | ) | | | 12.76 | | | | 0.13 | | |
02-28-11 | | | 12.60 | | | | 0.52 | | | | 0.89 | | | | 1.41 | | | | (0.57 | ) | | | — | | | | (0.04 | ) | | | (0.61 | ) | | | 13.40 | | | | 11.52 | | |
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 | | |
Class B | | | |
08-31-14 | | | 13.46 | | | | 0.29 | | | | (0.12 | ) | | | 0.17 | | | | (0.29 | ) | | | — | | | | — | | | | (0.29 | ) | | | 13.34 | | | | 1.29 | | |
02-28-14 | | | 13.31 | | | | 0.65 | * | | | 0.24 | | | | 0.89 | | | | (0.66 | ) | | | — | | | | (0.08 | ) | | | (0.74 | ) | | | 13.46 | | | | 6.84 | | |
02-28-13 | | | 12.72 | | | | 1.17 | | | | 0.33 | | | | 1.50 | | | | (0.91 | ) | | | — | | | | — | | | | (0.91 | ) | | | 13.31 | | | | 12.13 | | |
02-29-12 | | | 13.36 | | | | 0.72 | | | | (0.78 | ) | | | (0.06 | ) | | | (0.58 | ) | | | — | | | | — | | | | (0.58 | ) | | | 12.72 | | | | (0.38 | ) | |
02-28-11 | | | 12.57 | | | | 0.43 | | | | 0.91 | | | | 1.34 | | | | (0.51 | ) | | | — | | | | (0.04 | ) | | | (0.55 | ) | | | 13.36 | | | | 10.92 | | |
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 | | |
Class C | | | |
08-31-14 | | | 13.47 | | | | 0.29 | | | | (0.11 | ) | | | 0.18 | | | | (0.29 | ) | | | — | | | | — | | | | (0.29 | ) | | | 13.36 | | | | 1.36 | | |
02-28-14 | | | 13.32 | | | | 0.64 | * | | | 0.25 | | | | 0.89 | | | | (0.66 | ) | | | — | | | | (0.08 | ) | | | (0.74 | ) | | | 13.47 | | | | 6.85 | | |
02-28-13 | | | 12.74 | | | | 0.88 | | | | 0.61 | | | | 1.49 | | | | (0.91 | ) | | | — | | | | — | | | | (0.91 | ) | | | 13.32 | | | | 12.05 | | |
02-29-12 | | | 13.38 | | | | 0.68 | | | | (0.74 | ) | | | (0.06 | ) | | | (0.58 | ) | | | — | | | | — | | | | (0.58 | ) | | | 12.74 | | | | (0.38 | ) | |
02-28-11 | | | 12.58 | | | | 0.48 | | | | 0.87 | | | | 1.35 | | | | (0.51 | ) | | | — | | | | (0.04 | ) | | | (0.55 | ) | | | 13.38 | | | | 10.99 | | |
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 | | |
Class I | | | |
08-31-14 | | | 13.47 | | | | 0.35 | | | | (0.13 | ) | | | 0.22 | | | | (0.34 | ) | | | — | | | | — | | | | (0.34 | ) | | | 13.35 | | | | 1.68 | | |
02-28-14 | | | 13.31 | | | | 0.73 | * | | | 0.27 | | | | 1.00 | | | | (0.76 | ) | | | — | | | | (0.08 | ) | | | (0.84 | ) | | | 13.47 | | | | 7.76 | | |
02-28-13 | | | 12.73 | | | | 0.99 | | | | 0.59 | | | | 1.58 | | | | (1.00 | ) | | | — | | | | — | | | | (1.00 | ) | | | 13.31 | | | | 12.87 | | |
02-29-12 | | | 13.37 | | | | 0.71 | | | | (0.68 | ) | | | 0.03 | | | | (0.67 | ) | | | — | | | | — | | | | (0.67 | ) | | | 12.73 | | | | 0.38 | | |
02-28-11 | | | 12.54 | | | | 0.63 | | | | 0.84 | | | | 1.47 | | | | (0.60 | ) | | | — | | | | (0.04 | ) | | | (0.64 | ) | | | 13.37 | | | | 12.05 | | |
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 | | | |
08-31-14 | | | 13.51 | | | | 0.35 | | | | (0.13 | ) | | | 0.22 | | | | (0.34 | ) | | | — | | | | — | | | | (0.34 | ) | | | 13.39 | | | | 1.68 | | |
02-28-14 | | | 13.36 | | | | 0.74 | * | | | 0.25 | | | | 0.99 | | | | (0.76 | ) | | | — | | | | (0.08 | ) | | | (0.84 | ) | | | 13.51 | | | | 7.65 | | |
02-28-13 | | | 12.76 | | | | 0.98 | | | | 0.62 | | | | 1.60 | | | | (1.00 | ) | | | — | | | | — | | | | (1.00 | ) | | | 13.36 | | | | 13.00 | | |
02-29-12 | | | 13.40 | | | | 0.78 | | | | (0.75 | ) | | | 0.03 | | | | (0.67 | ) | | | — | | | | — | | | | (0.67 | ) | | | 12.76 | | | | 0.38 | | |
02-28-11 | | | 12.60 | | | | 0.57 | | | | 0.87 | | | | 1.44 | | | | (0.60 | ) | | | — | | | | (0.04 | ) | | | (0.64 | ) | | | 13.40 | | | | 11.75 | | |
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 | |
08-31-14 | | | 1.64 | | | | 2.02 | | | | 4.76 | | | | 1.65 | | | | 2.03 | | | | 4.75 | | | | 350,536 | | | | 44 | | |
02-28-14 | | | 1.61 | | | | 1.98 | | | | 5.23 | | | | 1.59 | | | | 1.95 | | | | 5.25 | | | | 403,027 | | | | 76 | | |
02-28-13 | | | 1.66 | | | | 2.14 | | | | 7.23 | | | | 1.68 | | | | 2.16 | | | | 7.21 | | | | 234,056 | | | | 94 | | |
02-29-12 | | | 1.63 | | | | 2.09 | | | | 5.54 | | | | 1.66 | | | | 2.13 | | | | 5.51 | | | | 237,853 | | | | 68 | | |
02-28-11 | | | 1.52 | | | | 1.93 | | | | 4.27 | | | | 1.51 | | | | 1.92 | | | | 4.28 | | | | 400,327 | | | | 64 | | |
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 | | |
Class B | |
08-31-14 | | | 2.14 | | | | 2.52 | | | | 4.27 | | | | 2.40 | | | | 2.78 | | | | 4.00 | | | | 440 | | | | 44 | | |
02-28-14 | | | 2.11 | | | | 2.48 | | | | 4.82 | | | | 2.34 | | | | 2.70 | | | | 4.59 | | | | 525 | | | | 76 | | |
02-28-13 | | | 2.16 | | | | 2.64 | | | | 6.67 | | | | 2.43 | | | | 2.91 | | | | 6.40 | | | | 694 | | | | 94 | | |
02-29-12 | | | 2.13 | | | | 2.59 | | | | 5.01 | | | | 2.41 | | | | 2.87 | | | | 4.73 | | | | 10,670 | | | | 68 | | |
02-28-11 | | | 2.02 | | | | 2.42 | | | | 3.75 | | | | 2.26 | | | | 2.66 | | | | 3.51 | | | | 24,293 | | | | 64 | | |
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 | | |
Class C | |
08-31-14 | | | 2.14 | | | | 2.52 | | | | 4.27 | | | | 2.15 | | | | 2.53 | | | | 4.25 | | | | 329,847 | | | | 44 | | |
02-28-14 | | | 2.10 | | | | 2.47 | | | | 4.78 | | | | 2.08 | | | | 2.44 | | | | 4.81 | | | | 345,801 | | | | 76 | | |
02-28-13 | | | 2.14 | | | | 2.62 | | | | 6.75 | | | | 2.16 | | | | 2.64 | | | | 6.73 | | | | 265,812 | | | | 94 | | |
02-29-12 | | | 2.13 | | | | 2.59 | | | | 5.11 | | | | 2.16 | | | | 2.63 | | | | 5.08 | | | | 273,361 | | | | 68 | | |
02-28-11 | | | 2.02 | | | | 2.43 | | | | 3.78 | | | | 2.01 | | | | 2.42 | | | | 3.79 | | | | 354,965 | | | | 64 | | |
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 | | |
Class I | |
08-31-14 | | | 1.39 | | | | 1.77 | | | | 5.01 | | | | 1.39 | | | | 1.77 | | | | 5.01 | | | | 81,099 | | | | 44 | | |
02-28-14 | | | 1.33 | | | | 1.70 | | | | 5.43 | | | | 1.30 | | | | 1.67 | | | | 5.46 | | | | 109,180 | | | | 76 | | |
02-28-13 | | | 1.41 | | | | 1.89 | | | | 7.50 | | | | 1.43 | | | | 1.91 | | | | 7.48 | | | | 36,900 | | | | 94 | | |
02-29-12 | | | 1.38 | | | | 1.84 | | | | 6.19 | | | | 1.41 | | | | 1.88 | | | | 6.16 | | | | 27,051 | | | | 68 | | |
02-28-11 | | | 1.27 | | | | 1.68 | | | | 4.71 | | | | 1.26 | | | | 1.67 | | | | 4.72 | | | | 3,977 | | | | 64 | | |
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 | |
08-31-14 | | | 1.39 | | | | 1.77 | | | | 5.01 | | | | 1.40 | | | | 1.78 | | | | 4.99 | | | | 40,468 | | | | 44 | | |
02-28-14 | | | 1.36 | | | | 1.73 | | | | 5.51 | | | | 1.34 | | | | 1.70 | | | | 5.54 | | | | 48,587 | | | | 76 | | |
02-28-13 | | | 1.41 | | | | 1.89 | | | | 7.40 | | | | 1.43 | | | | 1.91 | | | | 7.38 | | | | 49,149 | | | | 94 | | |
02-29-12 | | | 1.38 | | | | 1.84 | | | | 5.82 | | | | 1.41 | | | | 1.88 | | | | 5.79 | | | | 19,186 | | | | 68 | | |
02-28-11 | | | 1.27 | | | | 1.68 | | | | 4.52 | | | | 1.26 | | | | 1.67 | | | | 4.53 | | | | 26,353 | | | | 64 | | |
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, capital gain distributions and return of capital distributions/allocations, 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
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 | | | |
08-31-14 | | | 287,500 | | | | 3,790 | | | | 273,963 | | | | 26,195 | | |
02-28-14 | | | 293,500 | | | | 4,090 | | | | 228,860 | | | | 29,859 | | |
02-28-13 | | | 169,000 | | | | 4,470 | | | | 191,959 | | | | 17,541 | | |
02-29-12 | | | 202,000 | | | | 3,810 | | | | 208,126 | | | | 18,644 | | |
02-28-11 | | | 183,000 | | | | 5,430 | | | | 158,805 | | | | 29,876 | | |
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 | | |
Class B | | | |
08-31-14 | | | 287,500 | | | | 3,790 | | | | 273,963 | | | | 33 | | |
02-28-14 | | | 293,500 | | | | 4,090 | | | | 228,860 | | | | 39 | | |
02-28-13 | | | 169,000 | | | | 4,470 | | | | 191,959 | | | | 52 | | |
02-29-12 | | | 202,000 | | | | 3,810 | | | | 208,126 | | | | 839 | | |
02-28-11 | | | 183,000 | | | | 5,430 | | | | 158,805 | | | | 1,818 | | |
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 | | |
Class C | | | |
08-31-14 | | | 287,500 | | | | 3,790 | | | | 273,963 | | | | 24,692 | | |
02-28-14 | | | 293,500 | | | | 4,090 | | | | 228,860 | | | | 25,664 | | |
02-28-13 | | | 169,000 | | | | 4,470 | | | | 191,959 | | | | 19,949 | | |
02-29-12 | | | 202,000 | | | | 3,810 | | | | 208,126 | | | | 21,454 | | |
02-28-11 | | | 183,000 | | | | 5,430 | | | | 158,805 | | | | 26,522 | | |
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 | | |
Class I | | | |
08-31-14 | | | 287,500 | | | | 3,790 | | | | 273,963 | | | | 6,074 | | |
02-28-14 | | | 293,500 | | | | 4,090 | | | | 228,860 | | | | 8,106 | | |
02-28-13 | | | 169,000 | | | | 4,470 | | | | 191,959 | | | | 2,772 | | |
02-29-12 | | | 202,000 | | | | 3,810 | | | | 208,126 | | | | 2,126 | | |
02-28-11 | | | 183,000 | | | | 5,430 | | | | 158,805 | | | | 297 | | |
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 | | | |
08-31-14 | | | 287,500 | | | | 3,790 | | | | 273,963 | | | | 3,022 | | |
02-28-14 | | | 293,500 | | | | 4,090 | | | | 228,860 | | | | 3,597 | | |
02-28-13 | | | 169,000 | | | | 4,470 | | | | 191,959 | | | | 3,678 | | |
02-29-12 | | | 202,000 | | | | 3,810 | | | | 208,126 | | | | 1,503 | | |
02-28-11 | | | 183,000 | | | | 5,430 | | | | 158,805 | | | | 1,966 | | |
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
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited)
NOTE 1 — ORGANIZATION
Voya 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 public.
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 1.00% 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 Voya mutual funds. Class B shares are subject to an EWC of up to 3.00% over the five-year period after purchase and Class C shares are subject to an EWC of 1.00% 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 offer to 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 ("GAAP") for investment companies.
A. Senior Loan and Other Security Valuation. U.S. GAAP defines fair value as the price the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. Senior loans held by the Fund are normally valued at the mean 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.
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)
The Fund has engaged an independent pricing service to provide quotations from dealers in loans and to calculate values 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 or with reference to the proxy procedure described above. As of August 31, 2014, 100.0% of total loans were valued based on these procedures.
Prices from a pricing service may not be available for all loans and Voya Investments, LLC (formerly, ING Investments, LLC) (the "Investment Adviser" or "Voya Investments"), an Arizona limited liability company, or Voya Investment Management Co. LLC (formerly, ING Investment Management Co. LLC) ("Voya IM" or the "Sub-Adviser"), a Delaware limited liability company, 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 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.
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 quotations 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 for which the primary market is a national securities exchange are valued at the official closing price when available or, for certain markets, the last reported sale price on each valuation day. Securities traded in the over-the-counter market and listed securities for which no sale was reported on a valuation date are valued at the mean between the last reported bid and ask price on such exchange. 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. 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 invests. 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.
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
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)
amortized cost, which approximates 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.
For the period ended August 31, 2014, there have been no significant changes to the fair valuation methodologies.
The Board has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated the responsibility for applying the valuation methods to the "Pricing Committee" as established by the Fund's Administrator. The Pricing Committee considers all facts it deems relevant that are reasonably available, through either public information or information available to the Investment Adviser or Sub-Adviser, when determining the fair value of the security. In the event that a security or asset cannot be valued pursuant to one of the valuation methods established by the Board, the fair value of the security or asset will be determined in good faith by the Pricing Committee. When the Fund uses these fair valuation methods that use significant unobservable inputs to determine its NAV, securities will be priced by a method that the Pricing Committee believes accurately reflects fair value and are categorized as Level 3 of the fair value hierarchy. The methodologies used for valuing securities are not necessarily an indication of the risks of investing in those securities valued in good faith at fair value nor can it be assured the Fund can obtain the fair value assigned to a security if it were to sell the security.
To assess the continuing appropriateness of security valuations, the Pricing Committee may compare prior day prices, prices on comparable securities, and traded prices to the prior or current day prices and the Pricing Committee challenges those prices exceeding certain tolerance levels with the independent pricing service or broker source. For those securities valued in good faith at fair value, the Pricing Committee reviews and affirms the reasonableness of the valuation on a regular basis after considering all relevant information that is reasonably available.
For fair valuations using significant unobservable inputs, U.S. GAAP requires a reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in or out of the Level 3 category during the period. The end of period timing recognition is used for the transfers between Levels of the Fund's assets and liabilities. A reconciliation of Level 3 investments is presented only when the Fund has a significant amount of Level 3 investments.
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. Senior 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. Amendment fees are earned as compensation for evaluating and accepting changes to an
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)
original senior loan agreement and are recognized when received. Amendment fees and other fees earned are reported on the Statement of Operations.
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. GAAP for investment companies. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital. 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. GAAP 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 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
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)
to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities. The foregoing risks are even greater with respect to securities of issuers in emerging markets.
G. Forward Foreign Currency Contracts. The Fund has entered 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 foreign 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 Statement 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.
For the period ended August 31, 2014, the Fund had an average quarterly contract amount on forward foreign currency contracts to sell of $60,408,504.
NOTE 3 — INVESTMENTS
For the period ended August 31, 2014, the cost of purchases and the proceeds from principal repayment and sales of investments, excluding short-term investments, totaled $499,311,230 and $597,148,196, respectively. At August 31, 2014, the Fund held senior loans valued at $1,118,492,558 representing 99.6% 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 Federal Deposit Insurance Corporation ("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 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 | | $ | — | | |
Total Restricted Securities excluding senior loans (fair value $0 was 0.00% of net assets at August 31, 2014) | | | | $ | — | | |
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 Managed Assets. For the purposes of the Management Agreement, "Managed Assets" shall mean the Fund's average daily gross asset value, minus the sum of the Fund's accrued
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 4 — MANAGEMENT AND ADMINISTRATION AGREEMENTS (continued)
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 and the liquidation preference of any outstanding preferred shares).
The Investment Adviser has entered into a Sub-Advisory agreement with Voya IM. Subject to such policies as the Board or the Investment Adviser may determine, Voya IM manages the Fund's assets in accordance with the Fund's investment objectives, policies, and limitations.
The Fund has also entered into an Administration Agreement with Voya Funds Services, LLC (formerly, ING Funds Services, LLC) (the "Administrator"), a Delaware limited liability company, to provide administrative services. For its 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 Voya Investments Distributor, LLC (formerly, ING Investments Distributor, LLC) (the "Distributor"), a Delaware limited liability company, 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 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 period ended August 31, 2014, 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.
The Expense Limitation Agreement is contractual through July 1, 2015 and shall renew automatically for one-year terms unless: (i) the Investment Adviser provides 90 days written notice of its termination and such termination is approved by the Board; or (ii) the Management Agreement has been terminated.
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 6 — EXPENSE LIMITATIONS (continued)
As of August 31, 2014, the amount of reimbursed fees that are subject to recoupment by the Investment Adviser, and the related expiration dates are as follows:
August 31, | | | |
2015 | | 2016 | | 2017 | | Total | |
$ | 131,007 | | | $ | — | | | $ | — | | | $ | 131,007 | | |
In addition to the above waived or reimbursed fees, the amount of class specific fees waived or reimbursed that are subject to possible recoupment by the Investment Adviser, and the related expiration dates, as of August 31, 2014, are as follows:
| | August 31, | | | |
| | 2015 | | 2016 | | 2017 | | Total | |
Class A | | $ | — | | | $ | — | | | $ | 29,338 | | | $ | 29,338 | | |
Class B | | | — | | | | — | | | | 35 | | | | 35 | | |
Class C | | | — | | | | — | | | | 26,833 | | | | 26,833 | | |
Class W | | | — | | | | — | | | | 3,341 | | | | 3,341 | | |
NOTE 7 — COMMITMENTS
The Fund has entered into a 364-day revolving credit agreement, collateralized by assets of the Fund, to borrow up to $425 million maturing May 15, 2015. 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 $287.5 million of borrowings outstanding at August 31, 2014. Weighted average interest rate on outstanding borrowings was 1.11%, excluding fees related to the unused portion of the facilities, and other fees. The amount of borrowings represented 24.57% of total assets at August 31, 2014. Prepaid arrangement fees are amortized over the term of the agreement. Average borrowings for the year ended August 31, 2014 were $273,963,043 and the average annualized interest rate was 1.21%.
NOTE 8 — SENIOR LOAN COMMITMENTS
As of August 31, 2014, the Fund had unfunded loan commitments pursuant to the terms of the following loan agreements:
Longview Power, LLC, DIP Facility | | $ | 271,465 | | |
The unrealized appreciation on these commitments of $149,306 as of August 31, 2014 is reported as such on the Statement of Assets and Liabilities.
NOTE 9 — TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES
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 that they are entitled to receive from the Fund. For purposes of determining the amount owed to the trustee under the Plan, the amounts deferred are invested in shares of the "notional" funds selected by the trustee. The Fund purchases shares of the "notional" funds, which are all advised by Voya Investments, in amounts equal to the trustees' deferred fees, resulting in a Fund asset equal to the deferred compensation liability. Such assets are included as a component of "Other assets" on the Statement of Assets and Liabilities. Deferral of trustees' fees under the Plan will not affect net assets of the Fund, and will not materially affect the Fund's assets, liabilities or net investment income per share. Amounts will be deferred until distributed 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 period ended August 31, 2014.
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
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, 2014, the Fund held no subordinated loans or unsecured loans.
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 | | | |
| 08-31-14 | | | | 3,552,081 | | | | 106,928 | | | | (7,323,203 | ) | | | — | | | | (3,664,194 | ) | |
| 02-28-14 | | | | 18,870,321 | | | | 245,329 | | | | (6,796,845 | ) | | | — | | | | 12,318,805 | | |
Class B | | | |
| 08-31-14 | | | | 428 | | | | 85 | | | | (6,567 | ) | | | — | | | | (6,054 | ) | |
| 02-28-14 | | | | 6,474 | | | | 669 | | | | (20,270 | ) | | | — | | | | (13,127 | ) | |
Class C | | | |
| 08-31-14 | | | | 1,908,549 | | | | 57,550 | | | | (2,937,371 | ) | | | — | | | | (971,272 | ) | |
| 02-28-14 | | | | 8,489,741 | | | | 184,871 | | | | (2,959,584 | ) | | | — | | | | 5,715,028 | | |
Class I | | | |
| 08-31-14 | | | | 976,415 | | | | 14,073 | | | | (3,021,913 | ) | | | — | | | | (2,031,425 | ) | |
| 02-28-14 | | | | 7,843,206 | | | | 40,397 | | | | (2,549,786 | ) | | | — | | | | 5,333,817 | | |
Class W | | | |
| 08-31-14 | | | | 472,870 | | | | 20,067 | | | | (1,067,458 | ) | | | — | | | | (574,521 | ) | |
| 02-28-14 | | | | 4,668,996 | | | | 37,589 | | | | (4,788,242 | ) | | | — | | | | (81,657 | ) | |
Year or | | Shares sold | | Reinvestment of distributions | | Shares redeemed | | Shares converted | | Net increase (decrease) | |
period ended | | ($) | | ($) | | ($) | | ($) | | ($) | |
Class A | | | |
| 08-31-14 | | | | 47,802,053 | | | | 1,436,240 | | | | (98,453,214 | ) | | | — | | | | (49,214,921 | ) | |
| 02-28-14 | | | | 254,080,732 | | | | 3,303,286 | | | | (91,533,744 | ) | | | — | | | | 165,850,274 | | |
Class B | | | |
| 08-31-14 | | | | 5,740 | | | | 1,138 | | | | (88,180 | ) | | | — | | | | (81,302 | ) | |
| 02-28-14 | | | | 86,873 | | | | 8,985 | | | | (272,172 | ) | | | — | | | | (176,314 | ) | |
Class C | | | |
| 08-31-14 | | | | 25,632,789 | | | | 771,690 | | | | (39,408,025 | ) | | | — | | | | (13,003,546 | ) | |
| 02-28-14 | | | | 114,201,813 | | | | 2,485,388 | | | | (39,807,034 | ) | | | — | | | | 76,880,167 | | |
Class I | | | |
| 08-31-14 | | | | 13,109,408 | | | | 188,662 | | | | (40,567,929 | ) | | | — | | | | (27,269,859 | ) | |
| 02-28-14 | | | | 105,478,283 | | | | 542,484 | | | | (34,298,178 | ) | | | — | | | | 71,722,589 | | |
Class W | | | |
| 08-31-14 | | | | 6,363,616 | | | | 269,766 | | | | (14,371,791 | ) | | | — | | | | (7,738,409 | ) | |
| 02-28-14 | | | | 62,953,805 | | | | 506,641 | | | | (64,560,133 | ) | | | — | | | | (1,099,687 | ) | |
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. GAAP 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.
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.
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 13 — FEDERAL INCOME TAXES (continued)
The tax composition of dividends and distributions to shareholders was as follows:
| | Six Months Ended August 31, 2014 | | Year Ended February 28, 2014 | |
| | Ordinary Income | | Ordinary Income | | Return of Capital | |
| | | | $ | 20,269,143 | | | $ | 39,027,259 | | | $ | 5,564,677 | | |
The tax-basis components of distributable earnings and the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of February 28, 2014 are detailed below. The Regulated Investment Company Modernization Act of 2010 (the "Act") provides an unlimited carryforward period for newly generated capital losses. Under the Act, there may be a greater likelihood that all or a portion of the Fund's pre-enactment capital loss carryforwards may expire without being utilized due to the fact that post-enactment capital losses are required to be utilized before pre-enactment capital loss carryforwards.
Unrealized Appreciation/ | | Capital Loss Carryforwards | |
(Depreciation) | | Amount | | Character | | Expiration | |
$ | 5,624,323 | | | $ | (80,562,079 | ) | | Short-term | | | 2017 | | |
| | | | | (133,167,631 | ) | | Short-term | | | 2018 | | |
| | | | | (31,805,887 | ) | | Short-term | | | 2019 | | |
| | | | | (22,626,245 | ) | | Long-term | | | None | | |
| | | | $ | (268,161,842 | ) | | | | | | | | | |
The Fund's major tax jurisdictions are U.S. federal and Arizona. The earliest tax year that remains subject to examination by these jurisdictions is 2009.
As of August 31, 2014, 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 — RESTRUCTURING PLAN
In October 2009, ING Groep submitted a restructuring plan (the "Restructuring Plan") to the European Commission in order to receive approval for state aid granted to ING Groep by the Kingdom of the Netherlands in November 2008 and March 2009. To receive approval for this state aid, ING Groep was required to divest its insurance and investment management businesses, including Voya Financial, Inc. (formerly, ING U.S., Inc.), before the end of 2013. In November 2012, the Restructuring Plan was amended to permit ING Groep additional time to complete the divestment. Pursuant to the amended Restructuring Plan, ING Groep must divest at least 25% of Voya Financial, Inc. by the end of 2013, more than 50% by the end of 2014, and the remaining interest by the end of 2016 (such divestment, the "Separation Plan").
In May 2013, Voya Financial, Inc. conducted an initial public offering of its common stock (the "IPO"). In October 2013, ING Groep divested additional shares in a secondary offering of common stock of Voya Financial, Inc. In March 2014 and September 2014, ING Groep divested additional shares, reducing its ownership interest in Voya Financial, Inc. below 32%. Voya Financial, Inc. did not receive any proceeds from these offerings.
ING Groep has stated that it intends to sell its remaining interest in Voya Financial, Inc. over time. While the base case for the remainder of the Separation Plan is the divestment of ING Groep's remaining interest in one or more broadly distributed offerings, all options remain open and it is possible that ING
Voya Senior Income Fund
NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)
NOTE 14 — RESTRUCTURING PLAN (continued)
Groep's divestment of its remaining interest in Voya Financial, Inc. may take place by means of a sale to a single buyer or group of buyers.
It is anticipated that one or more of the transactions contemplated by the Separation Plan would result in the automatic termination of the existing investment advisory and sub-advisory agreements under which the Investment Adviser and sub-adviser provide services to the Fund. In order to ensure that the existing investment advisory and sub-advisory services can continue uninterrupted, the Board approved new advisory and sub-advisory agreements for the Fund, as applicable, in connection with the IPO. Shareholders of the Fund approved new investment advisory and affiliated sub-advisory agreements prompted by the IPO, as well as any future advisory and affiliated sub-advisory agreements prompted by the Separation Plan that are approved by the Board and whose terms are not materially different from the current agreements. This means that shareholders may not have another opportunity to vote on a new agreement with the Investment Adviser or an affiliated sub-adviser even if they undergo a change of control, as long as no single person or group of persons acting together gains "control" (as defined in the 1940 Act) of Voya Financial, Inc.
The Separation Plan, whether implemented through public offerings or other means, may be disruptive to the businesses of Voya Financial, Inc. and its subsidiaries, including the Investment Adviser and certain affiliated entities that provide services to the Fund, and may cause, among other things, interruption of business operations or services, diversion of management's attention from day-to-day operations, reduced access to capital, and loss of key employees or customers. The completion of the Separation Plan is expected to result in the loss of access to the resources of ING Groep by the Investment Adviser and certain affiliated entities that provide services to the Fund, which could adversely affect their businesses. Since a portion of the shares of Voya Financial, Inc., as a standalone entity, are publicly held, it is subject to the reporting requirements of the Securities Exchange Act of 1934 as well as other U.S. government and state regulations, and subject to the risk of changing regulation.
The Separation Plan may be implemented in phases. During the time that ING Groep retains a significant interest in Voya Financial, Inc., circumstances affecting ING Groep, including restrictions or requirements imposed on ING Groep by European and other authorities, may also affect Voya Financial, Inc. A failure to complete the Separation Plan could create uncertainty about the nature of the relationship between Voya Financial, Inc. and ING Groep, and could adversely affect Voya Financial, Inc. and the Investment Adviser and its affiliates. Currently, the Investment Adviser and its affiliates do not anticipate that the Separation Plan will have a material adverse impact on their operations or the Fund and its operation.
NOTE 15 — SUBSEQUENT EVENTS
DIVIDENDS DECLARED
Subsequent to August 31, 2014 the Fund declared the following dividends from net investment income:
Class | | Per Share Amount | | Declaration Date | | Record Date | | Payable Date | |
A | | $ | 0.05065 | | | Daily | | Daily | | October 1, 2014 | |
B | | $ | 0.04518 | | | Daily | | Daily | | October 1, 2014 | |
C | | $ | 0.04517 | | | Daily | | Daily | | October 1, 2014 | |
I | | $ | 0.05340 | | | Daily | | Daily | | October 1, 2014 | |
W | | $ | 0.05340 | | | Daily | | Daily | | October 1, 2014 | |
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.
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
SENIOR LOANS*: 139.4% | | | |
| | | | Aerospace & Defense: 0.1% | |
| 625,000 | | | | (1 | ) | | Custom Sensors & Technologies, First Lien Term Loan, 06/18/21 | | $ | 625,586 | | | | 0.1 | | |
| | | | Automotive: 5.3% | |
| 1,171,875 | | | | | | | BBB Industries, LLC, Term Loan B, 5.500%, 03/27/19 | | | 1,174,316 | | | | 0.1 | | |
| 7,000,000 | | | | | | | Federal-Mogul Corporation, Term Loan C, 4.750%, 04/15/21 | | | 6,995,625 | | | | 0.9 | | |
| 5,899,591 | | | | | | | Fram Group Holdings Inc., First Lien Term Loan, 6.500%, 07/31/17 | | | 5,932,776 | | | | 0.7 | | |
| 831,150 | | | | | | | Fram Group Holdings Inc., Second Lien Term Loan, 10.500%, 01/29/18 | | | 806,215 | | | | 0.1 | | |
| 10,775,000 | | | | (1 | ) | | Gates Global LLC, First Lien Secured Term Loan, 4.250%, 06/30/21 | | | 10,706,536 | | | | 1.3 | | |
| 3,200,000 | | | | | | | Goodyear Tire & Rubber Company (The), Second Lien Term Loan, 4.750%, 04/30/19 | | | 3,214,640 | | | | 0.4 | | |
| 875,000 | | | | (1 | ) | | Key Safety Systems, Inc., First Lien Term Loan, 07/23/21 | | | 876,641 | | | | 0.1 | | |
| 646,492 | | | | | | | Key Safety Systems, Inc., Term Facility, 4.750%, 05/15/18 | | | 647,301 | | | | 0.1 | | |
EUR | 1,477,500 | | | | | | | Metaldyne, LLC, Term Loan E, 4.750%, 12/15/18 | | | 1,949,854 | | | | 0.2 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 2,828,262 | | | | | | | Metaldyne, LLC, USD Term Loan B, 4.250%, 12/31/18 | | $ | 2,832,977 | | | | 0.4 | | |
| 587,189 | | | | | | | Schrader International, Upsized Lux Term Loan, 5.000%, 04/27/18 | | | 587,923 | | | | 0.1 | | |
| 451,697 | | | | | | | Schrader International, Upsized USD Term Loan, 5.000%, 04/27/18 | | | 452,261 | | | | 0.1 | | |
| 5,043,125 | | | | (1 | ) | | TI Group Automotive Systems, L.L.C., Term Loan B, 4.250%, 07/02/21 | | | 5,043,125 | | | | 0.6 | | |
| 1,571,481 | | | | | | | UCI International, Inc., Term Loan B, 5.500%, 07/26/17 | | | 1,575,409 | | | | 0.2 | | |
| | | | | | | | | 42,795,599 | | | | 5.3 | | |
| | | | Beverage & Tobacco: 2.7% | |
EUR | 3,075,000 | | | | | | | Iglo Foods, Term loan B1 (EUR), 4.319%, 06/30/20 | | | 4,047,552 | | | | 0.5 | | |
GBP | 2,675,000 | | | | | | | Iglo Foods, Term loan B2 (GBP), 5.251%, 06/30/20 | | | 4,442,985 | | | | 0.6 | | |
EUR | 10,000,000 | | | | (1 | ) | | Jacobs Douwe Egberts, TL B-1 EUR, 06/30/21 | | | 12,940,357 | | | | 1.6 | | |
| | | | | | | | | 21,430,894 | | | | 2.7 | | |
| | | | Building & Development: 1.7% | |
| 1,250,000 | | | | | | | Capital Automotive L.P., Second Lien Term Loan, 6.000%, 04/30/20 | | | 1,276,562 | | | | 0.2 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Building & Development (continued) | |
| 2,561,962 | | | | | | | Capital Automotive L.P., Term Loan, 4.000%, 04/10/19 | | $ | 2,559,562 | | | | 0.3 | | |
| 3,100,000 | | | | (1 | ) | | Doosan Infracore Bobcat Holdings Co., Ltd., Term Loan B, 05/27/21 | | | 3,114,183 | | | | 0.4 | | |
| 1,460,287 | | | | | | | Minimax Viking GmbH, Facility B1 Loan, 4.500%, 08/30/20 | | | 1,465,763 | | | | 0.2 | | |
| 4,126,797 | | | | | | | NCI Building Systems, Inc., Term Loan, 4.250%, 06/24/19 | | | 4,117,771 | | | | 0.5 | | |
| 815,000 | | | | | | | Quikrete Holdings, Second Lien Term Loan, 7.000%, 03/23/21 | | | 825,697 | | | | 0.1 | | |
| | | | | | | | | 13,359,538 | | | | 1.7 | | |
| | | | Business Equipment & Services: 12.9% | |
| 6,000,000 | | | | (1 | ) | | Acosta, Inc., Term Loan B, 08/13/21 | | | 6,016,248 | | | | 0.7 | | |
| 7,914,359 | | | | | | | Acosta, Inc., Upsized Term Loan B, 4.250%, 03/02/18 | | | 7,948,984 | | | | 1.0 | | |
| 145,161 | | | | (1 | ) | | Advantage Sales & Marketing, Inc., Delayed Draw Term Loan, 07/21/21 | | | 144,060 | | | | 0.0 | | |
| 4,354,839 | | | | | | | Advantage Sales & Marketing, Inc., First Lien Term Loan, 4.250%, 07/21/21 | | | 4,321,790 | | | | 0.5 | | |
| 1,200,000 | | | | | | | Advantage Sales & Marketing, Inc., Second Lien Term Loan, 7.500%, 07/21/22 | | | 1,205,550 | | | | 0.2 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 1,250,000 | | | | | | | AlixPartners LLP, Second Lien Term Loan, 9.000%, 07/09/21 | | $ | 1,266,666 | | | | 0.2 | | |
| 3,910,599 | | | | | | | AlixPartners LLP, Term Loan B-2, 4.000%, 07/09/20 | | | 3,906,935 | | | | 0.5 | | |
| 3,275,250 | | | | | | | Allflex Holdings III, Inc., First Lien Term Loan, 4.250%, 07/17/20 | | | 3,274,228 | | | | 0.4 | | |
| 920,000 | | | | | | | Allflex Holdings III, Inc., Second Lien Term Loan, 8.000%, 07/19/21 | | | 924,888 | | | | 0.1 | | |
| 2,210,000 | | | | | | | Catalina Marketing Corporation, First Lien Term Loan, 4.500%, 04/01/21 | | | 2,180,534 | | | | 0.3 | | |
| 1,700,000 | | | | | | | Catalina Marketing Corporation, Second Lien Term Loan, 7.750%, 04/01/22 | | | 1,676,625 | | | | 0.2 | | |
| 3,981,228 | | | | | | | Coinmach Service Corp., Feb 2014 Upsized Term Loan, 4.250%, 11/15/19 | | | 3,958,834 | | | | 0.5 | | |
| 5,435,100 | | | | | | | CorpSource Finance Holdings, LLC, First Lien Term Loan, 5.250%, 04/30/18 | | | 5,464,542 | | | | 0.7 | | |
| 1,860,000 | | | | | | | CorpSource Finance Holdings, LLC, Second Lien, 8.750%, 04/30/19 | | | 1,878,600 | | | | 0.2 | | |
EUR | 645,000 | | | | | CPA Global Financing, First Lien Term Loan Euro, 4.750%, 11/30/20 | | | 853,218 | | | | 0.1 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Business Equipment & Services (continued) | |
| 646,750 | | | | | | | CPA Global Financing, First Lien Term Loan USD, 4.500%, 11/30/20 | | $ | 650,792 | | | | 0.1 | | |
| 758,770 | | | | | | | First American Payment Systems, First Lien Term Loan, 5.750%, 09/30/18 | | | 758,770 | | | | 0.1 | | |
| 1,398,224 | | | | | | | First American Payment Systems, Second Lien, 10.750%, 03/30/19 | | | 1,398,224 | | | | 0.2 | | |
| 1,015,748 | | | | | | | GCA Services, Replacement Term Loan, 4.269%, 11/01/19 | | | 1,013,843 | | | | 0.1 | | |
| 5,000,000 | | | | | | | Interactive Data Corporation, Term Loan B, 4.750%, 05/01/21 | | | 5,020,000 | | | | 0.6 | | |
EUR | 2,700,000 | | | | | ION Trading Technologies Limited, First Lien Term Loan EURO, 4.500%, 06/10/21 | | | 3,558,751 | | | | 0.4 | | |
| 692,308 | | | | | | | ION Trading Technologies Limited, Second Lien Term Loan, 7.250%, 06/10/22 | | | 693,822 | | | | 0.1 | | |
| 5,809,524 | | | | | | | iQor, First Lien Term Loan, 6.000%, 04/01/21 | | | 5,475,476 | | | | 0.7 | | |
| 2,500,000 | | | | | | | iQor, Second Lien Term Loan, 9.750%, 04/01/22 | | | 2,325,000 | | | | 0.3 | | |
| 997,500 | | | | | | | Knowledge Universe Education, LLC, Term Loan B, 5.250%, 03/20/21 | | | 1,009,969 | | | | 0.1 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 1,975,000 | | | | | | | Learning Care Group, Term loan, 5.832%, 05/01/21 | | $ | 1,979,938 | | | | 0.2 | | |
| 3,161,290 | | | | | | | Legal Shield, First Lien Term Loan, 6.250%, 07/01/19 | | | 3,185,989 | | | | 0.4 | | |
| 2,000,000 | | | | | | | Legal Shield, Second Lien Term Loan, 9.750%, 07/01/20 | | | 2,050,000 | | | | 0.3 | | |
| 2,465,278 | | | | | | | Miller Heiman, Inc., Term Loan B, 6.758%, 09/30/19 | | | 2,419,054 | | | | 0.3 | | |
| 2,592,594 | | | | | | | Misys (Magic Newco 2 S.a.r.l.), Term Loan B add-on, 5.000%, 12/01/18 | | | 2,607,501 | | | | 0.3 | | |
| 2,500,000 | | | | | | | Onsite Rental Group Operations Pty Ltd., Senior Secured Term Loan, 5.500%, 07/30/21 | | | 2,478,125 | | | | 0.3 | | |
| 1,250,000 | | | | | | | Phillips-Medisize Corporation, First Lien Term Loan, 4.750%, 06/16/21 | | | 1,253,125 | | | | 0.2 | | |
| 250,000 | | | | | | | Phillips-Medisize Corporation, Second Lien Term Loan, 8.250%, 06/16/22 | | | 252,188 | | | | 0.0 | | |
| 2,079,000 | | | | | | | RentPath, Inc., Term Loan B, 6.250%, 05/29/20 | | | 2,093,293 | | | | 0.3 | | |
| 2,530,000 | | | | | | | Ship US Bidco, Inc. (Worldpay), Term Loan B2A-II, 5.250%, 11/30/19 | | | 2,548,186 | | | | 0.3 | | |
GBP | 1,140,000 | | | | | | | Ship US Bidco, Inc. (Worldpay), Term Loan C1, 5.750%, 11/30/19 | | | 1,907,949 | | | | 0.2 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Business Equipment & Services (continued) | |
| 780,000 | | | | | | | Ship US Bidco, Inc. (Worldpay), Term Loan C2, 4.750%, 11/29/19 | | $ | 784,485 | | | | 0.1 | | |
EUR | 498,750 | | | | | | | Sophos, Term Loan B EUR, 5.250%, 01/30/21 | | | 659,019 | | | | 0.1 | | |
| 2,593,500 | | | | | | | Sophos, Term Loan B USD, 5.000%, 01/30/21 | | | 2,604,307 | | | | 0.3 | | |
| 1,440,734 | | | | | | | Sungard Data Systems Inc, Term Loan B, Tranche E, 4.000%, 03/09/20 | | | 1,440,950 | | | | 0.2 | | |
| 3,520,845 | | | | | | | SurveyMonkey.com, LLC, Term Loan B, 5.500%, 02/07/19 | | | 3,552,708 | | | | 0.4 | | |
| 583,333 | | | | | | | Sutherland Global Services, Term Loan Cayman, 7.250%, 03/06/19 | | | 586,250 | | | | 0.1 | | |
| 1,291,667 | | | | | | | Sutherland Global Services, Term Loan US, 7.250%, 03/06/19 | | | 1,298,125 | | | | 0.2 | | |
| 2,102,977 | | | | | | | Transfirst Holdings, Inc., First Lien Term Loan, 4.250%, 12/27/17 | | | 2,101,663 | | | | 0.3 | | |
| 740,625 | | | | | | | Wash Multi-Family Services, USD Term Loan, 4.503%, 02/21/19 | | | 740,625 | | | | 0.1 | | |
| | | | | | | | | 103,469,829 | | | | 12.9 | | |
| | | | Cable & Satellite Television: 3.7% | |
| 6,000,000 | | | | (1 | ) | | Charter Communications Operating, LLC, TLG, 08/08/21 | | | 6,047,346 | | | | 0.8 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 3,725,343 | | | | | | | LIBERTY CABLEVISION OF PUERTO RICO LLC., First Lien Term Facility, 4.500%, 12/31/21 | | $ | 3,725,924 | | | | 0.5 | | |
| 250,000 | | | | | | | LIBERTY CABLEVISION OF PUERTO RICO LLC., Second Lien Facility, 7.750%, 06/30/23 | | | 250,938 | | | | 0.0 | | |
| 1,980,003 | | | | | | | New Wave Communications, Including Add on Term Loan B, 4.750%, 04/30/20 | | | 1,983,715 | | | | 0.2 | | |
| 4,375,872 | | | | | | | RCN Cable, Term Loan B, 4.500%, 02/25/20 | | | 4,388,181 | | | | 0.5 | | |
GBP | 3,250,000 | | | | | | | Virgin Media Investment Holdings Limited, Term Loan E (GBP), 4.250%, 06/30/23 | | | 5,395,970 | | | | 0.7 | | |
| 7,801,627 | | | | | | | Wideopenwest Finance, LLC, Term Loan B, 4.750%, 04/01/19 | | | 7,821,131 | | | | 1.0 | | |
| | | | | | | | | 29,613,205 | | | | 3.7 | | |
| | | | Chemicals & Plastics: 7.4% | |
| 3,044,700 | | | | | | | Armacell, First Lien Term Loan USD, 5.500%, 06/30/20 | | | 3,056,118 | | | | 0.4 | | |
| 4,888,121 | | | | | | | Arysta LifeScience Corporation, First Lien Term Loan, 4.500%, 05/29/20 | | | 4,894,842 | | | | 0.6 | | |
EUR | 915,750 | | | | | | | Axalta Coating Systems (fka DuPont Performance Coatings), 2014 Specified Refinancing Euro Term Loan, 4.250%, 02/02/20 | | | 1,206,859 | | | | 0.2 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Chemicals & Plastic (continued) | |
| 1,241,014 | | | | | | | AZ Chem US Inc., First Lien Senior Secured Term Loan, 4.500%, 06/13/21 | | $ | 1,249,288 | | | | 0.2 | | |
| 250,000 | | | | | | | AZ Chem US Inc., Second Lien Senior Secured Term Loan, 7.500%, 06/13/22 | | | 253,125 | | | | 0.0 | | |
| 1,100,000 | | | | | | | Emerald Performance Materials LLC, First Lien Term Loan, 4.500%, 08/15/21 | | | 1,099,587 | | | | 0.1 | | |
| 1,000,000 | | | | | | | Emerald Performance Materials LLC, Second Lien Term Loan, 7.750%, 08/15/22 | | | 1,000,625 | | | | 0.1 | | |
| 997,500 | | | | | | | Ennis Flint (a.k.a Road Infrastructure Investment LLC), First Lien Term Facility, 4.250%, 04/01/21 | | | 989,708 | | | | 0.1 | | |
| 1,800,000 | | | | | | | Gemini HDPE LLC, Senior Secured Term Loan, 4.750%, 07/31/21 | | | 1,803,749 | | | | 0.2 | | |
| 650,000 | | | | | | | Houghton International, Inc., Second Lien Term Loan, 9.500%, 12/20/20 | | | 659,750 | | | | 0.1 | | |
| 2,928,749 | | | | | | | Houghton International, Inc., USD First Lien Term Loan, 4.000%, 12/20/19 | | | 2,915,022 | | | | 0.4 | | |
| 3,349,653 | | | | | | | Ineos US Finance LLC, Cash Dollar Term Loan, 3.750%, 05/04/18 | | | 3,332,905 | | | | 0.4 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 982,076 | | | | | | | KLEOPATRA LUX 2 S.À. R.L, New Term Loan B, 4.750%, 12/21/16 | | $ | 987,805 | | | | 0.1 | | |
| 897,750 | | | | | | | Kronos Worldwide, Inc., Term Loan B Facility, 4.750%, 02/21/20 | | | 901,004 | | | | 0.1 | | |
| 3,415,500 | | | | | | | MacDermid, Inc., First Lien Term Loan, 4.000%, 06/07/20 | | | 3,403,047 | | | | 0.4 | | |
EUR | 1,145,000 | | | | (1 | ) | | MacDermid, Inc. (a.k.a Platform Specialty Products Corp), Euro Term Facility, 06/07/20 | | | 1,506,353 | | | | 0.2 | | |
| 590,000 | | | | (1 | ) | | MacDermid, Inc. (a.k.a Platform Specialty Products Corp), USD Add On, 06/07/20 | | | 587,787 | | | | 0.1 | | |
| 2,070,564 | | | | | | | Monarch (Allnex S.a.r.l.), First Lien Term Loan B-1, 4.500%, 10/03/19 | | | 2,075,740 | | | | 0.3 | | |
| 1,074,316 | | | | | | | Monarch (Allnex S.a.r.l.), First Lien Term Loan B-2, 4.500%, 10/03/19 | | | 1,077,002 | | | | 0.1 | | |
EUR | 1,548,949 | | | | | | | Monarch (Allnex S.a.r.l.), First Lien Term Loan Euro, 4.750%, 10/01/19 | | | 2,037,786 | | | | 0.3 | | |
| 31,751 | | | | | | | Monarch (Allnex S.a.r.l.), Second Lien Term Loan, 8.250%, 04/01/20 | | | 32,227 | | | | 0.0 | | |
| 1,100,000 | | | | (1 | ) | | Orion Engineered Carbons, Term Loan B (USD), 07/25/21 | | | 1,102,750 | | | | 0.1 | | |
EUR | 2,183,500 | | | | | | | Oxea S.a.r.l., First Lien Term Loan Euro, 4.500%, 01/15/20 | | | 2,864,528 | | | | 0.4 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Chemicals & Plastic (continued) | |
| 3,141,263 | | | | | | | Oxea S.a.r.l., First Lien Term Loan USD, 4.250%, 01/15/20 | | $ | 3,135,373 | | | | 0.4 | | |
| 1,100,000 | | | | | | | Oxea S.a.r.l., Second Lien Term Loan USD, 8.250%, 07/15/20 | | | 1,105,720 | | | | 0.1 | | |
| 2,139,874 | | | | | | | Royal Adhesives & Sealants, First Lien Term Facility, 5.500%, 08/01/18 | | | 2,152,581 | | | | 0.3 | | |
| 1,100,000 | | | | | | | Solenis International, L.P., USD First Lien Term Loan, 4.250%, 07/31/21 | | | 1,095,050 | | | | 0.1 | | |
| 4,200,437 | | | | | | | Tronox Pigments (Netherlands) BV, Term Loan, 4.000%, 03/19/20 | | | 4,201,420 | | | | 0.5 | | |
| 5,598,128 | | | | | | | Univar Inc., Term Loan B, 5.000%, 06/30/17 | | | 5,612,706 | | | | 0.7 | | |
| 2,893,480 | | | | | | | Vantage Specialties Inc., Incremental Term Loan Facility, 5.000%, 02/10/19 | | | 2,907,045 | | | | 0.4 | | |
| | | | | | | | | 59,247,502 | | | | 7.4 | | |
| | | | Clothing/Textiles: 0.6% | |
| 3,680,741 | | | | | | | Herff Jones, Inc., First Lien Term Loan, 5.500%, 06/25/19 | | | 3,699,145 | | | | 0.5 | | |
| 1,035,950 | | | | | | | Vince, LLC, Term Loan, 6.000%, 11/27/19 | | | 1,046,309 | | | | 0.1 | | |
| | | | | | | | | 4,745,454 | | | | 0.6 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Conglomerates: 1.4% | |
| 1,300,000 | | | | | | | Jason Incorporated, First Lien Term Loan, 5.500%, 06/30/21 | | $ | 1,308,125 | | | | 0.2 | | |
| 600,000 | | | | | | | Jason Incorporated, Second Lien Term Loan, 9.000%, 06/30/22 | | | 594,000 | | | | 0.1 | | |
| 3,950,000 | | | | | | | ServiceMaster Company, Term Loan, 4.250%, 06/30/21 | | | 3,925,312 | | | | 0.5 | | |
CAD | 320,522 | | | | | | | Spectrum Brands, Inc., $CAD Term Loan, 5.025%, 12/17/19 | | | 294,419 | | | | 0.0 | | |
| 3,563,075 | | | | | | | Waterpik, First Lien, 5.750%, 07/01/20 | | | 3,576,437 | | | | 0.4 | | |
| 1,167,838 | | | | | | | WireCo WorldGroup, Inc., Term Loan B, 6.000%, 02/15/17 | | | 1,175,866 | | | | 0.2 | | |
| | | | | | | | | 10,874,159 | | | | 1.4 | | |
| | | | Containers & Glass Products: 3.2% | |
| 495,000 | | | | | | | Berlin Packaging, LLC, First Lien Term Loan, 4.750%, 04/02/19 | | | 495,928 | | | | 0.1 | | |
| 1,980,000 | | | | ^ | | | EveryWare, Inc., Term Loan, 9.500%, 05/21/20 | | | 1,574,100 | | | | 0.2 | | |
| 3,257,813 | | | | | | | Husky Injection Molding Systems, Ltd, Incremental Term Loan, 4.250%, 06/30/21 | | | 3,259,172 | | | | 0.4 | | |
| 4,150,000 | | | | | | | Otter Products, TLB, 5.750%, 06/03/20 | | | 4,113,688 | | | | 0.5 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Containers & Glass Products (continued) | |
| 2,216,782 | | | | | | | Pro Mach, Inc, Term Loan, 4.500%, 07/06/17 | | $ | 2,222,324 | | | | 0.3 | | |
EUR | 962,218 | | | | | | | Reynolds Group Holdings Inc, Eur Term Loan, 4.250%, 12/15/18 | | | 1,269,443 | | | | 0.2 | | |
| 7,384,037 | | | | | | | Reynolds Group Holdings Inc, USD Term Loan, 4.000%, 12/15/18 | | | 7,381,733 | | | | 0.9 | | |
| 2,567,813 | | | | | | | TricorBraun, Term Loan, 4.000%, 05/03/18 | | | 2,564,603 | | | | 0.3 | | |
| 1,881,817 | | | | (1 | ) | | WNA Holdings Inc (a.k.a Waddington Group), USD Term Loan (Canadian Borrower), 4.500%, 06/07/20 | | | 1,878,680 | | | | 0.2 | | |
| 1,043,724 | | | | (1 | ) | | WNA Holdings Inc (a.k.a Waddington Group), USD Upsized Term Loan (US Borrower), 4.500%, 05/23/20 | | | 1,041,984 | | | | 0.1 | | |
| | | | | | | | | 25,801,655 | | | | 3.2 | | |
| | | | Cosmetics/Toiletries: 0.2% | |
| 1,782,451 | | | | | | | KIK Custom Products, Inc., First Lien with incremental, 5.500%, 04/29/19 | | | 1,786,907 | | | | 0.2 | | |
| | | | Diversified Insurance: 5.5% | |
| 3,895,080 | | | | | | | Alliant Holdings, I, LLC, Term Loan B, 4.250%, 12/20/19 | | | 3,892,615 | | | | 0.5 | | |
| 6,362,566 | | | | | | | AmWINS Group, Inc., Term Loan B, 5.000%, 09/06/19 | | | 6,373,173 | | | | 0.8 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 3,781,000 | | | | | | | Applied Systems Inc., First Lien Term Loan, 4.250%, 01/15/21 | | $ | 3,779,109 | | | | 0.5 | | |
| 1,000,000 | | | | | | | Applied Systems Inc., Second Lien Term Loan, 7.500%, 01/15/22 | | | 1,010,000 | | | | 0.1 | | |
| 1,881,000 | | | | | | | Cooper Gay Swett & Crawford, Ltd., First Lien Term Loan, 5.000%, 04/16/20 | | | 1,758,735 | | | | 0.2 | | |
| 1,400,000 | | | | | | | Cooper Gay Swett & Crawford, Ltd., Second Lien Term Loan, 8.250%, 10/15/20 | | | 1,267,000 | | | | 0.1 | | |
| 12,917,638 | | | | (1 | ) | | Hub International Limited, Term Loan B, 4.250%, 10/02/20 | | | 12,833,673 | | | | 1.6 | | |
| 4,554,652 | | | | (1 | ) | | National Financial Partners Corp., Term Loan B, 4.500%, 07/01/20 | | | 4,542,696 | | | | 0.6 | | |
| 3,391,500 | | | | | | | Sedgwick Holdings, Inc., First Lien Term Loan, 3.750%, 02/28/21 | | | 3,334,798 | | | | 0.4 | | |
| 2,300,000 | | | | | | | Sedgwick Holdings, Inc., Second Lien Term Loan, 6.750%, 02/28/22 | | | 2,287,541 | | | | 0.3 | | |
| 3,339,341 | | | | | | | USI, Inc., Term Loan, 4.250%, 12/27/19 | | | 3,330,992 | | | | 0.4 | | |
| | | | | | | | | 44,410,332 | | | | 5.5 | | |
| | | | Drugs: 0.6% | |
| 2,875,000 | | | | (1 | ) | | Akorn, Inc., Term Loan, 4.500%, 04/17/21 | | | 2,878,571 | | | | 0.4 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Drugs (continued) | |
| 1,925,316 | | | | | | | Salix Pharmaceuticals Ltd, Term Loan, 4.250%, 01/02/20 | | $ | 1,930,732 | | | | 0.2 | | |
| | | | | | | | | 4,809,303 | | | | 0.6 | | |
| | | | Ecological Services & Equipment: 0.8% | |
| 4,450,000 | | | | | | | 4L Holdings Inc., Term loan B, 5.500%, 05/08/20 | | | 4,472,250 | | | | 0.6 | | |
| 1,247,754 | | | | | | | ADS Waste Holdings, Inc., B-2, 3.750%, 10/09/19 | | | 1,231,378 | | | | 0.1 | | |
| 899,912 | | | | | | | Waste Industries USA, Inc., New Term Loan B, 4.000%, 03/17/17 | | | 898,412 | | | | 0.1 | | |
| | | | | | | | | 6,602,040 | | | | 0.8 | | |
| | | | Electronics/Electrical: 15.5% | |
| 2,885,503 | | | | | | | Active Network, Inc., First Lien Term Loan, 5.500%, 11/18/20 | | | 2,883,249 | | | | 0.4 | | |
| 3,491,250 | | | | | | | Aptean Holdings, Inc., First Lien Term Loan, 5.250%, 02/26/20 | | | 3,478,158 | | | | 0.4 | | |
| 1,400,000 | | | | | | | Aptean Holdings, Inc., Second Lien Term Loan, 8.500%, 02/26/21 | | | 1,396,500 | | | | 0.2 | | |
| 1,866,667 | | | | | | | Aspect Software, Inc., Term Loan, 7.250%, 05/09/16 | | | 1,871,722 | | | | 0.2 | | |
| 4,082,819 | | | | | | | Attachmate Corporation, First Lien Term Loan, 7.250%, 11/22/17 | | | 4,122,373 | | | | 0.5 | | |
| 3,954,697 | | | | (1 | ) | | Avast Software, Term Loan, 4.750%, 03/21/20 | | | 3,969,527 | | | | 0.5 | | |
| 6,017,046 | | | | | | | Blackboard Inc., Term Loan B-3, 4.750%, 10/04/18 | | | 6,027,702 | | | | 0.8 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 5,610,841 | | | | | | | Blue Coat Systems, Inc., First Lien Term Loan, 4.000%, 05/31/19 | | $ | 5,579,280 | | | | 0.7 | | |
| 1,850,000 | | | | | | | Blue Coat Systems, Inc., Second Lien Term Loan, 9.500%, 06/28/20 | | | 1,896,250 | | | | 0.2 | | |
EUR | 1,284,008 | | | | | | | BMC Software, Inc., Euro Term Loan, 5.500%, 09/10/20 | | | 1,697,667 | | | | 0.2 | | |
| 3,401,766 | | | | | | | BMC Software, Inc., U.S. Term Loan, 5.000%, 09/10/20 | | | 3,396,184 | | | | 0.4 | | |
EUR | 3,721,875 | | | | | | | Dell International LLC, Euro Term Loans, 4.750%, 04/30/20 | | | 4,916,120 | | | | 0.6 | | |
| 12,877,588 | | | | | | | Dell International LLC, Term B Loans, 4.500%, 04/30/20 | | | 12,934,816 | | | | 1.6 | | |
| 1,000,000 | | | | | | | ECI, Term Loan B, 5.750%, 05/28/21 | | | 1,010,625 | | | | 0.1 | | |
| 2,700,585 | | | | | | | Epicor Software Corporation, Term Loan B-2, 4.000%, 05/16/18 | | | 2,695,522 | | | | 0.3 | | |
| 4,617,612 | | | | | | | Epiq Systems, Inc., Term Loan, 4.250%, 08/27/20 | | | 4,629,156 | | | | 0.6 | | |
| 1,095,000 | | | | | | | Eze Castle Software, Inc., Second Lien Term Loan, 7.250%, 04/04/21 | | | 1,088,841 | | | | 0.1 | | |
| 2,970,056 | | | | | | | Eze Castle Software, Inc., Term Loan B-1, 4.000%, 04/04/20 | | | 2,953,350 | | | | 0.4 | | |
| 2,962,500 | | | | | | | FCI International S.A.S., Term Loan B, 6.250%, 12/31/20 | | | 2,986,570 | | | | 0.4 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Electronics/Electrical (continued) | |
| 10,241,972 | | | | | | | Freescale Semiconductor, Inc., Tranche B-4 Term Loan, 4.250%, 03/01/20 | | $ | 10,228,104 | | | | 1.3 | | |
| 2,233,125 | | | | | | | Freescale Semiconductor, Inc., Tranche B-5 Term Loan, 5.000%, 01/15/21 | | | 2,241,964 | | | | 0.3 | | |
| 10,355,638 | | | | | | | Go Daddy Operating Company, LLC, Term Loan, 4.750%, 05/13/21 | | | 10,329,749 | | | | 1.3 | | |
| 989,975 | | | | | | | Greeneden U.S. Holdings II, L.L.C., Add On Term Loan, 4.000%, 02/08/20 | | | 983,788 | | | | 0.1 | | |
EUR | 1,975,000 | | | | | | | Greeneden U.S. Holdings II, L.L.C., Euro Term Loan, 4.750%, 02/08/20 | | | 2,582,076 | | | | 0.3 | | |
| 1,663,020 | | | | | | | Hyland Software, Inc., First Lien Term Loan, 4.750%, 02/19/21 | | | 1,669,256 | | | | 0.2 | | |
| 3,646,799 | | | | | | | Infor (US), Inc., Term Loan B5, 3.750%, 06/03/20 | | | 3,619,448 | | | | 0.4 | | |
| 4,049,823 | | | | | | | Kronos Incorporated, Upsized Term Loan, 4.500%, 10/30/19 | | | 4,061,847 | | | | 0.5 | | |
| 1,800,000 | | | | | | | M/A-COM Technology Solutions Holdings, Inc., Term Loan B, 4.500%, 05/07/21 | | | 1,811,250 | | | | 0.2 | | |
EUR | 597,000 | | | | | | | Oberthur Technologies, Tranche B-1 Term Loans, 4.750%, 10/15/19 | | | 788,513 | | | | 0.1 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 1,393,000 | | | | | | | Oberthur Technologies, Tranche B-2 Term Loans, 4.500%, 10/15/19 | | $ | 1,396,900 | | | | 0.2 | | |
| 2,019,850 | | | | | | | Omnitracs Inc., Upsized First Lien Term Loan, 4.750%, 11/25/20 | | | 2,024,057 | | | | 0.3 | | |
| 575,000 | | | | | | | Omnitracs Inc., Upsized Second Lien Term Loan, 8.750%, 05/25/21 | | | 578,833 | | | | 0.1 | | |
| 1,667,250 | | | | | | | Open Link Financial, Inc., Term Loan, 6.250%, 10/30/17 | | | 1,672,460 | | | | 0.2 | | |
| 5,623,517 | | | | | | | RedPrairie Corporation, First Lien Term Loan, 6.000%, 12/21/18 | | | 5,558,847 | | | | 0.7 | | |
| 1,400,000 | | | | | | | RedPrairie Corporation, Second Lien Term Loan, 11.250%, 12/20/19 | | | 1,346,334 | | | | 0.2 | | |
| 1,626,796 | | | | | | | Web.com Group, Inc., Term Loan, 4.500%, 10/27/17 | | | 1,632,896 | | | | 0.2 | | |
| 855,263 | | | | | | | Websense, Inc., Second Lien Term Loan, 8.250%, 12/24/20 | | | 854,194 | | | | 0.1 | | |
| 1,718,462 | | | | | | | Websense, Inc., Term Loan B, 4.500%, 06/25/20 | | | 1,722,041 | | | | 0.2 | | |
| | | | | | | | | 124,636,169 | | | | 15.5 | | |
| | | | Financial Intermediaries: 1.9% | |
| 2,995,386 | | | | | | | Duff & Phelps, Add-on Term Loan, 4.500%, 04/23/20 | | | 2,998,507 | | | | 0.4 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Financial Intermediaries (continued) | |
| 3,187,250 | | | | (1 | ) | | Guggenheim Partners Investment Management Holdings, LLC, Term Loan B, 4.000%, 07/22/20 | | $ | 3,178,288 | | | | 0.4 | | |
| 1,981,963 | | | | | | | MIP Delaware, LLC, Term Loan, 4.000%, 03/09/20 | | | 1,984,441 | | | | 0.2 | | |
| 1,086,250 | | | | | | | MoneyGram International, Inc., Term Loan B, 4.250%, 03/27/20 | | | 1,070,771 | | | | 0.1 | | |
| 3,383,000 | | | | | | | Santander Asset Management, Term Loan B-1 USD, 4.250%, 11/30/20 | | | 3,391,457 | | | | 0.4 | | |
EUR | 995,000 | | | | | | | Santander Asset Management, Term Loan B-2 EURO, 4.500%, 11/30/20 | | | 1,313,100 | | | | 0.2 | | |
| 1,472,600 | | | | | | | Walker & Dunlop, Term Loan, 5.250%, 12/15/20 | | | 1,487,326 | | | | 0.2 | | |
| | | | | | | | | 15,423,890 | | | | 1.9 | | |
| | | | Food Products: 3.4% | |
| 5,437,399 | | | | | | | Advance Pierre Foods, First Lien Term Loan B, 5.750%, 07/10/17 | | | 5,464,586 | | | | 0.7 | | |
| 3,500,000 | | | | | | | Advance Pierre Foods, Second Lien Term Loan, 9.500%, 10/10/17 | | | 3,424,165 | | | | 0.4 | | |
| 1,773,654 | | | | | | | Atkins Nutritionals Holdings II, Inc., First Lien Term Loan, 6.250%, 01/02/19 | | | 1,764,786 | | | | 0.2 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 4,488,750 | | | | | | | Atrium Innovations, Inc., USD First Lien Term Loan, 4.250%, 02/04/21 | | $ | 4,452,279 | | | | 0.6 | | |
| 2,000,000 | | | | | | | Atrium Innovations, Inc., USD Second Lien Term Loan, 7.750%, 08/04/21 | | | 1,986,250 | | | | 0.2 | | |
| 4,405,500 | | | | | | | CSM Bakery Supplies, First Lien Term Loan, 5.000%, 07/03/20 | | | 4,398,156 | | | | 0.5 | | |
| 1,094,500 | | | | | | | Del Monte Foods Consumer Products, Inc., First Lien, 4.256%, 02/18/21 | | | 1,083,555 | | | | 0.1 | | |
| 1,700,000 | | | | | | | Del Monte Foods Consumer Products, Inc., Second Lien, 8.250%, 08/18/21 | | | 1,636,250 | | | | 0.2 | | |
| 2,046,914 | | | | | | | NPC International, Term Loan, 4.000%, 12/28/18 | | | 2,011,093 | | | | 0.3 | | |
GBP | 750,000 | | | | | | | United Biscuits Holdco Limited, Facility B1 (GBP), 4.999%, 07/31/20 | | | 1,249,588 | | | | 0.2 | | |
| | | | | | | | | 27,470,708 | | | | 3.4 | | |
| | | | Food Service: 1.3% | |
| 5,835,375 | | | | | | | CEC Entertainment, Inc., First Lien Term Loan, 4.250%, 02/14/21 | | | 5,798,904 | | | | 0.7 | | |
| 1,200,768 | | | | | | | P.F. Chang's China Bistro, Inc., Term Loan, 4.250%, 06/30/19 | | | 1,179,254 | | | | 0.2 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Food Service (continued) | |
| 3,942,538 | | | | | | | Weight Watchers International, Inc., Term Loan B-2, 4.000%, 04/02/20 | | $ | 3,117,069 | | | | 0.4 | | |
| | | | | | | | | 10,095,227 | | | | 1.3 | | |
| | | | Food/Drug Retailers: 3.4% | |
| 5,000,000 | | | | (1 | ) | | Albertsons LLC, Term Loan B4, 08/11/21 | | | 5,011,980 | | | | 0.6 | | |
| 3,465,098 | | | | | | | Albertsons LLC, Term Loan B2, 4.750%, 03/21/19 | | | 3,472,679 | | | | 0.4 | | |
| 3,000,000 | | | | | | | Dave & Buster's, Inc., Term Loan, 4.500%, 07/31/20 | | | 2,998,749 | | | | 0.4 | | |
| 2,621,557 | | | | | | | Del Taco, Term Loan, 5.506%, 10/01/18 | | | 2,632,481 | | | | 0.3 | | |
| 3,000,000 | | | | (1 | ) | | Portillo Restaurant Group (The), First Lien Term Loan, 08/04/21 | | | 2,990,001 | | | | 0.4 | | |
| 1,025,000 | | | | (1 | ) | | Portillo Restaurant Group (The), Second Lien Term Loan, 08/04/22 | | | 1,027,562 | | | | 0.1 | | |
| 1,346,625 | | | | | | | Roundys Supermarkets, Inc., Term Loan B, 5.750%, 02/20/21 | | | 1,287,037 | | | | 0.2 | | |
| 4,996,114 | | | | | | | Supervalu, Term Loan, 4.500%, 03/21/19 | | | 4,966,672 | | | | 0.6 | | |
| 1,000,000 | | | | | | | TGI Friday's, Inc., Frist Lien Term Loan, 5.250%, 07/15/20 | | | 1,002,500 | | | | 0.1 | | |
| 1,916,105 | | | | | | | Vestcom International, Inc., Term Loan, 5.503%, 12/26/18 | | | 1,918,500 | | | | 0.3 | | |
| | | | | | | | | 27,308,161 | | | | 3.4 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Forest Products: 0.1% | |
| 641,875 | | | | | | | Xerium Technologies, Inc., Term Loan B, 5.750%, 05/01/19 | | $ | 645,084 | | | | 0.1 | | |
| | | | Health Care: 14.4% | |
| 3,142,125 | | | | | | | Accellent, Inc., First Lien Term Loan, 4.500%, 03/14/21 | | | 3,111,687 | | | | 0.4 | | |
| 500,000 | | | | | | | Accellent, Inc., Second Lien Term Loan, 7.500%, 03/01/22 | | | 494,792 | | | | 0.1 | | |
| 1,775,000 | | | | | | | Aegis Sciences, First Lien Term Loan, 5.500%, 02/19/21 | | | 1,792,750 | | | | 0.2 | | |
| 1,952,508 | | | | | | | ATI Physical Therapy, Term Loan B, 5.000%, 12/20/19 | | | 1,964,711 | | | | 0.2 | | |
| 1,197,000 | | | | | | | CareCore National, LLC, Term Loan B, 5.500%, 02/20/21 | | | 1,205,977 | | | | 0.1 | | |
| 7,914,603 | | | | | | | Catalent Pharma Solutions, Inc., USD Term Loan, 4.500%, 05/08/21 | | | 7,932,268 | | | | 1.0 | | |
| 2,486,319 | | | | | | | CHG Medical Staffing, Inc., New First Lien Term, 4.250%, 11/19/19 | | | 2,488,390 | | | | 0.3 | | |
| 356,522 | | | | | | | CHG Medical Staffing, Inc., Upsized Second Lien Term Loan, 9.000%, 11/19/20 | | | 359,641 | | | | 0.0 | | |
| 7,375,469 | | | | | | | CHS/Community Health Systems, Inc., Term Loan D, 4.250%, 01/27/21 | | | 7,406,586 | | | | 0.9 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Health Care (continued) | |
| 2,400,000 | | | | | | | Connolly/iHealth Technologies, First Lien, 5.000%, 05/12/21 | | $ | 2,422,999 | | | | 0.3 | | |
| 1,900,000 | | | | | | | Connolly/iHealth Technologies, Second Lien, 8.000%, 05/12/22 | | | 1,919,000 | | | | 0.2 | | |
| 1,850,000 | | | | | | | Correct Care Solutions, First Lien Term Loan, 5.000%, 07/22/21 | | | 1,848,844 | | | | 0.2 | | |
| 3,218,079 | | | | | | | DJO Finance LLC, First Lien Term Loan, 4.250%, 09/05/17 | | | 3,221,699 | | | | 0.4 | | |
| 4,218,125 | | | | | | | Envision Pharmaceutical Services, First Lien Term Loan, 5.750%, 11/04/20 | | | 4,255,034 | | | | 0.5 | | |
| 1,700,000 | | | | | | | Healogics, Inc., First Lien Term Loan, 5.250%, 06/30/21 | | | 1,701,063 | | | | 0.2 | | |
| 2,250,000 | | | | | | | Healogics, Inc., Second Lien Term Loan, 9.000%, 07/01/22 | | | 2,226,094 | | | | 0.3 | | |
| 4,239,267 | | | | | | | Iasis Healthcare LLC, Term B-2, 4.500%, 05/03/18 | | | 4,246,686 | | | | 0.5 | | |
| 5,946,067 | | | | | | | Ikaria Acquisition Inc., First Lien Term Loan, 5.000%, 02/05/21 | | | 5,961,860 | | | | 0.7 | | |
| 1,350,000 | | | | | | | Ikaria Acquisition Inc., Second Lien Term Loan, 8.750%, 02/05/22 | | | 1,373,625 | | | | 0.2 | | |
| 1,823,858 | | | | | | | Immucor, Inc., Term B-2 Loan, 5.000%, 08/17/18 | | | 1,827,657 | | | | 0.2 | | |
| 5,343,626 | | | | | | | Kinetic Concepts, Inc., E-1, 4.000%, 05/04/18 | | | 5,328,359 | | | | 0.7 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 2,143,868 | | | | | | | Medpace Holdings, Inc., Term Loan B, 4.750%, 04/05/21 | | $ | 2,148,334 | | | | 0.3 | | |
| 4,080,250 | | | | | | | MedSolutions Holdings, Inc., Term Loan B, 6.500%, 07/08/19 | | | 4,095,551 | | | | 0.5 | | |
| 7,500,000 | | | | | | | Millennium Laboratories, LLC, Term Loan B, 5.250%, 04/15/21 | | | 7,518,690 | | | | 0.9 | | |
| 3,988,182 | | | | | | | Multiplan, Inc, Term Loan, 4.000%, 04/01/21 | | | 3,974,056 | | | | 0.5 | | |
| 925,000 | | | | | | | NVA Holdings, Inc., First Lien Term Loan, 4.750%, 08/15/21 | | | 926,542 | | | | 0.1 | | |
| 6,873,585 | | | | | | | Onex Carestream Finance LP, First Lien, 5.000%, 06/07/19 | | | 6,892,487 | | | | 0.9 | | |
| 1,473,554 | | | | | | | Onex Carestream Finance LP, Second Lien, 9.500%, 11/30/19 | | | 1,499,956 | | | | 0.2 | | |
| 2,500,000 | | | | | | | Ortho-Clinical Diagnostics, Inc., Term Loan B, 4.750%, 06/30/21 | | | 2,503,298 | | | | 0.3 | | |
| 6,943,878 | | | | | | | Par Pharmaceutical Companies, B-2, 4.000%, 09/28/19 | | | 6,915,672 | | | | 0.9 | | |
| 3,932,655 | | | | | | | Pharmaceutical Product Development, Inc., Term Loan B-1, 4.000%, 12/05/18 | | | 3,939,537 | | | | 0.5 | | |
| 2,820,202 | | | | | | | Progressive Solutions, Inc., First Lien, 5.500%, 10/22/20 | | | 2,826,373 | | | | 0.4 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Health Care (continued) | |
| 1,600,000 | | | | | | | Sterigenics International LLC, Term Loan, 4.500%, 08/05/21 | | $ | 1,598,667 | | | | 0.2 | | |
| 2,033,730 | | | | (1 | ) | | Surgery Center Holdings, Inc., First Lien Term Loan, 07/24/20 | | | 2,036,272 | | | | 0.3 | | |
| 543,125 | | | | | | | Truven Health, Inc., Term Loan B, 4.500%, 05/23/19 | | | 542,446 | | | | 0.1 | | |
| 3,632,815 | | | | | | | United Surgical Partners International, Inc., Incremental Term Loan, 4.750%, 04/03/19 | | | 3,639,172 | | | | 0.5 | | |
| 1,396,364 | | | | | | | Valeant Pharmaceuticals International, Inc., Series E-1 Tranche B, 3.750%, 08/05/20 | | | 1,394,510 | | | | 0.2 | | |
| | | | | | | | | 115,541,285 | | | | 14.4 | | |
| | | | Home Furnishings: 1.1% | |
| 4,847,996 | | | | | | | AOT Bedding Super Holdings, LLC, Term Loan B, 4.250%, 10/01/19 | | | 4,855,191 | | | | 0.6 | | |
| 250,000 | | | | | | | Hillman Group (The), Inc., Term Loan B, 4.500%, 06/30/21 | | | 250,586 | | | | 0.0 | | |
| 3,883,727 | | | | | | | Monitronics International, Inc., Add-on Term Loan, 4.250%, 03/23/18 | | | 3,890,403 | | | | 0.5 | | |
| | | | | | | | | 8,996,180 | | | | 1.1 | | |
| | | | Industrial Equipment: 6.0% | |
| 6,511,176 | | | | | | | Accudyne Industries LLC, Term Loan, 4.000%, 12/13/19 | | | 6,495,575 | | | | 0.8 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 2,464,767 | | | | | | | Alliance Laundry Systems LLC, First Lien Term Loan, 4.250%, 12/10/18 | | $ | 2,471,957 | | | | 0.3 | | |
| 1,329,843 | | | | | | | Ameriforge Group Inc., Upsized First Lien Term Loan, 5.000%, 12/19/19 | | | 1,337,046 | | | | 0.2 | | |
| 582,500 | | | | | | | Ameriforge Group Inc., Upsized Second Lien Term Loan, 8.750%, 12/19/20 | | | 594,878 | | | | 0.1 | | |
| 3,878,412 | | | | | | | Apex Tool Group, Term Loan B, 4.500%, 01/31/20 | | | 3,818,297 | | | | 0.5 | | |
| 574,748 | | | | | | | Aquilex LLC (a.k.a Hydrochem), Term Loan, 5.000%, 12/31/20 | | | 573,311 | | | | 0.1 | | |
| 1,054,047 | | | | | | | CeramTec GmbH, Dollar Term B-1 Loan, 4.250%, 08/30/20 | | | 1,055,584 | | | | 0.1 | | |
| 104,512 | | | | | | | CeramTec GmbH, Dollar Term B-2 Loan, 4.250%, 08/30/20 | | | 104,664 | | | | 0.0 | | |
| 317,304 | | | | | | | CeramTec GmbH, Dollar Term B-3 Loan, 4.250%, 08/30/20 | | | 317,767 | | | | 0.0 | | |
EUR | 670,927 | | | | | | | CeramTec GmbH, Euro Term B-1 Loan, 4.750%, 08/30/20 | | | 888,728 | | | | 0.1 | | |
EUR | 204,073 | | | | | | | CeramTec GmbH, Euro Term B-2 Loan, 4.750%, 08/30/20 | | | 270,320 | | | | 0.0 | | |
| 1,975,009 | | | | | | | Doncasters Group Limited, First Lien Term Loan USD, 4.500%, 04/09/20 | | | 1,978,917 | | | | 0.3 | | |
| 681,575 | | | | | | | Filtration Group Corporation, First Lien Term Loan, 4.500%, 11/30/20 | | | 684,812 | | | | 0.1 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Industrial Equipment (continued) | |
EUR | 2,268,571 | | | | | | | Gardner Denver, Inc., Term Loan B Euro, 4.750%, 07/30/20 | | $ | 2,995,693 | | | | 0.4 | | |
| 6,947,500 | | | | | | | Gardner Denver, Inc., Term Loan B USD, 4.250%, 07/30/20 | | | 6,939,295 | | | | 0.9 | | |
| 6,729,150 | | | | | | | Harvey Gulf International Marine, LLC, Upsized Term Loan B, 5.500%, 06/15/20 | | | 6,725,994 | | | | 0.8 | | |
| 2,697,727 | | | | | | | International Equipment Solutions, LLC, Term Loan, 6.750%, 08/31/19 | | | 2,709,530 | | | | 0.3 | | |
| 3,930,101 | | | | | | | Rexnord Corporation/ RBS Global, Inc., First Lien Term Loan, 4.000%, 08/30/20 | | | 3,913,610 | | | | 0.5 | | |
| 1,166,828 | | | | | | | Sensus Metering Systems Inc., Upsized First Lien Term Loan, 4.750%, 05/09/17 | | | 1,166,099 | | | | 0.2 | | |
| 897,750 | | | | | | | SunSource, First Lien Term Loan, 4.750%, 02/15/21 | | | 900,696 | | | | 0.1 | | |
| 997,500 | | | | | | | VAT Holding, Term Loan B, 4.750%, 02/28/21 | | | 999,683 | | | | 0.1 | | |
| 915,400 | | | | | | | WTG Holdings III Corp., First Lien Term Loan, 4.750%, 01/15/21 | | | 915,972 | | | | 0.1 | | |
| 325,000 | | | | | | | WTG Holdings III Corp., Second Lien Term Loan, 8.500%, 01/15/22 | | | 325,406 | | | | 0.0 | | |
| | | | | | | | | 48,183,834 | | | | 6.0 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Leisure Goods/Activities/Movies: 5.9% | |
| 4,000,000 | | | | | | | 24 Hour Fitness Worldwide, Inc, Term Loan B, 4.750%, 05/15/21 | | $ | 4,015,000 | | | | 0.5 | | |
| 8,444,124 | | | | (1 | ) | | Delta2 Sarl Luxembourg (Formula One World Championship), Facility B3, 4.750%, 07/31/21 | | | 8,407,181 | | | | 1.0 | | |
| 3,000,000 | | | | (1 | ) | | Delta2 Sarl Luxembourg (Formula One World Championship), Second Lien Facility, 08/08/22 | | | 3,026,250 | | | | 0.4 | | |
| 4,463,712 | | | | | | | Equinox Holdings, Inc., First Lien Term Loan, 4.250%, 02/01/20 | | | 4,460,923 | | | | 0.5 | | |
| 500,000 | | | | | | | Equinox Holdings, Inc., Second Lien Term Loan, 9.750%, 07/31/20 | | | 507,500 | | | | 0.1 | | |
| 4,776,509 | | | | | | | FGI Operating, Fungible Term Loan B Add On, 5.500%, 04/19/19 | | | 4,809,348 | | | | 0.6 | | |
| 11,800,000 | | | | | | | Fitness International, LLC., Term Loan B, 5.500%, 06/20/20 | | | 11,770,500 | | | | 1.5 | | |
| 162,857 | | | | | | | NEP/NCP Holdco, Inc, Second Lien, 9.500%, 07/23/20 | | | 166,114 | | | | 0.0 | | |
| 3,436,886 | | | | | | | NEP/NCP Holdco, Inc, Term Loan B with Add on, 4.250%, 01/22/20 | | | 3,423,462 | | | | 0.4 | | |
| 3,018,462 | | | | | | | SRAM, LLC, First Lien Term Loan, 4.017%, 04/10/20 | | | 2,984,504 | | | | 0.4 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Leisure Goods/Activities/Movies (continued) | |
| 760,000 | | | | | | | TWCC Holding Corporation, Second Lien Term Loan, 7.000%, 06/26/20 | | $ | 751,688 | | | | 0.1 | | |
| 769,188 | | | | | | | Warner Music Group, Incremental Term Loan, 3.750%, 07/01/20 | | | 751,057 | | | | 0.1 | | |
| 2,515,626 | | | | | | | Wilton Brands, Inc., Term Loan, 7.500%, 08/31/18 | | | 2,388,272 | | | | 0.3 | | |
| | | | | | | | | 47,461,799 | | | | 5.9 | | |
| | | | Lodging & Casinos: 6.3% | |
EUR | 1,000,000 | | | | | | | Amaya Gaming Group Inc., First Lien Euro TL, 5.250%, 07/31/21 | | | 1,304,507 | | | | 0.2 | | |
| 8,000,000 | | | | | | | Amaya Gaming Group Inc., First Lien Term Loan B, 5.000%, 07/31/21 | | | 7,942,504 | | | | 1.0 | | |
| 2,250,000 | | | | | | | Amaya Gaming Group Inc., Second Lien Term Loan, 8.000%, 07/31/22 | | | 2,286,562 | | | | 0.3 | | |
| 2,321,575 | | | | | | | American Casino and Entertainment Properties LLC, First Lien Term Loan, 4.500%, 07/02/19 | | | 2,333,183 | | | | 0.3 | | |
| 2,531,967 | | | | | | | Boyd Gaming Corporation, Term Loan B, 4.000%, 08/14/20 | | | 2,522,472 | | | | 0.3 | | |
| 3,543,484 | | | | | | | Cannery Casino Resorts, LLC, First Lien Term Loan, 6.000%, 10/02/18 | | | 3,556,772 | | | | 0.5 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 500,000 | | | | | | | Centaur Acquisition, LLC, Second Lien Term Loan, 8.750%, 02/21/20 | | $ | 507,500 | | | | 0.1 | | |
| 4,546,324 | | | | | | | CityCenter Holdings, LLC, Term Loan, 4.250%, 10/15/20 | | | 4,548,597 | | | | 0.6 | | |
| 845,005 | | | | ^,(2),(3) | | | Fontainebleau Las Vegas, LLC, Delayed Draw Term Loan, 06/06/14 | | | 166,888 | | | | 0.0 | | |
| 1,690,010 | | | | ^,(2),(3) | | | Fontainebleau Las Vegas, LLC, Term Loan, 06/06/14 | | | 333,777 | | | | 0.0 | | |
| 999,975 | | | | | | | Golden Nugget, Inc., Delayed Draw Term Loan, 5.500%, 11/21/19 | | | 1,014,975 | | | | 0.1 | | |
| 2,333,275 | | | | | | | Golden Nugget, Inc., Term Loan, 5.500%, 11/21/19 | | | 2,368,274 | | | | 0.3 | | |
| 550,000 | | | | | | | Horseshoe Baltimore, Funded Term Loan B, 8.250%, 07/02/20 | | | 569,250 | | | | 0.1 | | |
| 1,847,619 | | | | | | | La Quinta, First Lien Term Loan, 4.000%, 04/14/21 | | | 1,846,849 | | | | 0.2 | | |
| 3,830,395 | | | | | | | Peppermill Casinos, Inc., Term Loan B, 7.250%, 11/09/18 | | | 3,902,215 | | | | 0.5 | | |
| 7,450,744 | | | | | | | Scientific Games International, Inc.,Term Loan B, 4.250%, 09/30/20 | | | 7,370,917 | | | | 0.9 | | |
| 4,064,349 | | | | | | | Station Casinos LLC, Term Loan, 4.250%, 02/28/20 | | | 4,057,362 | | | | 0.5 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Lodging & Casinos (continued) | |
| 3,500,000 | | | | | | | Twin River Management Group, Inc., Term Loan B, 5.250%, 06/30/20 | | $ | 3,502,915 | | | | 0.4 | | |
| | | | | | | | | 50,135,519 | | | | 6.3 | | |
| | | | Mortgage REITs: 0.4% | |
| 2,300,000 | | | | | | | International Market Centers, First Lien Term Loan, 5.250%, 08/11/20 | | | 2,288,500 | | | | 0.3 | | |
| 1,000,000 | | | | | | | International Market Centers, Second Lien Term Loan, 8.750%, 08/11/21 | | | 995,000 | | | | 0.1 | | |
| | | | | | | | | 3,283,500 | | | | 0.4 | | |
| | | | Nonferrous Metals/Minerals: 1.3% | |
| 4,622,723 | | | | | | | Fairmount Minerals, Ltd., Tranche B-2 Term Loans, 4.500%, 09/01/19 | | | 4,642,370 | | | | 0.6 | | |
| 5,000,000 | | | | | | | Minerals Technologies, Senior Secured Term Loan, 4.000%, 05/07/21 | | | 5,006,220 | | | | 0.6 | | |
| 497,500 | | | | | | | TMS International, Term B Loan, 4.500%, 11/01/20 | | | 497,600 | | | | 0.1 | | |
| | | | | | | | | 10,146,190 | | | | 1.3 | | |
| | | | Oil & Gas: 1.4% | |
| 5,044,953 | | | | | | | Bronco Midstream Funding, LLC, Term Loan, 5.000%, 08/15/20 | | | 5,073,331 | | | | 0.6 | | |
| 2,000,000 | | | | | | | CITGO, Term Loan B, 4.500%, 07/30/21 | | | 2,013,750 | | | | 0.3 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 328,591 | | | | | | | Crestwood Holdings LLC, Term Loan, 7.000%, 05/30/19 | | $ | 335,025 | | | | 0.0 | | |
| 2,055,113 | | | | | | | FTS International, Inc. (fka FracTech), Term Loan, 5.750%, 04/30/21 | | | 2,071,170 | | | | 0.3 | | |
| 350,000 | | | | (1 | ) | | Southcross Energy Partners, L.P., Term Loan, 08/01/21 | | | 353,500 | | | | 0.0 | | |
| 750,000 | | | | (1 | ) | | Southcross Holdings L.P., Term Loan B, 08/04/21 | | | 753,281 | | | | 0.1 | | |
| 995,000 | | | | | | | Western Refining, Inc., Term Loan, 4.250%, 11/30/20 | | | 996,037 | | | | 0.1 | | |
| | | | | | | | | 11,596,094 | | | | 1.4 | | |
| | | | Publishing: 4.0% | |
| 511,972 | | | | | | | Caribe Media Inc., Term Loan, 10.000%, 11/18/14 | | | 509,412 | | | | 0.1 | | |
| 3,092,250 | | | | | | | Cengage Learning Acquisition, Inc., First Lien Term Loan, 7.000%, 03/31/20 | | | 3,119,938 | | | | 0.4 | | |
| 684,968 | | | | | | | Dex Media East, LLC, Term Loan, 6.000%, 12/30/16 | | | 600,631 | | | | 0.1 | | |
| 834,640 | | | | | | | Dex Media West, LLC, Term Loan, 7.471%, 12/30/16 | | | 801,950 | | | | 0.1 | | |
| 2,000,000 | | | | (1 | ) | | Flint Group Holdings S.A.R.L., Second Lien, 04/30/22 | | | 1,996,666 | | | | 0.2 | | |
| 2,122,344 | | | | | | | Flint Group Holdings S.A.R.L., TL B9 new add-on, 5.383%, 12/31/16 | | | 2,140,915 | | | | 0.3 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Publishing (continued) | |
| 42,861 | | | | | | | Flint Group Holdings S.A.R.L., TL C7USD, 5.383%, 12/31/16 | | $ | 43,236 | | | | 0.0 | | |
| 429,070 | | | | (1 | ) | | Flint Group Holdings S.A.R.L., USD TL B2, 5.584%, 04/30/21 | | | 428,533 | | | | 0.0 | | |
| 70,930 | | | | (1 | ) | | Flint Group Holdings S.A.R.L., USD TL C, 5.584%, 04/30/21 | | | 70,842 | | | | 0.0 | | |
| 326,104 | | | | (2 | ) | | HIBU PLC (fka Yell Group PLC), Facility A2, 5.231%, 03/18/19 | | | 305,723 | | | | 0.0 | | |
EUR | 29,594 | | | X,(2) | | HIBU PLC (fka Yell Group PLC), Spanish Facility, 03/18/19 | | | — | | | | 0.0 | | |
| 1,267,566 | | | | | | | McGraw Hill Global Education, TLB, 5.750%, 03/22/19 | | | 1,278,657 | | | | 0.2 | | |
| 1,631,988 | | | | | | | Nelson Canada, First Lien-C$ 330 mm, 2.810%, 07/03/14 | | | 1,370,054 | | | | 0.2 | | |
| 2,977,500 | | | | | | | Penton Media, Inc, First Lien, 5.500%, 09/30/19 | | | 3,007,275 | | | | 0.4 | | |
| 1,250,000 | | | | | | | Penton Media, Inc, Second Lien, 9.000%, 09/30/20 | | | 1,260,938 | | | | 0.1 | | |
| 1,701,048 | | | | | | | R.H. Donnelley Corporation, Term Loan, 9.750%, 12/31/16 | | | 1,330,007 | | | | 0.2 | | |
| 4,945,872 | | | | | | | Springer Science + Business Media S.A., Term B3 Loan, 4.750%, 08/01/20 | | | 4,927,325 | | | | 0.6 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 3,217,178 | | | | | | | SuperMedia, Inc., Term Loan, 11.600%, 12/30/16 | | $ | 2,788,891 | | | | 0.3 | | |
| 6,208,090 | | | | | | | Tribune Company, Term Loan B, 4.000%, 12/31/20 | | | 6,211,933 | | | | 0.8 | | |
| | | | | | | | | 32,192,926 | | | | 4.0 | | |
| | | | Radio & Television: 3.4% | |
| 6,921,330 | | | | | | | Clear Channel Communications, Inc., TLE, 7.657%, 07/30/19 | | | 6,912,678 | | | | 0.9 | | |
| 4,470,640 | | | | | | | Cumulus Media Holdings Inc., Term Loan, 4.250%, 12/23/20 | | | 4,460,862 | | | | 0.5 | | |
| 454,923 | | | | | | | Hubbard Radio LLC, Tranche 1 Term Loan, 4.500%, 04/29/19 | | | 456,060 | | | | 0.0 | | |
| 1,268,625 | | | | | | | Learfield Communications, Inc, First Lien Term Loan, 4.500%, 10/08/20 | | | 1,271,797 | | | | 0.1 | | |
| 812,500 | | | | (1 | ) | | Learfield Communications, Inc, Second Lien Term Loan, 8.750%, 10/08/21 | | | 824,688 | | | | 0.1 | | |
| 2,940,768 | | | | | | | Media General, Inc, DDTerm Loan-B, 4.250%, 07/31/20 | | | 2,945,056 | | | | 0.4 | | |
| 1,570,233 | | | | | | | Salem Communications Corporation, Term Loan B, 4.500%, 03/31/20 | | | 1,563,364 | | | | 0.2 | | |
| 3,703,125 | | | | | | | Univision Communications, Inc., Term Loan-C3, 4.000%, 03/01/20 | | | 3,685,931 | | | | 0.5 | | |
| 5,401,588 | | | | | | | Univision Communications, Inc., Term Loan-C4, 4.000%, 03/01/20 | | | 5,376,832 | | | | 0.7 | | |
| | | | | | | | | 27,497,268 | | | | 3.4 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Retailers (Except Food & Drug): 13.0% | |
| 1,985,000 | | | | | | | 99 Cents Only Stores,Term Loan Facility, 4.500%, 01/15/19 | | $ | 1,985,828 | | | | 0.2 | | |
| 1,375,000 | | | | (1 | ) | | Abercrombie & Fitch Management Co., Term Loan B, 07/31/21 | | | 1,371,562 | | | | 0.2 | | |
| 5,070,683 | | | | | | | Academy Ltd., Term Loan (2012 refi), 4.500%, 08/03/18 | | | 5,069,892 | | | | 0.6 | | |
EUR | 1,525,000 | | | | | | | Action Holding B.V., Facility C, 5.209%, 03/08/19 | | | 2,018,177 | | | | 0.2 | | |
| 14,421,659 | | | | | | | BJs Wholesale Club, First Lien Term Loan, 4.500%, 09/26/19 | | | 14,371,443 | | | | 1.8 | | |
| 2,350,000 | | | | | | | BJs Wholesale Club, Second Lien Term Loan, 8.500%, 03/26/20 | | | 2,382,801 | | | | 0.3 | | |
| 2,466,618 | | | | | | | Burlington Coat Factory, Term Loan B, 4.250%, 07/23/21 | | | 2,448,891 | | | | 0.3 | | |
| 2,702,081 | | | | | | | Harbor Freight Tools USA, Inc., Term Loan, 4.750%, 07/26/19 | | | 2,708,161 | | | | 0.3 | | |
| 9,493,421 | | | | | | | Hudson's Bay Company, Term Loan, 4.750%, 10/15/20 | | | 9,575,007 | | | | 1.2 | | |
| 3,491,250 | | | | | | | J. Crew, TLB, 4.000%, 03/01/21 | | | 3,433,428 | | | | 0.4 | | |
| 1,745,625 | | | | | | | Lands' End, Inc., TLB, 4.250%, 03/17/21 | | | 1,733,261 | | | | 0.2 | | |
| 3,886,950 | | | | | | | Leslies Poolmart, Inc., Term Loan, 4.250%, 10/16/19 | | | 3,874,196 | | | | 0.5 | | |
| 5,500,000 | | | | | | | Men's Wearhouse, Term Loan, 4.500%, 07/01/21 | | | 5,536,921 | | | | 0.7 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 3,990,000 | | | | | | | National Vision, Inc., First Lien Term Loan, 4.000%, 03/13/21 | | $ | 3,932,644 | | | | 0.5 | | |
| 1,300,000 | | | | | | | National Vision, Inc., Second Lien Term Loan, 6.750%, 03/13/22 | | | 1,290,250 | | | | 0.2 | | |
| 13,902,656 | | | | | | | Neiman Marcus Group, Inc, Term Loan, 4.250%, 10/31/20 | | | 13,820,978 | | | | 1.7 | | |
| 4,478,876 | | | | | | | Ollie's Holdings, Inc., Term Loan, 4.750%, 09/28/19 | | | 4,473,277 | | | | 0.6 | | |
| 5,090,284 | | | | | | | OneStopPlus, First Lien Term Loan, 4.500%, 03/15/21 | | | 5,052,107 | | | | 0.6 | | |
| 3,900,325 | | | | | | | Party City Holdings Inc, Term Loan B, 4.000%, 07/29/19 | | | 3,865,222 | | | | 0.5 | | |
| 2,269,313 | | | | | | | Payless ShoeSource, First Lien Term Loan, 5.000%, 03/05/21 | | | 2,266,882 | | | | 0.3 | | |
| 1,811,129 | | | | | | | Pep Boys, Term Loan B, 4.250%, 10/11/18 | | | 1,808,300 | | | | 0.2 | | |
| 779,339 | | | | | | | Pilot Travel Centers LLC, Incremental Term Loan B, 4.250%, 08/07/19 | | | 782,100 | | | | 0.1 | | |
| 3,042,311 | | | | | | | Savers, Term Loan B, 5.000%, 07/09/19 | | | 3,048,016 | | | | 0.4 | | |
| 948,549 | | | | | | | Sleepy's Holdings, LLC, Term Loan, 5.000%, 03/30/19 | | | 943,807 | | | | 0.1 | | |
| 1,600,000 | | | | | | | Stuart Weitzman Holdings, LLC, Term Loan, 4.500%, 04/08/20 | | | 1,592,333 | | | | 0.2 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Retailers (Except Food & Drug) (continued) | |
| 792,458 | | | | | | | Talbots Inc. (The), First Lien Term Loan, 4.750%, 03/20/20 | | $ | 792,458 | | | | 0.1 | | |
| 3,109,752 | | | | | | | Toys "R" Us, Inc., Term Loan B-1, 6.000%, 09/01/16 | | | 2,884,295 | | | | 0.4 | | |
| 650,774 | | | | | | | Toys "R" Us, Inc., Term Loan B-2, 5.250%, 05/25/18 | | | 546,650 | | | | 0.1 | | |
| 939,292 | | | | | | | Toys "R" Us, Inc., Term Loan B-3, 5.250%, 05/25/18 | | | 789,005 | | | | 0.1 | | |
| | | | | | | | | 104,397,892 | | | | 13.0 | | |
| | | | Steel: 1.2% | |
| 9,803,063 | | | | | | | FMG Resources (August 2006) Pty Ltd, Term Loan, 3.750%, 06/30/19 | | | 9,779,232 | | | | 1.2 | | |
| | | | Surface Transport: 1.2% | |
| 494,786 | | | | | | | Baker Tanks, Inc., Term Loan, 4.250%, 02/15/20 | | | 486,746 | | | | 0.1 | | |
| 2,700,000 | | | | (1 | ) | | Goodpack Ltd., First Lien Term Loan, 08/05/21 | | | 2,703,375 | | | | 0.3 | | |
| 1,000,000 | | | | (1 | ) | | Goodpack Ltd., Second Lien Term Loan, 07/30/22 | | | 1,003,125 | | | | 0.1 | | |
| 2,425,000 | | | | | | | V.Group, TL B, 5.000%, 06/30/21 | | | 2,431,062 | | | | 0.3 | | |
| 2,938,718 | | | | | | | Wabash National Corporation, Term Loan B, 4.500%, 05/15/19 | | | 2,946,984 | | | | 0.4 | | |
| | | | | | | | | 9,571,292 | | | | 1.2 | | |
| | | | Telecommunications: 5.8% | |
| 4,325,000 | | | | (1 | ) | | Aricent Group, First Lien Term Loan, 5.500%, 04/07/21 | | | 4,334,009 | | | | 0.5 | | |
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| 4,851,477 | | | | | | | Asurion, LLC, Incremental Tranche B-1 Term Loan, 5.000%, 05/24/19 | | $ | 4,873,570 | | | | 0.6 | | |
| 1,750,000 | | | | | | | Asurion, LLC, Second Lien Term Loan, 8.500%, 02/28/21 | | | 1,811,798 | | | | 0.2 | | |
| 4,203,381 | | | | | | | Avaya Inc., Term B-3 Loan, 4.655%, 10/26/17 | | | 4,094,543 | | | | 0.5 | | |
| 4,422,123 | | | | | | | Avaya Inc., Term B-6 Loan, 6.500%, 03/31/18 | | | 4,437,326 | | | | 0.6 | | |
| 2,715,728 | | | | | | | Consolidated Communications, Inc., Term Loan B, 4.250%, 12/19/20 | | | 2,731,683 | | | | 0.3 | | |
| 4,173,145 | | | | | | | Global Tel*Link Corporation, First Lien Term Loan, 5.000%, 05/23/20 | | | 4,160,104 | | | | 0.5 | | |
| 850,000 | | | | | | | Global Tel*Link Corporation, Second Lien Term Loan, 9.000%, 11/23/20 | | | 846,547 | | | | 0.1 | | |
| 579,720 | | | | | | | Hawaiian Telcom Communications, Inc., Term Loan B, 5.000%, 06/06/19 | | | 583,415 | | | | 0.1 | | |
| 2,000,000 | | | | | | | Level 3 Financing, Inc, Tranche B-III 2019 Term Loan, 4.000%, 08/01/19 | | | 1,997,500 | | | | 0.3 | | |
| 1,935,376 | | | | | | | Securus Technologies, Inc., Upsized First Lien Term Loan, 4.750%, 04/30/20 | | | 1,938,279 | | | | 0.3 | | |
| 4,970,223 | | | | | | | U.S. Telepacific Corp, First Lien Term Loan, 5.750%, 02/23/17 | | | 4,982,648 | | | | 0.6 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Principal Amount† | |
| | Borrower/ Tranche Description | | Fair Value | | Percentage of Net Assets | |
| | | | Telecommunications (continued) | |
| 2,892,750 | | | | | | | XO Communications, First Lien Term Loan, 4.250%, 03/19/21 | | $ | 2,891,975 | | | | 0.4 | | |
| 6,734,941 | | | | | | | Zayo Group, LLC, Term Loan B, 4.000%, 07/02/19 | | | 6,718,629 | | | | 0.8 | | |
| | | | | | | | | 46,402,026 | | | | 5.8 | | |
| | | | Utilities: 2.3% | |
| 2,437,416 | | | | | | | Atlantic Power Limited Partnership, Term Loan, 4.750%, 02/28/21 | | | 2,452,650 | | | | 0.3 | | |
| 633,267 | | | | | | | Channelview Cogeneration, Term Loan, 4.250%, 05/08/20 | | | 636,631 | | | | 0.1 | | |
| 1,030,000 | | | | | | | Energy Future Intermediate Holding Company LLC, First Lien DIP, 4.250%, 06/11/16 | | | 1,035,043 | | | | 0.1 | | |
| 2,435,456 | | | | | | | EquiPower Resources Holdings, LLC, Term Loan B, 4.250%, 12/21/18 | | | 2,440,022 | | | | 0.3 | | |
| 1,980,007 | | | | | | | EquiPower Resources Holdings, LLC, Upsized Term Loan C, 4.250%, 12/31/19 | | | 1,983,102 | | | | 0.3 | | |
| 3,317,474 | | | | | | | La Frontera Generation, LLC, Term Loan, 4.500%, 09/30/20 | | | 3,332,817 | | | | 0.4 | | |
| 207,591 | | | | (2 | ) | | Longview Power, LLC, DIP Facility, 3.900%, 11/19/16 | | | 321,765 | | | | 0.0 | | |
| 2,830,241 | | | | ^,(2),(3) | | | Longview Power, LLC, Extended Term Loan, 10/31/17 | | | 1,761,825 | | | | 0.2 | | |
Shares | |
| | Borrower/ Tranche Description | | Value | | Percentage of Net Assets | |
| 2,000,000 | | | | (1 | ) | | TPF Generation Holdings, LLC, Term Loan, 12/31/17 | | $ | 1,945,000 | | | | 0.3 | | |
| 2,241,820 | | | | | | | Utility Services Associates, Term Loan, 6.750%, 10/18/19 | | | 2,247,424 | | | | 0.3 | | |
| | | | | | | | | 18,156,279 | | | | 2.3 | | |
| | | | | | Total Senior Loans (Cost $1,124,139,910) | | | 1,118,492,558 | | | | 139.4 | | |
OTHER CORPORATE DEBT:—% | | | |
| | | | Publishing: —% | |
| 639,053 | | | | ^,X,(2),(3) | | | HIBU PLC (fka Yell Group PLC), Facility B2, 03/18/24 | | | — | | | | 0.0 | | |
| | | | | | Total Other Corporate Debt (Cost $219,510) | | | — | | | | 0.0 | | |
EQUITIES AND OTHER ASSETS: 0.5% | | | |
| 231 | | | | @,X | | | AR Broadcasting (Warrants) | | $ | — | | | | 0.0 | | |
| 888,534 | | | | @,R,X | | | Ascend Media (Residual Interest) | | | — | | | | 0.0 | | |
| 953,549 | | | | | | | Carador Placing | | | 870,113 | | | | 0.1 | | |
| 2,609 | | | | @,X | | | Caribe Media Inc. | | | — | | | | 0.0 | | |
| 89,600 | | | | @ | | | Cengage Learning | | | 2,867,200 | | | | 0.4 | | |
| 18,583 | | | | @ | | | Dex Media Inc. | | | 212,032 | | | | 0.0 | | |
| 246,734 | | | | @,X | | | Eagle Topco 2013 LTD | | | — | | | | 0.0 | | |
| 23,669 | | | | @,X | | | Everyware Global Inc. Warrants | | | — | | | | 0.0 | | |
| 8 | | | | @,X | | | Faith Media Holdings, Inc. (Residual Interest) | | | 87,288 | | | | 0.0 | | |
| 24,471 | | | | @ | | | Glodyne Techoserve, Ltd. | | | 1,833 | | | | 0.0 | | |
| 748,143 | | | | @,X | | | GTS Corp. | | | — | | | | 0.0 | | |
| 14,766 | | | | @ | | | Hawaiian Telcom | | | 406,065 | | | | 0.0 | | |
| 106,702 | | | | @,X | | | Northeast Biofuels (Residual Interest) | | | — | | | | 0.0 | | |
| 19,404 | | | | @,X | | | U.S. Shipping Partners, L.P. | | | — | | | | 0.0 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
Shares | |
| | Borrower/ Tranche Description | | Value | | Percentage of Net Assets | |
| | | | Publishing (continued) | |
| 275,292 | | | | @,X | | | U.S. Shipping Partners, L.P. (Contingency Rights) | | $ | — | | | | 0.0 | | |
| | | | Total Equities and Other Assets (Cost $4,443,206) | | | 4,444,531 | | | | 0.5 | | |
| | | | Total Investments (Cost $1,128,802,626) | | $ | 1,122,937,089 | | | | 139.9 | | |
| | | | Liabilities in Excess of Other Assets | | | (320,546,032 | ) | | | (39.9 | ) | |
| | | | Net Assets | | $ | 802,391,057 | | | | 100.0 | | |
* 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.
† Unless otherwise indicated, principal amount is shown in USD.
@ Non-income producing security
R Restricted Security
X Fair value determined by Voya funds Valuation Committee appointed by the Board of Directors/Trustees.
^ This Senior Loan Interest is non-income producing.
(1) Senior loans purchased on a when-issued or delayed-delivery basis. Contract rates that are not disclosed do not take effect until settlement date and have yet to be determined.
(2) The borrower filed for protection under Chapter 11 of the U.S. Federal Bankruptcy code.
(3) Loan is on non-accrual basis.
CAD Canadian Dollar
EUR EU Euro
GBP British Pound
Cost for federal income tax purposes is $1,129,050,426.
Net unrealized depreciation consists of: | |
Gross Unrealized Appreciation | | $ | 5,751,702 | | |
Gross Unrealized Depreciation | | | (11,865,039 | ) | |
Net Unrealized Depreciation | | $ | (6,113,337 | ) | |
Fair Value Measurements^
The following is a summary of the fair valuations according to the inputs used as of August 31, 2014 in valuing the 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 August 31, 2014 | |
Asset Table | |
Investments, at fair value | |
Equities and Other Assets | | $ | 4,355,410 | | | $ | 1,833 | | | $ | 87,288 | | | $ | 4,444,531 | | |
Other Corporate Debt | | | — | | | | — | | | | — | | | | — | | |
Senior Loans | | | — | | | | 1,118,492,558 | | | | — | | | | 1,118,492,558 | | |
Total Investments, at fair value | | $ | 4,355,410 | | | $ | 1,118,494,391 | | | $ | 87,288 | | | $ | 1,122,937,089 | | |
Other Financial Instruments+ | |
Forward Foreign Currency Contracts | | | — | | | | 844,782 | | | | — | | | | 844,782 | | |
Unfunded commitments | | | — | | | | 149,306 | | | | — | | | | 149,306 | | |
Total Assets | | $ | 4,355,410 | | | $ | 1,119,488,479 | | | $ | 87,288 | | | $ | 1,123,931,177 | | |
Liabilities Table | |
Other Financial Instruments+ | |
Forward Foreign Currency Contracts | | $ | — | | | $ | (1,529 | ) | | $ | — | | | $ | (1,529 | ) | |
Total Liabilities | | $ | — | | | $ | (1,529 | ) | | $ | — | | | $ | (1,529 | ) | |
^ See Note 2, "Significant Accounting Policies" in the Notes to Financial Statements for additional information.
+ Other Financial Instruments are derivatives not reflected in the Portfolio of Investments and may include open forward foreign currency contracts and unfunded commitments which are fair valued at the unrealized gain (loss) on the instrument.
At August 31, 2014, the following forward foreign currency contracts were outstanding for the Voya Senior Income Fund:
Counterparty | | Currency | | Contract Amount | | Buy/Sell | | Settlement Date | | In Exchange For | | Fair Value | | Unrealized Appreciation (Depreciation) | |
State Street Bank | | Canadian Dollar | | | 314,000 | | | Sell | | 09/23/14 | | $ | 287,120 | | | $ | 288,649 | | | $ | (1,529 | ) | |
State Street Bank | | EU Euro | | | 28,630,000 | | | Sell | | 09/23/14 | | | 38,320,396 | | | | 37,622,586 | | | | 697,810 | | |
State Street Bank | | British Pound | | | 7,885,000 | | | Sell | | 09/23/14 | | | 13,235,209 | | | | 13,088,237 | | | | 146,972 | | |
| | | | | | | | | | | | | | $ | 843,253 | | |
See Accompanying Notes to Financial Statements
PORTFOLIO OF INVESTMENTS
VOYA SENIOR INCOME FUND AS OF AUGUST 31, 2014 (UNAUDITED)(CONTINUED)
A summary of derivative instruments by primary risk exposure is outlined in the following tables.
The fair value of derivative instruments as of August 31, 2014 was as follows:
Derivatives not accounted for as hedging instruments | | Location on Statement of Assets and Liabilities | | Fair Value | |
Asset Derivatives | |
Foreign exchange contracts | | Unrealized appreciation on forward foreign currency contracts | | $ | 844,782 | | |
Total Asset Derivatives | | | | $ | 844,782 | | |
Liability Derivatives | |
Foreign exchange contracts | | Unrealized depreciation on forward foreign currency contracts | | $ | 1,529 | | |
Total Liability Derivatives | | | | $ | 1,529 | | |
The effect of derivative instruments on the Fund's Statement of Operations for the period ended August 31, 2014 was as follows:
Derivatives not accounted for as hedging instruments | | Amount of Realized Gain or (Loss) on Derivatives Recognized in Income Forward foreign currency contracts | |
Foreign exchange contracts | | $ | 171,075 | | |
Total | | $ | 171,075 | | |
Derivatives not accounted for as hedging instruments | | Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income Forward foreign currency contracts | |
Foreign exchange contracts | | $ | 1,875,751 | | |
Total | | $ | 1,875,751 | | |
The following is a summary by counterparty of the fair value of OTC derivative instruments subject to Master Netting Agreements and collateral pledged (received), if any, at August 31, 2014:
| | State Street Bank | |
Assets: | |
Forward foreign currency contracts | | $ | 844,782 | | |
Total Assets | | $ | 844,782 | | |
Liabilities: | |
Forward foreign currency contracts | | $ | 1,529 | | |
Total Liabilities | | $ | 1,529 | | |
Net OTC derivative instruments by counterparty, at fair value | | $ | 843,253 | | |
Total collateral pledged by the Fund/(Received from counterparty) | | $ | — | | |
Net Exposure(1) | | $ | 843,253 | | |
(1) Positive net exposure represents amounts due from each respective counterparty. Negative exposure represents amounts due from the Fund. Please refer to Note 2 for additional details regarding counterparty credit risk and credit related contingent features.
See Accompanying Notes to Financial Statements
Voya Senior Income Fund
ADDITIONAL INFORMATION (Unaudited)
PROXY VOTING INFORMATION
A description of the policies and procedures that the Fund 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 Fund's website at www.voyainvestments.com; and (3) on the U.S. Securities and Exchange Commission's ("SEC's") website at www.sec.gov. Information regarding how the Fund voted proxies related to portfolio securities during the most recent 12-month period ended June 30 is available without charge on the Fund's website at www.voyainvestments.com and on the SEC's website at www.sec.gov.
QUARTERLY PORTFOLIO HOLDINGS
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund's Forms N-Q are available on the SEC's website at www.sec.gov. The Fund's Forms N-Q may be reviewed and copied at the SEC's 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 Fund by calling Shareholder Services toll-free at (800) 992-0180.
Investment Adviser
Voya Investments, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
Sub-Adviser
Voya Investment Management Co. LLC
230 Park Avenue
New York, New York 10169
Administrator
Voya Funds Services, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
Institutional Investors and Analysts
Call Voya Senior Income Fund
1-800-336-3436
Written Requests
Please mail all account inquiries and other comments to:
Voya Senior Income Fund
c/o Voya Funds Services, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
Distributor
Voya Investments Distributor, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
Transfer Agent
BNY Mellon 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
1900 K 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 Voya mutual fund, please call your investment professional or Voya Investments Distributor, LLC at (800) 992-0180 or log on to www.voyainvestments.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.
©2014 Voya Investments Distributor, LLC • 230 Park Ave, New York, NY 10169
RETIREMENT | INVESTMENTS | INSURANCE
voyainvestments.com
![](https://capedge.com/proxy/N-CSRS/0001571049-14-005874/j14213014_za010.jpg)
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): Voya Senior Income Fund
By | /s/ Shaun P. Mathews |
| Shaun P. Mathews |
| President and Chief Executive Officer |
Date: November 6, 2014
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 6, 2014
By | /s/ Todd Modic |
| Todd Modic |
| Senior Vice President and Chief Financial Officer |
Date: November 6, 2014