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: 811-10399
______________________________________________
HENDERSON GLOBAL FUNDS
______________________________________________________________________________
(Exact name of registrant as specified in charter)
737 NORTH MICHIGAN AVENUE, SUITE 1700
CHICAGO, ILLINOIS 60611
______________________________________________________________________________
(Address of principal executive offices)(Zip code)
(Name and Address of Agent for Service) | Copy to: |
CHRISTOPHER K. YARBROUGH 737 NORTH MICHIGAN AVENUE, SUITE 1700 CHICAGO, ILLINOIS 60611 | CATHY G. O’KELLY VEDDER PRICE P.C. 222 NORTH LASALLE STREET CHICAGO, ILLINOIS 60601 |
Registrant’s telephone number, including area code: (312) 397-1122
Date of fiscal year end: December 31
Date of reporting period: June 30, 2011
Item 1: Report to Shareholders.
Table of contents | |
Letter to shareholders | 1 |
Strategic Income Fund | |
Commentary | 2 |
Performance summary | 3 |
Portfolios of investments | 4 |
Statements of assets and liabilities | 9 |
Statements of operations | 10 |
Statements of changes in net assets | 11 |
Statements of changes - capital stock activity | 13 |
Financial highlights | 16 |
Notes to financial statements. | 18 |
Other information | 27 |
Master portfolio financial statements and notes. | 32 |
The Henderson Money Market Fund is a feeder fund that invests substantially all of its assets in the State Street Money Market Portfolio. The financial statements of the State Street Money Market Portfolio, including its investment portfolio, are included elsewhere within this report and should be read in conjunction with the Henderson Money Market Fund’s financial statements.
The Henderson Strategic Income Fund may invest in high yield, lower rated (junk) bonds which involve a greater degree of risk than investment grade bonds. As such, securities rated below investment grade generally entail greater credit, market, issuer and liquidity risk than investment grade securities. Moreover, the Fund is subject to interest rate risk which is the risk that debt securities in the Fund’s portfolio will decline in value because of increases in market interest rates. The Fund may borrow money which may adversely affect the return to shareholders of the Fund, also known as leverage risk.
International investing involves certain risks and increased volatility not associated with investing solely in the US. These risks include currency fluctuations, economic or financial instability, lack of timely or reliable financial information or unfavorable political or legal developments. The Funds may invest in securities issued by smaller companies, which typically involves greater risk than investing in larger companies. Also, the Funds may invest in limited geographic areas and /or sectors which may result in greater market volatility. In addition some of the funds may invest in derivatives. Derivatives involve special risks different from, and potentially greater than, the risks associated with investing directly in securities and may result in greater losses.
The views in this report were those of the Fund managers as of June 30, 2011 and may not reflect the views of the managers on the date this report is first published or anytime thereafter. These views are intended to assist shareholders of the Funds in understanding their investment in the Funds and do not constitute investment advice.
Henderson Global Funds | Letter to shareholders |
Dear shareholder,
We are pleased to provide the semi-annual report for the Henderson Strategic Income and Money Market Funds, which covers the six months ended June 30, 2011.
Markets were volatile in the first half of the year as investors awaited solutions to both the Greek debt crisis and gridlock over the US debt ceiling. Renewed fears of a possible debt default in Greece roiled markets that were already weak over concerns that the current economic soft patch may be a slowdown. Fears of a Greek default have dominated economic coverage in recent months, as Greece’s credit rating was again downgraded by Standard & Poor’s from B to CCC, only four steps away from default.
Mixed signals have been emerging from Asia. Manufacturing growth in China, the world’s second largest economy, fell in June. However, there was better news from Japan, where industrial output grew by the most rapid pace in almost 60 years as manufacturing rebounded from the impact of the earthquake and tsunami in March. This data followed signs of an improvement in exports and retail sales, giving further support to the Bank of Japan’s view that the economy will recover by the end of the year.
Markets did recover sharply in the last week of June after the Greek parliament approved new austerity measures. Markets also responded positively to the International Energy Agency announcing the surprise release of 60 million barrels of oil in July to offset Libya’s lost production. The upcoming earnings season should prove critical for the near term direction of equities. Stocks have come under pressure in recent months, but have performed better than might have been expected given the challenges facing the global economy. Robust corporate profit growth and attractive valuations have provided the main support. Additionally, we believe stockpicking is of increasing importance given the diverging fortunes of many companies within the same sectors.
In other news, we are pleased to announce the upcoming ten-year anniversary of the Henderson Global Family of Funds on August 31, 2011. At that time, three of our mutual funds will achieve a ten year track record: the International Opportunities Fund (HFOAX), European Focus Fund (HFEAX) and Global Technology Fund (HFGAX). Over the past ten years, we have retained our focus on holding high-conviction securities through our bottom-up, opportunistic investing process. Now, as much as ever, we believe the “Henderson Difference” is a key factor in helping to diversify our clients’ portfolios through Funds that are truly differentiated from the competition.
Thank you for investing in the Henderson Global Funds. We appreciate your trust and support in our Funds and look forward to serving your financial needs in the years to come.
Chuck Thompson II
Vice President and Trustee, Henderson Global Funds
1
Henderson Global Funds | Commentary |
Strategic Income Fund |
Strategic Income Fund | ||
Top 10 long term holdings | ||
as a percentage | ||
Security | of net assets | |
FS Funding AS | 3.8% | |
Service Corp International | 3.6 | |
Daily Mail & General Trust | 3.3 | |
AXA S.A. | 3.3 | |
UPC Holding BV | 3.1 | |
Legal & General | ||
Group plc | 3.0 | |
ITV plc | 3.0 | |
Bombardier, Inc. | 2.8 | |
Iron Mountain, Inc. | 2.8 | |
Aviva plc | 2.8 |
Investors had to navigate a series of remarkable events over the first half of 2011. Starting with political upheaval in the Middle East and North Africa before moving to natural disasters in Japan and ending the period with the ongoing concern of a sovereign default in Europe. It is clear that the issues with Greece will remain troublesome for a number of years but the crisis may yet result in a political realization that a more federal Europe is the only credible solution. In combination with these events a downgrading of economic growth forecasts over the course of the first half resulted in a volatile market for risk assets such as corporate bonds. Indeed the market was punctuated by periods of “risk on” and “risk off” and in this kind of environment income has been the primary and most consistent driver of total return.
For the reporting period ended June 30, 2011, the Strategic Income Fund returned 3.77% (Class A at NAV) versus the benchmark, 50% Merrill Lynch Global High Yield (USD hedged)/50% Merrill Lynch Global Broad Market Corporates (USD hedged) Index, which posted a return of 3.60%. Positive performance was largely due to holding a large allocation of higher yielding credit. Risk assets rallied hard at the beginning of the year then faded due to the Japanese earthquake, the embroiling European peripheral crisis and sub par growth concerns. Markets subsequently rallied but halted on the high oil price, poor weather and supply chain disruption issues as a result of the earthquake. Sovereign bond yields were weak in the first quarter but recovered once fears of an economic soft patch took hold. Indeed, Treasuries were the surprise performer during the second quarter, outperforming investment grade which in turn outperformed high yield and subordinated bonds, respectively. Risk assets were broadly range bound but displayed significant volatility.
The Fund added to a number of existing high yield bonds early in the period, broadly financed from investment grade bonds which had performed very well, including Dish, Yum and Heineken. The Fund added exposure to new sectors such as equipment rental (United Rentals), restaurants (DineEquity), gaming (Boyd) and cinemas (Regal). We looked at many new high yield bonds but bought very few, either because the businesses had too much debt, or they were in cyclical or structurally declining industries which could not tolerate an excessive debt loan. We looked at bonds from printing press manufactures, autos, forklift truck manufacturers, food suppliers and retailers. High yield bond quality tends to vary by year and we are getting much more skeptical on the 2011 “vintage” year. In the weaker June period, the Fund added some high yield names at compelling prices including William Hill, a UK betting business and Generali, the Italian insurer. During the mid June volatility, the Fund added risk by using equity futures which performed well and profits were booked around month end.
Although the subpar US economic growth is of concern, it does mean that interest rates will likely not rise for some considerable time. Such an economic backdrop is a reasonably favorable backdrop for bond investors so long as core inflation pressures remain subdued. The core strategy for the Fund remains focusing on income returns as there are relatively few areas of the bond market where we see the prospect for capital appreciation. This is a reflection of the strong returns from bond funds over the previous couple of years and the progression of the economic cycle.
2
Henderson Global Funds | Performance summary |
Strategic Income Fund |
Total returns as of June 30, 2011† | ||||||||||||||||||||
Since | ||||||||||||||||||||
NASDAQ | Six | One | Three | Five | inception | |||||||||||||||
At NAV | symbol | months | year | years* | years* | (9/30/03)* | ||||||||||||||
Class A | HFAAX | 3.77 | % | 11.77 | % | 4.25 | % | 3.32 | % | 5.44 | % | |||||||||
Class B | HFABX | 3.38 | 10.92 | 3.56 | 2.60 | 4.68 | ||||||||||||||
Class C | HFACX | 3.28 | 10.85 | 3.31 | 2.46 | 4.60 | ||||||||||||||
Class I** | HFAIX | 3.70 | 11.69 | 4.23 | 3.31 | 5.43 | ||||||||||||||
With sales charge | ||||||||||||||||||||
Class A | -1.16 | % | 6.45 | % | 2.56 | % | 2.32 | % | 4.78 | % | ||||||||||
Class B | -1.62 | 6.92 | 2.62 | 2.42 | 4.68 | |||||||||||||||
Class C | 2.28 | 10.85 | 3.31 | 2.46 | 4.60 | |||||||||||||||
Index | ||||||||||||||||||||
50% ML Global High Yield / 50% ML | ||||||||||||||||||||
Global Corporate Index (USD-hedged) | 3.60 | % | 9.88 | % | 10.64 | % | 7.84 | % | 7.13 | % | ||||||||||
Barclays Capital Global Aggregate Bond | ||||||||||||||||||||
(ex US MBS) Index | 4.59 | % | 11.56 | % | 5.85 | % | 7.08 | % | 6.00 | % |
* | Average annual return. |
** | Class I shares commenced operation on April 29, 2011. The performance for Class I shares prior to April 29, 2011 is based on the performance of Class A shares. |
Performance for Class I shares would be similar because the shares are invested in the same portfolio of securities and have the same portfolio management. Class I shares are not subject to a front-end sales charge or distribution fee.
† Effective August 1, 2009, the Fund changed its fiscal year end from July 31 to December 31.
Performance data quoted represents past performance and is no guarantee of future results. Performance results with sales charges reflect the deduction of the maximum front end sales charge or the deduction of the applicable contingent deferred sales charge (“CDSC”). Class A shares are subject to a maximum front-end sales charge of 4.75%. Class B shares are subject to a CDSC which declines from 5% the 1st year to 0% at the beginning of the 7th year. Class C shares are subject to a CDSC of up to 1% on certain redemptions made within 12 months of purchase. Performance presented at Net Asset Value (NAV), which does not include a sales charge, would be lower if this charge were reflected. NAV is the value of one share of the Fund excluding any sales charges. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than original cost. As stated in the current prospectus, the Fund’s annual operating expense ratios (gross) for Class A, B, C and I shares are 1.34%, 2.09%, 2.09% and 1.09%, respectively. However, the Fund’s adviser has agreed to contractually waive a portion of its fees and/or reimburse expenses such that total ordinary operating expenses (other than Acquired Fund Fees and Expenses allocated from unaffiliated investment companies) do not exceed 1.10%, 1.85%, 1.85% and 0.85% for Class A, B, C and I shares, which is in effect until July 31, 2020. For the most recent month-end performance, please call 1.866.443.6337 or visit the Funds’ website at www.hendersonglobalinvestors.com.
Performance results also reflect expense subsidies and waivers in effect during the periods shown. Absent these waivers, results would have been less favorable. All results assume the reinvestment of dividends and capital gains.
The investment comparison graph above reflects the change in value of a $10,000 hypothetical investment since the Fund’s inception, including reinvested dividends and distributions, compared to a broad based securities market index. Effective May 19, 2006, the Henderson Income Advantage Fund changed its name, investment objective and policies and became the Henderson Worldwide Income Fund, now the Henderson Strategic Income Fund. The Fund’s historical performance may not represent current investment policies. Results in the table and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The Bank of America Merrill Lynch Global Corporate Index tracks the performance of developed market investment grade corporate debt publicly issued in the major US and Eurobond markets. The Bank of America Merrill Lynch Global High Yield Index tracks the performance of US dollar, Canadian Dollar, British sterling and euro denominated developed market below investment grade corporate debt publicly issued in the major US or Eurobond markets. The Barclays Capital Global Aggregate Bond Index [ex US MBS] is a broad-based measure of the global investment-grade fixed-rate debt markets, excluding US Mortgage Bonds.
3
Henderson Global Funds | Portfolio of investments |
(unaudited) |
Money Market Fund
June 30, 2011
Mutual funds – 99.99%
Value | |
Investments in State Street Money Market Portfolio - 99.9% | $81,588,513 |
Total investments: 99.99% | |
(Identified cost $81,588,513) | 81,588,513 |
Other assets and liabilities, net: 0.01% | 7,090 |
Total net assets: 100.00% | $81,595,603 |
Henderson Money Market Fund invests substantially all of its investible assets into State Street Money Market Portfolio. At June 30, 2011, Henderson Money Market Fund owned 0.29% of the State Street Money Market Portfolio.
Maturities ladder as of June 30, 2011 | |||
Overnight (1 day) | 29.8 | % | |
2-30 days | 6.1 | ||
31-60 days | 26.5 | ||
61-90 days | 20.2 | ||
Over 90 days | 17.3 | ||
Average maturity | 31 days |
* | Portfolio construction and maturities ladder represents the composition of the underlying holdings in the State Street Money Market Portfolio, whose financial statements are included elsewhere in this report. An investment in the Henderson Money Market Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. |
4
Henderson Global Funds | Portfolio of investments | ||||||
(unaudited) | |||||||
Strategic Income Fund | |||||||
June 30, 2011 | |||||||
Face | Value | ||||||
amount | Coupon | Maturity | (note 2) | ||||
Corporate bonds – 89.15% | |||||||
Canada – 2.83% | |||||||
EUR | 1,000,000 | Bombardier, Inc | 7.250 | % | 11/15/16 | $ 1,515,406 | |
Denmark – 3.81% | |||||||
EUR | 1,350,000 | FS Funding AS | 8.875 | 5/15/16 | 2,036,010 | ||
France – 7.17% | |||||||
USD | 2,000,000 | AXA S.A. (a) (b) | 6.463 | 12/14/18 | 1,750,000 | ||
EUR | 550,000 | Crown European Holdings S.A | 7.125 | 8/15/18 | 821,510 | ||
EUR | 550,000 | Rexel S.A | 8.250 | 12/15/16 | 861,389 | ||
EUR | 275,228 | Rhodia S.A. (c) | 4.077 | 10/15/13 | 401,117 | ||
3,834,016 | |||||||
Germany – 4.32% | |||||||
EUR | 383,000 | HeidelbergCement AG | 8.500 | 10/31/19 | 622,056 | ||
USD | 500,000 | Kabel BW Erste Beteiligungs GmbH (a) | 7.500 | 3/15/19 | 512,500 | ||
USD | 1,100,000 | UPC Germany GmbH (a) | 8.125 | 12/1/17 | 1,174,250 | ||
2,308,806 | |||||||
Ireland – 2.06% | |||||||
EUR | 750,000 | Ardagh Glass Finance plc | 8.750 | 2/1/20 | 1,101,207 | ||
Luxembourg – 4.38% | |||||||
GBP | 400,000 | Glencore Finance Europe S.A | 6.500 | 2/27/19 | 681,912 | ||
EUR | 1,100,000 | UPC Holding BV | 8.000 | 11/1/16 | 1,658,971 | ||
2,340,883 | |||||||
Netherlands – 7.95% | |||||||
EUR | 500,000 | Ahold Finance USA LLC | 5.875 | 3/14/12 | 746,290 | ||
GBP | 400,000 | Generali Finance B.V. (b) | 6.214 | 6/16/16 | 548,893 | ||
EUR | 690,000 | ING Verzekeringen N.V. (c) | 3.352 | 6/21/21 | 943,269 | ||
EUR | 695,000 | OI European Group B.V | 6.750 | 9/15/20 | 1,005,334 | ||
EUR | 675,000 | Ziggo Bond Co. B.V. (a) (d) | 8.000 | 5/15/18 | 1,008,217 | ||
4,252,003 | |||||||
Switzerland – 1.35% | |||||||
USD | 750,000 | Swiss Re Capital I LP (a) (b) | 6.854 | 5/25/16 | 724,864 | ||
United Kingdom – 33.87% | |||||||
GBP | 1,100,000 | Aviva plc (b) | 6.125 | 9/29/22 | 1,491,802 | ||
EUR | 700,000 | BAA Funding, Ltd | 4.600 | 2/15/18 | 1,027,475 | ||
USD | 1,150,000 | Barclays Bank plc (a) (b) | 5.926 | 12/15/16 | 1,075,250 | ||
GBP | 1,000,000 | Daily Mail & General Trust | 5.750 | 12/7/18 | 1,603,747 | ||
GBP | 100,000 | Daily Mail & General Trust | 6.375 | 6/21/27 | 146,956 | ||
GBP | 125,000 | EGG Banking plc | 6.875 | 12/29/21 | 197,378 | ||
GBP | 400,000 | F&C Finance plc | 9.000 | 12/20/16 | 661,070 | ||
EUR | 800,000 | Investec Tier I UK LP plc (b) | 7.075 | 6/24/15 | 986,102 | ||
GBP | 1,002,000 | ITV plc | 5.375 | 10/19/15 | 1,592,079 | ||
GBP | 1,100,000 | Legal & General Group plc (b) | 6.385 | 5/2/17 | 1,602,142 | ||
USD | 1,100,000 | Lloyds TSB Group plc (a) (b) (e) | 6.267 | 11/14/16 | 814,000 | ||
EUR | 650,000 | Rexam plc (b) | 6.750 | 6/29/17 | 919,032 | ||
USD | 1,000,000 | Royal Bank of Scotland Group plc (b) (e) | 7.640 | 9/29/17 | 782,500 |
See notes to financial statements
5
Henderson Global Funds | Portfolio of investments | ||||||
(unaudited) | |||||||
Strategic Income Fund | |||||||
June 30, 2011 (continued) | |||||||
Face | Value | ||||||
amount | Coupon | Maturity | (note 2) | ||||
United Kingdom (continued) | |||||||
GBP | 180,000 | Royal Bank of Scotland plc | 7.500 | % | 4/29/24 | $ 308,692 | |
USD | 1,100,000 | Standard Chartered plc (b) | 6.409 | 1/30/17 | 1,048,899 | ||
GBP | 1,000,000 | Standard Life plc (b) | 6.750 | 7/12/27 | 1,436,431 | ||
GBP | 650,000 | Virgin Media Finance plc | 8.875 | 10/15/19 | 1,157,972 | ||
GBP | 500,000 | William Hill plc | 7.125 | 11/11/16 | 830,562 | ||
GBP | 250,000 | WPP plc | 6.000 | 4/4/17 | 438,121 | ||
18,120,210 | |||||||
United States – 21.41% | |||||||
USD | 830,000 | Boyd Gaming Corp. (a) | 9.125 | 12/1/18 | 848,675 | ||
USD | 1,250,000 | Constellation Brands, Inc | 7.250 | 5/15/17 | 1,365,625 | ||
USD | 560,000 | Digicel Group, Ltd. (a) | 10.500 | 4/15/18 | 630,000 | ||
USD | 615,000 | DineEquity, Inc. (a) | 9.500 | 10/30/18 | 670,350 | ||
USD | 600,000 | HCA Holdings, Inc. (a) | 7.750 | 5/15/21 | 625,500 | ||
USD | 1,500,000 | Iron Mountain, Inc | 6.625 | 1/1/16 | 1,507,500 | ||
EUR | 2,500,000 | Lehman Brothers UK Capital | |||||
Funding IV LP (b) (e) (f) (g) | 5.750 | 4/25/12 | — | ||||
EUR | 775,000 | Levi Strauss & Co | 7.750 | 5/15/18 | 1,092,960 | ||
USD | 400,000 | Nalco Co. (a) | 6.625 | 1/15/19 | 412,000 | ||
USD | 1,010,000 | Pinnacle Entertainment, Inc | 8.750 | 5/15/20 | 1,063,025 | ||
USD | 400,000 | Regal Entertainment Group | 9.125 | 8/15/18 | 416,000 | ||
USD | 150,000 | RSC Equipment Rental, Inc | 8.250 | 2/1/21 | 150,000 | ||
USD | 1,740,000 | Service Corp International | 7.625 | 10/1/18 | 1,918,350 | ||
USD | 600,000 | United Rentals North America, Inc | 8.375 | 9/15/20 | 610,500 | ||
USD | 138,000 | Windstream Corp | 7.750 | 10/15/20 | 145,245 | ||
11,455,730 | |||||||
Total corporate bonds | |||||||
(Cost $47,681,229) | 47,689,135 |
See notes to financial statements
6
Henderson Global Funds | Portfolio of investments |
(unaudited) |
Strategic Income Fund
June 30, 2011 (continued)
Value | ||||
Shares | (note 2) | |||
Common stocks – 4.65% | ||||
United Kingdom – 4.65% | ||||
GBP | 12,800 | British American Tobacco plc | $ 561,040 | |
GBP | 56,000 | National Grid plc | 550,498 | |
GBP | 23,000 | Scottish & Southern Energy plc | 514,210 | |
GBP | 325,000 | Vodafone Group plc | 862,220 | |
2,487,968 | ||||
Total common stocks | ||||
(Cost $1,937,757) | 2,487,968 | |||
Preferred stock – 0.94% | ||||
United States - 0.94% | ||||
500 | Bank of America Corp | 500,600 | ||
Total preferred stock | ||||
(Cost $500,000) | 500,600 | |||
Total long term investments | ||||
(Cost $50,118,986) | 50,677,703 | |||
Short term investment - 3.63% | ||||
1,943,632 | Fidelity Institutional Treasury Portfolio (d) | $ 1,943,632 | ||
Total short term investment | ||||
(Cost $1,943,632) | 1,943,632 | |||
Total investments - 98.37% | ||||
(Cost $52,062,618) | 52,621,335 | |||
Net other assets and liabilities – 1.63% | 871,729 | |||
Total net assets – 100.00% | $53,493,064 |
(a) | Restricted security, purchased under Rule 144A, section 4(2)g which is exempt registration under the securities Act of 1933 as amended. At June 30, 2011 the securities had an aggregate value of $10,245,606, which represents 19.2% of net assets. |
(b) | Maturity date is perpetual. Maturity date presented represents the next call date. |
(c) | Security is a floating rate bond. |
(d) | Security is segregated as collateral to cover margin requirements on open futures contracts. |
(e) | Security is in default. |
(f) | The security has been deemed illiquid according to the policies and procedures adopted by the Board of Trustees. |
(g) | Fair valued at June 30, 2011 as determined in good faith using procedures approved by the Board of Trustees. |
See notes to financial statements
7
Henderson Global Funds | Portfolio of investments |
(unaudited) |
Strategic Income Fund
June 30, 2011 (continued)
Other information:
Industry concentration as | % of Net | |||
a percentage of net assets: | assets | |||
Life & Health Insurance | 10.23 | % | ||
Containers – Metal/Glass | 7.19 | |||
Commercial Banks Non- U.S. | 6.44 | |||
Cable TV / Satellite T.V. | 5.04 | |||
Multi-line Insurance | 4.30 | |||
Building Maintenance & Services | 3.81 | |||
Funeral Services & Related Items | 3.59 | |||
Gambling (Non–Hotel) | 3.54 | |||
Publishing – Newspapers | 3.27 | |||
Internet Connectivity Services | 3.10 | |||
Television | 2.98 | |||
Diversified Manufacturing Operations | 2.83 | |||
Commercial Services | 2.82 | |||
Cellular Telecommunications | 2.79 | |||
Beverages – Wine/Spirits | 2.55 | |||
Telephone Integrated | 2.44 | |||
Diversified Banking Institution | 2.40 | |||
Apparel Manufacturers | 2.04 | |||
Airport Development & Maintenance | 1.92 | |||
Finance – Commercial | 1.84 | |||
Electronic Parts Distribution | 1.61 | |||
Casino Hotels | 1.58 | |||
Chemicals Specialty | 1.52 | |||
Rental Auto Equipment | 1.42 |
Industry concentration as | % of Net | |||
a percentage of net assets: | assets | |||
Food Retail | 1.40 | % | ||
Special Purpose Entity | 1.35 | |||
Distributions Wholesale | 1.28 | |||
Retail – Restaurants | 1.25 | |||
Investment Management & Advising Services | 1.24 | |||
Medical Hospitals | 1.17 | |||
Building Products – Cement Aggregates | 1.16 | |||
Tobacco | 1.05 | |||
Gas Distribution | 1.03 | |||
Electric Integrated | 0.96 | |||
Consulting Services | 0.82 | |||
Theaters | 0.78 | |||
Finance – Investment Banking & Brokerage | — | |||
Long Term Investments | 94.74 | |||
Short Term Investment | 3.63 | |||
Total Investments | 98.37 | |||
Net Other Assets and Liabilities | 1.63 | |||
100.00 | % |
See notes to financial statements
8
Henderson Global Funds | Financial statements |
(unaudited) |
Statement of assets and liabilities
June 30 , 2011
Money | Strategic | |||||||
Market | Income | |||||||
Fund | Fund | |||||||
Assets: | ||||||||
Investments in State Street Money Market Portfolio, at value | $ | 81,588,513 | $ | — | ||||
Investments in Securities, at value | — | 50,677,703 | ||||||
Short term investment | — | 1,943,632 | ||||||
Total investments, at value | 81,588,513 | 52,621,335 | ||||||
Foreign cash, at value | — | 77,935 | ||||||
Cash at broker for open futures contracts | — | 197,972 | ||||||
Dividends and interest receivable | — | 941,338 | ||||||
Receivable for fund shares sold | — | 1,788,780 | ||||||
Unrealized appreciation on open futures contracts | — | 55,766 | ||||||
Prepaid expenses and other assets | 29,123 | 28,781 | ||||||
Total Assets | 81,617,636 | 55,711,907 | ||||||
Liabilities: | ||||||||
Payable for fund shares redeemed | 23 | 1,991,959 | ||||||
Payable for dividends | — | — | ||||||
Payable for open forward foreign currency contracts | — | 109,332 | ||||||
Payable to investment adviser | — | 18,587 | ||||||
Payable for 12b-1 distribution and service fees | — | 30,993 | ||||||
Accrued expenses and other payables | 22,010 | 67,972 | ||||||
Total Liabilities | 22,033 | 2,218,843 | ||||||
Net assets | $ | 81,595,603 | $ | 53,493,064 | ||||
Net assets consist of: | ||||||||
Paid-in capital | $ | 81,594,305 | $ | 91,438,110 | ||||
Accumulated undistributed net investment income (loss) | 1,298 | (568,055 | ) | |||||
Accumulated net realized gain (loss) on investments, futures, options, and foreign currency transactions | — | (37,885,435 | ) | |||||
Net unrealized appreciation (depreciation) of investments, futures, and foreign currencies | — | 508,444 | ||||||
$ | 81,595,603 | $ | 53,493,064 | |||||
Net assets: | ||||||||
Class A Shares | $ | 2,726,608 | $ | 20,018,441 | ||||
Class B Shares | $ | 797,812 | $ | 8,109,494 | ||||
Class C Shares | $ | 3,068,491 | $ | 23,524,282 | ||||
Class Z Shares | $ | 75,002,692 | N/A | |||||
Class I Shares | N/A | $ | 1,840,847 | |||||
Shares outstanding: | ||||||||
Class A Shares (unlimited number of shares authorized) | 2,726,608 | 2,244,842 | ||||||
Class B Shares (unlimited number of shares authorized) | 797,812 | 907,934 | ||||||
Class C Shares (unlimited number of shares authorized) | 3,068,491 | 2,648,687 | ||||||
Class Z Shares (unlimited number of shares authorized) | 75,002,692 | N/A | ||||||
Class I Shares (unlimited number of shares authorized) | N/A | 206,599 | ||||||
Class A shares: | ||||||||
Net asset value and redemption price per share | $ | 1.00 | $ | 8.92 | ||||
Maximum sales charge* | N/A | 4.75 | % | |||||
Maximum offering price per share | N/A | $ | 9.36 | |||||
Class B shares: | ||||||||
Net asset value and offering price per share | $ | 1.00 | $ | 8.93 | ||||
Class C shares: | ||||||||
Net asset value and offering price per share | $ | 1.00 | $ | 8.88 | ||||
Class Z shares: | ||||||||
Net asset value and offering price per share | $ | 1.00 | N/A | |||||
Class I shares: | ||||||||
Net asset value and offering price per share | N/A | $ | 8.91 | |||||
Investments, at cost | $ | 81,588,513 | $ | 52,062,618 | ||||
Foreign cash, at cost | $ | — | $ | 76,234 |
* On sales of $50,000 or more, the sales charge will be reduced. | ||
See notes to financial statements
9
Henderson Global Funds | Financial statements |
(unaudited) | |
Statement of operations | |
For the six months ended June 30, 2011 |
Money | Strategic | |||||||
Market | Income | |||||||
Fund | Fund | |||||||
Investment income: | ||||||||
Dividends | $ | — | $ | 108,277 | ||||
Income allocated from State Street Money Market Portfolio | 99,603 | — | ||||||
Interest | — | 1,785,340 | ||||||
Expenses allocated from State Street Money Market Portfolio | (24,986 | ) | — | |||||
Total Investment Income | 74,617 | 1,893,617 | ||||||
Expenses: | ||||||||
Investment Advisory fees | — | 210,071 | ||||||
12b-1 distribution and service fees: | ||||||||
Class A Shares | 3,517 | 31,055 | ||||||
Class B Shares | 3,559 | 41,579 | ||||||
Class C Shares | 13,407 | 126,226 | ||||||
Registration and filing fees | 25,355 | 26,290 | ||||||
Audit fees | 14,118 | 17,195 | ||||||
Printing and postage fees | 13,394 | 16,062 | ||||||
Administrative fees | 11,977 | 7,304 | ||||||
Transfer agent fees | 7,751 | 39,981 | ||||||
Accounting fees | 5,725 | 22,987 | ||||||
Legal fees | 5,430 | 10,683 | ||||||
Trustees' fees and expenses | 1,482 | 1,360 | ||||||
Compliance officer fees | 1,133 | 1,100 | ||||||
Custodian fees | — | 8,099 | ||||||
Miscellaneous fees | 3,680 | 28,427 | ||||||
Total Expenses | 110,528 | 588,419 | ||||||
Fees waived and expenses reimbursed by investment adviser | (32,357 | ) | (91,841 | ) | ||||
Fees waived by distributor | (20,483 | ) | — | |||||
Net Expenses | 57,688 | 496,578 | ||||||
Net investment income | 16,929 | 1,397,039 | ||||||
Net realized and unrealized gain/(loss): | ||||||||
Net realized gain/(loss) from: | ||||||||
Investment transactions | — | 935,739 | ||||||
Futures contracts | — | 53,676 | ||||||
Foreign currency transactions | — | (2,142,876 | ) | |||||
Net change in unrealized appreciation/(depreciation) of: | ||||||||
Investments | — | 1,943,755 | ||||||
Futures contracts | — | (8,547 | ) | |||||
Translation of other assets and liabilities | — | (53,771 | ) | |||||
Net realized and unrealized gain/(loss) | — | 727,976 | ||||||
Net increase in net assets resulting from operations | $ | 16,929 | $ | 2,125,015 |
See notes to financial statements
10
Henderson Global Funds | Financial statements (unaudited) |
Statements of changes in net assets | |
Money Market Fund |
Six months ended | Year ended | |||||||
June 30, 2011 | December 31, 2010 | |||||||
Net investment income | $ | 16,929 | $ | 46,593 | ||||
Net increase in net assets resulting from operations | 16,929 | 46,593 | ||||||
Distributions to shareholders from net investment income: | ||||||||
Class A Shares | (704 | ) | (2,578 | ) | ||||
Class B Shares | (178 | ) | (493 | ) | ||||
Class C Shares | (670 | ) | (2,573 | ) | ||||
Class Z Shares | (15,377 | ) | (40,949 | ) | ||||
(16,929 | ) | (46,593 | ) | |||||
Net increase/(decrease) in Fund share transactions: | ||||||||
Class A Shares | (342,593 | ) | (654,423 | ) | ||||
Class B Shares | 95,268 | (98,526 | ) | |||||
Class C Shares | 49,274 | (1,003,062 | ) | |||||
Class Z Shares | (493 | ) | 30,001,329 | |||||
(198,544 | ) | 28,245,318 | ||||||
Net increase/(decrease) in net assets | (198,544 | ) | 28,245,318 | |||||
Net assets: | ||||||||
Beginning of period | 81,794,147 | 53,548,829 | ||||||
End of period | $ | 81,595,603 | $ | 81,794,147 | ||||
Accumulated undistributed net investment income | $ | 1,298 | $ | 1,298 |
See notes to financial statements
11
Henderson Global Funds | Financial statements |
(unaudited) | |
Statements of changes in net assets | |
Strategic Income Fund |
Six months ended | Year ended | |||||||
June 30, 2011 | December 31, 2010 | |||||||
Net investment income | $ | 1,397,039 | $ | 3,442,049 | ||||
Net realized (loss) on investments, futures contracts, and foreign | ||||||||
currency transactions | (1,153,461 | ) | (964,331 | ) | ||||
Net change in unrealized appreciation of investments, futures contracts | ||||||||
and foreign currency translations | 1,881,437 | 4,068,371 | ||||||
Net increase in net assets resulting from operations | 2,125,015 | 6,546,089 | ||||||
Distributions to shareholders from net investment income: | ||||||||
Class A Shares | (627,069 | ) | (1,212,447 | ) | ||||
Class B Shares | (183,465 | ) | (276,642 | ) | ||||
Class C Shares | (553,459 | ) | (971,551 | ) | ||||
Class I Shares | (1,008 | ) | — | |||||
(1,365,001 | ) | (2,460,640 | ) | |||||
Distributions to shareholders from net realized gains: | ||||||||
Class A Shares | — | (466,804 | ) | |||||
Class B Shares | — | (106,510 | ) | |||||
Class C Shares | — | (374,056 | ) | |||||
— | (947,370 | ) | ||||||
Net increase/(decrease) in Fund share transactions: | ||||||||
Class A Shares | (8,493,060 | ) | (8,886,617 | ) | ||||
Class B Shares | (525,483 | ) | 356,139 | |||||
Class C Shares | (3,797,760 | ) | (4,533,368 | ) | ||||
Class I Shares | 1,843,004 | — | ||||||
(10,973,299 | ) | (13,063,846 | ) | |||||
Net (decrease) in net assets | (10,213,285 | ) | (9,925,767 | ) | ||||
Net assets: | ||||||||
Beginning of period | 63,706,349 | 73,632,116 | ||||||
End of period | $ | 53,493,064 | $ | 63,706,349 | ||||
Accumulated undistributed net investment (loss) | $ | (568,055 | ) | $ | (600,093 | ) |
See notes to financial statements
12
Henderson Global Funds | Financial statements |
(unaudited) | |
Statements of changes - capital stock activity | |
Money Market Fund |
Six months ended | Year ended | |||||||
June 30, 2011 | December 31, 2010 | |||||||
Amount | ||||||||
Class A shares: | ||||||||
Sold | $ | 847,634 | $ | 5,981,792 | ||||
Issued as reinvestment of dividends | 576 | 1,954 | ||||||
Redeemed | (1,190,803 | ) | (6,638,169 | ) | ||||
Net decrease | $ | (342,593 | ) | $ | (654,423 | ) | ||
Class B shares: | ||||||||
Sold | $ | 325,575 | $ | 618,535 | ||||
Issued as reinvestment of dividends | 156 | 452 | ||||||
Redeemed | (230,463 | ) | (717,513 | ) | ||||
Net increase/(decrease) | $ | 95,268 | $ | (98,526 | ) | |||
Class C shares: | ||||||||
Sold | $ | 1,350,836 | $ | 3,861,888 | ||||
Issued as reinvestment of dividends | 654 | 2,359 | ||||||
Redeemed | (1,302,216 | ) | (4,867,309 | ) | ||||
Net increase/(decrease) | $ | 49,274 | $ | (1,003,062 | ) | |||
Class Z shares: | ||||||||
Sold | $ | 306,620,665 | $ | 426,552,955 | ||||
Issued as reinvestment of dividends | 15,378 | 40,949 | ||||||
Redeemed | (306,636,536 | ) | (396,592,575 | ) | ||||
Net increase/(decrease) | $ | (493 | ) | $ | 30,001,329 |
The number of shares sold, issued as reinvestment of dividends and redeemed approximates the dollar amount of transactions.
See notes to financial statements
13
Henderson Global Funds | Financial statements |
(unaudited) | |
Statements of changes - capital stock activity | |
Strategic Income Fund |
Six months ended | Year ended | |||||||
June 30, 2011 | December 31, 2010 | |||||||
Amount | ||||||||
Class A shares: | ||||||||
Sold | $ | 1,488,761 | $ | 7,504,819 | ||||
Issued as reinvestment of dividends | 438,966 | 1,143,214 | ||||||
Redeemed | (10,420,787 | ) | (17,534,650 | )* | ||||
Net decrease | $ | (8,493,060 | ) | $ | (8,886,617 | ) | ||
Class B shares: | ||||||||
Sold | $ | 89,887 | $ | 2,190,741 | ||||
Issued as reinvestment of dividends | 78,103 | 149,698 | ||||||
Redeemed | (693,473 | ) | (1,984,300 | )* | ||||
Net increase/(decrease) | $ | (525,483 | ) | $ | 356,139 | |||
Class C shares: | ||||||||
Sold | $ | 1,641,492 | $ | 5,339,610 | ||||
Issued as reinvestment of dividends | 335,748 | 772,516 | ||||||
Redeemed | (5,775,000 | ) | (10,645,494 | )* | ||||
Net decrease | $ | (3,797,760 | ) | $ | (4,533,368 | ) | ||
Class I shares: | ||||||||
Sold | $ | 1,841,996 | $ | — | ||||
Issued as reinvestment of dividends | 1,008 | — | ||||||
Net increase | $ | 1,843,004 | $ | — | ||||
Shares | ||||||||
Class A shares: | ||||||||
Sold | 165,182 | 860,440 | ||||||
Issued as reinvestment of dividends | 48,950 | 131,056 | ||||||
Redeemed | (1,163,200 | ) | (2,020,264 | ) | ||||
Net decrease | (949,068 | ) | (1,028,768 | ) | ||||
Class B shares: | ||||||||
Sold | 10,000 | 250,158 | ||||||
Issued as reinvestment of dividends | 8,699 | 17,136 | ||||||
Redeemed | (77,171 | ) | (226,079 | ) | ||||
Net increase/(decrease) | (58,472 | ) | 41,215 | |||||
Class C shares: | ||||||||
Sold | 183,366 | 616,491 | ||||||
Issued as reinvestment of dividends | 37,595 | 88,911 | ||||||
Redeemed | (645,222 | ) | (1,216,752 | ) | ||||
Net decrease | (424,261 | ) | (511,350 | ) | ||||
Class I shares: | ||||||||
Shares sold | 206,487 | — | ||||||
Issued as reinvestment of dividends | 112 | — | ||||||
Net increase | 206,599 | — |
* | Amounts shown are inclusive of redemption fees. |
See notes to financial statements
14
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15
Henderson Global Funds | Financial highlights |
(unaudited) | |
For a share outstanding throughout the periods indicated |
Income (loss) from investment operations: | Less distributions: | ||||||||||||||||||||||||||||||
Net | Dividends | Distributions | |||||||||||||||||||||||||||||
Net asset | Net | realized and | Total | from | from net | ||||||||||||||||||||||||||
value, | investment | unrealized gain | from | net | realized | Return | |||||||||||||||||||||||||
beginning | income | (loss) on | investment | investment | capital | of | Total | ||||||||||||||||||||||||
of period | (loss) (c) | investments | operations | income | gains | capital | distributions | ||||||||||||||||||||||||
Money Market (b) | |||||||||||||||||||||||||||||||
Class A | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011 | $ | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | ||||||||||||||||||
Year Ended 12/31/2010 | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Period Ended 12/31/2009(a) | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Class B | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011 | $ | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | ||||||||||||||||||
Year Ended 12/31/2010 | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Period Ended 12/31/2009(a) | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Class C | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011 | $ | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | ||||||||||||||||||
Year Ended 12/31/2010 | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Period Ended 12/31/2009(a) | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Class Z | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011 | $ | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | ||||||||||||||||||
Year Ended 12/31/2010 | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Period Ended 12/31/2009(a) | 1.00 | 0.00 | (d) | 0.00 | 0.00 | (d) | 0.00 | (d) | 0.00 | 0.00 | 0.00 | (d) | |||||||||||||||||||
Strategic Income | |||||||||||||||||||||||||||||||
Class A | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011 | $ | 8.82 | 0.23 | 0.10 | 0.33 | (0.23 | ) | 0.00 | 0.00 | (0.23 | ) | ||||||||||||||||||||
Year Ended 12/31/2010 | 8.44 | 0.46 | 0.38 | 0.84 | (0.33 | ) | 0.00 | (0.13 | ) | (0.46 | ) | ||||||||||||||||||||
Period Ended 12/31/2009(a) | 7.60 | 0.21 | 0.83 | 1.04 | 0.00 | 0.00 | (0.20 | ) | (0.20 | ) | |||||||||||||||||||||
Year Ended 7/31/2009 | 9.45 | 0.63 | (1.78 | ) | (1.15 | ) | (0.70 | ) | 0.00 | 0.00 | (0.70 | ) | |||||||||||||||||||
Year Ended 7/31/2008 | 10.87 | 0.71 | (1.37 | ) | (0.66 | ) | (0.76 | ) | 0.00 | 0.00 | (0.76 | ) | |||||||||||||||||||
Year Ended 7/31/2007 | 10.78 | 0.66 | 0.08 | 0.74 | (0.65 | ) | 0.00 | 0.00 | (0.65 | ) | |||||||||||||||||||||
Year Ended 7/31/2006 | 11.03 | 0.71 | (0.22 | ) | 0.49 | (0.74 | ) | 0.00 | 0.00 | (0.74 | ) | ||||||||||||||||||||
Class B | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011 | $ | 8.83 | 0.20 | 0.10 | 0.30 | (0.20 | ) | 0.00 | 0.00 | (0.20 | ) | ||||||||||||||||||||
Year Ended 12/31/2010 | 8.46 | 0.40 | 0.37 | 0.77 | (0.29 | ) | 0.00 | (0.11 | ) | (0.40 | ) | ||||||||||||||||||||
Period Ended 12/31/2009(a) | 7.61 | 0.19 | 0.84 | 1.03 | 0.00 | 0.00 | (0.18 | ) | (0.18 | ) | |||||||||||||||||||||
Year Ended 7/31/2009 | 9.44 | 0.56 | (1.75 | ) | (1.19 | ) | (0.64 | ) | 0.00 | 0.00 | (0.64 | ) | |||||||||||||||||||
Year Ended 7/31/2008 | 10.84 | 0.64 | (1.36 | ) | (0.72 | ) | (0.68 | ) | 0.00 | 0.00 | (0.68 | ) | |||||||||||||||||||
Year Ended 7/31/2007 | 10.76 | 0.57 | 0.07 | 0.64 | (0.56 | ) | 0.00 | 0.00 | (0.56 | ) | |||||||||||||||||||||
Year Ended 7/31/2006 | 11.00 | 0.62 | (0.20 | ) | 0.42 | (0.66 | ) | 0.00 | 0.00 | (0.66 | ) | ||||||||||||||||||||
Class C | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011 | $ | 8.79 | 0.20 | 0.09 | 0.29 | (0.20 | ) | 0.00 | 0.00 | (0.20 | ) | ||||||||||||||||||||
Year Ended 12/31/2010 | 8.41 | 0.40 | 0.38 | 0.78 | (0.29 | ) | 0.00 | (0.11 | ) | (0.40 | ) | ||||||||||||||||||||
Period Ended 12/31/2009(a) | 7.59 | 0.19 | 0.81 | 1.00 | 0.00 | 0.00 | (0.18 | ) | (0.18 | ) | |||||||||||||||||||||
Year Ended 7/31/2009 | 9.45 | 0.57 | (1.79 | ) | (1.22 | ) | (0.64 | ) | 0.00 | 0.00 | (0.64 | ) | |||||||||||||||||||
Year Ended 7/31/2008 | 10.86 | 0.64 | (1.37 | ) | (0.73 | ) | (0.68 | ) | 0.00 | 0.00 | (0.68 | ) | |||||||||||||||||||
Year Ended 7/31/2007 | 10.78 | 0.57 | 0.07 | 0.64 | (0.56 | ) | 0.00 | 0.00 | (0.56 | ) | |||||||||||||||||||||
Year Ended 7/31/2006 | 11.02 | 0.63 | (0.21 | ) | 0.42 | (0.66 | ) | 0.00 | 0.00 | (0.66 | ) | ||||||||||||||||||||
Class I | |||||||||||||||||||||||||||||||
Period Ended 6/30/2011(f) | $ | 9.06 | 0.09 | (0.15 | ) | (0.06 | ) | (0.09 | ) | 0.00 | 0.00 | (0.09 | ) |
(a) | The Money Market commenced operations on April 20, 2009. The Strategic Income changed its fiscal year end from July 31 to December 31 in 2009. |
(b) | The per share amounts and percentages include the Fund's proportionate share of income, expenses and net realized and unrealized gains or losses of the State Street Money Market Portfolio. |
(c) | Per share data was calculated using average shares outstanding during the period. |
(d) | Amount represents less than $0.01. |
(e) | Total returns are historical and assume changes in share price, reinvestment of all dividends and distributions and no sales charge. Had certain expenses not been reduced during the periods shown, total returns would have been lower. Total returns for periods of less than one year are not annualized. |
(f) | Inception date for Class I shares was April 29, 2011. |
See notes to financial statements
16
Henderson Global Funds | Financial highlights |
(unaudited) |
Ratios to average net assets: | ||||||||||||||||||||||||||||||
Annualized ratio of | ||||||||||||||||||||||||||||||
Annualized | Annualized | operating expenses | ||||||||||||||||||||||||||||
ratio of | ratio of | to average net | ||||||||||||||||||||||||||||
Net asset | Net assets, | operating | net investment | assets without | ||||||||||||||||||||||||||
value, | end of | expenses to | income/(loss) | waivers and/or | Portfolio | |||||||||||||||||||||||||
Redemption | end of | Total | period | average | to average | expenses | turnover | |||||||||||||||||||||||
fees | period | return (e) | (000 | ) | net assets | net assets | reimbursed | rate | ||||||||||||||||||||||
0.00 | $ | 1.00 | 0.03 | % | $ | 2,727 | 0.24 | % | 0.05 | % | 0.59 | % | N/A | |||||||||||||||||
0.00 | 1.00 | 0.06 | 3,069 | 0.25 | 0.06 | 0.63 | N/A | |||||||||||||||||||||||
0.00 | 1.00 | 0.09 | 3,724 | 0.35 | 0.13 | 0.78 | N/A | |||||||||||||||||||||||
0.00 | $ | 1.00 | 0.03 | % | $ | 798 | 0.24 | % | 0.05 | % | 1.34 | % | N/A | |||||||||||||||||
0.00 | 1.00 | 0.06 | 703 | 0.25 | 0.06 | 1.38 | N/A | |||||||||||||||||||||||
0.00 | 1.00 | 0.09 | 801 | 0.35 | 0.13 | 1.53 | N/A | |||||||||||||||||||||||
0.00 | $ | 1.00 | 0.03 | % | $ | 3,068 | 0.24 | % | 0.05 | % | 1.34 | % | N/A | |||||||||||||||||
0.00 | 1.00 | 0.06 | 3,019 | 0.25 | 0.06 | 1.38 | N/A | |||||||||||||||||||||||
�� | 0.00 | 1.00 | 0.09 | 4,022 | 0.35 | 0.13 | 1.53 | N/A | ||||||||||||||||||||||
0.00 | $ | 1.00 | 0.03 | % | $ | 75,003 | 0.24 | % | 0.05 | % | 0.34 | % | N/A | |||||||||||||||||
0.00 | 1.00 | 0.06 | 75,003 | 0.25 | 0.06 | 0.38 | N/A | |||||||||||||||||||||||
0.00 | 1.00 | 0.09 | 45,002 | 0.35 | 0.13 | 0.53 | N/A | |||||||||||||||||||||||
0.00 | $ | 8.92 | 3.77 | % | $ | 20,018 | 1.27 | % | 5.20 | % | 1.58 | % | 13 | % | ||||||||||||||||
0.00 | (d) | 8.82 | 10.17 | 28,171 | 1.30 | 5.30 | 1.54 | 38 | ||||||||||||||||||||||
0.00 | (d) | 8.44 | 13.82 | 35,656 | 1.30 | 6.19 | 1.63 | 11 | ||||||||||||||||||||||
0.00 | (d) | 7.60 | (10.71 | ) | 28,905 | 1.30 | 8.69 | 1.62 | 53 | |||||||||||||||||||||
0.00 | (d) | 9.45 | (6.47 | ) | 64,687 | 1.30 | 6.87 | 1.45 | 41 | |||||||||||||||||||||
0.00 | 10.87 | 6.71 | 39,470 | 1.30 | 5.89 | 1.77 | 73 | |||||||||||||||||||||||
0.00 | 10.78 | 4.70 | 17,927 | 1.30 | 6.61 | 1.93 | 161 | |||||||||||||||||||||||
0.00 | $ | 8.93 | 3.38 | % | $ | 8,109 | 2.02 | % | 4.48 | % | 2.33 | % | 13 | % | ||||||||||||||||
0.00 | (d) | 8.83 | 9.21 | 8,537 | 2.05 | 4.55 | 2.29 | 38 | ||||||||||||||||||||||
0.00 | (d) | 8.46 | 13.59 | 7,824 | 2.05 | 5.44 | 2.38 | 11 | ||||||||||||||||||||||
0.00 | (d) | 7.61 | (11.23 | ) | 6,325 | 2.05 | 8.02 | 2.37 | 53 | |||||||||||||||||||||
0.00 | (d) | 9.44 | (7.00 | ) | 5,789 | 2.05 | 6.13 | 2.20 | 41 | |||||||||||||||||||||
0.00 | 10.84 | 5.93 | 5,003 | 2.05 | 5.17 | 2.52 | 73 | |||||||||||||||||||||||
0.00 | 10.76 | 3.93 | 5,210 | 2.05 | 5.77 | 2.68 | 161 | |||||||||||||||||||||||
0.00 | $ | 8.88 | 3.28 | % | $ | 23,524 | 2.02 | % | 4.47 | % | 2.33 | % | 13 | % | ||||||||||||||||
0.00 | (d) | 8.79 | 9.39 | 26,997 | 2.05 | 4.55 | 2.29 | 38 | ||||||||||||||||||||||
0.00 | (d) | 8.41 | 13.22 | 30,152 | 2.05 | 5.45 | 2.38 | 11 | ||||||||||||||||||||||
0.00 | (d) | 7.59 | (11.55 | ) | 28,513 | 2.05 | 7.96 | 2.37 | 53 | |||||||||||||||||||||
0.00 | (d) | 9.45 | (7.09 | ) | 62,906 | 2.05 | 6.17 | 2.20 | 41 | |||||||||||||||||||||
0.00 | 10.86 | 5.92 | 29,752 | 2.05 | 5.11 | 2.52 | 73 | |||||||||||||||||||||||
0.00 | 10.78 | 3.92 | 13,150 | 2.05 | 5.78 | 2.68 | 161 | |||||||||||||||||||||||
0.00 | $ | 8.91 | (0.67 | )% | $ | 1,841 | 1.02 | % | 5.91 | % | 1.33 | % | 13 | % |
17
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Note 1. Organization
Henderson Global Funds (the “Trust”) was organized on May 11, 2001, as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the“1940 Act”), as an open-end management investment company. The Trust has an unlimited number of authorized shares that are divided among ten series: seven series of the Trust, Henderson Emerging Market Opportunities Fund, Henderson European Focus Fund, Henderson Global Equity Income Fund, Henderson Global Leaders Fund (formerly known as Henderson Global Opportunities Fund), Henderson Global Technology Fund, Henderson International Opportunities Fund and Henderson Japan Focus Fund (formerly known as Henderson Japan-Asia Focus Fund) are not included in this report because their fiscal year end is July 31. Henderson International All Cap Equity Fund has a fiscal year ending December 31, and is not included in this report. The Henderson Money Market Fund (“Money Market”) and Henderson Strategic Income Fund (“Strategic Income”) (formerly known as Henderson Worldwide Income Fund) (collectively, the “Funds”), have fiscal years ending December 31, are both diversified and included in this report. Effective June 1, 2011, Henderson Worldwide Income Fund changed its name to Henderson Strategic Income Fund and commenced offering Class I shares on April 29, 2011.
Money Market is a feeder fund that invests substantially all of its assets in the State Street Money Market Portfolio, (the “Master Portfolio”), a series of State Street Master Funds. The investment objective and policies of Master Portfolio are substantially similar to those of Money Market. The value of Money Market’s investment in Master Portfolio reflects its proportionate interest in the net assets of Master Portfolio (0.29% at June 30, 2011). The performance of Money Market is directly affected by the performance of the Master Portfolio. The financial statements of Master Portfolio are included elsewhere in this report and should be read in conjunction with Money Market’s financial statements. The investment objective of Money Market is to seek to maximize current income while providing liquidity, preservation of capital, and a stable $1.00 per share price.
The Funds offer the following share classes:
Strategic Income | Class A |
Class B | |
Class C | |
Class I | |
Money Market | Class A |
Class B | |
Class C | |
Class Z |
Class A shares generally provide for a front-end sales charge for Strategic Income only. Class B shares and Class C shares provide for a contingent deferred sales charge. Class I shares are not subject to a front end or contingent deferred sales charge.
Each class of shares has exclusive voting rights with respect to matters that affect just that class. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains and losses on investments are allocated to each class of shares based on its relative net assets. Class B shares automatically convert to Class A shares at the end of the month following the eighth anniversary of issuance. Effective November 30, 2010, the Funds will not accept new or additional investments in Class B shares of the Funds with the limited exception that current Class B shareholders may continue to have their dividends automatically reinvested in Class B shares of their Fund. As described in the prospectus, Class B shares of the Fund may continue to be exchanged with Class B shares of other Henderson Global Funds. In addition, direct purchases of Class C shares of the Money Market Fund are not permitted. Class Z shares are only available for purchase by other series of the Trust.
Note 2. Significant accounting policies
Security valuation
Money Market records its investments in Master Portfolio at its reported Net Asset Value (NAV) which approximates fair market value. The valuation polices of Master Portfolio are discussed in Note 2 of Master Portfolio’s Notes to Financial Statements, which are included elsewhere within this report.
Securities and derivatives traded on a recognized exchange or markets are generally valued at the last reported sale price or at the official closing price. Listed securities for which no sale was reported on that date and other securities traded in the over-the-counter market are valued at the mean between the last bid and asked price.
Debt securities are valued at the last sales price or market value by independent pricing services approved by the Board of Trustees of the Trust. If the pricing services are unable to provide valuations, the securities are valued at the mean between the last bid and asked price or if no ask is available, then the last bid price obtained from one or more broker dealers. Such pricing services may use various pricing techniques, which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes.
18
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Short-term investments purchased with an original or remaining maturity of 60 days or less at time of purchase are valued at amortized cost, which approximates market value.
Investments in registered investment companies are valued at its reported net asset value, which approximates fair market value.
Forward foreign currency contracts are valued daily at the applicable forward rate.
If market quotations are not readily available, or if the investment adviser determines that a quotation of a security does not represent a fair value, then the security is valued at a fair value as determined in good faith using procedures approved by the Board of Trustees of the Trust. The Trustees of the Trust, or its designee, may also establish fair value using a wide variety of market data including yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant.
For equity securities the Trust has retained an independent statistical fair value pricing service to assist in the fair valuation process for securities principally traded in a foreign market in order to adjust for possible changes in value that may occur between the close of the foreign exchange and the time at which Fund shares are priced. If a security is valued at a “fair value”, that value may be different from the last quoted market price for the security. As a result, it is possible that fair value prices will be used by the Funds.
Various inputs are used in determining the value of the Funds’ investments. The Funds established a three-tier hierarchy of inputs to establish classification of fair value measurements for disclosure purposes. These inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The inputs used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The three-tier hierarchy of inputs is summarized in the following three broad levels listed below.
· | Level 1 – quoted prices in active markets for identical investments |
· | Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
· | Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
On January 21, 2010, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”), Fair Value Measurements and Disclosures-Accounting standards Codification 820 (“ASC 820”): Improving Disclosures about Fair Value Measurements which provides guidance on how investment assets and liabilities are to be valued and disclosed. Specifically, the amendment requires reporting entities to disclose purchases, sales, issuances and settlements must be shown on a gross basis in the Level 3 rollforward rather than as one net number. Fund management has implemented new and revised disclosures.
Any transfers between levels are disclosed, effective beginning of the period, in the table below with the reasons for the transfers disclosed in a note to the table, if applicable.
On May 12, 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2011-04, modifying Topic 820, Fair Value Measurements and Disclosures. The ASU requires reporting entities to disclose (i) the amounts of any transfers between Level 1 and Level 2, and the reasons for the transfers, (ii) for Level 3 fair value measurements, quantitative information about significant unobservable inputs used, (iii) a description of the valuation processes used by the reporting entity and, (iv) a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs if a change in those inputs might result in a significantly higher or lower fair value measurement. The effective date of the ASU is for interim and annual periods beginning after December 15, 2011, and is therefore not effective for the current reporting period. Fund management is in the process of assessing the impact of the updated standards on the Funds’ financial statements.
19
Henderson Global Funds | Notes to financial statements |
(unaudited) |
The following is a summary of the inputs used as of June 30, 2011 in valuing the Funds’ investments carried at value:
Money Market
Quoted prices | Significant | |||||||||||||||
in active | other | Significant | ||||||||||||||
markets for | observable | unobservable | ||||||||||||||
identical assets | inputs | inputs | ||||||||||||||
Description | (level 1) | (level 2) | (level 3) | Total | ||||||||||||
Mutual Funds | $ | — | $ | 81,588,513 | $ | — | $ | 81,588,513 | ||||||||
Total | $ | — | $ | 81,588,513 | $ | — | $ | 81,588,513 | ||||||||
Strategic Income | ||||||||||||||||
Quoted prices | Significant | |||||||||||||||
in active | other | Significant | ||||||||||||||
markets for | observable | unobservable | ||||||||||||||
identical assets | inputs | inputs | ||||||||||||||
Description | (level 1) | (level 2) | (level 3) | Total | ||||||||||||
Assets | ||||||||||||||||
Corporate Bonds | ||||||||||||||||
Canada | $ | — | $ | 1,515,406 | $ | — | $ | 1,515,406 | ||||||||
Denmark | — | 2,036,010 | — | 2,036,010 | ||||||||||||
France | — | 3,834,016 | — | 3,834,016 | ||||||||||||
Germany | — | 2,308,806 | — | 2,308,806 | ||||||||||||
Ireland | — | 1,101,207 | — | 1,101,207 | ||||||||||||
Luxembourg | — | 2,340,883 | — | 2,340,883 | ||||||||||||
Netherlands | — | 4,252,003 | — | 4,252,003 | ||||||||||||
Switzerland | — | 724,864 | — | 724,864 | ||||||||||||
United Kingdom | — | 18,120,210 | — | 18,120,210 | ||||||||||||
United States | — | 11,455,730 | — | 11,455,730 | ||||||||||||
Total Corporate Bonds | — | 47,689,135 | — | 47,689,135 | ||||||||||||
Common Stocks | ||||||||||||||||
United Kingdom | 2,487,968 | — | — | 2,487,968 | ||||||||||||
Total Common Stock | 2,487,968 | — | — | 2,487,968 | ||||||||||||
Preferred Stock | ||||||||||||||||
United States | 500,600 | — | — | 500,600 | ||||||||||||
Total Preferred Stock | 500,600 | — | — | 500,600 | ||||||||||||
Short Term Investment | 1,943,632 | — | — | 1,943,632 | ||||||||||||
Total Investments | 4,932,200 | 47,689,135 | — | 52,621,335 | ||||||||||||
Financial Derivative Instruments | ||||||||||||||||
Forward Foreign Currency Exchange Contracts | — | 138,161 | — | 138,161 | ||||||||||||
Index Futures Contracts | 55,766 | — | — | 55,766 | ||||||||||||
Liabilities | ||||||||||||||||
Financial Derivative Instruments | ||||||||||||||||
Forward Foreign Currency Exchange Contracts | — | (247,493 | ) | — | (247,493 | ) | ||||||||||
Total Financial Derivative Instruments | $ | 55,766 | $ | (109,332 | ) | $ | — | $ | (53,566 | ) |
During the six months ended June 30, 2011, there were no transfers in or out of security levels as a result of the fair value pricing procedures utilized by the Fund.
20
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:
Change in | Balance | |||||||||||||||||||||||||||||
Balance as of | Accrued | unrealized | Transfers | Transfers | as of | |||||||||||||||||||||||||
Investments in | January 1, | discounts/ | Realized | appreciation | in to | out of | June 30, | |||||||||||||||||||||||
Securities | 2011 | premiums | gain/(loss) | (depreciation) | Purchases | Sales | level 3 | level 3 | 2011 | |||||||||||||||||||||
Corporate Bonds | ||||||||||||||||||||||||||||||
Netherlands Arran Corporate | ||||||||||||||||||||||||||||||
Loans B.V., Class E3 | $ | 1,850,000 | $ | 1,594 | $ | 55,185 | $ | 93,221 | $ | 0 | $ | (2,000,000 | ) | $ | 0 | $ | 0 | $ | 0 | |||||||||||
United States | ||||||||||||||||||||||||||||||
Lehman Brothers UK Capital | ||||||||||||||||||||||||||||||
Funding IV LP | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||
Total | $ | 1,850,000 | $ | 1,594 | $ | 55,185 | $ | 93,221 | $ | 0 | $ | (2,000,000 | ) | $ | 0 | $ | 0 | $ | 0 |
The total net change in unrealized depreciation included in the Statement of Operations attributable to Level 3 investments still held at June 30, 2011 was $0.
Security transactions and investment income
Investment transactions are accounted for on trade date. Interest income is recorded on an accrual basis. Dividend income is recorded on the ex-dividend date. Bond premium is amortized and discount is accreted over the expected life of each applicable security. Corporate actions involving foreign securities, including dividends, are recorded as soon as the information becomes available. Withholding taxes on foreign dividends are accrued in accordance with the applicable country’s tax rules and rates. Securities gains and losses are determined on the specified identified cost basis, which is the same basis used for federal income tax purposes.
In addition to the types of income noted above, Money Market also records its pro-rata share in the net investment income and gains or losses of the Master Portfolio. Net investment income for Money Market consists of the Money Market’s pro-rata share of the net investment income of the Master Portfolio less all expenses of the Money Market. Realized gains and losses from security transactions consist of the Money Market’s pro-rata share of the realized gains and losses of the Master Portfolio.
Foreign currency translation
Strategic Income’s investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions.
Strategic Income does not isolate that 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 gain or loss from investments on the Statements of Operations.
Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade date and settlement date on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Funds’ 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 fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
Forward foreign currency contracts
Strategic Income may enter into forward foreign currency contracts primarily to hedge against foreign currency exchange rate risks on their non-U.S. dollar denominated investment securities. When entering into forward foreign currency contracts, the Fund agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. Realized gains or losses on forwards include net gains or losses on contracts that have matured or which the Fund has terminated by entering into offsetting closing transactions. Forward foreign currency contracts are valued daily and the unrealized appreciation or depreciation is included in the Statements of Assets and Liabilities. These instruments involve market risk, credit risk, or both kinds of risks, in excess of the amount recognized in the Statements of Assets and Liabilities. These risks arise from the possible inability of counterparties to meet the terms of their contracts and from unfavorable currency fluctuations.
21
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Strategic Income held the following open forward foreign currency contracts at June 30, 2011:
Unrealized | |||
Value | Local | Current | appreciation/ |
date | amount | value | (depreciation) |
Euro | |||
Short 7/22/11 | 12,975,496 | 18,807,513 | (247,493) |
Euro | |||
Long 7/22/11 | 1,104,393 | 1,600,778 | 778 |
British | |||
Pound | |||
Short 7/22/11 | 10,340,488 | 16,592,517 | 137,383 |
During the six months ended June 30, 2011, average notional value related to forward foreign currency contracts was $14 million or 25.5% of net assets.
Futures contracts
Strategic Income is subject to interest rate risk and foreign currency risk in the normal course of pursuing its investment objectives. The Fund may invest in futures contracts to gain exposure to, or hedge against changes in the value of interest rates or foreign currencies and to gain exposure to Equity Indicies. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price and date. Upon entering into such contracts, the Fund is required to deposit with the broker either in cash or securities an initial margin in an amount equal to a certain percentage of the contract amount. Subsequent payments, known as "variation margin," are made or received by the Fund, depending on the fluctuations in the fair value of the underlying security. The Fund realizes a gain or loss upon the expiration or closing of the futures contracts. Should market conditions move unexpectedly, the Fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. The use of futures transactions involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates, and the underlying hedged assets. With futures, there are minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearing house, as counterparty to all exchange traded futures, guarantees the contracts against default.
The Strategic Income Fund held the following open interest rate futures contracts at June 30, 2011.
Number | Aggregate | ||
of | Expiration | notional | Unrealized |
contracts | date | value | appreciation |
FTSE 100 | |||
Index (Long) 15 | 9/30/11 | $1,420,983 | $55,766 |
During the six months ended June 30, 2011 the Fund’s average notional value related to futures contracts was $2 million or 3.4% of net assets.
Options purchased
Strategic Income may purchase options on futures indicies to create investment exposure consistent with its investment objective or to hedge or limit exposure of its positions. Options are valued daily and unrealized appreciation or depreciation is recorded. The Fund realizes a gain or loss upon the expiration or closing of the option transaction. Options are subject to substantial risks. The primary risks include the risk of imperfect correlation between the option price and the value of the underlying futures indexes, the possibility of an illiquid market for the option or the inability of counterparties to perform.
Derivative instruments
The following table summarizes the Strategic Income fair value of derivative instruments held at June 30, 2011 and the related location on the accompanying Statement of Assets and Liabilities, presented by primary underlying risk exposure:
Location on statement of | ||
assets and liabilities | Fair value | |
Assets | ||
Foreign currency | Payable for open | |
contracts | forward foreign | |
currency contracts | $144,749 | |
Index futures | Unrealized appreciation | |
on open | ||
futures contracts | $55,766 | |
Liabilities | ||
Foreign currency | Payable for open | |
contracts | forward foreign | |
currency contracts | $254,081 |
22
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Additionally, the amount of gains and losses on derivative instruments recognized in Strategic Income’s earnings during the period and the related location on the accompanying Statement of Operations is summarized in the following table by primary risk exposure:
Location on statement | ||
of operations | ||
Realized | ||
gain (loss) | ||
Interest rate | Realized gain (loss) | |
futures | from futures | |
contracts | $53,676 | |
Foreign currency | Realized gain (loss) | |
contracts | from foreign currency | |
transactions | $(2,135,935) | |
Change in unrealized | ||
gain (loss) | ||
Interest rate | Unrealized gain (loss) | |
futures | from futures | |
contracts | $(64,313) | |
Index futures | Unrealized gain (loss) | |
from futures | ||
contracts | $55,766 | |
Foreign currency | Unrealized gain (loss) | |
contracts | from foreign currency | |
transactions | $(50,500) |
Indemnifications
Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business the Trust enters into contracts that provide general indemnifications to other parties. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet been asserted.
Use of estimates
The preparation of financial statements, in conformity with U.S. generally accepted accounting principles (“GAAP”), requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results may differ from those estimates.
Expenses
Expenses are recorded on an accrual basis. Expenses of the Trust that are directly attributable to a specific Fund are charged to that Fund. Expenses attributable to a specific class of shares are charged to that class. Other expenses are allocated proportionately among each Fund within the Trust based on average daily net assets or on another reasonable basis. Money Market indirectly bears a pro-rata share of the fees and expenses of the Master portfolio in which the Fund invests.
Federal income taxes
The Trust’s policy is that each Fund continue to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, that are applicable to regulated investment companies and to distribute substantially all its taxable income to shareholders. Therefore, no federal income tax provision is required. Management has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Management of the Funds is also not aware of any tax positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly change in the next twelve months. The Funds intend to file tax returns with the U.S. Internal Revenue Service and various states. Generally, the tax authorities can examine all tax returns filed for the last three years.
Strategic Income intends to utilize provisions of the federal income tax laws, which allows it to carry a realized capital loss forward for eight years following the year of loss and offset such losses against any future realized capital gains. At December 31, 2010, Strategic Income had the following capital loss carryforwards:
Expiring | Expiring | Expiring | Expiring | |
on | on | on | on | |
July 31, | July 31, | July 31, | July 31, | |
2014 | 2015 | 2016 | 2017 | |
Strategic | ||||
Income | $341,836 | $207,447 | $477,632 | $1,001,344 |
Expiring | Expiring | |||
on | on | |||
December 31, | December 31, | |||
2017 | 2018 | |||
Strategic Income | $34,174,962 | $336,160 |
At December 31, 2010, Strategic Income deferred post-October losses, which will be recognized on the first day of the following year:
Currency | |
loss deferred | |
Strategic Income | $497,346 |
Distributions to shareholders
Money Market distributions of net investment income are declared daily and distributed monthly. Net realized capital gains, if any, are distributed at least annually after the fiscal year in which the capital gains were earned or more frequently to seek to maintain a net asset value of $1.00 per
23
Henderson Global Funds | Notes to financial statements |
(unaudited) |
share, unless offset by any available capital loss carryforward. Income distributions and capital and gain distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
Strategic Income distributions to shareholders are recorded on the ex-dividend date. Distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, they are reclassified within the capital accounts based on their federal tax-basis treatment.
The tax character of distributions paid during the year ended December 31, 2010 and the six months ended June 30, 2011, were as follows:
Year ended | Ordinary | Return of |
December 31, 2010 | income | capital |
Money Market | $49,593 | $— |
Strategic Income | 2,460,640 | 947,370 |
Six months ended | Ordinary | |
June 30, 2011 | income | |
Money Market | $16,929 | |
Strategic Income | 1,365,001 |
As of December 31, 2010, the components of distributable earnings on a tax basis were as follows:
Undistributed | Unrealized | |
ordinary | appreciation | |
income | (depreciation) | |
Money Market | $32,707 | $— |
Strategic Income | – | (1,667,476) |
Note 3. Investment advisory fees and other transactions with affiliates
Pursuant to an Investment Advisory Agreement, Henderson Global Investors (North America) Inc. (“HGINA”) acts as the Fund’s investment adviser. HGINA is an indirect wholly owned subsidiary of Henderson Group plc. HGINA supervises the investments for Money Market and no fee is payable to HGINA at any time. Money Market invests substantially all its assets in a master-feeder structure. Prior to June 1, 2011, for Strategic Income HGINA received a fee for its services, paid based on the Fund’s average daily managed assets as set forth below.
Strategic Income1 | First $1 billion | 0.75% |
Next $500 million | 0.70% | |
Over $1.5 billion | 0.65% |
1 Managed assets mean the total assets of the Fund (including any assets attributable to any leverage that may be outstanding) minus the sum of accrued liabilities (other than debt representing financial leverage). Since the Fund pays HGINA based on the Fund’s average daily managed assets, HGINA’s fee will be higher if the Fund is leveraged.
Effective June 1, 2011, HGINA earns a fee for its services, paid based on the Fund’s average daily net assets as set forth below.
Strategic Income | First $1 billion | 0.55% |
Next $500 million | 0.50% | |
Over $1.5 billion | 0.45% |
Pursuant to separate contractual Expense Limitation Agreements for Money Market, HGINA has agreed to waive or limit the Fund’s expenses, including its pro-rata allocation of expense from the Master Portfolio, and, if necessary, to reimburse other operating expenses of the Fund in order to limit total annual expenses, less distribution and service fees, to 0.40% of the Fund’s average daily net assets through July 31, 2012. For Strategic Income, HGINA has also agreed to waive or limit its advisory fee and, if necessary, to reimburse other operating expenses of Strategic Income in order to limit total annual ordinary operating expenses, to 0.85% of average daily net assets through July 31, 2020. Under the Expense Limitation Agreements, the annual expense limit including distribution and service fees as a percentage of average daily net assets was as follows:
Class | ||||
Class A | B & C | Class I | Class Z | |
Money | ||||
Market | 0.40% | 0.40% | N/A | 0.40% |
Strategic | ||||
Income | 1.10% | 1.85% | 0.85% | N/A |
24
Henderson Global Funds | Notes to financial statements |
(unaudited) |
HGINA may limit expenses to the extent it deems appropriate to enhance the yield of Money Market during periods when fixed expenses have a significant impact on the yield of the Fund because of low interest rates. This expense limitation policy is voluntary and temporary and may be revised or terminated by HGINA at any time without notice.
HGINA is a direct subsidiary of Henderson International Inc. (“HII”). At June 30, 2011 HII owned the following number of shares in the Funds:
Shares
Strategic Income Class I | 1,114 |
On June 30, 2011, the Henderson International Opportunities Fund, a separate series of the Henderson Global Funds, owned 91.9% of Money Market. The Henderson International Opportunities Fund invests a portion of its uninvested cash in Money Market to assist with short-term cash management.
Note 4. Compensation of trustees and officers
Certain officers and trustees of the Trust are also officers of HGINA. None of the Trust’s officers, other than the Compliance Officer, are compensated by the Trust. The Trust makes no direct payment to trustees affiliated with HGINA. Fees paid to Trustees are reflected as Trustees’ fees and expenses in the Statements of Operations.
The Funds bear a portion of the compensation paid to the compliance officers who perform services for the Trust. This compensation is reflected as Compliance officer fees in the Statements of Operations.
Note 5. Distribution
The Trust has adopted a distribution plan for Class A, Class B and Class C shares of the Funds in accordance with Rule 12b-1 under the 1940 Act (the “12b-1 Plan”). Under the 12b-1 Plan, the Funds pay the distributor an annual fee of 0.25% of the average daily net assets attributable to its Class A shares, an annual fee of 1.00% of the average daily net assets attributable to its Class B and C shares. The 12b-1 Plan is used to induce or compensate financial intermediaries (including brokerage firms, depository institutions and other firms) to provide distribution and/or services to the Funds and their shareholders. In accordance with a waiver agreement, the distributor has agreed to waive all distribution and service fees for Money Market from the commencement of operations through April 30, 2013.
Note 6. Investment transactions
Purchases and sales of investment securities, excluding short-term investments and U.S. government securities, for Strategic Income during the six months ended June 30, 2011, were as follows:
Purchases | Sales | |
Strategic Income | $7,153,544 | $16,763,970 |
The U.S. federal income tax basis of Strategic Income’s investments excluding foreign currency, forward currency contracts and futures at June 30, 2011, and the gross unrealized appreciation and depreciation, were as follows:
Strategic | |
Income | |
Cost | $52,195,802 |
Gross unrealized appreciation | 4,188,665 |
Gross unrealized depreciation | (3,763,132) |
Net unrealized appreciation | 323,644 |
Tax cost and book cost are the same for Money Market.
Note 7. Significant concentrations
Strategic Income invests a substantial percentage of its assets in securities of foreign issuers. Strategic Income may also invest a substantial percentage of its net assets in securities of emerging market countries. These investments may involve certain considerations and risks not typically associated with investments in the United States as a result of, among other factors, the possibility of future political and economic developments and the level of governmental supervision and regulation of securities markets in the respective countries. Some countries in which the Fund invests may require government approval for repatriation of investment income, capital or the proceeds for sales of securities by foreign investors. In addition, if there is deterioration in a country’s balance of payments or for other reasons, a country may impose temporary restrictions on foreign capital remittances abroad. In addition, changes in currency exchange rates will affect the value of investments denominated in a foreign currency, as well as investment income derived from those securities.
Strategic Income invests primarily in income producing securities with a focus on foreign investment grade debt. It may also invest in lower quality high yield securities. Investing in high yield securities may involve greater risks and considerations not typically associated with investing in U.S. Government bonds and other high quality fixed-income securities. These securities are non-investment grade securities, often referred to as “junk bonds”. Economic downturns may disrupt the high yield market and impair the ability of issuers to repay principal and interest. Also, an increase in interest rates would likely have an adverse impact
25
Henderson Global Funds | Notes to Financial statements |
(unaudited) |
on the value of such obligations. Moreover, high yield securities may be less liquid due to the extent that there is no established secondary market and because of a decline in value of such securities.
Strategic Income may invest a high percentage of its net assets in specific sectors of the market in order to achieve a potentially greater investment return. As a result, the economic, political and regulatory developments in a particular sector of the market, positive or negative, have a greater impact on the Fund’s net assets and will cause the value of its shares to fluctuate more than if the Fund did not concentrate its investments in a particular sector.
Note 8. Borrowing arrangements
The Trust has a $100 million credit facility for certain funds of the Trust, including Strategic Income, to facilitate portfolio liquidity. Interest is charged to each participating Fund based on its borrowings at a rate per annum equal to the Federal Funds rate plus 1.25%. In addition, a commitment fee of 0.10% per annum is accrued and apportioned among the participating funds. The commitment fee is included in Miscellaneous fees on the Statements of Operations. No amounts were borrowed under this facility for Strategic Income during the six months ended June 30, 2011.
26
Henderson Global Funds | Other information |
(unaudited) |
Proxy voting policies
The Funds have filed with the Securities and Exchange Commission their proxy voting records for the twelve months ended June 30, 2011 on Form N-PX, which must be filed each year by August 31. Form N-PX is available on the Securities and Exchange Commission’s website at www.sec.gov. The Funds did not hold any votable positions during the reporting period. The Funds’ proxy voting records and proxy voting policies and procedures are also available without charge, upon request, by calling 866.443.6337 or by visiting the Funds’ website at www.hendersonglobalinvestors.com.
Quarterly portfolio of investments
A Portfolio of Investments is filed as of the end of the first and third quarter of each fiscal year on Form N-Q. The Funds have filed with the Securities and Exchange Commission the Form N-Q and it is available on the Securities and Exchange Commission’s website at www.sec.gov. Additionally, the Portfolio of Investments may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1.800.SEC.0330. The quarterly Portfolio of Investments are also available without charge, upon request, by calling 866.443.6337 or by visiting the Funds’ website at www.hendersonglobalinvestors.com.
Approval of continuation of investment advisory agreement
The Board of Trustees of Henderson Global Funds oversees the management of the Funds and, as required by law, the investment advisory agreement for the Funds.
In connection with their consideration of that agreement for the Funds, the Trustees received and reviewed a substantial amount of information provided by Henderson Global Investors (North America) Inc. (the “Adviser”) in response to detailed requests of the Independent Trustees and their independent legal counsel. The Trustees also discussed with representatives of management the operations of the Funds and the nature and quality of the advisory and other services provided to the Funds by the Adviser. The Independent Trustees also received and reviewed a memorandum from their counsel regarding their responsibilities in considering continuation of the agreements. Throughout their consideration of the agreements the Independent Trustees were advised by their independent legal counsel. The Independent Trustees met with management to consider the agreements, and they also met separately in executive session with their counsel.
The Trustees noted that the Money Market Fund is a feeder fund that invests substantially all of its assets in a master portfolio, the State Street Money Market Portfolio.
May 20, 2011 meeting
At a meeting held on May 20, 2011, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors described below.
Nature, extent and quality of services
The Trustees reviewed and considered the nature, extent and quality of the services provided to the Funds by the Adviser, taking into account the investment objective and strategy of each Fund and the knowledge they had gained from their regular meetings with management on at least a quarterly basis. In addition, the Trustees reviewed the resources and key personnel of the Adviser, especially the personnel who provide investment management services to the Funds. The Trustees also considered other services provided to the Funds by the Adviser, such as managing the execution of portfolio transactions and the selection of broker-dealers for those transactions, monitoring adherence to the Funds’ investment restrictions, producing shareholder reports, providing support services for the Trustees and Trustee committees and overseeing the activities of other service providers, including monitoring compliance with various policies and procedures of the Funds and with applicable securities laws and regulations.
Performance and fees
The Trustees considered each Fund’s investment performance over various time periods. They reviewed information comparing each Fund’s performance with the performance of the Fund’s benchmark and with the performance of comparable funds and peer groups identified by Lipper, an independent provider of investment company data.
The Trustees examined information on the fees and other expenses paid by each Fund in comparison to information for other comparable funds as provided by Lipper.
The Trustees considered the methodology used by the Adviser in determining compensation payable to portfolio managers, the very competitive environment for investment management talent and the competitive market for mutual funds in different distribution channels.
The Trustees also reviewed the management fees of the Adviser for certain affiliated funds.
The Trustees also reviewed the financial statements of the Adviser and financial information related to its parent company and its corporate structure. In their review, the Trustees considered whether the Adviser receives adequate incentives to manage the Funds effectively. The Trustees recognized that profitability comparisons among fund managers are difficult because very little comparative information is publicly available and profitability of any manager is affected by numerous factors, including the organizational structure of the particular manager, the types of funds and other accounts it manages, possible other lines of business, the methodology for allocating expenses and the manager’s capital structure and cost of capital.
27
Henderson Global Funds | Other information |
(unaudited) |
Economies of scale
The Trustees received and considered information about the potential of the Adviser to experience economies of scale as the assets of the Funds increase. The Trustees also noted that the advisory agreement included breakpoints in the fee schedule for the Strategic Income Fund, thereby sharing more economies of scale if the assets of the Fund increase significantly.
Other benefits to the adviser
The Trustees also considered benefits that accrue to the Adviser from its relationship with the Funds and their use of commissions paid on portfolio brokerage transactions of the Funds to obtain research products and services benefiting the Fund and/or other clients.
June 7, 2011 meeting
At a meeting held on June 7, 2011, it was noted that the Board had met previously in-person on May 20, 2011, to review annual approval related materials. The representatives of the Adviser indicated that there had not been any material changes to the information that had been provided for the May 20, 2011 meeting.
Based on their evaluation of the information provided by the Adviser and other information, the Trustees determined that the overall arrangements between each Fund and the Adviser were fair and reasonable in light of the nature and quality of the services provided by the Adviser, the fees charged for those services, and other matters that the Trustees considered relevant in the exercise of their business judgment. In making that determination, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors described below, none of which by itself was considered paramount or dispositive and each Trustee may have weighed the information differently.
Nature, extent and quality of services
The Trustees reviewed and considered the nature, extent and quality of the services provided to the Funds by the Adviser, taking into account the investment objective and strategy of each Fund and the knowledge they had gained from their May 20, 2011 meeting and their regular meetings with management on at least a quarterly basis. The Trustees concluded that the nature and extent of the services provided to each Fund by the Adviser were appropriate and consistent with the terms of the respective advisory agreements, that the quality of those services had been consistent with quality norms in the industry and that the Funds were likely to benefit from the continued provision of those services. They also concluded that the Adviser had sufficient personnel with the appropriate education and experience to serve the Funds effectively, and had demonstrated their continuing ability to attract and retain well-qualified personnel.
Performance and fees
The Trustees considered each Fund’s investment performance over various time periods. They concluded that the performance of each Fund met or exceeded acceptable levels and that each Fund and its shareholders were benefiting from the current management of the Fund.
The Trustees examined information on the fees and other expenses paid by each Fund in comparison to information for other comparable funds as provided by Lipper. The Trustees also reviewed the management fees of the Adviser for certain affiliated funds. The Trustees reviewed information on the profitability of (or loss) to the Adviser and its affiliates of their relationships with each Fund and concluded that the Adviser’s profitability level with respect to each Fund in relation to the services rendered was not unreasonable. Finally, the Trustees considered the financial condition of the Adviser, which they found to be sound.
The Trustees concluded that the management fees and other compensation payable by each Fund to the Adviser were reasonable in relation to the nature and quality of the services provided, taking into account the fees charged by other advisers for managing comparable mutual funds with similar strategies and the fees the Adviser charges to other clients. The Trustees also concluded that the overall expense ratio of each Fund was reasonable, taking into account the size of the Fund, the quality of services provided by the Adviser, the investment performance of the Fund and the expense limitations agreed to by the Adviser.
Economies of scale
The Trustees received and considered information about the potential of the Adviser to experience economies of scale as the assets of the Funds increase. Based on all of the information they reviewed, the Trustees concluded that the current fee structure of each Fund was reasonable and that those rates of fees do reflect a sharing between the Adviser and the Fund of economies of scale at the current asset level of the Fund.
Other benefits to the adviser
The Trustees also considered benefits that accrue to the Adviser from its relationship with the Funds and their use of commissions paid on portfolio brokerage transactions of the Funds to obtain research products and services benefiting the Fund and/or other clients. The Trustees concluded that the use by the Adviser of commissions paid by the Funds to obtain research products and services was consistent with regulatory requirements and likely benefits the Funds.
After full consideration of the above factors as well as other factors that were instructive in analyzing the management arrangements, the Trustees, including all of the Independent Trustees, concluded that the continuation of the investment advisory for each Fund was in the best interest of the Fund and its shareholders.
28
Henderson Global Funds | Other information |
(unaudited) |
Statement pursuant to section 19(a) of the
investment company act of 1940
The exact source of aggregate fund distributions for each fiscal year can only be determined as of the end of each Fund’s fiscal year, December 31. However, under Section 19(a) of the Investment Company Act of 1940, the Funds are required to indicate the source of each distribution to shareholders at the time of payment if the distribution is made from any source other than accumulated undistributed net income. For purposes of this disclosure, the source of each distribution is based on U.S. Generally Accepted Accounting Principles (“GAAP”) and will differ from federal income tax-based reporting provided to shareholders due to certain tax adjustments. For federal income tax purposes, the Funds will send you a Form 1099-DIV for each calendar year that will tell you how to report these distributions.
Strategic Income is making the following disclosures pursuant to Section 19(a).
During the period ended June 30, 2011, Strategic Income paid the following monthly distributions which were paid in part from sources other than accumulated undistributed net income as measured at the time of payment:
% from | ||||||
Accumu- | % from | |||||
lated | Accumu- | |||||
Ex and | undistributed | lated | % from | |||
pay | Record | net | realized | Paid-in | ||
date | date | Amount | income | gains | capital | |
Jan. 28, | Jan. 27, | Class A: $0.033409 | 0.0% | 0.0% | 100.0% | |
2011 | 2011 | Class B: $0.028068 | 0.0% | 0.0% | 100.0% | |
Class C: $0.028068 | 0.0% | 0.0% | 100.0% | |||
Feb. 25, | Feb. 24, | Class A: $0.035984 | 0.0% | 0.0% | 100.0% | |
2011 | 2011 | Class B: $0.031226 | 0.0% | 0.0% | 100.0% | |
Class C: $0.031226 | 0.0% | 0.0% | 100.0% | |||
Mar. 30, | Mar. 29, | Class A: $0.039792 | 39.0% | 0.0% | 61.0% | |
2011 | 2011 | Class B: $0.033576 | 39.0% | 0.0% | 61.0% | |
Class C: $0.033576 | 39.0% | 0.0% | 61.0% |
All other monthly distributions paid by Strategic Income were paid exclusively from accumulated undistributed net income. In aggregate, approximately 42.4% or $578,441.45 of distributions paid by Strategic Income during the period ended June 30, 2011, were paid from paid-in capital.
Federal tax information
Certain tax information for the Funds is required to be provided to shareholders based on the Funds’ income and distributions for the taxable year ended December 31, 2011. In February 2012, shareholders will receive Form 1099-DIV which will include their share of foreign tax credit, qualified dividends and capital gains distributed during the calendar year 2011. Shareholders are advised to check with their tax advisors for information on the treatment of these amounts on their individual income tax returns.
On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. One of the more prominent changes addresses capital loss carryforwards. Under the Act, each fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital loss carryforwards will retain their character as either short-term or long-term capital losses rather than being considered all short-term as permitted under previous regulation.
Shareholder expense
As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees and (2) ongoing costs, including management fees, distribution (12b-1) fees, shareholder services fees and other Fund expenses. The example in Table 1 and Table 2 is intended to help you understand your ongoing costs of investing in the Funds and to compare these costs with ongoing costs of investing in other mutual funds. It is based on an investment of $1,000 invested at the beginning of the period and held for the six-months ended June 30, 2011.
Actual expenses
Table 1 provides information about actual account values and actual expenses. You may use the information in this line, together with the amount invested, to estimate the expenses that you incurred over the period. Simply divide your account value at the end of the period by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses attributable to your investment during this period.
Hypothetical example for comparison purposes
Table 2 provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual return. Thus you should not use the hypothetical account values and expenses to estimate your actual ending account balance or the expense attributable to your investment during the period. Rather, these figures are provided to enable you to compare the ongoing costs of investing in the Funds and other funds. To do so, compare the 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
29
Henderson Global Funds | Other information |
(unaudited) |
Expenses paid during the period include amounts reflected in the Funds Statement of Operations net of reimbursements by the investment advisor. The annualized expense ratios used in the example are as follows:
Class A | Class B | Class C | Class I | Class Z | |
Money | |||||
Market | 0.24% | 0.24% | 0.24% | N/A | 0.24% |
Strategic | |||||
Income | 1.27 | 2.02 | 2.02 | 1.02 | N/A |
Please note that the expenses do not reflect shareowner transaction costs such as front end sales charges and redemption fees. These fees are described for each Fund and share class in the Performance summary of this report on pages 3 and 4. Table 2 is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
Table 1 | Table 2 | |||||||
Beginning | Ending | Beginning | Ending | |||||
account | account | Expenses | Hypothetical | account | account | Expenses | ||
value | value | paid | (assuming a | value | value | paid | ||
January 1, | June 30, | during | 5% return | January 1, | June 30, | during | ||
Actual | 2011 | 2011 | the period* | before expenses) | 2011 | 2011 | the period* | |
Money Market | Money Market | |||||||
Class A | $1,000.00 | $1,000.30 | $1.19 | Class A | $1,000.00 | $1,023.81 | $1.20 | |
Class B | 1,000.00 | 1,000.30 | 1.19 | Class B | 1,000.00 | 1,023.81 | 1.20 | |
Class C | 1,000.00 | 1,000.30 | 1.19 | Class C | 1,000.00 | 1,023.81 | 1.20 | |
Class Z | 1,000.00 | 1,000.30 | 1.19 | Class Z | 1,000.00 | 1,023.81 | 1.20 |
Strategic Income | Strategic Income | |||||||
Class A | 1,000.00 | 1,037.70 | 6.42 | Class A | 1,000.00 | 1,018.70 | 6.36 | |
Class B | 1,000.00 | 1,033.80 | 10.19 | Class B | 1,000.00 | 1,014.98 | 10.09 | |
Class C | 1,000.00 | 1,032.80 | 10.18 | Class C | 1,000.00 | 1,014.98 | 10.09 | |
Class I | 1,000.00 | 993,30 | 5.04 | Class I | 1,000.00 | 1,019.94 | 5.11 |
* | Expenses are equal to the Funds annualized net expense ratio multiplied by the average account value over the period multiplied by 181 days in the period, and divided by 365 (to reflect the one-half year period). |
30
Henderson Global Funds |
Trustees | Investment Adviser |
C. Gary Gerst, Chairman | Henderson Global Investors (North America) Inc. |
James W. Atkinson | 737 North Michigan Avenue, Suite 1700 |
Roland C. Baker | Chicago, IL 60611 |
Faris F. Chesley | |
Richard W. Durkes | Transfer Agent |
James G. O’Brien* | State Street Bank & Trust Company |
Charles Thompson II* | State Street Financial Center |
One Lincoln Street | |
Officers | Boston, MA 02111 |
James G. O’Brien, President | |
Alanna P. Nensel, Vice President | For more information |
Charles Thompson II, Vice President | Please call 1.866.4HENDERSON |
Scott E. Volk, Vice President | (1.866.443.6337) |
Christopher K. Yarbrough, Secretary | or visit our website: |
Kenneth A. Kalina, Chief Compliance Officer | www.hendersonglobalinvestors.com |
Troy M. Statczar, Treasurer | |
Richard J. Mitchell, Assistant Treasurer |
* Trustee is an “interested person” of the Fund as defined in the Investment Company Act of 1940, as amended.
The views expressed in this report and information about the Funds’ portfolio holdings are for the period covered by this report and are subject to change hereafter. This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus, which includes information regarding the Funds’ risks, objectives, fees and expenses, experience of its management, and other information. Henderson Global Investors is the name under which various subsidiaries of Henderson Group plc, a UK limited company, provide investment products and services.
Foreside Fund Services, LLC, Distributor
31
STATE STREET MONEY MARKET PORTFOLIO
SEMI-ANNUAL REPORT
June 30, 2011
(Unaudited)
State Street Money Market Portfolio
EXPENSE EXAMPLE
As a shareholder of the State Street Money Market Portfolio, you incur ongoing costs, which include costs for portfolio management and administrative services, among others. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from January 1, 2011 to June 30, 2011.
The table below illustrates your Portfolio’s costs in two ways:
· | Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Portfolio’s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the Portfolio. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period. |
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for the Portfolio under the heading “Expenses Paid During Period”. |
· | Based on hypothetical 5% return. This section is intended to help you compare your Portfolio’s costs with those of other mutual funds. It assumes that the Portfolio had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case, because the return used is not the Portfolio’s actual return, the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your Portfolio’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds. |
Six Months Ended June 30, 2011 | |||
Beginning | Ending | Expenses Paid | |
Account Value | Account Value | During | |
January 1, 2011 | June 30, 2011 | Period * | |
Based on Actual Portfolio Return | $1,000.00 | $1,001.10 | $0.35 |
Based on Hypothetical (5% return before | |||
expenses) | $1,000.00 | $1,024.45 | $0.35 |
* | The calculations are based on expenses incurred in the most recent six month period of the Portfolio. The annualized average weighted expense ratio as of June 30, 2011 was 0.07%. The dollar amounts shown as “Expenses Paid” are equal to the annualized average weighted expense ratio multiplied by the average account value over the period, multiplied by 181/365 (the most recent six month period). |
33
State Street Money Market Portfolio | |
Portfolio Statistics (Unaudited) | |
Portfolio Composition* | June 30, 2011 |
Certificates of Deposit | 57.4% |
Government Agency Repurchase Agreements | 14.1 |
Financial Company Commercial Paper | 9.8 |
Other Notes | 9.4 |
Treasury Repurchase Agreements | 6.2 |
Asset Backed Commercial Paper | 1.6 |
Other Assets In Excess of Liabilities | 1.5 |
Total | 100.0% |
Maturity Ladder* | June 30, 2011 |
Overnight (1 Day) | 27.5% |
2-30 Days | 17.2 |
31-60 Days | 14.8 |
61-90 Days | 18.3 |
Over 90 Days | 22.2 |
Total | 100.0% |
Average days to maturity | 33 |
Weighted average life | 70 |
* As a percentage of net assets as of the date indicated. The Portfolio’s composition will vary over time. |
See Notes to Financial Statements.
34
State Street Money Market Portfolio | ||||||||||||||
Portfolio of Investments | ||||||||||||||
June 30, 2011 (Unaudited) | ||||||||||||||
Name of Issuer | Interest | Next Rate | Maturity | Principal | Amortized | |||||||||
and Title of Issue | Rate | Reset Date | Date | Amount | Cost | |||||||||
ASSET BACKED COMMERCIAL | ||||||||||||||
PAPER – 1.6% | ||||||||||||||
Aspen Funding Corp.(a) | 0.260 | % | 07/26/2011 | 07/26/2011 | $ | 118,000,000 | $ | 117,978,694 | ||||||
Kells Funding LLC(a) | 0.240 | % | 09/13/2011 | 09/13/2011 | 80,000,000 | 79,960,533 | ||||||||
Kells Funding LLC(a) | 0.240 | % | 09/13/2011 | 09/14/2011 | 110,000,000 | 109,945,000 | ||||||||
Solitaire Funding LLC(a) | 0.290 | % | 07/05/2011 | 07/05/2011 | 145,000,000 | 144,995,328 | ||||||||
TOTAL ASSET BACKED COMMERCIAL | ||||||||||||||
PAPER | 452,879,555 | |||||||||||||
FINANCIAL COMPANY COMMERCIAL | ||||||||||||||
PAPER – 9.8% | ||||||||||||||
BPCE SA(a) | 0.300 | % | 07/18/2011 | 07/18/2011 | 260,000,000 | 259,963,167 | ||||||||
BPCE SA(a) | 0.315 | % | 07/21/2011 | 07/21/2011 | 120,000,000 | 119,979,333 | ||||||||
BPCE SA(a) | 0.300 | % | 07/26/2011 | 07/26/2011 | 115,000,000 | 114,976,042 | ||||||||
BPCE SA(a) | 0.300 | % | 08/03/2011 | 08/03/2011 | 125,000,000 | 124,959,896 | ||||||||
BPCE SA(a) | 0.386 | % | 08/08/2011 | 08/08/2011 | 165,000,000 | 164,933,817 | ||||||||
Caisse D’Amortissement de la Dette | ||||||||||||||
Sociale(a) | 0.228 | % | 09/12/2011 | 09/12/2011 | 410,000,000 | 409,812,937 | ||||||||
DnB NOR Bank ASA(a)(c) | 0.290 | % | 07/19/2011 | 01/19/2012 | 154,000,000 | 154,000,000 | ||||||||
General Electric Capital Corp. | 0.305 | % | 07/25/2011 | 07/25/2011 | 225,000,000 | 224,955,000 | ||||||||
General Electric Capital Corp. | 0.300 | % | 09/12/2011 | 09/12/2011 | 100,000,000 | 99,939,167 | ||||||||
Nationwide Building Society(a) | 0.370 | % | 07/15/2011 | 07/15/2011 | 100,000,000 | 99,986,000 | ||||||||
Societe Generale | 0.410 | % | 09/12/2011 | 09/12/2011 | 200,000,000 | 199,837,778 | ||||||||
Societe Generale | 0.360 | % | 09/27/2011 | 09/27/2011 | 200,000,000 | 199,824,000 | ||||||||
Svenska Handelsbanken AB(a) | 0.210 | % | 09/16/2011 | 09/16/2011 | 425,000,000 | 424,809,104 | ||||||||
Swedbank AB | 0.230 | % | 08/18/2011 | 08/18/2011 | 45,000,000 | 44,986,500 | ||||||||
Swedbank AB | 0.230 | % | 08/19/2011 | 08/19/2011 | 150,000,000 | 149,954,062 | ||||||||
TOTAL FINANCIAL COMPANY | ||||||||||||||
COMMERCIAL PAPER | 2,792,916,803 | |||||||||||||
CERTIFICATES OF DEPOSIT – 57.4% | ||||||||||||||
Bank of Montreal | 0.226 | % | 07/26/2011 | 07/26/2011 | 91,000,000 | 91,000,000 | ||||||||
Bank of Montreal(c) | 0.347 | % | 07/06/2011 | 07/05/2012 | 94,000,000 | 94,000,000 | ||||||||
Bank of Nova Scotia | 0.200 | % | 07/26/2011 | 07/26/2011 | 270,000,000 | 270,000,000 | ||||||||
Bank of Nova Scotia | 0.200 | % | 08/02/2011 | 08/02/2011 | 182,500,000 | 182,500,000 | ||||||||
Bank of Nova Scotia | 0.170 | % | 09/08/2011 | 09/08/2011 | 300,000,000 | 300,000,000 | ||||||||
Bank of Nova Scotia(c) | 0.331 | % | 08/16/2011 | 06/15/2012 | 38,000,000 | 38,000,000 | ||||||||
Barclays Bank | 0.507 | % | 07/15/2011 | 07/15/2011 | 450,000,000 | 450,000,000 | ||||||||
Barclays Bank(c) | 0.469 | % | 07/14/2011 | 11/14/2011 | 500,000,000 | 500,000,000 | ||||||||
Barclays Bank(c) | 0.460 | % | 07/11/2011 | 01/10/2012 | 300,000,000 | 300,000,000 | ||||||||
Barclays Bank(c) | 0.416 | % | 07/18/2011 | 02/16/2012 | 150,000,000 | 150,000,000 | ||||||||
BNP Paribas | 0.560 | % | 08/11/2011 | 08/11/2011 | 225,000,000 | 225,000,000 | ||||||||
BNP Paribas | 0.320 | % | 11/07/2011 | 11/07/2011 | 200,000,000 | 200,000,000 | ||||||||
BNP Paribas | 0.420 | % | 11/10/2011 | 11/10/2011 | 200,000,000 | 200,000,000 | ||||||||
BNP Paribas | 0.380 | % | 12/07/2011 | 12/07/2011 | 500,000,000 | 500,000,000 | ||||||||
See Notes to Financial Statements.
35
State Street Money Market Portfolio | ||||||||||||||
Portfolio of Investments — (continued) | ||||||||||||||
June 30, 2011 (Unaudited) | ||||||||||||||
Name of Issuer | Interest | Next Rate | Maturity | Principal | Amortized | |||||||||
and Title of Issue | Rate | Reset Date | Date | Amount | Cost | |||||||||
CERTIFICATES OF DEPOSIT – (continued) | ||||||||||||||
Canadian Imperial Bank of Commerce | 0.236 | % | 07/19/2011 | 07/19/2011 | $ | 400,000,000 | $ | 400,000,000 | ||||||
Credit Agricole Corporate and Investment | ||||||||||||||
Bank | 0.400 | % | 07/14/2011 | 07/14/2011 | 300,000,000 | 300,000,000 | ||||||||
Credit Agricole Corporate and Investment | ||||||||||||||
Bank(c) | 0.441 | % | 07/01/2011 | 09/01/2011 | 400,000,000 | 400,000,000 | ||||||||
Credit Agricole Corporate and Investment | ||||||||||||||
Bank | 0.420 | % | 09/06/2011 | 09/06/2011 | 300,000,000 | 300,000,000 | ||||||||
Credit Agricole Corporate and Investment | ||||||||||||||
Bank | 0.440 | % | 07/07/2011 | 09/07/2011 | 200,000,000 | 200,000,000 | ||||||||
Credit Agricole Corporate and Investment | ||||||||||||||
Bank | 0.430 | % | 10/21/2011 | 10/21/2011 | 200,000,000 | 200,000,000 | ||||||||
Credit Suisse | 0.320 | % | 07/25/2011 | 07/25/2011 | 195,000,000 | 195,000,000 | ||||||||
Credit Suisse | 0.190 | % | 08/12/2011 | 08/12/2011 | 250,000,000 | 250,000,000 | ||||||||
Credit Suisse(c) | 0.340 | % | 07/28/2011 | 07/03/2012 | 187,000,000 | 187,000,000 | ||||||||
Deutsche Bank AG | 0.320 | % | 07/25/2011 | 07/25/2011 | 600,000,000 | 600,000,000 | ||||||||
Deutsche Bank AG | 0.240 | % | 08/23/2011 | 08/23/2011 | 250,000,000 | 250,000,000 | ||||||||
Deutsche Bank AG | 0.230 | % | 09/19/2011 | 09/19/2011 | 125,000,000 | 125,000,000 | ||||||||
Deutsche Bank AG(c) | 0.390 | % | 07/05/2011 | 04/03/2012 | 100,000,000 | 100,000,000 | ||||||||
ING Bank NV | 0.410 | % | 08/08/2011 | 08/08/2011 | 150,000,000 | 150,000,000 | ||||||||
ING Bank NV | 0.480 | % | 08/15/2011 | 08/15/2011 | 175,000,000 | 175,000,000 | ||||||||
ING Bank NV | 0.430 | % | 09/01/2011 | 09/01/2011 | 200,000,000 | 200,000,000 | ||||||||
ING Bank NV | 0.400 | % | 09/02/2011 | 09/02/2011 | 250,000,000 | 250,000,000 | ||||||||
ING Bank NV | 0.400 | % | 09/14/2011 | 09/14/2011 | 150,000,000 | 150,000,000 | ||||||||
ING Bank NV | 0.460 | % | 10/03/2011 | 10/03/2011 | 250,000,000 | 250,000,000 | ||||||||
ING Bank NV | 0.400 | % | 12/15/2011 | 12/15/2011 | 250,000,000 | 250,000,000 | ||||||||
Lloyds TSB Bank | 0.400 | % | 07/01/2011 | 07/01/2011 | 450,000,000 | 450,000,000 | ||||||||
Lloyds TSB Bank | 0.400 | % | 08/29/2011 | 08/29/2011 | 150,000,000 | 150,000,000 | ||||||||
Lloyds TSB Bank | 0.400 | % | 12/05/2011 | 12/05/2011 | 350,000,000 | 350,000,000 | ||||||||
National Australia Bank Ltd.(c) | 0.270 | % | 07/05/2011 | 04/26/2012 | 263,000,000 | 263,000,000 | ||||||||
National Australia Bank Ltd.(c) | 0.270 | % | 07/08/2011 | 06/06/2012 | 200,000,000 | 200,000,000 | ||||||||
National Australia Bank Ltd.(c) | 0.270 | % | 07/11/2011 | 06/07/2012 | 150,000,000 | 150,000,000 | ||||||||
Nordea Bank Finland | 0.200 | % | 07/28/2011 | 07/28/2011 | 300,000,000 | 300,000,000 | ||||||||
Nordea Bank Finland | 0.190 | % | 08/10/2011 | 08/10/2011 | 250,000,000 | 250,000,000 | ||||||||
Nordea Bank Finland | 0.190 | % | 08/11/2011 | 08/11/2011 | 500,000,000 | 500,000,000 | ||||||||
Rabobank Nederland NV | 0.380 | % | 07/13/2011 | 07/13/2011 | 400,000,000 | 400,000,000 | ||||||||
Rabobank Nederland NV | 0.360 | % | 08/25/2011 | 08/25/2011 | 200,000,000 | 200,000,000 | ||||||||
Rabobank Nederland NV(c) | 0.270 | % | 07/07/2011 | 12/07/2011 | 250,000,000 | 250,000,000 | ||||||||
Rabobank Nederland NV(c) | 0.290 | % | 07/05/2011 | 04/02/2012 | 225,000,000 | 225,000,000 | ||||||||
Rabobank Nederland NV(c) | 0.249 | % | 07/14/2011 | 05/14/2012 | 140,000,000 | 140,000,000 | ||||||||
Rabobank Nederland NV(c) | 0.259 | % | 07/14/2011 | 05/14/2012 | 140,000,000 | 140,000,000 | ||||||||
Royal Bank of Canada | 0.330 | % | 08/15/2011 | 08/15/2011 | 115,000,000 | 115,000,000 | ||||||||
Royal Bank of Scotland | 0.510 | % | 08/08/2011 | 08/08/2011 | 200,000,000 | 200,000,000 | ||||||||
See Notes to Financial Statements.
36
State Street Money Market Portfolio | ||||||||||||||
Portfolio of Investments — (continued) | ||||||||||||||
June 30, 2011 (Unaudited) | ||||||||||||||
Name of Issuer | Interest | Next Rate | Maturity | Principal | Amortized | |||||||||
and Title of Issue | Rate | Reset Date | Date | Amount | Cost | |||||||||
CERTIFICATES OF DEPOSIT – (continued) | ||||||||||||||
Royal Bank of Scotland | 0.510 | % | 08/12/2011 | 08/12/2011 | $ | 200,000,000 | $ | 200,000,000 | ||||||
Royal Bank of Scotland | 0.510 | % | 08/22/2011 | 08/22/2011 | 200,000,000 | 200,000,000 | ||||||||
Royal Bank of Scotland(c) | 0.425 | % | 07/18/2011 | 09/12/2011 | 300,000,000 | 300,000,000 | ||||||||
Royal Bank of Scotland | 0.400 | % | 10/24/2011 | 10/24/2011 | 400,000,000 | 400,000,000 | ||||||||
Skandinaviska Enskilda Banken AB | 0.380 | % | 08/05/2011 | 08/05/2011 | 125,000,000 | 125,000,000 | ||||||||
Societe Generale SA | 0.450 | % | 07/05/2011 | 07/05/2011 | 400,000,000 | 400,000,000 | ||||||||
Societe Generale SA | 0.480 | % | 09/01/2011 | 09/01/2011 | 225,000,000 | 225,000,000 | ||||||||
Societe Generale SA(c) | 0.470 | % | 07/07/2011 | 09/07/2011 | 250,000,000 | 250,000,000 | ||||||||
Svenska Handelsbanken AB | 0.220 | % | 07/27/2011 | 07/27/2011 | 100,000,000 | 100,000,361 | ||||||||
Toronto Dominion Bank | 0.190 | % | 07/26/2011 | 07/26/2011 | 100,000,000 | 100,000,000 | ||||||||
Toronto Dominion Bank(c) | 0.256 | % | 07/28/2011 | 10/28/2011 | 72,000,000 | 72,000,000 | ||||||||
Toronto Dominion Bank(c) | 0.270 | % | 07/12/2011 | 01/12/2012 | 111,000,000 | 111,000,000 | ||||||||
UBS AG | 0.390 | % | 09/26/2011 | 09/26/2011 | 600,000,000 | 600,000,000 | ||||||||
UBS AG | 0.220 | % | 09/29/2011 | 09/29/2011 | 150,000,000 | 150,000,000 | ||||||||
UBS AG(c) | 0.363 | % | 08/04/2011 | 02/06/2012 | 180,000,000 | 180,000,000 | ||||||||
UniCredit SpA | 0.240 | % | 07/01/2011 | 07/01/2011 | 200,000,000 | 200,000,000 | ||||||||
UniCredit SpA | 0.240 | % | 07/13/2011 | 07/13/2011 | 75,000,000 | 75,000,000 | ||||||||
TOTAL CERTIFICATES OF DEPOSIT | 16,403,500,361 | |||||||||||||
OTHER NOTES – 9.4% | ||||||||||||||
Bank of America NA(c) | 0.286 | % | 07/27/2011 | 07/27/2011 | 75,000,000 | 75,000,000 | ||||||||
Bank of America NA(c) | 0.291 | % | 07/01/2011 | 08/01/2011 | 230,000,000 | 230,000,000 | ||||||||
Bank of America NA | 0.290 | % | 08/08/2011 | 08/08/2011 | 90,000,000 | 90,000,000 | ||||||||
Bank of America NA(c) | 0.266 | % | 07/22/2011 | 08/22/2011 | 200,000,000 | 200,000,000 | ||||||||
Bank of America NA(c) | 0.257 | % | 07/15/2011 | 09/15/2011 | 125,000,000 | 125,000,000 | ||||||||
Bank of Nova Scotia | 0.010 | % | 06/30/2011 | 07/01/2011 | 250,000,000 | 250,000,000 | ||||||||
Commonwealth Bank of Australia(b)(c) | 0.344 | % | 07/27/2011 | 07/26/2012 | 31,000,000 | 31,000,000 | ||||||||
Deutsche Bank AG | 0.010 | % | 07/01/2011 | 07/01/2011 | 50,000,000 | 50,000,000 | ||||||||
National Australia Bank Ltd. | 0.030 | % | 07/01/2011 | 07/01/2011 | 250,000,000 | 250,000,000 | ||||||||
Natixis Commercial Paper Corp. | 0.100 | % | 07/01/2011 | 07/01/2011 | 400,000,000 | 400,000,000 | ||||||||
Nordea Bank AB(b)(c) | 0.361 | % | 08/18/2011 | 07/17/2012 | 174,000,000 | 174,000,000 | ||||||||
Rabobank Nederland NV(b)(c) | 0.331 | % | 08/16/2011 | 06/15/2012 | 107,000,000 | 107,000,000 | ||||||||
Royal Bank of Canada | 0.010 | % | 07/01/2011 | 07/01/2011 | 125,000,000 | 125,000,000 | ||||||||
Svenska Handelsbanken | 0.040 | % | 07/01/2011 | 07/01/2011 | 200,000,000 | 200,000,000 | ||||||||
Svenska Handelsbanken AB(b)(c) | 0.368 | % | 08/09/2011 | 05/08/2012 | 40,000,000 | 40,000,000 | ||||||||
Svenska Handelsbanken AB(b)(c) | 0.311 | % | 08/17/2011 | 05/16/2012 | 300,000,000 | 300,000,000 | ||||||||
Westpac Banking Corp.(c) | 0.343 | % | 07/28/2011 | 07/27/2012 | 35,000,000 | 35,000,000 | ||||||||
TOTAL OTHER NOTES | 2,682,000,000 |
See Notes to Financial Statements.
37
State Street Money Market Portfolio | |||||
Portfolio of Investments — (continued) | |||||
June 30, 2011 (Unaudited) | |||||
Name of Issuer | Interest | Next Rate | Maturity | Principal | Market |
and Title of Issue | Rate | Reset Date | Date | Amount | Value |
GOVERNMENT AGENCY | |||||
REPURCHASE | |||||
AGREEMENTS – 14.1% | |||||
Agreement with Barclays Capital, Inc. and | |||||
The Bank of New York, Inc. (Tri-Party), | |||||
dated 06/30/2011 (collateralized by Federal | |||||
Home Loan Mortgage Corporation, 4.500% | |||||
due 08/01/2039, and Federal National | |||||
Mortgage Association, 5.000% – 5.500% | |||||
due 11/01/2033 – 08/01/2036 valued at | |||||
$408,000,000); proceeds $400,000,556 | 0.050% | 07/01/2011 | 07/01/2011 | $400,000,000 | $ 400,000,000 |
Agreement with BNP Paribas Securities | |||||
Corp. and The Bank of New York, Inc. | |||||
(Tri-Party), dated 06/30/2011 | |||||
(collateralized by Federal Farm Credit | |||||
Bank, 0.000% – 0.260% due 05/02/2012 – | |||||
10/28/2013, Federal Home Loan Bank, | |||||
0.000% – 5.250% due 07/15/2011 – | |||||
06/12/2037, Federal Home Loan Mortgage | |||||
Corporation, 0.000% – 6.070% due | |||||
09/07/2011 – 01/19/2027 and Federal | |||||
National Mortgage Association, 0.625% – | |||||
7.250% due 04/20/2012 – 11/07/2036 | |||||
valued at $510,000,046); proceeds | |||||
$500,000,417 | 0.030% | 07/01/2011 | 07/01/2011 | 500,000,000 | 500,000,000 |
Agreement with Citigroup Global Markets, | |||||
Inc. and The Bank of New York, Inc. (Tri- | |||||
Party), dated 06/30/2011 (collateralized by | |||||
Federal Home Loan Mortgage Corporation, | |||||
1.323% – 3.500% due 06/15/2035 – | |||||
05/15/2026 and Federal National Mortgage | |||||
Association, 0.943% – 5.000% due | |||||
06/25/2038 – 02/25/2040 valued at | |||||
$510,000,001); proceeds $500,001,111 | 0.080% | 07/01/2011 | 07/01/2011 | 500,000,000 | 500,000,000 |
Agreement with Goldman Sachs & Co. and | |||||
The Bank of New York, Inc. (Tri-Party), | |||||
dated 06/30/2011 (collateralized by a | |||||
Federal Home Loan Mortgage Corporation, | |||||
4.000% due 01/15/2041 and Federal | |||||
National Mortgage Association, 0.315% – | |||||
5.660% due 01/25/2027 – 06/25/2041 | |||||
valued at $306,000,001); proceeds | |||||
$300,000,333 | 0.040% | 07/01/2011 | 07/01/2011 | 300,000,000 | 300,000,000 |
See Notes to Financial Statements.
38
State Street Money Market Portfolio | |||||
Portfolio of Investments — (continued) | |||||
June 30, 2011 (Unaudited) | |||||
Name of Issuer | Interest | Next Rate | Maturity | Principal | Market |
and Title of Issue | Rate | Reset Date | Date | Amount | Value |
GOVERNMENT AGENCY | |||||
REPURCHASE | |||||
AGREEMENTS – (continued) | |||||
Agreement with JP Morgan Securities, Inc. | |||||
and JP Morgan Chase & co., (Tri-Party), | |||||
dated 06/30/2011 (collateralized by Federal | |||||
Home Loan Mortgage Corporation, | |||||
0.000% – 6.500% due 04/15/2018 – | |||||
04/15/2041, Federal National Mortgage | |||||
Association, 0.000% – 5.500% due | |||||
11/25/2016 – 10/25/2040, Government | |||||
National Mortgage Association, 0.567% – | |||||
6.000% due 05/16/2029 – 02/16/2043 and | |||||
Vendee Mortgage Trust, 3.750% – 4.250% | |||||
due 02/12/2035 valued at $306,003,603); | |||||
proceeds $300,000,417 | 0.050% | 07/01/2011 | 07/01/2011 | $300,000,000 | $ 300,000,000 |
Agreement with Merrill Lynch Government | |||||
Securities, Inc. and The Bank of New | |||||
York, Inc. (Tri-Party), dated 06/30/2011 | |||||
(collateralized by Federal Home Loan | |||||
Mortgage Corporation, 0.628% – 6.500% | |||||
due 10/15/2030 – 03/01/2041 and Federal | |||||
National Mortgage Association, 0.444% – | |||||
6.000% due 11/01/2024 – 05/01/2041 | |||||
valued at $510,000,001); proceeds | |||||
$500,000,694 | 0.050% | 07/01/2011 | 07/01/2011 | $500,000,000 | $ 500,000,000 |
Agreement with Morgan Stanley and Co., | |||||
Inc. and The Bank of New York, Inc. (Tri- | |||||
Party), dated 06/30/2011 (collateralized by | |||||
Federal Home Loan Mortgage Corporation, | |||||
4.000% – 6.000% due 08/01/2024 – | |||||
06/01/2041 and Federal National Mortgage | |||||
Association, 5.000% due 07/01/2037 | |||||
valued at $510,000,000); proceeds | |||||
$500,001,111 | 0.080% | 07/01/2011 | 07/01/2011 | 500,000,000 | 500,000,000 |
Agreement with Royal Bank of Canada and | |||||
The Bank of New York Inc. (Tri-Party), | |||||
dated 06/30/2011 (collateralized by Federal | |||||
National Mortgage Association, 5.000% | |||||
due 07/01/2035 valued at $306,000,000); | |||||
proceeds $300,000,417 | 0.050% | 07/01/2011 | 07/01/2011 | 300,000,000 | 300,000,000 |
Agreement with Societe Generale and The | |||||
Bank of New York, Inc. (Tri-Party), dated | |||||
06/30/2011 (collateralized by Federal | |||||
Home Loan Mortgage Corporation, | |||||
4.500% – 6.500% due 08/01/2017 – | |||||
07/01/2039 and Federal National Mortgage | |||||
Association, 4.000% – 6.000% due | |||||
11/01/2013 – 03/01/2040 valued at | |||||
$255,000,001); proceeds $250,000,486 | 0.070% | 07/01/2011 | 07/01/2011 | 250,000,000 | 250,000,000 |
See Notes to Financial Statements.
39
State Street Money Market Portfolio | |||||
Portfolio of Investments — (continued) | |||||
June 30, 2011 (Unaudited) | |||||
Name of Issuer | Interest | Next Rate | Maturity | Principal | Market |
and Title of Issue | Rate | Reset Date | Date | Amount | Value |
GOVERNMENT AGENCY | |||||
REPURCHASE | |||||
AGREEMENTS – (continued) | |||||
Agreement with UBS Securities, LLC and | |||||
The Bank of New York, Inc. (Tri-Party), | |||||
dated 06/30/2011 (collateralized by Federal | |||||
Home Loan Mortgage Corporation, | |||||
4.000% – 6.000% due 05/01/2036 – | |||||
02/01/2041 and Federal National Mortgage | |||||
Association, 3.500% – 6.000% due | �� | ||||
02/01/2024 – 07/01/2041 valued at | |||||
$510,000,001); proceeds $500,000,833 | 0.060% | 07/01/2011 | 07/01/2011 | $500,000,000 | $ 500,000,000 |
TOTAL GOVERNMENT AGENCY | |||||
REPURCHASE AGREEMENTS | 4,050,000,000 | ||||
TREASURY REPURCHASE | |||||
AGREEMENTS – 6.2% | |||||
Agreement with Barclays Capital, Inc. and | |||||
The Bank of New York, Inc. (Tri-Party), | |||||
dated 06/30/2011 (collateralized by U.S. | |||||
Treasury Strips, 5.250% due 02/15/2029 | |||||
valued at $72,930,012); proceeds | |||||
$71,500,020 | 0.010% | 07/01/2011 | 07/01/2011 | 71,500,000 | 71,500,000 |
Agreement with Credit Suisse Securities | |||||
(USA) LLC Bank Securities, Inc. and JP | |||||
Morgan Chase & Co., (Tri-Party), dated | |||||
06/30/2011 (collateralized by U.S. | |||||
Treasury Notes, 2.625% – 4.250% due | |||||
11/15/2012 – 06/30/2014 valued at | |||||
$459,000,516); proceeds $450,000,125 | 0.010% | 07/01/2011 | 07/01/2011 | 450,000,000 | 450,000,000 |
Agreement with Deutsche Bank Securities, | |||||
Inc. and The Bank of New York, Inc. (Tri- | |||||
Party), dated 06/30/2011 (collateralized by | |||||
U.S. Treasury Strips, 0.000% due | |||||
11/15/2016 – 02/15/2040 valued at | |||||
$510,000,018); proceeds $500,000,139 | 0.010% | 07/01/2011 | 07/01/2011 | 500,000,000 | 500,000,000 |
Agreement with RBS Securities, Inc. and JP | |||||
Morgan Chase & Co., (Tri-Party), dated | |||||
06/30/2011 (collateralized by a U.S. | |||||
Treasury Bond, 6.375% – 6.875% due | |||||
08/15/2025 – 08/15/2027 and U.S. Treasury | |||||
Notes, 0.750% – 4.375% due 03/15/2012 – | |||||
11/15/2020 valued at $765,003,336); | |||||
proceeds $750,000,208 | 0.010% | 07/01/2011 | 07/01/2011 | 750,000,000 | 750,000,000 |
TOTAL TREASURY REPURCHASE | |||||
AGREEMENTS | 1,771,500,000 | ||||
TOTAL INVESTMENTS(d) † – 98.5% | 28,152,796,719 | ||||
Other Assets in Excess of Liabilities – 1.5% | 434,592,454 | ||||
NET ASSETS – 100.0% | $28,587,389,173 | ||||
See Notes to Financial Statements.
40
State Street Money Market Portfolio
Portfolio of Investments — (continued)
June 30, 2011 (Unaudited)
(a) | Rule 144A, Section 4(2) or other security which is restricted as to resale to institutional investors. The Fund’s Portfolio Manager has deemed this security to be liquid based upon procedures approved by the Board of Trustees. These securities represent $2,326,299,851 or 8.14% of net assets as of June 30, 2011. |
(b) | Security subject to restrictions on resale under federal securities laws, which may only be resold upon registration under the Securities Act of 1933, as amended (“1933 Act”) or in transactions exempt from registration, including sales to qualified institutional buyers pursuant to Rule 144A of the 1933 Act. The Portfolio does not have the right to demand that this security be registered. These securities represent $652,000,000 or 2.28% of net assets as of June 30, 2011. |
(c) | Variable Rate Security- Interest rate shown is rate in effect as of June 30, 2011. |
(d) | Unless otherwise indicated, the values of the Securities of the Portfolio are determined based on Level 2 inputs established by provisions surrounding Fair Value Measurements and Disclosures. (Note 2) |
† | See Note 2 of the Notes to Financial Statements. |
See Notes to Financial Statements.
41
State Street Money Market Portfolio | |
Statements of Assets and Liabilities | |
June 30, 2011 (Unaudited) | |
Assets | |
Investments in unaffiliated issuers, at amortized cost (Note 2) | $ 22,331,296,719 |
Repurchase Agreements, at market value and cost (Note 2) | 5,821,500,000 |
Total investments | 28,152,796,719 |
Cash | 424,885,395 |
Interest receivable | 11,705,743 |
Prepaid expense and other assets | 1,746,907 |
Total assets | 28,591,134,764 |
Liabilities | |
Management fee (Note 3) | 3,000,815 |
Administration and custody fees (Note 3) | 727,328 |
Professional fees | 7,272 |
Accrued expenses and other liabilities | 10,176 |
Total liabilities | 3,745,591 |
Net Assets | $28,587,389,173 |
See Notes to Financial Statements.
42
State Street Money Market Portfolio | |
Statements of Operations | |
Six Months Ended June 30, 2011 (Unaudited) | |
Investment Income | |
Interest | $42,528,933 |
Expenses | |
Management fees (Note 3) | 9,155,003 |
Administration and custody fees (Note 3) | 2,062,857 |
Trustees’ fees (Note 4) | 33,178 |
Professional fees | 25,141 |
Printing fees | 1,697 |
Other expenses | 40,532 |
Less: Advisor fees waived (Note 3) | (652,351) |
Total expenses | 10,666,057 |
Net Investment Income | $31,862,876 |
Realized Gain | |
Net realized gain on investments | $ 25,422 |
Net Increase in Net Assets Resulting from Operations | $31,888,298 |
See Notes to Financial Statements.
43
State Street Money Market Portfolio | |||
Statements of Changes in Net Assets | |||
Six Months Ended | Year Ended | ||
June 30, 2011 | December 31, | ||
(Unaudited) | 2010 | ||
Increase (Decrease) in Net Assets From Operations: | |||
Net investment income | $ 31,862,876 | $ 41,688,940 | |
Net realized gain on investments | 25,422 | 65,219 | |
Net increase in net assets from operations | 31,888,298 | 41,754,159 | |
Capital Transactions: | |||
Contributions | 29,102,363,559 | 57,811,748,486 | |
Withdrawals | (27,050,688,337) | (46,837,758,144) | |
Net increase in net assets from capital transactions | 2,051,675,222 | 10,973,990,342 | |
Net Increase in Net Assets | 2,083,563,520 | 11,015,744,501 | |
Net Assets | |||
Beginning of period | 26,503,825,653 | 15,488,081,152 | |
End of period | $ 28,587,389,173 | $ 26,503,825,653 |
See Notes to Financial Statements.
44
State Street Money Market Portfolio | ||||||||||||||||||||||
Financial Highlights | ||||||||||||||||||||||
Ratios to Average Net Assets | Net Assets | |||||||||||||||||||||
Gross | Net | Net | End of | |||||||||||||||||||
Period Ended | Total | Operating | Operating | Investment | Period | |||||||||||||||||
December 31, | Return(a) | Expenses | Expenses | Income | (000s omitted) | |||||||||||||||||
2011 | * | 0.11 | % | 0.08 | %** | 0.07 | %(b) ** | 0.22 | %(b) ** | $ | 28,587,389 | |||||||||||
2010 | 0.20 | % | 0.12 | % | 0.12 | % | 0.20 | % | $ | 26,503,826 | ||||||||||||
2009 | 0.52 | % | 0.12 | % | 0.11 | %(b) | 0.46 | %(b) | $ | 15,488,081 | ||||||||||||
2008 | 2.75 | % | 0.12 | % | 0.10 | % | 2.79 | % | $ | 8,605,905 | ||||||||||||
2007 | 5.30 | % | 0.12 | % | 0.10 | % | 5.14 | % | $ | 6,918,263 | ||||||||||||
2006 | 5.09 | % | 0.13 | % | 0.10 | % | 5.08 | % | $ | 6,197,117 |
(a) | Results represent past performance and are not indicative of future results. Total return for periods of less than one year are not annualized. |
(b) | Results reflect the effect of expense waivers. Without these waivers, net investment income would have been 0.01% lower. |
* | For the six months ended June 30, 2010 (Unaudited). |
** | Annualized. |
See Notes to Financial Statements.
45
State Street Money Market Portfolio
Notes to Financial Statements
June 30, 2011 (Unaudited)
1. Organization
The State Street Master Funds (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, and was organized as a business trust under the laws of the Commonwealth of Massachusetts on July 27, 1999. The Trust comprises eleven investment portfolios: State Street Equity 500 Index Portfolio, State Street Equity 400 Index Portfolio, State Street Equity 2000 Index Portfolio, State Street Aggregate Bond Index Portfolio, State Street Money Market Portfolio, State Street Tax Free Money Market Portfolio, State Street Limited Duration Bond Portfolio, State Street Short-Term Tax Exempt Bond Portfolio, State Street U.S. Government Money Market Portfolio, State Street Treasury Money Market Portfolio and State Street Treasury Plus Money Market Portfolio. At June 30, 2011, the following Portfolios were in operation: State Street Equity 500 Index Portfolio, State Street Money Market Portfolio, State Street Tax Free Money Market Portfolio, State Street Short-Term Tax Free Bond Portfolio, State Street U.S. Government Money Market Portfolio, State Street Treasury Money Market Portfolio and State Street Treasury Plus Money Market Portfolio. Information presented in these financial statements pertains only to State Street Money Market Portfolio, (the “Portfolio”). The Portfolio commenced operations on August 12, 2004. The Portfolio is authorized to issue an unlimited number of non-transferable beneficial interests.
The Portfolio’s investment objective is to seek to maximize current income, to the extent consistent with the preservation of capital and liquidity and the maintenance of a stable $1.00 per share net asset value by investing in U.S. dollar denominated money market securities.
2. Significant Accounting Policies
The following is a summary of the significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.
Security valuation: As permitted under Rule 2a-7 of the 1940 Act and certain conditions therein, securities of the Portfolio are valued initially at cost and thereafter assume a constant amortization to maturity of any discount or premium.
The Portfolio adopted provisions surrounding Fair Value Measurements and Disclosures that define fair value, establish a framework for measuring fair value in generally accepted accounting principles and expand disclosures about fair value measurements. This applies to fair value measurements that are already required or permitted by other accounting standards and is intended to increase consistency of those measurements and applies broadly to securities and other types of assets and liabilities. In accordance with these provisions, fair value is defined as the price that a Portfolio would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment. Various inputs are used in determining the value of the Portfolio’s investments.
The three tier hierarchy of inputs is summarized below:
· | Level 1 — quoted prices in active markets for identical securities |
· | Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) |
· | Level 3 — significant unobservable inputs (including a Portfolio’s own assumptions in determining the fair value of investments) |
46
State Street Money Market Portfolio
Notes to Financial Statements (continued)
June 30, 2011 (Unaudited)
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used, as of June 30, 2011, in valuing the Portfolio’s assets carried at fair value:
Valuation Inputs | Investments in Securities |
Level 1 — Quoted Prices | $ – |
Level 2 — Other Significant Observable Inputs | 28,152,796,719 |
Level 3 — Significant Unobservable Inputs | – |
Total Investments | $28,152,796,719 |
The type of inputs used to value each security under the provisions surrounding Fair Value Measurement and Disclosures is identified in the Portfolio of Investments, which also includes a breakdown of the Portfolio’s investments by category.
The Portfolio adopted updated provisions surrounding fair value measurements and disclosures effective March 31, 2010. This update applies to the Portfolio’s disclosures about transfers in and out of Level 1 and Level 2 of the fair value hierarchy and the reasons for the transfers as well as to disclosures about the valuation techniques and inputs used to measure fair value for investments that fall in either Level 2 or Level 3 fair value hierarchy.
As of the period ended June 30, 2011, there were no securities transferred from Level 1 to Level 2 and no securities transferred from Level 2 to Level 1.
Securities transactions, investment income and expenses: Securities transactions are recorded on a trade date basis for financial statement purposes. Interest income is recorded daily on the accrual basis and includes amortization of premium and accretion of discount on investments. Realized gains and losses from securities transactions are recorded on the basis of identified cost. Expenses are accrued daily.
All of the net investment income and realized gains and losses from the security transactions of the Portfolio are allocated pro rata among the partners in the Portfolio based on each partner’s daily ownership percentage.
Federal income taxes: The Portfolio is not required to pay federal income taxes on their net investment income and net capital gains because they are treated as partnerships for federal income tax purposes. All interest, gains and losses of the Portfolio are deemed to have been “passed through” to the Portfolio’s partners in proportion to their holdings in the respective Portfolio, regardless of whether such items have been distributed by the Portfolio. Each partner is responsible for tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio has reviewed the tax positions for open years as of December 31, 2010, and determined it does not have a liability for any unrecognized tax expenses. The Portfolio recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statements of Operations. As of December 31, 2010, tax years 2007 through 2010 remain subject to examination by the Portfolio’s major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
47
State Street Money Market Portfolio
Notes to Financial Statements (continued)
June 30, 2011 (Unaudited)
At June 30, 2011, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes.
Repurchase Agreements: A repurchase agreement customarily obligates the seller at the time it sells securities to a Portfolio to repurchase the securities at a mutually agreed upon price and time which, in the case of the Portfolio’s transactions, is generally within seven days. The total amount received by a Portfolio on repurchase is calculated to exceed the price paid by the Portfolio, reflecting an agreed-upon market rate of interest for the period of time to the settlement date, and is not necessarily related to the interest rate on the underlying securities. The underlying securities are ordinarily United States Government securities, but may consist of other securities in which a Portfolio is permitted to invest. Repurchase agreements are fully collateralized at all times. The use of repurchase agreements involves certain risks. For example, if the seller of securities under a repurchase agreement defaults on its obligation to repurchase the underlying securities (as a result of its bankruptcy or otherwise) a Portfolio will seek to dispose of such securities; this action could involve costs or delays. In addition, the proceeds of any such disposition may be less than the amount a Portfolio is owed under the repurchase agreement. A Portfolio may enter into repurchase agreements maturing within seven days with domestic dealers, banks and other financial institutions deemed to be creditworthy by SSgA Funds Management, Inc. (“SSgA FM” or the “Adviser”), a subsidiary of State Street Corporation and an affiliate of State Street Bank and Trust Company (“State Street”).
Expense allocation: Certain expenses are applicable to multiple Portfolios. Expenses directly attributable to a Portfolio are charged to that Portfolio. Expenses of the Trust that are not directly attributed to a Portfolio are allocated among the Portfolios, on the basis of relative net assets, except where a more appropriate allocation of expenses to each of the Portfolios can otherwise be made fairly.
Use of estimates: The Portfolio’s financial statements are prepared in accordance with U.S. generally accepted accounting principles, which require the use of management estimates. Actual results could differ from those estimates.
3. Related Party Fees
The Portfolio has entered into investment advisory agreements with the Adviser. The Adviser directs the investments of the Portfolio in accordance with their investment objectives, policies, and limitations. In compensation for the Adviser’s services as investment adviser, until January 31, 2011, the Portfolio paid the Adviser a management fee at an annual rate of 0.10% of the Portfolio’s average daily net assets. Effective February 1, 2011, SSgA FM agreed to contractually waive 0.05% of the 0.10% payable by the Portfolio for investment advisory services through January 31, 2012. On February 18, 2011, the Board of Trustees approved revised investment advisory agreements of the Portfolio to amend the management fee payable by the Portfolio to an annual rate of 0.05% of the Portfolio’s average daily net assets. Pursuant to the agreements of February 1, 2011 and February 18, 2011, the Portfolio will pay a fee at an annual rate of 0.05% of its average daily net assets for investment advisory services received from the Adviser.
State Street is the administrator, custodian and transfer agent for the Portfolio. In compensation for State Street’s services as administrator, custodian and transfer agent beginning February 1, 2007, the Trust pays State Street an annual fee, which is accrued daily and payable monthly at the applicable fee rate
48
State Street Money Market Portfolio
Notes to Financial Statements (continued)
June 30, 2011 (Unaudited)
described below, of the following annual percentages of the Trust’s average aggregate daily net assets during the month as follows:
Annual percentage of | |
Asset Levels | average aggregate daily net assets |
First $400 million | 0.03% |
Next $15 billion | 0.02% |
Thereafter | 0.01% |
Minimum annual fee | $150,000 |
4. Trustees’ Fees
The Trust pays each Trustee who is not an officer or employee of SSgA FM or State Street $2,500 for each meeting of the Board of Trustees and an additional $500 for each telephonic meeting attended. The Trust also pays each Trustee an annual retainer of $30,000. Each trustee is reimbursed for out-of-pocket and travel expenses.
5. Indemnifications
The Trust’s organizational documents provide that its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, both in some of its principal service contracts and in the normal course of its business, the Trust enters into contracts that provide indemnifications to other parties for certain types of losses or liabilities. The Trust’s maximum exposure under these arrangements in unknown as this could involve future claims against the Trust. Management does not expect any significant claims.
6. Subsequent Events
In accordance with provisions surrounding Subsequent Events adopted by the Portfolio, management has evaluated the possibility of subsequent events existing in the Portfolio’s financial statements.
Management has determined that there are no additional material events that would require disclosure in the Portfolio’s financial statements.
49
State Street Master Funds
General Information
June 30, 2011 (Unaudited)
Proxy Voting Policies and Procedures and Record
The Trust has adopted proxy voting procedures relating to portfolio securities held by the Portfolios. A description of the policies and procedures is available without charge, upon request, (i) by calling (877) 521-4083 or (ii) on the website of the Securities Exchange Commission (the “SEC”) at www.sec.gov. Information on how the Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ending June 30 is available by August 31 without charge, upon request, (i) by calling (877) 521-4083 or (ii) on the SEC’s website at www.sec.gov.
Quarterly Portfolio Schedule
The Trust files its complete schedule of portfolio holdings with the SEC for the first and third quarters of its fiscal year (as of March and September of each year) on Form N-Q. The Trust’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Trust’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The most recent Form N-Q is available without charge, upon request, by calling (877) 521-4083.
50
Trustees
Michael F. Holland
William L. Boyan
Rina K. Spence
Douglas T. Williams
James E. Ross
Investment Adviser
SSgA Funds Management, Inc.
State Street Financial Center
One Lincoln Street
Boston, MA 02111
Administrator, Custodian and Transfer Agent
State Street Bank and Trust Company
State Street Financial Center
One Lincoln Street
Boston, MA 02111
Independent Registered Public Accounting Firm
Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116
Legal Counsel
Ropes & Gray LLP
800 Boylston Street
Boston, MA 02199
This report is for shareholder information. This is not a prospectus intended for use in the purchase or sale of shares of beneficial interest.
State Street Master Funds
State Street Bank and Trust Company
P.O. Box 5049
Boston, MA 02206
Privacy notice
Henderson Global Funds
This notice describes the privacy practices followed by Henderson Global Funds.
Your privacy is our top priority. Our policy is to respect the privacy of current and former shareholders and to protect personal information entrusted to us. We do not share any nonpublic personal information of shareholders or former shareholders with any nonaffiliated third parties, except as permitted by law or as authorized by our shareholders.
In the course of providing products and services to you, we collect nonpublic personal information about you from various sources such as account applications or agreements, other account forms, transactions in your account, and from information captured on our website, including any information captured through our use of “cookies.” Such information may include your name, address, account or tax identification number, the types and amounts of investments, and bank account information. More detailed information about our Internet policy is available on our website, www.hendersonglobalinvestors.com.
In the normal course of serving shareholders, we may share information we collect with entities that help us process information or service your request, such as transfer agents, custodians, broker-dealers and marketing service firms, as well as with other financial institutions with whom we have joint marketing agreements. We may share information in connection with servicing accounts or to inform shareholders of products and services that we believe may be of interest to them. The organizations that receive shareholder information will use that information only for the services required and as allowed by applicable law or regulation, and are not permitted to share or use this information for any other purpose. We will disclose your personal information to government agencies, law enforcement officials, and others in the limited circumstances where we believe, in good faith, that such disclosure is required or permitted by law. For example, we will disclose your personal information in order to comply with a court order, to cooperate with government or industry regulators, or law enforcement authorities.
Access to customers’ nonpublic personal information is restricted to employees who need to access that information. To guard shareholder’s nonpublic personal information, we use industry standard physical, electronic, and procedural safeguards. A shareholder’s right to privacy extends to all forms of contact with us, including telephone, written correspondence, and electronic media, such as the Internet.
For questions concerning this policy, please contact us by writing to: Alanna Nensel, Henderson Global Investors (North America) Inc., 737 North Michigan Avenue, Suite 1700, Chicago, Illinois 60611.
Table of contents | |
Letter to shareholders | 1 |
International All Cap Equity Fund | |
Commentary | 2 |
Performance summary | 3 |
Portfolio of investments | 4 |
Statement of assets and liabilities. | 7 |
Statement of operations | 8 |
Statement of changes in net assets | 9 |
Statement of changes - capital stock activity. | 10 |
Financial highlights | 11 |
Notes to financial statements | 13 |
Other information | 18 |
International investing involves certain risks and increased volatility not associated with investing solely in the US. These risks include currency fluctuations, economic or financial instability, lack of timely or reliable financial information or unfavorable political or legal developments. The Funds may invest in securities issued by smaller companies, which typically involves greater risk than investing in larger companies. Also, the Funds may invest in limited geographic areas and /or sectors which may result in greater market volatility. In addition some of the funds may invest in derivatives. Derivatives involve special risks different from, and potentially greater than, the risks associated with investing directly in securities and may result in greater losses.
The views in this report were those of the Fund manager as of June 30, 2011 and may not reflect the views of the manager on the date this report is first published or anytime thereafter. These views are intended to assist shareholders of the Fund in understanding their investment in the Fund and do not constitute investment advice.
Henderson Global Funds | Letter to shareholders |
Dear shareholder,
We are pleased to provide the semi-annual report for the Henderson International All Cap Equity Fund, which covers the six months ended June 30, 2011.
Markets were volatile in the first half of the year as investors awaited solutions to both the Greek debt crisis and gridlock over the US debt ceiling. Renewed fears of a possible debt default in Greece roiled markets that were already weak over concerns that the current economic soft patch may be a slowdown. Fears of a Greek default have dominated economic coverage in recent months, as Greece’s credit rating was again downgraded by Standard & Poor’s from B to CCC, only four steps away from default.
Mixed signals have been emerging from Asia. Manufacturing growth in China, the world’s second largest economy, fell in June. However, there was better news from Japan, where industrial output grew by the most rapid pace in almost 60 years as manufacturing rebounded from the impact of the earthquake and tsunami in March. This data followed signs of an improvement in exports and retail sales, giving further support to the Bank of Japan’s view that the economy will recover by the end of the year.
Markets did recover sharply in the last week of June after the Greek parliament approved new austerity measures. Markets also responded positively to the International Energy Agency announcing the surprise release of 60 million barrels of oil in July to offset Libya’s lost production. The upcoming earnings season should prove critical for the near term direction of equities. Stocks have come under pressure in recent months, but have performed better than might have been expected given the challenges facing the global economy. Robust corporate profits, growth and attractive valuations have provided the main support. Additionally, we believe stockpicking is of increasing importance given the diverging fortunes of many companies within the same sectors.
In other news, we are pleased to announce the upcoming ten-year anniversary of the Henderson Global Family of Funds on August 31, 2011. At that time, three of our mutual funds will achieve a ten year track record: the International Opportunities Fund (HFOAX), European Focus Fund (HFEAX) and Global Technology Fund (HFGAX). Over the past ten years, we have retained our focus on holding high-conviction securities through our bottom-up, opportunistic investing process. Now, as much as ever, we believe the “Henderson Difference” is a key factor in helping to diversify our clients’ portfolios through Funds that are truly differentiated from the competition.
Thank you for investing in the Henderson Global Funds. We appreciate your trust and support in our Funds and look forward to serving your financial needs in the years to come.
Chuck Thompson II
Vice President and Trustee, Henderson Global Funds
1
Henderson Global Funds
Commentary
International All Cap Equity Fund
International All Cap Equity Fund | ||||
Top 10 long term holdings | ||||
as a percentage | ||||
Security | of net assets | |||
Unilever plc | 3.1 | % | ||
Rio Tinto plc | 3.0 | |||
Keppel Corp., Ltd. | 2.9 | |||
Makita Corp. | 2.9 | |||
Prada SpA | 2.6 | |||
SGS S.A. | 2.6 | |||
ABB, Ltd. | 2.4 | |||
Saipem SpA | 2.3 | |||
SOFTBANK Corp. | 2.1 | |||
Keyence Corp. | 2.1 |
Equity markets made a strong start to 2011, rising steadily during the first two months of the first quarter on robust global economic data and positive company earnings before correcting dramatically following increased turmoil and conflict in the Middle East and North Africa, and a devastating earthquake, tsunami and nuclear risk trifecta in Japan. The second quarter provided mixed results and international equity markets were dominated by the growing concerns about debt restructuring in Greece, whose credit rating was cut to near junk by Moody’s, the slowdown of the Chinese economy and concerns in the US post QE2 (second round of quantitative easing). These all made for a nervous environment as international exchanges traded lower, however there was welcome relief for equity markets in June, underpinned by prospects for a bond restructure in Greece.
For the reporting period ended June 30, 2011, the International All Cap Equity Fund returned 1.01% (Class A at NAV) versus its benchmark, the MSCI EAFE Index, which posted a return of 5.35%. Stock selection in the Energy, Industrial and Financial sectors was the main drag on performance, offsetting a positive contribution from the Consumer Discretionary and Healthcare sectors. The Fund’s underweight position in Europe proved to be beneficial but was negated by the overweight position in Asia. The fall in oil prices weighed on the overweight position in the Energy sector and Indian energy company, Essar Energy, suffered because of delays in the approval for its coal supply. The positive return from the Fund’s overweight in Consumer Discretionary was highlighted by positions in Sands China, a developer, owner and operator of resorts and casinos in Macau, Michelin, the French tire manufacturer, and Prada, the luxury goods company which came to the market during June.
The Fund remains underweight in Europe, with a cautious view on growth and the Financials sector in particular. During the quarter, the Fund added some defensive growth in Europe: Consumer Staples company Danone, hearing aid company William Demant and travel booking systems company Amadeus. The Fund remains underweight in Japan and during the quarter it sold Hoya, the electro-optics manufacturer, on concerns over increased competition from Shin-Etsu. Following the earthquake and tsunami the Fund reduced the Japanese domestic exposure by selling out of Daiwa Securities, the Japanese financial services company, and Yamada Denki, the consumer electronic retailer. The Fund remains exposed to Technology and Industrial companies in Japan. Industrial stock, China Rongsheng, was sold on concerns over order execution and order delays. Concerns over increased regulation in the UK also weighed on HSBC and Barclays. Additionally, we see few near-term catalysts and a potentially less productive than expected environment for the investment bank divisions, as such the positions were exited.
We continue to be mindful that we are at an important juncture in the economic recovery, with concerns over macroeconomic growth weighing up against strong bottom-up and technical factors. At the macro level, economic data continues to disappoint while inflation continues to rise in western developed, as well as Asian and emerging markets. However, this is balanced with our expectations for interest rates to remain accommodative. At the stock level, mergers and acquisitions, and share buybacks are likely to increase, valuations remain undemanding and profit margins and earnings growth remain on an upward trend.
2
Henderson Global Funds | Performance summary |
International All Cap Equity Fund |
Total returns as of 6/30/2011 | |||||||||||||||||
Since | |||||||||||||||||
NASDAQ | Six | One | Three | inception | |||||||||||||
At NAV | symbol | months | year | year | (1/31/08)* | ||||||||||||
Class A* | HFNAX | 1.01 | % | 24.20 | % | -3.46 | % | -1.48 | % | ||||||||
Class C* | HFNCX | 0.56 | 23.14 | -4.21 | -2.24 | ||||||||||||
Class I | HIEIX | 1.12 | 24.48 | -3.24 | -1.23 | ||||||||||||
With sales charge | |||||||||||||||||
Class A* | -4.77 | % | 17.08 | % | -5.35 | % | -3.19 | % | |||||||||
Class C* | -0.44 | 23.14 | -4.21 | -2.24 | |||||||||||||
Index | |||||||||||||||||
MSCI EAFE Index | 5.35 | % | 30.93 | % | -1.30 | % | -1.58 | % |
* Class A and C shares commenced operations on December 31, 2010. For periods prior to December 31, 2010, rates of return for Class A and C shares are based on Class I NAVs adjusted for the higher expenses associated with Class A and C shares. Performance for Class A and C shares would be similar because the shares are invested in the same portfolio of securities and have the same portfolio management. Class I shares are not subject to a front-end sales charge or a distribution fee.
Performance data quoted represents past performance and is no guarantee of future results. Due to the Fund’s relatively small asset base, performance was impacted by IPOs to a greater degree than it may be in the future. IPO investments are not an integral component of the Fund’s investment process and may not be utilized to the same extent in the future. Performance results with sales charges reflect the deduction of the maximum front-end sales charge or the deduction of the applicable contingent deferred sales charge (“CDSC”). Class A shares are subject to a maximum front-end sales charge of 5.75%. Class C shares are subject to a CDSC of up to 1% on certain redemptions made within 12 months of purchase. Performance presented at Net Asset Value (NAV), which does not include a sales charge, would be lower if this charge were reflected. NAV is the value of one share of the Fund excluding any sales charges. Current performance may be lower or higher than the performance data quoted. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than original cost. As stated in the current prospectus, the Fund’s annual operating expense ratios (gross) for Class A, C and I shares are 1.39%, 2.14% and 1.14% respectively. In addition, the Fund’s adviser has agreed to contractually waive a portion of its fees and/or reimburse expenses such that total ordinary operating expenses (other than Acquired Fund Fees and Expenses allocated from unaffiliated investment companies) do not exceed 1.40%, 2.15% and 1.15% for Class A, C and I Shares, respectively, which is in effect until July 31, 2020. For the most recent month-end performance, please call 1.866.443.6337 or visit the Funds’ website at www.hendersonglobalinvestors.com.
Performance results also reflect expense subsidies and waivers in effect during certain periods shown. Absent these waivers, results would have been less favorable for certain periods. All results assume the reinvestment of dividends and capital gains.
The investment comparison graph above reflects the change in value of a $10,000 hypothetical investment since the Fund’s inception, including reinvested dividends and distributions, compared to a broad based securities market index. The MSCI EAFE Index is a capitalization-weighted index that monitors the performance of stocks from Europe, Australasia and The Far East. The Fund is professionally managed while the Index is unmanaged and not available for Investment. Results in the table and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
3
Henderson Global Funds | Portfolio of investments |
(unaudited) | |
International All Cap Equity Fund |
June 30, 2011 | |||
Value | |||
Shares | (note 2) | ||
Common stocks - 96.29% | |||
Austria - 1.64% | |||
12,482 | Andritz AG | $ 1,285,154 | |
11,314 | Schoeller-Bleckmann Oilfield | ||
Equipment AG | 979,990 | ||
2,265,144 | |||
Belgium - 2.44% | |||
40,411 | Anheuser-Busch InBev N.V. | 2,344,080 | |
15,076 | EVS Broadcast | ||
Equipment, S.A. | 1,020,539 | ||
3,364,619 | |||
Brazil - 1.84% | |||
74,900 | Petroleo Brasileiro S.A., ADR | 2,536,114 | |
Canada - 1.12% | |||
52,575 | Petrominerales, Ltd. | 1,543,261 | |
China - 4.17% | |||
5,920,400 | Bank of China, Ltd., Class H | 2,891,080 | |
95,300 | Ping An Insurance (Group) Co. | ||
of China, Ltd., Class H | 984,633 | ||
678,000 | Xingda International | ||
Holdings, Ltd. | 659,555 | ||
1,330,500 | Yingde Gases Group Co. | 1,225,913 | |
5,761,181 | |||
Denmark - 0.81% | |||
12,360 | William Demant Holding A/S * | 1,115,510 | |
France - 2.95% | |||
123,920 | Alcatel-Lucent * | 716,654 | |
22,065 | Compagnie Generale des | ||
Etablissements Michelin, | |||
Class B | 2,157,915 | ||
16,147 | Danone S.A. | 1,204,731 | |
4,079,300 | |||
Germany - 6.24% | |||
16,044 | Bauer AG * | 681,932 | |
12,681 | Bilfinger Berger AG | 1,253,970 | |
19,163 | Fresenius SE & Co., KGaA | 2,000,268 | |
23,346 | Gerresheimer AG | 1,114,344 | |
38,766 | Metro AG | 2,349,287 | |
67,647 | Wirecard AG | 1,209,061 | |
8,608,862 | |||
Hong Kong - 3.19% | |||
2,645,000 | 361 Degrees | ||
International, Ltd. | 1,621,323 | ||
1,037,200 | Sands China, Ltd. * | 2,785,700 | |
4,407,023 |
Value | |||
Shares | (note 2) | ||
India - 0.40% | |||
18,856 | Axis Bank, Ltd., GDR | $ 548,898 | |
Indonesia - 0.52% | |||
4,417,500 | PT Borneo Lumbung | ||
Energi & Metal Tbk * | 721,182 | ||
Israel - 1.51% | |||
43,152 | Teva Pharmaceutical | ||
Industries, Ltd., ADR | 2,080,790 | ||
Italy - 7.87% | |||
75,305 | Autogrill SpA | 988,292 | |
121,374 | Fiat SpA | 1,332,399 | |
55,951 | Luxottica Group SpA | 1,794,758 | |
597,700 | Prada SpA * | 3,606,155 | |
60,941 | Saipem SpA | 3,146,099 | |
10,867,703 | |||
Japan - 16.51% | |||
61,100 | Canon, Inc. | 2,891,634 | |
25,000 | Cocokara Fine Holdings, Inc. | 632,880 | |
26,600 | H.I.S. Co., Ltd. | 655,542 | |
28,200 | Hikari Tsushin, Inc. | 664,498 | |
36,900 | IT Holdings Corp. | 326,808 | |
149,000 | Itoham Foods, Inc. | 605,217 | |
10,268 | Keyence Corp. | 2,900,371 | |
27,600 | Kissei Pharmaceutical | ||
Co., Ltd. | 536,538 | ||
232,000 | Kubota Corp. | 2,043,202 | |
85,800 | Makita Corp. | 3,975,331 | |
13,200 | SMC Corp. | 2,367,654 | |
77,400 | SOFTBANK Corp. | 2,913,136 | |
68,145 | TSI Holdings Co., Ltd. * | 484,180 | |
7,630 | USS Co., Ltd. | 590,459 | |
23,300 | Xebio Co., Ltd. | 524,724 | |
30,300 | Yamatake Corp. | 673,333 | |
22,785,507 | |||
Netherlands - 2.50% | |||
1,016,481 | Jubilant Energy N.V. * | 1,109,353 | |
50,644 | Randstad Holding N.V. | 2,340,944 | |
3,450,297 | |||
Norway - 2.82% | |||
509,431 | Aker Drilling ASA * | 1,586,321 | |
65,649 | Seadrill, Ltd. | 2,310,732 | |
3,897,053 |
See notes to financial statements
4
Henderson Global Funds | Portfolio of investments |
(unaudited) | |
International All Cap Equity Fund |
June 30, 2011 (continued) | |||
Value | |||
Shares | (note 2) | ||
Singapore - 8.60% | |||
602,000 | Capitaland, Ltd. | $ 1,426,215 | |
185,000 | DBS Group Holdings, Ltd. | 2,208,011 | |
444,400 | Keppel Corp., Ltd. | 4,008,754 | |
760,000 | Overseas Union | ||
Enterprise, Ltd. | 1,763,413 | ||
1,955,000 | Perennial China Retail Trust * | 978,853 | |
570,000 | Raffles Medical Group, Ltd. | 1,085,891 | |
413,000 | Tiger Airways Holdings, Ltd. * | 400,122 | |
11,871,259 | |||
Spain - 1.24% | |||
82,430 | Amadeus IT Holding S.A., | ||
A Shares * | 1,710,558 | ||
Sweden - 2.01% | |||
27,486 | Hexagon AB, B Shares | 677,025 | |
145,813 | Telefonaktiebolaget LM | ||
Ericsson, B Shares | 2,102,407 | ||
2,779,432 | |||
Switzerland - 8.34% | |||
127,997 | ABB, Ltd. * | 3,318,864 | |
39,024 | Compagnie Financiere | ||
Richemont S.A. | 2,555,184 | ||
52,540 | Credit Suisse Group AG * | 2,043,483 | |
1,896 | SGS S.A. | 3,599,186 | |
11,516,717 | |||
Taiwan - 1.03% | |||
1,626,000 | Chinatrust Financial Holding | ||
Co., Ltd. | 1,415,218 | ||
United Kingdom - 18.54% | |||
45,292 | Autonomy Corp., plc * | 1,240,843 | |
362,749 | Eros International plc * | 1,234,252 | |
380,853 | Essar Energy, Ltd. * | 2,500,625 | |
384,362 | International Power plc | 1,984,510 | |
57,545 | Rio Tinto plc | 4,147,287 | |
187,444 | Serco Group plc | 1,662,132 | |
71,047 | Shire plc | 2,217,824 | |
44,194 | Spectris plc | 1,129,193 | |
108,351 | Standard Chartered plc | 2,848,450 | |
131,395 | Unilever plc | 4,230,304 | |
108,609 | Xstrata plc | 2,390,691 | |
25,586,111 | |||
Total long term | |||
investments | |||
(Cost $117,514,864) | 132,911,739 |
Value | |||
Shares | (note 2) | ||
Short term investment - 4.53% | |||
6,251,828 | Fidelity Institutional | ||
Treasury Portfolio | $ 6,251,828 | ||
Total short term | |||
investment | |||
(Cost $6,251,828) | 6,251,828 | ||
Total investments - 100.82% | |||
(Cost $123,766,692) | 139,163,567 | ||
Net other assets and liabilities – (0.82)% | (1,129,756) | ||
Total net assets – 100.00% | $138,033,811 |
* | Non-income producing security | ||
ADR | American Depositary Receipts | ||
GDR | Global Depositary Receipts |
See notes to financial statements
5
Henderson Global Funds | Portfolio of investments |
(unaudited) |
International All Cap Equity Fund
June 30, 2011 (continued)
Other information:
Industry concentration as | % of net | Industry concentration as | % of net |
a percentage of net assets: | assets | a percentage of net assets: | assets |
Apparel, Accessories & Luxury Goods | 7.29% | Construction & Engineering | 1.40% |
Diversified Banks | 7.18 | Environmental & Facilities Services | 1.20 |
Industrial Machinery | 6.02 | Diversified Real Estate Activities | 1.03 |
Diversified Metals & Mining | 4.74 | Automobile Manufacturers | 0.97 |
Packaged Foods & Meats | 4.38 | Application Software | 0.90 |
Oil & Gas Equipment & Services | 4.14 | Movies & Entertainment | 0.89 |
Oil & Gas Exploration & Production | 3.73 | Industrial Gases | 0.89 |
Pharmaceuticals | 3.50 | Life Sciences Tools & Services | 0.81 |
Electronic Equipment & Instruments | 3.41 | Health Care Facilities | 0.79 |
Industrial Conglomerates | 2.90 | Restaurants | 0.72 |
Communications Equipment | 2.78 | Life & Health Insurance | 0.71 |
Research & Consulting Services | 2.61 | Retail REIT’s | 0.71 |
Heavy Electrical Equipment | 2.40 | Coal & Consumable Fuels | 0.52 |
Health Care Equipment | 2.26 | Computer & Electronics Retail | 0.48 |
Data Processing & Outsourced Services | 2.11 | Steel | 0.48 |
Wireless Telecommunication Services | 2.11 | Drug Retail | 0.46 |
Office Electronics | 2.09 | Automotive Retail | 0.43 |
Casinos & Gaming | 2.02 | Specialty Stores | 0.38 |
Integrated Oil & Gas | 1.84 | Airlines | 0.29 |
Hotels, Resorts & Cruise Lines | 1.75 | IT Consulting & Other Services | 0.24 |
Hypermarkets & Super Centers | 1.70 | Long Term Investments | 96.29 |
Brewers | 1.70 | Short Term Investment | 4.53 |
Human Resource & Employment Services | 1.70 | Total Investments | 100.82 |
Oil & Gas Drilling | 1.67 | Net Other Assets and Liabilities | (0.82) |
Tires & Rubber | 1.56 | 100.00% | |
Diversified Capital Markets | 1.48 | ||
Construction & Farm Machinery & | |||
Heavy Trucks | 1.48 | ||
Independent Power Producers & | |||
Energy Traders | 1.44 |
See notes to financial statements
6
Henderson Global Funds | Financial statements |
(unaudited) |
Statement of assets and liabilities
June 30, 2011
International | ||||
All Cap | ||||
Equity Fund | ||||
Assets: | ||||
Investments, at value | ||||
Securities | $ | 132,911,739 | ||
Short term investment | 6,251,828 | |||
Total investments, at value | 139,163,567 | |||
Foreign cash, at value | 475,701 | |||
Dividends and interest receivable | 392,513 | |||
Receivable for fund shares sold | 2,952 | |||
Prepaid expenses and other assets | 26,371 | |||
Total Assets | 140,061,104 | |||
Liabilities: | ||||
Payable for investment securities purchased | 1,922,977 | |||
Payable for 12b-1 distribution and service fees | 32 | |||
Payable to investment adviser | 104,284 | |||
Total Liabilities | 2,027,293 | |||
Net assets | $ | 138,033,811 | ||
Net assets consist of: | ||||
Paid-in capital | $ | 120,790,005 | ||
Accumulated undistributed net investment income | 936,416 | |||
Accumulated net realized gain on investments and foreign currency transactions | 898,884 | |||
Net unrealized appreciation of investments and foreign currencies | 15,408,506 | |||
$ | 138,033,811 | |||
Net assets: | ||||
Class A Shares | $ | 125,118 | ||
Class C Shares | $ | 11,313 | ||
Class I Shares | $ | 137,897,380 | ||
Shares outstanding: | ||||
Class A Shares (unlimited number of shares authorized) | 13,929 | |||
Class C Shares (unlimited number of shares authorized) | 1,265 | |||
Class I Shares (unlimited number of shares authorized) | 15,336,413 | |||
Class A shares: | ||||
Net asset value and redemption price per share | $ | 8.98 | ||
Maximum sales charge* | 5.75 | % | ||
Maximum offering price per share | $ | 9.53 | ||
Class C shares: | ||||
Net asset value and offering price per share | $ | 8.94 | ||
Class I shares: | ||||
Net asset value and offering price per share | $ | 8.99 | ||
Investments, at cost | $ | 123,766,692 | ||
Foreign cash, at cost | $ | 474,887 | ||
* On sales of $50,000 or more, the sales charge will be reduced. |
See notes to financial statements
7
Henderson Global Funds | Financial statements |
(unaudited) |
Statement of operations
For the six months ended June 30, 2011
International | ||||
All Cap | ||||
Equity Fund | ||||
Investment income: | ||||
Dividends | $ | 2,539,040 | ||
Foreign taxes withheld | (153,884 | ) | ||
Total Investment Income | 2,385,156 | |||
Expenses: | ||||
Investment advisory fees | 573,506 | |||
12b-1 distribution and service fees: | ||||
Class A Shares | 90 | |||
Class C Shares | 51 | |||
Custodian fees | 34,745 | |||
Accounting fees | 31,313 | |||
Registration and filing fees | 27,185 | |||
Administrative fees | 16,868 | |||
Audit fees | 16,833 | |||
Transfer agent fees | 15,619 | |||
Printing and postage fees | 14,419 | |||
Legal fees | 6,162 | |||
Trustees' fees and expenses | 2,870 | |||
Compliance officer fees | 2,459 | |||
Miscellaneous fees | 6,555 | |||
Total Expenses | 748,675 | |||
Net investment income | 1,636,481 | |||
Net realized and unrealized gain/(loss): | ||||
Net realized gain/(loss) from: | ||||
Investment transactions | 892,197 | |||
Foreign currency transactions | (75,525 | ) | ||
Net change in unrealized appreciation/(depreciation) of: | ||||
Investments | (901,605 | ) | ||
Translation of other assets and liabilities | 20,058 | |||
Net Realized and Unrealized Loss | (64,875 | ) | ||
Net increase in net assets resulting from operations | $ | 1,571,606 |
See notes to financial statements
8
Henderson Global Funds | Financial statements |
(unaudited) |
Statements of changes in net assets
International All Cap Equity Fund
Six months | ||||||||
ended | Year ended | |||||||
June 30, 2011 | December 31, 2010 | |||||||
Net investment income | $ | 1,636,481 | $ | 445,673 | ||||
Net realized gain on investments and foreign currency transactions | 816,672 | 2,459,513 | ||||||
Net change in unrealized appreciation/(depreciation) of investments and foreign | ||||||||
currency translations | (881,547 | ) | 12,143,563 | |||||
Net increase in net assets resulting from operations | 1,571,606 | 15,048,749 | ||||||
Distributions to shareholders from net investment income: | ||||||||
Class I Shares | — | (1,175,408 | ) | |||||
— | (1,175,408 | ) | ||||||
Net increase in Fund share transactions: | ||||||||
Class A Shares* | 116,193 | 10,000 | ||||||
Class C Shares* | 1,224 | 10,000 | ||||||
Class I Shares | 3,092,078 | 49,857,938 | ||||||
3,209,495 | 49,877,938 | |||||||
Net increase in net assets | 4,781,101 | 63,751,279 | ||||||
Net assets: | ||||||||
Beginning of period | 133,252,710 | 69,501,431 | ||||||
End of period | $ | 138,033,811 | $ | 133,252,710 | ||||
Accumulated undistributed net investment income/(loss) | $ | 936,416 | $ | (700,065 | ) | |||
* Inception date for Class A & Class C shares was December 31, 2010. |
See notes to financial statements
9
Henderson Global Funds | Financial statements |
(unaudited) |
Statements of changes - capital stock activity
International All Cap Equity Fund
Six months | ||||||||
ended | Year ended | |||||||
June 30, 2011 | December 31, 2010 | |||||||
Amount | ||||||||
Class A shares: * | ||||||||
Sold | $ | 123,130 | $ | 10,000 | ||||
Redeemed | (6,937 | ) | — | |||||
Net increase | $ | 116,193 | $ | 10,000 | ||||
Class C shares: * | ||||||||
Sold | $ | 1,224 | $ | 10,000 | ||||
Net increase | $ | 1,224 | $ | 10,000 | ||||
Class I shares: | ||||||||
Sold | $ | 7,280,230 | $ | 56,629,019 | ||||
Issued in reinvestment of dividends | — | 521,616 | ||||||
Redeemed | (4,188,152 | ) | (7,292,697 | ) | ||||
Net increase | $ | 3,092,078 | $ | 49,857,938 | ||||
Shares | ||||||||
Class A shares: * | ||||||||
Sold | 13,594 | 1,125 | ||||||
Redeemed | (790 | ) | — | |||||
Net increase | 12,804 | 1,125 | ||||||
Class C shares: * | ||||||||
Sold | 140 | 1,125 | ||||||
Net increase | 140 | 1,125 | ||||||
Class I shares | ||||||||
Shares sold | 813,758 | 6,989,101 | ||||||
Shares issued on reinvestment | — | 58,940 | ||||||
Redeemed | (458,561 | ) | (879,196 | ) | ||||
Net increase | 355,197 | 6,168,845 | ||||||
* Inception date for Class A & Class C shares was December 31, 2010. |
See notes to financial statements
10
Henderson Global Funds | Financial highlights |
(unaudited) | |
For a share outstanding throughout the periods indicated |
Income (loss) from investment operations: | Less distributions: | |||||||||||||||||||||||||||
Net | Dividends | Distributions | ||||||||||||||||||||||||||
Net asset | Net | realized and | Total | from | from net | |||||||||||||||||||||||
value, | investment | unrealized gain | from | net | realized | |||||||||||||||||||||||
beginning | income | (loss) on | investment | investment | capital | Total | ||||||||||||||||||||||
of period | (loss) (c) | investments | operations | income | gains | distributions | ||||||||||||||||||||||
International All Cap Equity Fund | ||||||||||||||||||||||||||||
Class A | ||||||||||||||||||||||||||||
Period ended 6/30/2011 | $ | 8.89 | 0.11 | (0.02 | ) | 0.09 | 0.00 | 0.00 | 0.00 | |||||||||||||||||||
Period ended 12/31/2010(a) | 8.89 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | |||||||||||||||||||||
Class C | ||||||||||||||||||||||||||||
Period ended 6/30/2011 | $ | 8.89 | 0.06 | (0.01 | ) | 0.05 | 0.00 | 0.00 | 0.00 | |||||||||||||||||||
Period ended 12/31/2010(a) | 8.89 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | |||||||||||||||||||||
Class I | ||||||||||||||||||||||||||||
Period ended 6/30/2011 | $ | 8.89 | 0.11 | (0.01 | ) | 0.10 | 0.00 | 0.00 | 0.00 | |||||||||||||||||||
Year ended 12/31/2010 | 7.89 | 0.04 | 1.04 | 1.08 | (0.08 | ) | 0.00 | (0.08 | ) | |||||||||||||||||||
Year ended 12/31/2009 | 5.67 | 0.00 | * | 2.23 | 2.23 | (0.01 | ) | 0.00 | (0.01 | ) | ||||||||||||||||||
Period ended 12/31/2008(b) | 10.00 | 0.11 | (4.13 | ) | (4.02 | ) | (0.31 | ) | 0.00 | (0.31 | ) |
(a) | Inception date for Class A & Class C shares was December 31, 2010. |
(b) | The Fund commenced operations on January 31, 2008. |
(c) | Per share data was calculated using average shares outstanding during the period. |
(d) | Total returns are historical and assume changes in share price, reinvestment of all dividends and distributions and no sales charge. Had certain expenses not been reduced during the periods shown, total returns would have been lower. Total returns for periods of less than one year are not annualized. |
* | Amount represents less than $0.01. |
See notes to financial statements
11
Henderson Global Funds | Financial highlights |
(unaudited) |
Ratios to average net assets: | ||||||||||||||||||||||||||||||
Annualized ratio of | ||||||||||||||||||||||||||||||
Annualized | Annualized | operating expenses | ||||||||||||||||||||||||||||
ratio of | ratio of | to average net | ||||||||||||||||||||||||||||
Net asset | Net assets, | operating | net investment | assets without | ||||||||||||||||||||||||||
value, | end of | expenses to | income/(loss) | waivers and/or | Portfolio | |||||||||||||||||||||||||
Redemption | end of | Total | period | average | to average | expenses | turnover | |||||||||||||||||||||||
fees | period | return (d) | (000) | net assets | net assets | reimbursed | rate | |||||||||||||||||||||||
0.00 | % | $ | 8.98 | 1.01 | % | $ | 125 | 1.36 | % | 2.50 | % | 1.36 | % | 36 | % | |||||||||||||||
0.00 | 8.89 | 0.00 | 10 | 0.00 | 0.00 | 0.00 | 57 | |||||||||||||||||||||||
0.00 | % | $ | 8.94 | 0.56 | % | $ | 11 | 2.11 | % | 1.40 | % | 2.11 | % | 36 | % | |||||||||||||||
0.00 | 8.89 | 0.00 | 10 | 0.00 | 0.00 | 0.00 | 57 | |||||||||||||||||||||||
0.00 | % | $ | 8.99 | 1.12 | % | $ | 137,897 | 1.11 | % | 2.43 | % | 1.11 | % | 36 | % | |||||||||||||||
0.00 | 8.89 | 13.74 | 133,233 | 1.10 | 0.49 | 1.14 | 57 | |||||||||||||||||||||||
0.00 | * | 7.89 | 39.26 | 69,501 | 1.15 | 0.03 | 2.31 | 64 | ||||||||||||||||||||||
0.00 | 5.67 | (40.15 | ) | 1,779 | 1.15 | 1.36 | 6.40 | 114 |
See notes to financial statements
12
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Note 1. Organization
Henderson Global Funds (the “Trust”) was organized on May 11, 2001 as a Delaware business trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust has an unlimited number of authorized shares that are divided among ten series of the Trust: Henderson Emerging Markets Opportunities Fund, Henderson European Focus Fund, Henderson Global Equity Income Fund, Henderson Global Leaders Fund (formerly known as Henderson Global Opportunities), Henderson Global Technology Fund, Henderson International Opportunities Fund and Henderson Japan Focus Fund (formerly known as Henderson Japan-Asia Focus), are not included in this report because their fiscal year end is July 31. Henderson Money Market Fund and Henderson Strategic Income Fund (formerly known as Henderson Worldwide Income) are included in a separate shareholder report and have fiscal years ending December 31. The Henderson International All Cap Equity Fund (the “Fund”) is the only series included in this report. The Fund is diversified and offers Class A, Class C and Class I shares. Class A shares generally provide for a front-end sales charge and Class C shares provide for contingent deferred sales charge.
Each class of shares has exclusive voting rights with respect to matters that affect just that class. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains and losses on investments are allocated to each class based on its relative net assets.
Note 2. Significant accounting policies
Security valuation
Securities and derivatives traded on a recognized exchange or market are generally valued at the last reported sale price or at the official closing price. Listed securities for which no sale was reported on that date and other securities traded in the over-the-counter market are valued at the mean between the last bid and asked price.
Debt securities are valued at the last sales price or market value by independent pricing services approved by the Board of Trustees of the Trust. If the pricing services are unable to provide valuations, the securities are valued at the mean between the last bid and asked price or if no ask is available, then the last bid price obtained from one or more broker dealers. Such pricing services may use various pricing techniques, which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes.
Short-term investments purchased with an original or remaining maturity of 60 days or less at time of purchase are valued at amortized cost, which approximates market value.
Investments in registered investment companies are valued at its reported net asset value, which approximates fair market value.
Forward foreign currency contracts are valued daily at the applicable forward rate.
If market quotations are not readily available, or if the investment adviser determines that a quotation of a security does not represent a fair value, then the security is valued at a fair value as determined in good faith using procedures approved by the Board of Trustees of the Trust. The Trustees of the Trust, or its designee, may also establish fair value using a wide variety of market data including yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant.
The Trust has retained an independent statistical fair value pricing service to assist in the fair valuation process for securities principally traded in a foreign market in order to adjust for possible changes in value that may occur between the close of the foreign exchange and the time at which Fund shares are priced. If a security is valued at a “fair value”, that value may be different from the last quoted market price for the security. As a result, it is possible that fair value prices will be used by the Fund.
Various inputs are used in determining the value of the Fund’s investments. The Fund established a three-tier hierarchy of inputs to establish classification of fair value measurements for disclosure purposes. These inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The inputs used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The three-tier hierarchy of inputs is summarized in the following three broad levels listed below.
· | Level 1 – quoted prices in active markets for identical investments |
· | Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
· | Level 3 – significant unobservable inputs (including management’s own assumptions in determining the fair value of investments) |
13
Henderson Global Funds | Notes to financial statements |
(unaudited) |
On January 21, 2010, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”), Fair Value Measurements and Disclosures –Accounting Standards Codification 820 (“ASC 820”): Improving Disclosures about Fair Value Measurements which provides guidance on how investment assets and liabilities are to be valued and disclosed. Specifically, the amendment requires reporting entities to disclose purchases, sales, issuances and settlements must be shown on a gross basis in the Level 3 rollforward rather than as one net number. Fund management has implemented new and revised disclosures.
Any transfers between levels are disclosed, effective beginning of the period, in the table below with the reasons for the transfers disclosed in a note to the table, if applicable.
On May 12, 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2011-04, modifying Topic 820, Fair Value Measurements and Disclosures. The ASU requires reporting entities to disclose (i) the amounts of any transfers between Level 1 and Level 2, and the reasons for the transfers, (ii) for Level 3 fair value measurements, quantitative information about significant unobservable inputs used, (iii) a description of the valuation processes used by the reporting entity and, (iv) a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs if a change in those inputs might result in a significantly higher or lower fair value measurement. The effective date of the ASU is for interim and annual periods beginning after December 15, 2011, and is therefore not effective for the current reporting period. Fund management is in the process of assessing the impact of the updated standards on the Funds’ financial statements.
The following is a summary of the inputs used as of June 30, 2011 in valuing the Fund’s investments carried at value:
Quoted prices | Significant | |||||||||||||||
in active | other | Significant | ||||||||||||||
markets for | observable | unobservable | ||||||||||||||
identical assets | inputs | inputs | ||||||||||||||
Description | (level 1) | (level 2) | (level 3) | Total | ||||||||||||
Common Stocks | ||||||||||||||||
Austria | $ | 2,265,144 | $ | — | $ | — | $ | 2,265,144 | ||||||||
Belgium | 3,364,619 | — | — | 3,364,619 | ||||||||||||
Brazil | 2,536,114 | — | — | 2,536,114 | ||||||||||||
Canada | 1,543,261 | — | — | 1,543,261 | ||||||||||||
China | 5,761,181 | — | — | 5,761,181 | ||||||||||||
Denmark | 1,115,510 | — | — | 1,115,510 | ||||||||||||
France | 4,079,300 | — | — | 4,079,300 | ||||||||||||
Germany | 8,608,862 | — | — | 8,608,862 | ||||||||||||
Hong Kong | 4,407,023 | — | — | 4,407,023 | ||||||||||||
India | 548,898 | — | — | 548,898 | ||||||||||||
Indonesia | 721,182 | — | — | 721,182 | ||||||||||||
Israel | 2,080,790 | — | — | 2,080,790 | ||||||||||||
Italy | 10,867,703 | — | — | 10,867,703 | ||||||||||||
Japan | 22,785,507 | — | — | 22,785,507 | ||||||||||||
Netherlands | 3,450,297 | — | — | 3,450,297 | ||||||||||||
Norway | 3,897,053 | — | — | 3,897,053 | ||||||||||||
Singapore | 11,871,259 | — | — | 11,871,259 | ||||||||||||
Spain | 1,710,558 | — | — | 1,710,558 | ||||||||||||
Sweden | 2,779,432 | — | — | 2,779,432 | ||||||||||||
Switzerland | 11,516,717 | — | — | 11,516,717 | ||||||||||||
Taiwan | 1,415,218 | — | — | 1,415,218 | ||||||||||||
United Kingdom | 25,586,111 | — | — | 25,586,111 | ||||||||||||
Total Common Stock | 132,911,739 | — | — | 132,911,739 | ||||||||||||
Short Term Investment | 6,251,828 | — | — | 6,251,828 | ||||||||||||
Total | $ | 139,163,567 | $ | — | $ | — | $ | 139,163,567 | ||||||||
During the six month period ended June 30, 2011, there were no transfers in or out of security levels as a result of the fair value | ||||||||||||||||
pricing procedures utilized by the Fund. |
14
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Security transactions and investment income
Investment transactions are accounted for on trade date. Interest income is recorded on an accrual basis. Dividend income is recorded on the ex-dividend date. Bond premium is amortized and discount is accreted over the expected life of each applicable security. Corporate actions involving foreign securities, including dividends, are recorded as soon as the information becomes available. Withholding taxes on foreign dividends are accrued in accordance with the applicable country’s tax rules and rates. Securities gains and losses are determined on the identified cost basis, which is the same basis used for federal income tax purposes.
Foreign currency translation
Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions.
The Fund does not isolate that 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 gain or loss from investments on the Statement of Operations.
Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade date and settlement date on securities transactions, and 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 fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
Indemnifications
Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business the Trust enters into contracts that provide general indemnifications to other parties. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet been asserted.
Use of estimates
The preparation of financial statements, in conformity with U.S. generally accepted accounting principles (“GAAP”), requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results may differ from those estimates.
Expenses
Expenses are recorded on an accrual basis. Expenses of the Trust that are directly attributable to a specific Fund are charged to that Fund. Expenses attributable to a specific class of shares are charged to that class. Other expenses are allocated proportionately among each Fund within the Trust based on average daily net assets or on another reasonable basis.
Federal income taxes
The Trust’s policy is that the Fund continues to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, that are applicable to regulated investment companies and to distribute substantially all its taxable income to shareholders. Therefore, no federal income tax provision is required. Management has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Management of the Fund is also not aware of any tax provisions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund intends to file tax returns with the U.S. Internal Revenue Service and various states. Generally, the tax authorities can examine all tax returns filed for the last three years.
The Fund intends to utilize provisions of the federal income tax laws, which allow it to carry a realized capital loss forward for eight years following the year of loss and offset such losses against any future realized capital gains. During the year ended December 31, 2010 the Fund utilized $1,855,254 in capital loss carryforwards.
Distributions to shareholders
Distributions to shareholders are recorded on the ex-dividend date. Distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, they are reclassified within the capital accounts based on their federal tax-basis treatment.
15
Henderson Global Funds | Notes to financial statements |
(unaudited) |
The tax character of distributions paid during the year ended December 31, 2010:
Year ended | Ordinary |
December 31, 2010 | income |
International All Cap Equity Fund | $1,175,408 |
As of December 31, 2010, the components of distributable earnings on a tax basis were as follows:
Undistributed | |||
Undistributed | long-term | Unrealized | |
ordinary | capital | appreciation | |
income | gain | (depreciation) | |
International | |||
All Cap | |||
Equity Fund | $135,818 | $164,722 | $15,373,579 |
Ordinary income and net realized gains/losses may differ for book and tax basis reporting purposes due to post-October losses, which are not recognized for tax purposes until the first day of the following fiscal year, tax deferral on wash sales and transactions in passive foreign investment companies.
Note 3. Investment advisory fees and other transactions with affiliates
Pursuant to an Investment Advisory Agreement, Henderson Global Investors (North America) Inc. (“HGINA”) acts as the Fund’s investment adviser. HGINA is an indirect wholly owned subsidiary of Henderson Group plc. HGINA supervises the investments of the Fund and earns a management fee for such services, based on the Fund’s average daily net assets as set forth below.
International All Cap | First $250 million | 0.85% |
Equity Fund | Next $250 million | 0.80% |
Next $500 million | 0.75% | |
Over $1 billion | 0.65% |
Pursuant to a separate contractual Expense Limitation Agreement, HGINA has agreed to waive or limit its advisory fee and, if necessary, to reimburse other operating expenses of the Fund in order to limit total annual expenses, less distribution fees, to 1.15% of average daily net assets. This agreement is effective through July 31, 2020. Under the Expense Limitation Agreement, the annual expense limit including distribution and service fees as a percentage of average daily net assets was as follows:
Class A | Class C | Class I | |
International All Cap | |||
Equity Fund | 1.40% | 2.15% | 1.15% |
Henderson Investment Management Limited (“HIML”) is the sub-adviser for the Fund pursuant to a Sub-Advisory Agreement. HIML is also an indirect wholly owned subsidiary of Henderson Group plc.
HIML earns a fee for its services, paid by HGINA from its management fee, based on the Fund’s average daily net assets as set forth below:
International All Cap | First $250 million | 0.35% |
Equity Fund | Next $250 million | 0.30% |
Next $500 million | 0.25% | |
Over $1 billion | 0.20% |
At June 30, 2011, HGINA owned the following number of shares of the Fund:
Shares | |
International All Cap Equity Fund | 104,486 |
Note 4. Compensation of Trustees and Officers
Certain officers and trustees of the Trust are also officers of HGINA. None of the Trust’s officers, other than the compliance officers are compensated by the Trust. The Trust makes no direct payment to trustees affiliated with HGINA. Fees paid to Trustees are reflected as Trustees’ fees and expenses in the Statements of Operations.
The Fund bears a portion of the compensation paid to the compliance officers who perform services for the Trust. This compensation is reflected as Compliance officer fees in the Statement of Operations.
Note 5. Distribution
The Trust has adopted a distribution plan for Class A and Class C shares of the Fund in accordance with Rule 12b-1 under the 1940 Act (the “12b-1 Plan”). Under the 12b-1 Plan, the Fund pays the distributor an annual fee of 0.25% of the average daily net assets attributable to its Class A shares, and an annual fee of 1.00% of the average daily net assets attributable to its Class C shares. The 12b-1 Plan is used to induce or compensate financial intermediaries (including brokerage firms, depository institutions and other firms) to provide distribution and/or services to the Fund and its shareholders.
16
Henderson Global Funds | Notes to financial statements |
(unaudited) |
Note 6. Investment transactions
Purchases and sales of investment securities, excluding short-term investments and U.S. government securities, for the Fund during the six months ended June 30, 2011, were as follows:
Purchases | Sales | |
International All Cap | ||
Equity Fund | $51,244,876 | $48,851,817 |
The U.S. federal income tax basis of the Fund’s investments excluding foreign currency and foreign currency contracts at June 30, 2011, and the gross unrealized appreciation and depreciation, were as follows:
International | |
All Cap | |
Equity Fund | |
Cost | $124,678,777 |
Gross unrealized appreciation | 18,026,700 |
Gross unrealized depreciation | (3,541,910) |
Net unrealized appreciation | 14,484,790 |
Identified cost may differ for book and tax basis reporting purposes primarily due to tax deferral of losses on wash sales and PFIC transactions reflected as of June 30, 2011.
Note 7. Significant concentrations
The Fund invests a substantial percentage of its assets in securities of foreign issuers. These investments may involve certain considerations and risks not typically associated with investments in the United States as a result of, among other factors, the possibility of future political and economic developments and the level of governmental supervision and regulation of securities markets in the respective countries. Some countries in which the Fund invests may require government approval for repatriation of investment income, capital or the proceeds for sales of securities by foreign investors. In addition, if there is deterioration in a country’s balance of payments or for other reasons, a country may impose temporary restrictions on foreign capital remittances abroad. In addition, changes in currency exchange rates will affect the value of investments denominated in a foreign currency, as well as investment income derived from those securities.
The Fund may invest a high percentage of its net assets in specific sectors of the market in order to achieve a potentially greater investment return. As a result, the economic, political and regulatory developments in a particular sector of the market, positive or negative, have a greater impact on a Fund’s net assets and will cause the value of its shares to fluctuate more than if the Fund did not concentrate its investments in a particular sector.
Note 8. Borrowing arrangements
The Trust has a $100 million credit facility for certain funds of the Trust, including the Fund, to facilitate portfolio liquidity. Interest is charged to each participating Fund based on its borrowings at a rate per annum equal to the Federal Funds rate plus 1.25%. In addition, a commitment fee of 0.10% per annum is accrued and apportioned among the participating funds. The commitment fee is included in Miscellaneous fees on the Statement of Operations. No amounts were borrowed by the Fund under this facility during the six months ended June 30, 2011.
17
Henderson Global Funds | Other information |
(unaudited) |
Proxy voting policies
The Fund has filed with the Securities and Exchange Commission its proxy voting records for the twelve months ended June 30, 2011 on Form N-PX, which must be filed each year by August 31. Form N-PX is available on the Securities and Exchange Commission’s website at www.sec.gov. The Fund’s proxy voting records and proxy voting policies and procedures are also available without charge, upon request, by calling 866.443.6337 or by visiting the Fund’s website at www.hendersonglobalinvestors.com.
Quarterly portfolio of investments
A Portfolio of Investments is filed as of the end of the first and third quarter of each fiscal year on Form N-Q. The Fund has filed with the Securities and Exchange Commission the Form N-Q and it is available on the Securities and Exchange Commission’s website at www.sec.gov. Additionally, the Portfolio of Investments may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1.800.SEC.0330. The quarterly Portfolio of Investments are also available without charge, upon request, by calling 866.443.6337 or by visiting the Funds’ website at www.hendersonglobalinvestors.com.
Approval of continuation of investment advisory agreement
The Board of Trustees of Henderson Global Funds oversees the management of the Fund and, as required by law, the investment advisory agreement for the Fund.
In connection with their consideration of that agreement for the Fund, the Trustees received and reviewed a substantial amount of information provided by Henderson Global Investors (North America) Inc. (the “Adviser”) in response to detailed requests of the Independent Trustees and their independent legal counsel. The Trustees also discussed with representatives of management the operations of the Fund and the nature and quality of the advisory and other services provided to the Fund by the Adviser. The Independent Trustees also received and reviewed a memorandum from their counsel regarding their responsibilities in considering continuation of the agreements. Throughout their consideration of the agreements the Independent Trustees were advised by their independent legal counsel. The Independent Trustees met with management to consider the agreements, and at that meeting they also met separately in executive session with their counsel.
May 20, 2011 meeting
At a meeting held on May 20, 2011, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors described below.
Nature, extent and quality of services
The Trustees reviewed and considered the nature, extent and quality of the services provided to the Fund by the Adviser and the Subadviser, taking into account the investment objective and strategy of the Fund and the knowledge they had gained from their regular meetings with management on at least a quarterly basis. In addition, the Trustees reviewed the resources and key personnel of the Adviser and the Subadviser, especially the personnel who provide investment management services to the Fund. The Trustees also considered other services provided to the Fund by the Adviser and the Subadviser, such as managing the execution of portfolio transactions and the selection of broker-dealers for those transactions, monitoring adherence to the Fund’s investment restrictions, producing shareholder reports, providing support services for the Trustees and Trustee committees and overseeing the activities of other service providers, including monitoring compliance with various policies and procedures of the Fund and with applicable securities laws and regulations.
Performance and fees
The Trustees reviewed the management fees, expense ratios, and performance for the Fund, including comparative and percentile ranking information provided in the Lipper Analytical Report. The Trustees then considered the Fund’s investment performance over various time periods. They reviewed information comparing the Fund’s performance with the performance of the Fund’s benchmark and with the performance of comparable funds and peer groups identified by Lipper, an independent provider of investment company data.
The Trustees next examined information on the fees and other expenses paid by the Fund in comparison to information for other comparable funds as provided by Lipper.
The Trustees considered the methodology used by the Adviser and the Subadviser in determining compensation payable to portfolio managers, the very competitive environment for investment management talent and the competitive market for mutual funds in different distribution channels.
The Trustees also reviewed the management fees of the Adviser and the Subadviser for certain affiliated separate accounts and certain non-affiliated sub-advised funds (for which the Adviser or the Subadviser provides only portfolio management services).
The Trustees also reviewed the financial statements of the Adviser and financial information related to its parent company and its corporate structure. In their review, the Trustees considered whether the Adviser and the Subadviser receive adequate incentives to manage the Fund effectively. The Trustees recognized that profitability comparisons among fund managers are difficult because very little comparative information is publicly available and profitability of any manager is affected by numerous factors, including the
18
Henderson Global Funds | Other information |
(unaudited) |
organizational structure of the particular manager, the types of funds and other accounts it manages, possible other lines of business, the methodology for allocating expenses and the manager’s capital structure and cost of capital.
Economies of scale
The Trustees received and considered information about the potential of the Adviser to experience economies of scale as the assets of the Fund increase. The Trustees also noted that the advisory agreement included breakpoints in the fee schedule for the Fund, thereby sharing more economies of scale if the assets of the Fund increase significantly.
Other benefits to the adviser
The Trustees also considered benefits that accrue to the Adviser and the Subadviser from their relationship with the Fund and their use of commissions paid on portfolio brokerage transactions of the Fund to obtain research products and services benefiting the Fund and/or other clients.
June 7, 2011 meeting
At a meeting held on June 7, 2011, it was noted that the Board had met previously in-person on May 20, 2011, to review annual approval related materials. The representatives of the Adviser indicated that there had not been any material changes to the information that had been provided for the May 20, 2011 meeting.
Based on their evaluation of the information provided by the Adviser and the Subadviser and other information, the Trustees determined that the overall arrangements between the Fund and the Adviser were fair and reasonable in light of the nature and quality of the services provided by the Adviser and the Subadviser, the fees charged for those services, and other matters that the Trustees considered relevant in the exercise of their business judgment. In making that determination, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors described below, none of which by itself was considered paramount or dispositive and each Trustee may have weighed the information differently.
Nature, extent and quality of services
The Trustees reviewed and considered the nature, extent and quality of the services provided to the Fund by the Adviser and the Subadviser, taking into account the investment objective and strategy of the Fund and the knowledge they had gained from their May 20, 2011 meeting and their regular meetings with management on at least a quarterly basis. The Trustees concluded that the nature and extent of the services provided to the Fund by the Adviser and the Subadviser were
appropriate and consistent with the terms of the respective advisory agreements, that the quality of those services had been consistent with quality norms in the industry and that the Fund was likely to benefit from the continued provision of those services. They also concluded that the Adviser and the Subadviser had sufficient personnel with the appropriate education and experience to serve the Fund effectively, and had demonstrated their continuing ability to attract and retain well-qualified personnel.
Performance and fees
The Trustees considered the Fund’s investment performance over various time periods. They concluded that the performance of the Fund met or exceeded acceptable levels and that the Fund and its shareholders were benefiting from the current management of the Fund.
The Trustees examined information on the fees and other expenses paid by the Fund in comparison to information for other comparable funds as provided by Lipper. The Trustees also reviewed the management fees of the Adviser and the Subadviser for certain affiliated separate accounts and certain non-affiliated sub-advised funds (for which the Adviser or the Subadviser provides only portfolio management services). The Trustees reviewed information on the profitability of (or loss) to the Adviser and its affiliates of their relationships with the Fund and concluded that the Adviser’s profitability level with respect to the Fund in relation to the services rendered was not unreasonable. Finally, the Trustees considered the financial condition of the Adviser and the Subadviser, which they found to be sound.
The Trustees concluded that the management fees and other compensation payable by the Fund to the Adviser, as well as the fees paid by the Adviser to the Subadviser, were reasonable in relation to the nature and quality of the services provided, taking into account the fees charged by other advisers for managing comparable mutual funds with similar strategies and the fees the Adviser and the Subadviser charge to other clients. The Trustees also concluded that the overall expense ratio of the Fund was reasonable, taking into account the size of the Fund, the quality of services provided by the Adviser and the Subadviser, the investment performance of the Fund and the expense limitations agreed to by the Adviser.
Economies of scale
The Trustees received and considered information about the potential of the Adviser to experience economies of scale as the assets of the Fund increase. Based on all of the information they reviewed, the Trustees concluded that the current fee structure of the Fund was reasonable and that those rates of fees do reflect a sharing between the Adviser
19
Henderson Global Funds | Other information |
(unaudited) |
and the Fund of economies of scale at the current asset level of the Fund.
Other benefits to the adviser
The Trustees also considered benefits that accrue to the Adviser and the Subadviser from their relationship with the Fund and their use of commissions paid on portfolio brokerage transactions of the Fund to obtain research products and services benefiting the Fund and/or other clients. The Trustees concluded that the use by the Adviser and the Subadviser of commissions paid by the Fund to obtain research products and services was consistent with regulatory requirements and likely benefits the Fund.
After full consideration of the above factors as well as other factors that were instructive in analyzing the management arrangements, the Trustees, including all of the Independent Trustees, concluded that the continuation of the investment advisory and sub-advisory agreement was in the best interest of the Fund and its shareholders.
Federal tax information
Certain tax information for the Fund is required to be provided to shareholders based on the Fund’s income and distributions for the taxable year ending December 31, 2011. In February 2012, shareholders will receive Form 1099-DIV which will include their share of foreign tax credit, qualified dividends and capital gains distributed during the calendar year 2011. Shareholders are advised to check with their tax advisors for information on the treatment of these amounts on their individual income tax returns.
On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. One of the more prominent changes addresses capital loss carryforwards. Under the Act, each fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital loss carryforwards will retain their character as either short-term or long-term capital losses rather than being considered all short-term as permitted under previous regulation.
Shareholder expense
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees and (2) ongoing costs, including management fees, distribution (12b-1) fees, shareholder services fees and other Fund expenses. The example in Table 1 and Table 2 is intended to help you understand your ongoing costs of investing in the Fund and to compare these costs with ongoing costs of investing in other mutual funds. It is based on an investment of $1,000 invested at the beginning of the period and held for the six months ended June 30, 2011.
Actual expenses
Table 1 provides information about actual account values and actual expenses. You may use the information in this line, together with the amount invested, to estimate the expenses that you incurred over the period. Simply divide your account value at the end of the period by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses attributable to your investment during this period.
Hypothetical example for
comparison purposes
Table 2 provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. Thus you should not use the hypothetical account values and expenses to estimate your actual ending account balance or the expense attributable to your investment during the period. Rather, these figures are provided to enable you to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
20
Henderson Global Funds | Other information |
(unaudited) |
Expenses paid during the period include amounts reflected in the Fund Statement of Operations net of reimbursements by the investment advisor. The annualized expense ratios used in the example are as follows:
Class A | Class C | Class I | |
International All Cap | |||
Equity Fund | 1.36% | 2.11% | 1.11% |
Please note that the expenses do not reflect shareowner transaction costs such as front-end sales charges and redemption fees. These fees are described for the Fund and share class in the Performance summary of this report on page 3. Table 2 is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
Table 1 | Table 2 | |||||||
Beginning | Ending | Beginning | Ending | |||||
account | account | Expenses | Hypothetical | account | account | Expenses | ||
value | value | paid | (assuming a | value | value | paid | ||
January 1, | June 30, | during | 5% return | January 1, | June 30, | during | ||
Actual | 2011 | 2011 | the Period* | before expenses) | 2011 | 2011 | the Period* | |
International | International | |||||||
All Cap | All Cap | |||||||
Equity Fund | Equity Fund | |||||||
Class A | $1,000.00 | $1,010.10 | $6.78 | Class A | $1,000.00 | $1,018.26 | $6.81 | |
Class C | $1,000.00 | $1,005.60 | $10.49 | Class C | $1,000.00 | $1,014.54 | $10.54 | |
Class I | $1,000.00 | $1,011.20 | $5.54 | Class I | $1,000.00 | $1,019.50 | $5.56 |
* Expenses are equal to the Fund’s annualized net expense ratio multiplied by the average account value over the period multiplied by 181 days in the period, and divided by 365 (to reflect the one-half year period).
21
Henderson Global Funds
Trustees | Investment Adviser |
C. Gary Gerst, Chairman | Henderson Global Investors (North America) Inc. |
James W. Atkinson | 737 North Michigan Avenue, Suite 1700 |
Roland C. Baker | Chicago, IL 60611 |
Faris F. Chesley | |
Richard W. Durkes | Transfer Agent |
James G. O’Brien* | State Street Bank & Trust Company |
Charles Thompson II* | State Street Financial Center |
One Lincoln Street | |
Officers | Boston, MA 02111 |
James G. O’Brien, President | |
Alanna P. Nensel, Vice President | For more information |
Charles Thompson II, Vice President | Please call 1.866.4HENDERSON |
Scott E. Volk, Vice President | (1.866.443.6337) |
Christopher K. Yarbrough, Secretary | or visit our website: |
Kenneth A. Kalina, Chief Compliance Officer | www.hendersonglobalinvestors.com |
Troy M. Statczar, Treasurer | |
Richard J. Mitchell, Assistant Treasurer |
*Trustee is an “interested person” of the Fund as defined in the Investment Company Act of 1940, as amended.
The views expressed in this report and information about the Fund’s portfolio holdings are for the period covered by this report and are subject to change hereafter. This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus, which includes information regarding the Fund’s risks, objectives, fees and expenses, experience of its management, and other information. Henderson Global Investors is the name under which various subsidiaries of Henderson Group plc, a UK limited company, provide investment products and services.
Foreside Fund Services, LLC, Distributor
23
Privacy notice
Henderson Global Funds
This notice describes the privacy practices followed by Henderson Global Funds.
Your privacy is our top priority. Our policy is to respect the privacy of current and former shareholders and to protect personal information entrusted to us. We do not share any nonpublic personal information of shareholders or former shareholders with any nonaffiliated third parties, except as permitted by law or as authorized by our shareholders.
In the course of providing products and services to you, we collect nonpublic personal information about you from various sources such as account applications or agreements, other account forms, transactions in your account, and from information captured on our website, including any information captured through our use of “cookies.” Such information may include your name, address, account or tax identification number, the types and amounts of investments, and bank account information. More detailed information about our Internet policy is available on our website, www.henderson.com.
In the normal course of serving shareholders, we may share information we collect with entities that help us process information or service your request, such as transfer agents, custodians, broker-dealers and marketing service firms, as well as with other financial institutions with whom we have joint marketing agreements. We may share information in connection with servicing accounts or to inform shareholders of products and services that we believe may be of interest to them. The organizations that receive shareholder information will use that information only for the services required and as allowed by applicable law or regulation, and are not permitted to share or use this information for any other purpose. We will disclose your personal information to government agencies, law enforcement officials, and others in the limited circumstances where we believe, in good faith, that such disclosure is required or permitted by law. For example, we will disclose your personal information in order to comply with a court order, to cooperate with government or industry regulators, or law enforcement authorities.
Access to customers’ nonpublic personal information is restricted to employees who need to access that information. To guard shareholder’s nonpublic personal information, we use industry standard physical, electronic, and procedural safeguards. A shareholder’s right to privacy extends to all forms of contact with us, including telephone, written correspondence, and electronic media, such as the Internet.
For questions concerning this policy, please contact us by writing to: Alanna Nensel, Henderson Global Investors (North America) Inc., 737 North Michigan Avenue, Suite 1700, Chicago, Illinois 60611.
Item 2. Code of Ethics.
Not required.
Item 3. Audit Committee Financial Expert.
Not required.
Item 4. Principal Accountant Fees and Services.
Not required.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Schedule of Investments.
(a) | Schedule of Investments is included as a part of the report to shareholders filed under Item 1 of this Form N-CSR. |
(b) | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to this Item.
Item 11. Controls and Procedures.
(a) | The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized and reported timely. |
(b) | There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting. |
Item 12. Exhibits.
(a)(1) | Not applicable. |
(a)(2) | The certifications required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) are attached hereto. |
(a)(3) | Not applicable. |
(b) | The certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)) and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
HENDERSON GLOBAL FUNDS
By: /s/ James G. O’Brien
James G. O’Brien
President (principal executive officer) of Henderson Global Funds
Date: September 8, 2011
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/ James G. O’Brien
James G. O’Brien
President (principal executive officer) of Henderson Global Funds
Date: September 8, 2011
By: /s/ Troy Statczar
Troy Statczar
Treasurer (principal financial officer) of Henderson Global Funds
Date: September 8, 2011