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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM N-CSRS
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number | 811-21465 | |
ING Clarion Global Real Estate Income Fund
259 N. Radnor-Chester Road
Radnor, PA 19087
T. Ritson Ferguson, President and Chief Executive Officer
ING Clarion Global Real Estate Income Fund
259 N. Radnor-Chester Road
Radnor, PA 19087
Registrant’s telephone number, including area code: | 1-888-711-4CRA | |
Date of fiscal year end: | December 31, 2004 | |
Date of reporting period: | June 30, 2004 | |
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
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Item 1. Report(s) to Stockholders.
The Trust’s annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 is as follows:
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Dear Shareholder,
The ING Clarion Global Real Estate Income Fund (AMEX: IGR) is a closed end fund offering a balanced approach to investing in real estate securities. The Fund commenced operations on February 18, 2004 and invests in a mix of real estate equity securities, both common and preferred stocks, issued by real estate companies operating in major industrialized nations. The majority of investees are organized under tax-efficient regimes such as the real estate investment trusts in the United States which permit distribution of income to shareholders with little or no corporate tax. To provide diversification benefits to Fund shareholders, the Fund’s assets are invested in major economic regions around the globe, including Asia-Pacific (mainly Australia, Hong Kong, and Japan); Europe (mainly the United Kingdom and Common Market nations such as the Netherlands, France, and Spain); and North America (Canada and the United States). | |
In April 2004, we declared and paid our first monthly dividend of $0.09375 per share (or $1.125 annualized), which equates to a 9.07% yield on the Fund’s closing price of $12.40 on June 30, 2004, and a yield of 8.38% on the $13.42 closing price on August 24, 2004. The market yield on the shares varies as demand and supply of the shares changes in the market. The annualized dividend also equates to a 7.50% yield on the Fund’s initial offering price of $15.00 per share. | |
The Fund’s initial public offering of common stock in February 2004 raised approximately $1.45 billion in net proceeds. On May 11, 2004, the Fund raised an additional $710 million through an offering of preferred shares. The total gross assets of the Fund as of June 30, 2004 were $2.14 billion, with more than 101 million shares of common stock outstanding. The Fund was essentially fully invested with a net cash balance of less than 4% at June 30. The Fund’s net asset value, or NAV, per share increased from an initial $14.32 per share on February 25 to $14.82 per share on April 1, 2004 before a market decline set in as more fully described below. This market decline reduced NAV to $13.58 per share on June 30. Fund NAV has subsequently recovered by approximately 4.1% to $14.14 per share as of August 24. | |
The Fund is managed by ING Clarion Real Estate Securities (“ING Clarion RES”), which manages approximately $5.1 billion of real estate securities portfolios and is a part of ING Clarion which manages approximately $12.5 billion of real estate assets on behalf of clients. ING Clarion is a wholly owned subsidiary of the ING Group, a global financial services firm with over 100,000 employees in 60 countries around the world. Globally, ING manages over $49 billion in real estate assets. ING Clarion and ING Real Estate have over 1,000 employees around the world involved in real estate. This network of real estate professionals provides current research and real-time information on property markets that help our securities management team evaluate which equity securities are appropriate for the Fund’s investment portfolio. | |
After a strong first quarter, U.S. and global markets for real estate securities began a sharp decline following the April 1 release of a strong employment report in the U.S. This report caused fears of sharply rising interest rates and inflation in the United States, and was reflected in other parts of the globe, although not nearly to the degree seen in the U.S. | |
This April sell-off proved to be a buying opportunity, and your Fund was fortunate to have liquidity to take significant advantage of this opportunity. In the U.S., the widely followed Morgan Stanley REIT index, which is available intraday (symbol “RMS”), ultimately fell 21% from its high of 662 on April 2nd to a low of 526 on May 11th. By the end of June, RMS had regained 17% to close at 616. Despite early fears that a strong economy and the attendant rising interest rates would hurt the yield appeal of REITs, the market seems to have come around to thinking that ultimately a stronger economy is good news for real estate companies as it drives increased demand for real estate which translates into increasing occupancies, firming rents and higher cash flows. Property companies outside the U.S. held up much better during the April/ May correction in U.S. REITs, thus demonstrating benefits of diversification. | |
At June 30, the gross invested assets of the Fund were invested approximately 87% common stocks, 9% U.S. preferred stocks, and 4% short-term marketable securities. The geographic breakdown was approximately 14% Europe, 14% Asia-Pacific region, 8% Canada, and 59% United States (being 50% common and 9% preferred stocks), and 4% short-term marketable securities. | |
Europe. European property stocks have been the strongest performers for the four months ended June 30, with strength notable in both the U.K. and continental Europe. Specifically, Europe (including the U.K.) was up approximately 4%, vs. modest declines for North America and Asia-Pacific regions based upon the S&P/Citigroup World Property Index. While the Netherlands and France have adopted tax-efficient pass-through structures for real estate companies, |
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U.K. authorities circulated a Consultation Paper on a REIT-type structure in the spring and are currently considering industry and public comments. Longer term we believe the Fund’s focus on higher-yielding securities will prove to be a positive for shareholders. | |
Asia-Pacific. Because of the Fund’s income orientation, we have been overweight Australia, where yields on the Listed Property Trusts (the Aussie equivalent to U.S. REITs) are generally strong and rising modestly, and sharply underweight the low dividend paying and more volatile Japan and Hong Kong companies. During the period two major consolidations took place or were agreed to that should have positive long-term implications for the LPT market. In early July, Westfield Holdings merged with two affiliated LPTs and created the world’s largest shopping mall owner and operator with holdings in Australia, the U.K., and the U.S. In July Lend Lease Corp. proposed merging with General Property Trust, a major LPT that it has sponsored, and GPT agreed to merger terms in August. If and when this merger is completed, the reconstituted Lend Lease and merged Westfield will become two of the world’s largest property companies. | |
North America. North American markets are still all about the economy . . . and the data is more ambiguous now. Investors’ appetite for stocks seems tempered by a handful of themes, including rising oil prices (which acts as a drag on consumer and business spending for other goods and services), rising concern about terrorism around the U.S. elections, and the possible implications of a change in administration on economic and tax policy. The economic data is by and large still very positive. U.S. GDP grew at 3% in the second quarter. Jobless claims are declining. Consumer confidence is high and improving. However, the good news is tempered somewhat by the fact that the data related to the economy is a little bit weaker than expectations. For instance, the 3% GDP growth rate was below the 3.7% expected and marks a decline from the first quarter and the fourth quarter of last year. We see more good than bad in the economic data as a whole, but the market remains hesitant to embrace the certainty of a continued expansion. For real estate stocks, a continued modest expansion accompanied by slowly rising interest rates is a virtually ideal scenario. | |
Second quarter earnings reports were encouraging. The vast majority of U.S. REIT companies’ reporting earnings have met or exceeded analysts’ expectations. Of the major companies we follow that have reported, 61% beat estimates, 23% met estimates, and 16% missed estimates. Furthermore, the actual reported year-over-year growth on a weighted average basis was 6.3% versus the 1.2% growth that had been expected. Not surprisingly, we have seen a significant number of U.S. companies raise their earnings guidance for the balance of this year and next. These reports encourage us to believe that our estimates of 4% growth this year and 8% next year for U.S. REIT-industry earnings are not too optimistic. | |
With the rest of the market, we are watching carefully the evolving picture of the economy, but thus far expect a continued modest expansion which should bode well for improving real estate fundamentals. Given that valuations for real estate stocks are still in line with historical averages, we continue to be constructive about the total return prospects for an actively managed portfolio of real estate stocks. | |
As always, we appreciate your continued faith and confidence. |
Sincerely,
ING CLARION REAL ESTATE SECURITIES
T. Ritson Ferguson | Steven D. Burton | Kenneth D. Campbell | ||
President and | Co-Portfolio Manager | Co-Portfolio Manager | ||
Chief Executive Officer |
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U.S. $ | ||||||||
Shares | Value | |||||||
Common Stock – 132.9% | ||||||||
Real Estate Investment Trusts (“REIT”) – 132.9% | ||||||||
Australia – 18.2% | ||||||||
Diversified – 4.6% | ||||||||
8,650,000 | General Property Trust | $ | 21,029,369 | |||||
31,035,794 | Investa Property Group | 42,158,211 | ||||||
63,187,580 | ||||||||
Office Property – 2.3% | ||||||||
12,721,643 | Deutsche Office Trust | 10,191,210 | ||||||
26,654,371 | Ronin Property Group | 20,981,261 | ||||||
31,172,471 | ||||||||
Shopping Centers – 8.4% | ||||||||
9,984,178 | Macquarie CountryWide Trust | 11,962,597 | ||||||
39,520,000 | Westfield America Trust | 65,796,007 | ||||||
12,345,119 | Westfield Trust | 37,924,387 | ||||||
115,682,991 | ||||||||
Warehouse & Industrial – 2.9% | ||||||||
17,129,177 | Macquarie Goodman Industrial Trust | 20,046,127 | ||||||
27,584,000 | Macquarie ProLogis Trust | 19,791,521 | ||||||
39,837,648 | ||||||||
249,880,690 | ||||||||
Canada – 12.1% | ||||||||
Diversified – 4.3% | ||||||||
1,761,900 | Boardwalk Real Estate Investment Trust | 20,828,726 | ||||||
609,900 | Dundee Real Estate Investment Trust* | 10,621,790 | ||||||
2,166,800 | Summit Real Estate Investment Trust | 28,346,576 | ||||||
59,797,092 | ||||||||
Hotels – 1.4% | ||||||||
2,239,900 | InnVest Real Estate Investment Trust* | 18,878,143 | ||||||
Health Care – 1.2% | ||||||||
2,111,800 | Retirement Residences Real Estate Investment Trust* | 16,428,174 | ||||||
Office Property – 2.3% | ||||||||
3,403,700 | O&Y Real Estate Investment Trust* | 31,352,374 | ||||||
Shopping Centers – 2.1% | ||||||||
200,100 | Calloway Real Estate Investment Trust | 2,220,763 | ||||||
2,276,600 | RioCan Real Estate Investment Trust | 27,337,878 | ||||||
29,558,641 | ||||||||
Warehouse & Industrial – 0.8% | ||||||||
884,800 | H&R Real Estate Investment Trust | 10,770,043 | ||||||
166,784,467 | ||||||||
France – 3.9% | ||||||||
Apartments – 1.5% | ||||||||
266,137 | Gecina SA | 20,917,171 | ||||||
Diversified – 2.4% | ||||||||
321,929 | Unibail | 33,292,330 | ||||||
54,209,501 | ||||||||
Hong Kong – 2.2% | ||||||||
Diversified – 2.2% | ||||||||
8,133,000 | Hang Lung Properties Ltd. | 10,479,326 | ||||||
2,400,000 | Sun Hung Kai Properties Ltd. | 19,692,813 | ||||||
30,172,139 | ||||||||
Japan – 1.4% | ||||||||
Diversified – 0.6% | ||||||||
615,000 | Mitsubishi Estate Co., Ltd. | 7,631,490 | ||||||
Shopping Centers – 0.8% | ||||||||
1,673 | Japan Retail Fund Investment Corp. | 11,545,333 | ||||||
19,176,823 | ||||||||
Netherlands – 11.0% | ||||||||
Diversified – 9.5% | ||||||||
97,280 | Corio NV | 4,142,445 | ||||||
327,601 | Eurocommercial Properties NV | 9,944,454 | ||||||
993,694 | Nieuwe Steen Investments NV | 20,129,458 | ||||||
348,686 | Rodamco Europe NV | 21,062,937 | ||||||
915,000 | Wereldhave NV | 75,254,584 | ||||||
130,533,878 | ||||||||
Shopping Centers – 1.5% | ||||||||
401,461 | VastNed Retail NV | 20,734,149 | ||||||
151,268,027 | ||||||||
Spain – 0.2% | ||||||||
Diversified – 0.2% | ||||||||
90,888 | Inmobiliaria Colonial SA | 2,322,154 | ||||||
United Kingdom – 6.6% | ||||||||
Diversified – 5.7% | ||||||||
984,000 | British Land Co. Plc | 12,375,394 | ||||||
1,105,242 | Hammerson Plc | 13,960,340 | ||||||
1,401,700 | Land Securities Group Plc | 29,461,577 | ||||||
2,807,700 | Slough Estates Plc | 22,849,287 | ||||||
78,646,598 | ||||||||
Shopping Centers – 0.9% | ||||||||
853,400 | Liberty International Plc | 11,777,545 | ||||||
90,424,143 | ||||||||
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U.S. $ | ||||||||
Shares | Value | |||||||
Common Stock (continued) | ||||||||
United States – 77.3% | ||||||||
Apartments – 14.4% | ||||||||
1,219,600 | Amli Residential Properties Trust | $ | 35,783,064 | |||||
1,064,000 | Apartment Investment & Management Co. – Class A | 33,122,320 | ||||||
1,119,000 | Archstone-Smith Trust | 32,820,270 | ||||||
341,700 | Camden Property Trust | 15,649,860 | ||||||
1,369,850 | Gables Residential Trust | 46,547,503 | ||||||
254,600 | Home Properties, Inc. | 9,924,308 | ||||||
637,700 | Mid-America Apartment Communities, Inc. | 24,162,453 | ||||||
198,009,778 | ||||||||
Diversified – 10.7% | ||||||||
349,500 | Bedford Property Investors, Inc. | 10,219,380 | ||||||
167,500 | BNP Residential Properties, Inc. | 2,200,950 | ||||||
402,900 | Colonial Properties Trust | 15,523,737 | ||||||
717,600 | iStar Financial, Inc. | 28,704,000 | ||||||
711,031 | Keystone Property Trust | 17,086,075 | ||||||
759,900 | Liberty Property Trust | 30,555,579 | ||||||
970,300 | Newcastle Investment Corp. | 29,060,485 | ||||||
863,000 | U.S. Restaurant Properties, Inc. | 13,108,970 | ||||||
146,459,176 | ||||||||
Health Care – 9.4% | ||||||||
1,378,400 | Health Care REIT, Inc. | 44,798,000 | ||||||
337,900 | Healthcare Realty Trust, Inc. | 12,664,492 | ||||||
2,980,800 | Nationwide Health Properties, Inc. | 56,337,120 | ||||||
1,577,300 | OMEGA Healthcare Investors, Inc. | 15,836,092 | ||||||
129,635,704 | ||||||||
Hotels – 2.5% | ||||||||
321,000 | Hersha Hospitality Trust | 3,171,480 | ||||||
736,000 | Hospitality Properties Trust | 31,132,800 | ||||||
34,304,280 | ||||||||
Manufactured Homes – 0.6% | ||||||||
500,000 | Affordable Residential Communities | 8,300,000 | ||||||
Office Property – 22.3% | ||||||||
824,000 | Arden Realty, Inc. | 24,233,840 | ||||||
771,200 | Brandywine Realty Trust | 20,968,928 | ||||||
3,884,000 | Equity Office Properties Trust | 105,644,800 | ||||||
585,800 | Glenborough Realty Trust, Inc. | 10,749,430 | ||||||
353,400 | Highwoods Properties, Inc. | 8,304,900 | ||||||
2,841,884 | HRPT Properties Trust | 28,447,259 | ||||||
294,000 | Mack-Cali Realty Corp. | 12,165,720 | ||||||
1,447,500 | Maguire Properties, Inc. | 35,854,575 | ||||||
161,300 | Mission West Properties, Inc. | 1,953,343 | ||||||
1,238,000 | Prentiss Properties Trust | 41,497,760 | ||||||
582,500 | Reckson Associates Realty Corp. | 15,995,450 | ||||||
305,816,005 | ||||||||
Regional Malls – 0.8% | ||||||||
237,800 | The Macerich Co. | 11,383,486 | ||||||
Shopping Centers – 12.7% | ||||||||
143,600 | Cedar Shopping Centers, Inc. | 1,649,964 | ||||||
570,700 | Commercial Net Lease Realty | 9,816,040 | ||||||
619,000 | Glimcher Realty Trust | 13,692,280 | ||||||
2,603,530 | Heritage Property Investment Trust | 70,451,522 | ||||||
50,000 | Inland Real Estate Corp. | 650,500 | ||||||
1,579,000 | New Plan Excel Realty Trust | 36,885,440 | ||||||
1,194,000 | Pennsylvania Real Estate Investment Trust | 40,894,500 | ||||||
174,040,246 | ||||||||
Storage – 0.5% | ||||||||
171,100 | Sovran Self Storage, Inc. | 6,532,598 | ||||||
Warehouse & Industrial – 3.4% | ||||||||
1,261,100 | First Industrial Realty Trust, Inc. | 46,509,368 | ||||||
1,060,990,641 | ||||||||
Total Common Stock (cost $1,890,992,900) | 1,825,228,585 | |||||||
Preferred Stock – 11.4% | ||||||||
Real Estate Investment Trusts (“REIT”) – 11.4% | ||||||||
United States – 11.4% | ||||||||
Apartments – 0.4% | ||||||||
200,000 | Mid-America Apartment Communities, Inc., Series H | 5,030,000 | ||||||
Diversified – 3.2% | ||||||||
36,000 | Bedford Property Investors, Inc. (a) | 1,778,627 | ||||||
170,000 | Bedford Property Investors, Inc. | 4,080,000 | ||||||
1,015,000 | iStar Financial, Inc., Series I | 23,588,600 | ||||||
192,300 | Keystone Property Trust, Series D | 4,980,570 | ||||||
400,000 | Keystone Property Trust, Series E | 10,080,000 | ||||||
44,507,797 | ||||||||
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U.S. $ | ||||||||
Shares | Value | |||||||
Preferred Stock (continued) | ||||||||
Finance – 0.4% | ||||||||
240,000 | RAIT Investment Trust, Series A | $ | 5,774,400 | |||||
Health Care – 2.0% | ||||||||
1,000,000 | LTC Properties, Inc., Series F | 24,500,000 | ||||||
120,000 | OMEGA Healthcare Investors, Inc., Series D | 3,012,000 | ||||||
27,512,000 | ||||||||
Hotels – 2.6% | ||||||||
800,000 | Host Marriot Corp., Series E | 20,360,000 | ||||||
200,000 | Innkeepers USA Trust, Series C | 4,820,000 | ||||||
430,000 | Winston Hotels, Inc. | 10,328,600 | ||||||
35,508,600 | ||||||||
Manufactured Homes – 0.3% | ||||||||
140,000 | Affordable Residential Communities, Series A | 3,605,000 | ||||||
Office Property – 1.6% | ||||||||
400,000 | Alexandria Real Estate Corp., Series C | 10,137,520 | ||||||
291,800 | Maguire Properties, Inc., Series A | 7,046,970 | ||||||
192,500 | SL Green Realty Corp., Series C | 4,812,500 | ||||||
21,996,990 | ||||||||
Regional Malls – 0.9% | ||||||||
362,200 | Glimcher Realty Trust, Series G | 8,602,250 | ||||||
155,100 | The Mills Corp. | 4,065,171 | ||||||
12,667,421 | ||||||||
Shopping Centers – 0.0% | ||||||||
7,200 | Pennsylvania Real Estate Investment Trust | 424,080 | ||||||
Total Preferred Stock (cost $161,838,274) | 157,026,288 | |||||||
Principal | U.S. $ | |||||||
Amount | Value | |||||||
U.S. Government and Agency Securities – 6.0% | ||||||||
Federal Home Loan Bank – 6.0% | ||||||||
$ | 81,685,000 | 0.95%, 7/01/04 (b) (cost $81,682,844) | 81,685,000 | |||||
Shares | ||||||||
Convertible Preferred Stock – 1.6% | ||||||||
Real Estate Investment Trusts (“REIT”) – 1.6% | ||||||||
United States – 1.6% | ||||||||
Hotels – 1.2% | ||||||||
685,000 | Felcor Lodging Trust, Inc., Series A | 16,440,000 | ||||||
Shopping Centers – 0.4% | ||||||||
200,000 | Ramco-Gershenson Properties Trust, Series C | 5,770,000 | ||||||
Total Convertible Preferred Stock (cost $21,816,150) | 22,210,000 | |||||||
Total Investments – 151.9% (cost $2,156,330,168) | 2,086,149,873 | |||||||
Liabilities in Excess of Other Assets – (0.2)% | (2,752,089 | ) | ||||||
Preferred shares, at redemption value – (51.7)% | (710,000,000 | ) | ||||||
Net Assets Applicable to Common Shares – 100% (c) | $ | 1,373,397,784 | ||||||
(a) | Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. At June 30, 2004, the security amounted to $1,778,627 or 0.1% of net assets. |
(b) | Effective rate at time of purchase. |
(c) | Portfolio percentages are calculated based on net assets applicable to Common Shares. |
* | Deemed to be restricted. |
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Assets | ||||||
Investments, at value (cost $2,156,330,168) | $ | 2,086,149,873 | ||||
Foreign currency, at value (cost $291,571) | 292,321 | |||||
Cash | 1,553 | |||||
Receivable for investment securities sold | 39,813,170 | |||||
Dividends receivable | 13,502,415 | |||||
Unrealized appreciation on spot contracts | 57,538 | |||||
Other assets | 50,866 | |||||
Total Assets | 2,139,867,736 | |||||
Liabilities | ||||||
Payable for investment securities purchased | 52,320,737 | |||||
Payable to advisor for offering costs | 2,389,565 | |||||
Management fee payable | 1,008,462 | |||||
Dividends payable – preferred shares | 224,673 | |||||
Unrealized depreciation on swap contracts | 16,490 | |||||
Accrued expenses and other liabilities | 510,025 | |||||
Total Liabilities | 56,469,952 | |||||
Preferred Shares, at redemption value | ||||||
$.001 par value per share; 28,400 Auction Preferred Shares authorized, issued and outstanding at $25,000 per share liquidation preference | 710,000,000 | |||||
Net Assets Applicable to Common Shares | $ | 1,373,397,784 | ||||
Composition of Net Assets Applicable to Common Shares | ||||||
Common Shares, $.001 par value per share; unlimited number of shares authorized, 101,161,287 shares issued and outstanding | $ | 101,161 | ||||
Additional paid-in capital | 1,438,426,334 | |||||
Undistributed net investment income | 20,789,089 | |||||
Net realized loss on investments, swap contracts and foreign currency transactions | (15,581,772 | ) | ||||
Net unrealized depreciation on investments, swap contracts and foreign currency denominated assets and liabilities | (70,337,028 | ) | ||||
Net Assets Applicable to Common Shares | $ | 1,373,397,784 | ||||
Net Asset Value Applicable to Common Shares | ||||||
(based on 101,161,287 common shares outstanding) | $ | 13.58 | ||||
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Investment Income | ||||||||||
Dividends (net of foreign withholding taxes of $2,232,534) | $ | 45,753,673 | ||||||||
Interest | 433,609 | |||||||||
Total Investment Income | $ | 46,187,282 | ||||||||
Expenses | ||||||||||
Management fees | 5,046,015 | |||||||||
Interest expense on line of credit | 870,619 | |||||||||
Auction agent fees – preferred shares | 222,236 | |||||||||
Administration fees | 125,066 | |||||||||
Transfer agent fees | 92,702 | |||||||||
Custodian fees | 86,807 | |||||||||
Printing fees | 60,742 | |||||||||
Insurance fees | 47,837 | |||||||||
Rating agency fees | 35,027 | |||||||||
Organizational expenses | 35,000 | |||||||||
Legal fees | 20,248 | |||||||||
Audit fees | 16,198 | |||||||||
Trustees’ fees and expenses | 14,192 | |||||||||
AMEX listing fee | 9,637 | |||||||||
Miscellaneous expenses | 4,049 | |||||||||
Total Expenses | 6,686,375 | |||||||||
Management fee waived | (1,484,122 | ) | ||||||||
Net Expenses | 5,202,253 | |||||||||
Net Investment Income | 40,985,029 | |||||||||
Net Realized and Unrealized Gain (Loss) on Investments, Swap Contracts and Foreign Currency Transactions | ||||||||||
Net realized gain (loss) on: | ||||||||||
Investments | (12,417,306 | ) | ||||||||
Foreign currency transactions | (3,164,466 | ) | ||||||||
(15,581,772 | ) | |||||||||
Net unrealized appreciation (depreciation) on: | ||||||||||
Investments | (70,180,295 | ) | ||||||||
Swap contracts | (16,490 | ) | ||||||||
Foreign currency denominated assets and liabilities | (140,243 | ) | ||||||||
(70,337,028 | ) | |||||||||
Net Loss on Investments, Swap Contracts and Foreign Currency Transactions | (85,918,800 | ) | ||||||||
Dividends and Distributions on Preferred Shares from | ||||||||||
Net investment income | (1,242,665 | ) | ||||||||
Net Decrease in Net Assets Applicable to Common Shares Resulting from Operations | $ | (46,176,436 | ) | |||||||
* | Commencement of operations. |
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Change in Net Assets Applicable to Common Shares Resulting from Operations | |||||
Net investment income | $ | 40,985,029 | |||
Net realized loss on investments, swap contracts and foreign currency transactions | (15,581,772 | ) | |||
Net unrealized depreciation on investments, swap contracts and foreign currency denominated assets and liabilities | (70,337,028 | ) | |||
Dividends and distributions on Preferred Shares from net investment income | (1,242,665 | ) | |||
Net decrease in net assets applicable to Common Shares resulting from operations | (46,176,436 | ) | |||
Dividends and Distributions on Common Shares | |||||
Net investment income | (18,953,275 | ) | |||
Capital Share Transactions | |||||
Net proceeds from the issuance of Common Shares | 1,436,503,000 | ||||
Reinvestment of dividends | 2,024,495 | ||||
Net increase from capital share transactions | 1,438,527,495 | ||||
Net Increase in Net Assets | 1,373,397,784 | ||||
Net Assets Applicable to Common Shares | |||||
Beginning of period | — | ||||
End of period (including undistributed net investment income of $20,789,089) | $ | 1,373,397,784 | |||
* | Commencement of operations. |
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Cash Flows from Operating Activities: | ||||||
Net decrease in net assets applicable to Common Shares resulting from operations | $ | (46,176,436 | ) | |||
Adjustments to Reconcile Net Decrease in Net Assets Applicable to Common Shares Resulting From Operations to Net Cash Used in Operating Activities: | ||||||
Cost of long-term securities purchased | (2,231,384,622 | ) | ||||
Proceeds from sale of long-term securities | 144,315,626 | |||||
Net purchase of short-term securities | (81,261,181 | ) | ||||
Increase in foreign currency, at value | (292,321 | ) | ||||
Increase in receivable for investment securities sold | (39,813,170 | ) | ||||
Increase in dividends receivable | (13,502,415 | ) | ||||
Increase in unrealized appreciation on foreign currency | (57,538 | ) | ||||
Increase in other assets | (50,866 | ) | ||||
Increase in payable for investment securities purchased | 52,320,737 | |||||
Increase in payable to advisor for offering costs | 2,389,565 | |||||
Increase in management fee payable | 1,008,462 | |||||
Increase in dividends payable – preferred shares | 224,673 | |||||
Increase in unrealized depreciation on swap contracts | 16,490 | |||||
Increase in accrued expenses and other liabilities | 510,025 | |||||
Net change in unrealized depreciation on investments | 70,180,295 | |||||
Net accretion of bond discount and amortization of bond premium | (417,297 | ) | ||||
Net realized loss on investments | 12,417,306 | |||||
Net Cash Used in Operating Activities | (2,129,572,667 | ) | ||||
Cash Flows From Financing Activities: | ||||||
Cash received from the issuance of Common Shares | 1,436,503,000 | |||||
Cash received from issuance of Preferred Shares | 710,000,000 | |||||
Reinvestment of dividends | 2,024,495 | |||||
Cash distributions paid on Common Shares | (18,953,275 | ) | ||||
Net Cash Provided by Financing Activities | 2,129,574,220 | |||||
Net increase in cash | 1,553 | |||||
Cash at Beginning of Period | — | |||||
Cash at End of Period | $ | 1,553 | ||||
* | Commencement of operations. |
Supplemental disclosure of cash flow information:
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Per share operating performance for a Common Share outstanding throughout the period | ||||||
Net asset value, beginning of period | $ | 14.33 | (2) | |||
Income from investment operations(3) | ||||||
Net investment income | 0.42 | |||||
Net realized and unrealized loss on investments, swap contracts and foreign currency transactions | (0.97 | ) | ||||
Dividends and distributions on Preferred Shares from net investment income (common stock equivalent basis) | (0.01 | ) | ||||
Total from investment operations | (0.45 | ) | ||||
Dividends and distributions on Common Shares | ||||||
Net investment income | (0.19 | ) | ||||
Total dividends and distributions to Common Shareholders | (0.19 | ) | ||||
Net asset value, end of period | $ | 13.58 | ||||
Market value, end of period | $ | 12.40 | ||||
Total investment return(4) | ||||||
Net asset value | (3.90 | %) | ||||
Market value | (16.12 | %) | ||||
Ratios and supplemental data | ||||||
Net assets, applicable to Common Shares, end of period (thousands) | $ | 1,373,398 | ||||
Ratios to average net assets applicable to Common Shares of: | ||||||
Net expenses, after fee waiver+ | 0.87 | %(5) | ||||
Net expenses, before fee waiver+ | 1.12 | %(5) | ||||
Net investment income, after fee waiver, after preferred share dividends+ | 6.70 | %(5) | ||||
Preferred share dividends | 0.21 | %(5) | ||||
Net investment income, after fee waiver, before preferred share dividends+ | 6.91 | %(5) | ||||
Portfolio turnover rate | 9.65 | % | ||||
Leverage analysis: | ||||||
Preferred shares, at redemption value, ($25,000 per share liquidation preference) (thousands) | $ | 710,000 | ||||
Net asset coverage per share of preferred shares | $ | 73,359 |
(1) | Commencement of operations. |
(2) | Net asset value at February 18, 2004. |
(3) | Based on average shares outstanding. |
(4) | Total investment return on net asset value is calculated assuming a purchase at the offering price $14.33 per share paid by the initial shareholder on the first day and a sale at net asset value on the last day of the period reported. Total investment return based upon market value is calculated assuming a purchase of Common Shares at the then-current market price of $15.00 on February 25, 2004 (initial public offering). Total investment return does not reflect brokerage commissions. A return calculated for a period of less than one year is not annualized. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s Dividend Reinvestment Plan. |
(5) | Annualized, except organization costs. |
+ | Calculated on the basis of income and expenses applicable to both Common and Preferred Shares relative to the average net assets applicable to Common Shares. |
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1. Fund Organization
2. Significant Accounting Policies
Securities Valuation – The net asset value of the common shares of the Trust will be computed based upon the value of the Trust’s portfolio securities and other assets. The Trust calculates net asset value per common share by subtracting the Trust’s liabilities (including accrued expenses, dividends payable and any borrowings of the Trust) and the liquidation value of any outstanding preferred shares from the Trust’s total assets (the value of the securities the Trust holds, plus cash or other assets, including interest accrued but not yet received) and dividing the result by the total number of common shares of the Trust outstanding. Net asset value per common share will be determined as of the close of the regular trading session (usually 4:00 p.m., EST) on the New York Stock Exchange (“NYSE”) on each business day on which the NYSE is open for trading.
For purposes of determining the net asset value of the Trust, readily marketable portfolio assets traded principally on an exchange, or on a similar regulated market reporting contemporaneous transaction prices, are valued, except as indicated below, at the last sale price for such assets on such principal markets on the business day on which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices on such day. If no bid or asked prices are quoted on such day, then the security is valued by such method as the Trust’s board of trustees (the “Board”) shall determine in good faith to reflect its fair market value. Readily marketable assets not traded on such a market are valued at the current bid prices provided by dealers or other sources approved by the Board, including pricing services when such prices are believed by the Board to reflect the fair market value of such assets. The prices provided by a pricing service take into account institutional size trading in similar groups of assets and any developments related to specific assets. Foreign securities are valued based upon quotations from the primary market in which they are traded and are translated from the local currency into U.S. dollars using current exchange rates. In addition, if quotations are not readily available, or if the values have been materially affected by events occurring after the closing of a foreign market, assets may be valued by another method that the Board of Trustees believes accurately reflects fair value. Other assets are valued at fair value by or pursuant to guidelines approved by the Board.
Short-term securities, which mature in more than 60 days, are valued at current market quotations. Short-term securities, which mature in 60 days or less, are valued at amortized cost, which approximates market value.
Foreign Currency Translation – The books and records of the Trust are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:
(i) | market value of investment securities, other assets and liabilities – at the current rates of exchange; |
(ii) | purchases and sales of investment securities, income and expenses – at the rate of exchange prevailing on the respective dates of such transactions. |
Although the net assets of the Trust are presented at the foreign exchange rates and market values at the close of each fiscal period, the Trust does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term securities held at the end of the fiscal period. Similarly, the Trust does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of portfolio securities sold during the fiscal period. Accordingly, realized foreign currency gains or losses will be included in the reported net realized gains or losses on investment transactions.
Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from the holding 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 Trust’s books and the U.S., dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets or liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation on investments and foreign currencies.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political or economic instability, or the level of governmental supervision and regulation of foreign securities markets.
Forward Exchange Currency Contracts – The Trust may enter into forward exchange currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to hedge certain firm purchase and sales commitments denominated in foreign currencies and for investment purposes. A forward exchange currency contract is a commitment to purchase or sell a foreign currency on a future date at a negotiated forward rate. The gain or loss arising from the difference between the original contracts and the closing of such contracts would be included in net realized gain or loss on foreign currency transactions.
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Fluctuations in the value of open forward exchange currency contracts are recorded for financial reporting purposes as unrealized appreciation and depreciation by the Trust.
The Trust’s custodian will place and maintain cash not available for investment or other liquid assets in a separate account of the Trust having a value at least equal to the aggregate amount of the Trust’s commitments under forward exchange currency contracts entered into with respect to position hedges.
Risks may arise from the potential inability of a counterparty to meet the terms of a contract and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. The face or contract amount, in U.S. dollars, reflects the total exposure the Trust has in that particular currency contract.
Securities Transactions and Investment Income – Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Withholding taxes on foreign dividends are recorded net of reclaimable amounts, at the time the related income is earned. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis.
Swaps – The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund enters into interest rate swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest. Dividends and interest on the securities in the swap are included in the value of the exchange. The swaps are valued daily at current market value and any unrealized gain or loss is included in the Statement of Assets and Liabilities. Gain or loss is realized on the termination date of the swap and is equal to the difference between the Fund’s basis in the swap and the proceeds of the closing transaction, including any fees. During the period that the swap agreement is open, the Fund may be subject to risk from the potential inability of the counterparty to meet the terms of the agreement. The swaps involve elements of both market and credit risk in excess of the amounts reflected on the Statements of Assets and Liabilities.
Dividends and Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid on a monthly basis. Distributions from net realized capital gains, if any, are normally distributed in December. Income dividends and capital gain distributions to common shareholders are recorded on the ex-dividend date. To the extent the Trust’s net realized capital gains, if any, can be offset by capital loss carryforwards, it is the policy of the Trust not to distribute such gains.
The Trust has a managed distribution policy. Under the policy, the Trust declares and pays monthly distributions and is managed with a goal of generating as much of the distribution as possible from ordinary income (net investment income and short-term capital gains). The balance of the distribution then comes from long-term capital gains, and, if necessary, a return of capital. The current annualized rate is $0.09 per share. The Trust continues to evaluate its monthly distribution in light of ongoing economic and market conditions and may change the amount of the monthly distributions in the future.
Use of Estimates – The preparation of financial statements, in conformity with U.S. generally accepted accounting principles, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Organizational and Offering Costs – Costs incurred in connection with the Trust’s organization and offering of its common shares will be borne by the Trust up to and including $0.03 per common share as of February 18, 2004. The Advisor has contractually agreed to pay all organizational and offering costs in excess of this amount. Organizational costs of approximately $35,000 were expensed by the Trust. Offering costs of approximately $3,357,000 incurred by the Trust in connection with the offering of its common shares were charged to paid-in capital upon the sale of those shares.
3. Concentration of Risk
4. Investment Management Agreement and Other Affiliated Agreements
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the Trust’s operations (through February, 2009), and for a declining amount for an additional four years (through February, 2013). During the period ended June 30, 2004, the Trust incurred investment management fees of $5,046,015, of which, $1,484,122 was waived by the Advisor.
The Trust has multiple service agreements with The Bank of New York (“BNY”). Under the servicing agreements, BNY will perform custodial, fund accounting, certain administrative services, and transfer agency services for the Trust. As custodian, BNY is responsible for the custody of the Trust’s assets. As administrator, BNY is responsible for maintaining the books and records of the Trust’s securities and cash. As transfer agent, BNY is responsible for performing transfer agency services for the Trust.
5. Portfolio Securities
The Fund entered into interest rate swap agreements during the six months ended June 30, 2004. Details of the swap agreements outstanding as of June 30, 2004 were as follows:
Notional | ||||||||||||||||||||
Termination | Amount | Fixed | Floating | Unrealized | ||||||||||||||||
Counterparty | Date | (000) | Rate | Rate | Depreciation | |||||||||||||||
Citigroup | 07/01/2007 | $200,000 | 3.68% | 3 Month LIBOR | $(16,490) | |||||||||||||||
$(16,490) | ||||||||||||||||||||
For each swap noted, the Fund pays a fixed rate and receives a floating rate.
6. Federal Income Taxes
The Trust distinguishes between dividends on a tax basis and on a financial reporting basis and only distributions in excess of tax basis earnings and profits are reported in the financial statements as a tax return of capital. Differences in the recognition or classification of income between the financial statements and tax earnings and profits which result in temporary over-distributions for financial statement purposes are classified as distributions in excess of net investment income or accumulated net realized gains in the components of net assets on the Statement of Assets and Liabilities.
Information on the components of net assets as of June 30, 2004 is as follows:
Gross | Gross | Net unrealized | ||||||||||
Cost of | unrealized | unrealized | depreciation | |||||||||
investments | appreciation | depreciation | on investments | |||||||||
$2,156,330,168 | $21,663,398 | $(91,843,693) | $(70,180,295) |
7. Borrowings
The Trust has access to a secured line of credit up to $700,000,000 from BNY for borrowing purposes. Borrowings under this arrangement bear interest at the Federal funds rate plus 0.50%. There were no borrowings outstanding at June 30, 2004.
The average daily amount of borrowings during the period ended June 30, 2004 was $141,431,332, with a related weighted average interest rate of 1.81%.
8. Capital
On February 26, 2004, the Board authorized the issuance of preferred shares, in addition to the existing common shares, as part of its leverage strategy. Preferred shares issued by the Trust have seniority over the common shares.
The Trust has issued 4,000 shares of Preferred Shares Series A, 4,000 shares of Preferred Shares Series B, 4,000 shares of Preferred Shares Series C, 4,000 shares of Preferred Shares Series D, 6,200 shares of Preferred Shares Series T and 6,200 shares of Preferred Shares Series W, each with a liquidation value of $25,000 per share plus accumulated and unpaid dividends. Dividends will be accumulated daily at an annual rate set through auction procedures. Distributions of net realized capital gains, if any, will be paid annually.
For the period ended June 30, 2004, the annualized dividend rates range from:
High | Low | At June 30, 2004 | ||||||||||||
Series A | 1.59 | % | 1.25 | % | 1.59 | % | ||||||||
Series B | 1.40 | 1.25 | 1.40 | |||||||||||
Series C | 1.42 | 1.25 | 1.42 | |||||||||||
Series D | 1.57 | 1.25 | 1.57 | |||||||||||
Series T | 1.55 | 1.20 | 1.55 | |||||||||||
Series W | 1.40 | 1.25 | 1.40 | |||||||||||
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The Trust is subject to certain limitations and restrictions while preferred shares are outstanding. Failure to comply with these limitations and restrictions could preclude the Trust from declaring any dividends or distributions to common shareholders or repurchasing common shares and/or could trigger the mandatory redemption of preferred shares at their liquidation value.
The holders of preferred shares have voting rights equal to the holders of common shares (one vote per share) and will vote together with holders of common shares as a single class. However, holders of preferred shares, voting as a separate class, are also entitled to elect two Trustees. In addition, the Investment Company Act of 1940, as amended, requires that, along with approval by shareholders that might otherwise be required, the approval of the holders of a majority of any outstanding preferred shares, voting separately as a class, would be required to (a) adopt any plan of reorganization that would adversely affect the preferred shares, (b) change a Trust’s sub-classification as a closed-end investment company or change its fundamental investment restrictions and (c) change the nature of its business so as to cease to be an investment company.
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Trustees
Number of | ||||||||||||
Portfolios in | ||||||||||||
the Fund | ||||||||||||
Term of Office | Principal Occupations | Complex | Other Directorships | |||||||||
and Length of | During The Past | Overseen | Held by | |||||||||
Name and Age | Time Served(1) | Title | Five Years | by Trustee | Trustee | |||||||
Interested Trustees: | ||||||||||||
T. Ritson Ferguson* 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 44 | 1 year/since inception | Trustee, President and Chief Executive Officer | Managing Director and Chief Investment Officer of ING Clarion Real Estate Securities, L.P. since 1995. | 2 | ||||||||
Jarrett B. Kling* 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 60 | 2 years/since inception | Trustee | Managing Director of ING Clarion Real Estate Securities, L.P., member of the Investment Advisory Committee of the TDH Group of venture funds. | 2 | Trustee of The Hirtle and Callaghan Trust; National Trustee of the Boys and Girls Clubs of America. | |||||||
Independent Trustees: | ||||||||||||
Asuka Nakahara 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 47 | 2 years/since inception | Trustee | Associate Director of the Zell-Lurie Real Estate Center at the Wharton School, University of Pennsylvania, since July 1999; Lecturer of Real Estate at the Wharton School, University of Pennsylvania; Chief Financial Officer of Trammell Crow Company from January 1, 1996 to December 31, 1999; Chief Knowledge Officer of Trammell Crow Company from September 1, 1998 to December 31, 1999. | 2 | Advisory board member of the HBS Club of Philadelphia and Freedoms Foundation; Trustee and Elder and Investment Committee member of Ardmore Presbyterian Church. | |||||||
Frederick S. Hammer 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 67 | 1 year/since inception | Trustee | Co-Chairman of Inter-Atlantic Group since 1994 and a member of its investment committee; Co-Chairman of Guggenheim Securities Holdings, LLC from 2002 to 2003; non-executive. | 2 | Chairman of the Board of Annuity and Life Re (Holdings), Ltd.; Director on the Boards of Tri-Arc Financial Services, Inc. and Magellan Insurance Company Ltd.; former Director of Medallion Financial Corporation, IKON Office Solutions, Inc. and VISA International; trustee of the Madison Square Boys and Girls Club. | |||||||
Richard L. Sutton 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 68 | 3 years/since inception | Trustee | Of Counsel, Morris, Nichols, Arsht & Tunnell, 2000 to present; Partner, Morris, Nichols, Arsht & Tunnel, 1966-2000. | 2 | Trustee of the Unidel Foundation, Inc. since 2000; Board of Directors of Wilmington Country Club since 1999, Grand Opera House, Inc., 1976-92, University of Delaware Library Associates, Inc. 1981-99, Wilmington Club 1987-2003, American Judicature Society 1995-99. |
(1) | After a trustee’s initial term, each trustee is expected to serve a three year term concurrent with the class of trustees for which he serves. Messrs. Ferguson and Hammer, as Class I trustees, are expected to stand for re-election at the Trust’s 2005 annual meeting of shareholders; Messrs. Kling and Nakahara, as Class II trustees, are expected to stand for re-election at the Trust’s 2006 annual meeting of shareholders; Mr. Sutton, as a Class III Trustee, is expected to stand for re-election at the Trust’s 2007 annual meeting of shareholders. |
* | Messrs. Ferguson and Kling are deemed to be interested persons due to their position with the Advisor. |
Additional Information
The Trust has delegated the voting of the Trust’s voting securities to the Trust’s advisor and sub-advisor pursuant to the proxy voting policies and procedures of the advisor. You may obtain a copy of these policies and procedures by calling 1-888-711-4CRA. The policies may also be found on the web site of the Securities and Exchange Commission (http://www.sec.gov).
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Pursuant to the Trust’s Dividend Reinvestment Plan (the “Plan”), shareholders of the Trust are automatically enrolled, to have all distributions of dividends and capital gains reinvested by The Bank of New York (the “Plan Agent”) in the Trust’s shares pursuant to the Plan. You may elect not to participate in the Plan and to receive all dividends in cash by sending written instructions or by contacting The Bank of New York, as dividend disbursing agent, at the address set forth below. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by contacting the Plan Agent before the dividend record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution. Shareholders who do not participate in the Plan will receive all distributions in cash paid by check and mailed directly to the shareholders of record (or if the shares are held in street or other nominee name, then to the nominee) by the Plan Agent, which serves as agent for the shareholders in administering the Plan.
After the Trust declares a dividend or determines to make a capital gain distribution, the Plan Agent will acquire shares for the participants’ account, depending upon the circumstances described below, either (i) through receipt of unissued but authorized shares from the Trust (“newly issued shares”) or (ii) by open market purchases. If, on the dividend payment date, the NAV is equal to or less than the market price per share plus estimated brokerage commissions (such condition being referred to herein as “market premium”), the Plan Agent will invest the dividend amount in newly issued shares on behalf of the participants. The number of newly issued shares to be credited to each participant’s account will be determined by dividing the dollar amount of the dividend by the NAV on the date the shares are issued. However, if the NAV is less than 95% of the market price on the payment date, the dollar amount of the dividend will be divided by 95% of the market price on the payment date. If, on the dividend payment date, the NAV is greater than the market value per share plus estimated brokerage commissions (such condition being referred to herein as “market discount”), the Plan Agent will invest the dividend amount in shares acquired on behalf of the participants in open-market purchases.
The Plan Agent’s fees for the handling of the reinvestment of dividends and distributions will be paid by the Trust. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agent’s open market purchases in connection with the reinvestment of dividends and distributions. The automatic reinvestment of dividends and distributions will not relieve participants of any Federal income tax that may be payable on such dividends or distributions.
The Trust reserves the right to amend or terminate the Plan. There is no direct service charge to participants in the Plan; however, the Trust reserves the right to amend the Plan to include a service charge payable by the participants. Participants that request a sale of shares through the Plan Agent are subject to a $2.50 sales fee and a $0.15 per share sold brokerage commission. All correspondence concerning the Plan should be directed to the Plan Agent at Two Hanson Place, Brooklyn, New York 11217; Attention: Irina Krylov, Phone number: (800) 433-8191.
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ING Clarion Global Real Estate Income Fund |
Fund Information | |
Board of Trustees | |
T. Ritson Ferguson | |
Jarrett B. Kling | |
Asuka Nakahara | |
Frederick S. Hammer | |
Richard L. Sutton | |
Officers | |
T. Ritson Ferguson | |
President and | |
Chief Executive Officer | |
Peter Zappulla | |
Treasurer and | |
Chief Financial Officer | |
Heather Trudel | |
Secretary | |
Investment Advisor | |
ING Clarion Real Estate Securities, L.P. | |
259 N. Radnor-Chester Road | |
Radnor, PA 19087 | |
Administrator, Custodian and | |
Transfer Agent | |
The Bank of New York | |
New York, New York | |
Preferred Shares – Dividend Paying Agent | |
The Bank of New York | |
New York, New York | |
Legal Counsel | |
Skadden, Arps, Slate, Meagher & Flom LLP | |
New York, New York | |
Independent Registered Public Accounting Firm | |
Ernst & Young LLP | |
Philadelphia, Pennsylvania |
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Item 2. Code of Ethics.
Not applicable for a semi-annual reporting period.
Item 3. Audit Committee Financial Expert.
Not applicable for a semi-annual reporting period.
Item 4. Principal Accountant Fees and Services.
Not applicable for a semi-annual reporting period.
Item 5. Audit Committee of Listed Registrants.
Not applicable for a semi-annual reporting period.
Item 6. Schedule of Investments.
Not applicable for reports for periods ending on or before July 9, 2004.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable for a semi-annual reporting period.
Item 8. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 9. Submission of Matters to a Vote of Security Holders.
Not applicable.
Item 10. Controls and Procedures.
(a) The Trust’s principal executive officer and principal financial officer have evaluated the Trust’s disclosure controls and procedures within 90 days of this filing and have concluded that the Trust’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the Trust in this Form N-CSR was recorded, processed, summarized, and reported timely.
(b) The Trust’s principal executive officer and principal financial officer are aware of no changes in the Trust’s internal control over financial reporting that occurred during the Trust’s most recent
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fiscal half-year that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting.
Item 11. Exhibits.
(a)(2) Certification of chief executive officer and chief financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto as EX-99.CERT.
(b) Certification of chief executive officer and chief financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as EX-99.906CERT.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) ING Clarion Global Real Estate Income Fund | ||||
By: | /s/ T. Ritson Ferguson | |||
Name: | T. Ritson Ferguson | |||
Title: | President and Chief Executive Officer | |||
Date: August 27, 2004
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ T. Ritson Ferguson | |||
Name: | T. Ritson Ferguson | |||
Title: | President and Chief Executive Officer | |||
Date: August 27, 2004
By: | /s/ Peter Zappulla | |||
Name: | Peter Zappulla | |||
Title: | Treasurer and Chief Financial Officer | |||
Date: August 26, 2004