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 811-22608
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Virtus Global Multi-Sector Income Fund |
(Exact name of registrant as specified in charter) |
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101 Munson Street |
Greenfield, MA 01301-9683 |
(Address of principal executive offices) (Zip code) |
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William Renahan, Esq. |
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Vice President, Chief Legal Officer and Secretary for Registrant |
100 Pearl Street |
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Hartford, CT 06103-4506 |
(Name and address of agent for service) |
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Registrant’s telephone number, including area code: (860) 270-7788 |
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Date of fiscal year end: December 31 |
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Date of reporting period: June 30, 2013 |
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, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. | Reports to Stockholders. |
The Report to Shareholders is attached herewith.
![LOGO](https://capedge.com/proxy/N-CSRS/0001193125-13-360874/g555221g16g58.jpg)
SEMIANNUAL REPORT
Virtus Global Multi-Sector Income Fund
| | |
Not FDIC Insured No Bank Guarantee May Lose Value | | June 30, 2013 |
MESSAGE TO SHAREHOLDERS
Dear Virtus Global Multi-Sector Income Fund Shareholder:
I am pleased to share with you the manager’s report for the Virtus Global Multi-Sector Income Fund for the six months ended June 30, 2013. The report contains commentary from the portfolio management team at Newfleet Asset Management on how the fixed income markets and the fund performed during the period.
For the six months ended June 30, 2013, the fund’s NAV declined 2.94%, including $0.808 in reinvested distributions. For the same period, the fund’s benchmark, the Barclays Global Aggregate Bond Index, fell 4.82%, including reinvested dividends.
On behalf of Newfleet Asset Management and Virtus Investment Partners, I welcome all investors to the fund and thank you for entrusting your assets to us. Should you have any questions or require support, the Virtus customer service team is ready to assist you at 1-866-270-7788 or through the closed-end fund section of our website, www.virtus.com.
Sincerely,
![LOGO](https://capedge.com/proxy/N-CSRS/0001193125-13-360874/g555221g24k52.jpg)
George R. Aylward
President and Trustee
Virtus Global Multi-Sector Income Fund
August 2013
Shares of closed-end investment companies, such as the fund, trade in the market above, at, and below net asset value. This characteristic is a risk separate and distinct from the risk that the fund’s net asset value could decline. The fund is not able to predict whether its shares will trade above, below, or at net asset value in the future.
This information does not represent an offer, or the solicitation of an offer, to buy or sell securities of the Fund.
Performance data quoted represents past results. Past performance is no guarantee of future results.
1
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
June 30, 2013 (Unaudited)
Managers Discussion of Fund Performance
About the Fund
The Virtus Global Multi-Sector Income Fund’s (NYSE: VGI) (the “Fund”) investment objective is to maximize current income while preserving capital. The Fund seeks to achieve its investment objective by applying a time-tested approach and extensive credit research to capitalize on opportunities across undervalued areas of the global bond market. There is no guarantee that the Fund will achieve its objective.
The use of leverage currently enables the Fund to borrow at short-term rates and then use the proceeds to invest at higher yields. As of June 30, 2013, the Fund’s leverage consisted of $93 million of debt, which represented approximately 30% of the Fund’s total assets.
Portfolio Review – Newfleet Asset Management LLC (“Newfleet”)
Newfleet’s Multi-Sector Fixed Income Strategies team manages the Fund, leveraging the knowledge and skill of investment professionals with expertise in every sector of the bond market, including evolving, specialized, and out-of-favor sectors. The team employs active sector rotation and disciplined risk management for portfolio construction, avoiding interest rate bets and remaining duration neutral. The following commentary discusses Newfleet’s management of the Fund from January 1, 2013 through June 30, 2013.
How did the fixed income markets perform during the first six months of 2013?
Most fixed income spread sectors outperformed U.S. Treasuries during the first six months of the year, supported by the overall improvement in the U.S. macroeconomic environment, positive credit fundamentals, and continued demand for spread product.
Midway through the second quarter, markets experienced a sharp sell-off due to various factors, including slowing economic
growth in China and the Federal Reserve’s (the “Fed’s”) talk of possibly tapering its bond purchases by the end of the year (which would signify the beginning of the end of quantitative easing).
Yields were higher across the curve during the first six months of 2013, with the curve steepening between 2- and 10-year Treasuries, and flattening between 10- and 30-year Treasuries. The largest rise in yields was in the 7- to 10-year section of the curve.
What factors affected the Fund’s performance during the period?
The outperformance of most fixed income spread sectors relative to U.S. Treasuries was the key driver of the Fund’s outperformance for the first half of 2013. Among fixed income sectors the Fund’s allocation to corporate high yield securities, high yield bank loans, residential mortgage-backed securities, and asset-backed securities were positive contributors to performance. Specific sectors that detracted the most from performance included foreign sectors such as non-U.S. dollar securities, emerging market high yield securities, and Yankee high quality securities.
Corporate high yield and high yield bank loans benefited from a combination of factors, including solid fundamentals, shorter duration, low rate sensitivity, low defaults, and relative yield advantage to other fixed income sectors. Bank loan technicals were particularly strong, supported by heavy flows into mutual funds, strong CLO (collateralized loan obligation) formation, and a thin forward calendar for new issues.
An overweight to residential mortgage-backed securities also contributed, as demand stemming from the need to reinvest pay-downs and limited new supply, combined with improving housing metrics, short duration, and firm credit fundamentals, were cause for outperformance.
2
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
June 30, 2013 (Unaudited)
Managers Discussion of Fund Performance (Continued)
The Fund’s allocation to the asset-backed security sector also had a favorable role in performance, as positive fundamentals and a strong technical backdrop within the sector translated into outperformance for subordinate and one-off product.
The U.S. dollar strengthened during the first half of 2013. Weaker global data, commodity prices, and the prospect that the Fed’s quantitative easing might soon come to an end triggered increased flows into the U.S. dollar and away from G-10 and commodity countries, causing underperformance in the non-U.S. dollar sector.
The underperformance in the emerging markets high yield and Yankee high quality sectors has been driven by concern over the Fed starting to taper its asset purchases, weaker growth in China, and a trend of weaker fundamentals and negative technicals caused by outflows from dedicated emerging market debt funds.
What is your outlook for fixed income markets?
The overall economic picture remains supportive of fixed income spread sectors as expectations for economic growth remain positive but subdued enough to likely keep inflation at low levels and the Fed from raising short-term interest rates in the immediate future.
We continue to be constructive on spread sectors, with a focus on credits with sound balance sheets, liquidity, and consistent free cash flow. Credit fundamentals remain positive in sectors such as corporate high yield and bank loans. With their strong fundamentals, spread sectors offer attractive valuations and compelling investment opportunities to investors searching for yield, especially given the recent sell-off. Although we remain positive on spread sectors, headwinds still exist, as the impact of Fed tapering remains uncertain,
unemployment remains elevated, and the overall strength of the global economy remains in question.
We will maintain diversification in all credit-intensive sectors. We will look to be tactical with corporate credit, adding selectively on weakness, and we will consider corporate alternatives such as commercial mortgage-backed securities and taxable municipals where it would be favorable to the Fund.
The global monetary backdrop leaves potential to remain accommodative throughout the rest of the year, and with interest rates at record lows, this bodes well for the reemergence of the long-term secular trend back into foreign currency. However, volatility is likely to remain high within the sector in light of the uncertainty surrounding Fed policy and economic growth in the U.S., China, and Europe. Therefore, we are cautiously positive on the outlook for non-U.S. dollar bonds, favoring those countries with favorable fundamentals and a yield advantage versus U.S. Treasuries.
Given the current environment, we see the potential for spread sector outperformance as we get more clarity on the effect that Fed tapering will have on the markets, the sustainability and strength of the U.S. economic recovery, and the slowing of global economies. We believe the Fund is well positioned to capitalize on opportunities as they arise, and we seek to take advantage of any weakness in sectors or individual issues that may create value.
Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.
There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.
3
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
June 30, 2013 (Unaudited)
Managers Discussion of Fund Performance (Continued)
Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a security may fail to make payments in a timely manner. Values of debt securities may rise and fall in response to changes in interest rates. This risk may be enhanced with longer-term maturities.
Changes in interest rates can cause both extension and prepayment risks for asset and mortgage-backed securities. These securities are also subject to risks associated with the repayment of underlying collateral.
When a fund leverages its portfolio, the value of its shares may be more volatile and all other risks may be compounded.
4
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
JUNE 30, 2013
(Unaudited)
The following tables presents the portfolio holdings within certain sectors or countries as a percentage of total investments at June 30, 2013.
| | | | | | | | |
|
Asset Allocation | |
| | |
Corporate Bonds and Notes | | | | | | | 68 | % |
Financials | | | 29 | % | | | | |
Energy | | | 11 | | | | | |
Industrials | | | 9 | | | | | |
Total of all others | | | 19 | | | | | |
Loan Agreements | | | | | | | 11 | |
Foreign Government Securities | | | | | | | 11 | |
Asset-Backed Securities | | | | | | | 3 | |
Mortgage-Backed Securities | | | | | | | 2 | |
Preferred Stock | | | | | | | 2 | |
Other (includes short-term investment) | | | | | | | 3 | |
| | | | | | | | |
| | | | | | | 100 | % |
| | | | | | | | |
| | | | |
| |
Country Weightings | | | |
| |
United States | | | 47 | % |
Brazil | | | 5 | |
Cayman Islands | | | 4 | |
Luxembourg | | | 5 | |
Mexico | | | 3 | |
Venezuela | | | 3 | |
Ireland | | | 3 | |
Other | | | 30 | |
| | | | |
Total | | | 100 | % |
| | | | |
The accompanying notes are an integral part of these financial statements.
5
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
JUNE 30, 2013
(Unaudited)
KEY INVESTMENT TERMS
Barclays Capital Global Aggregate Bond Index
The Barclays Capital Global Aggregate Bond Index is a market-weighted index of global government, government-related agencies, corporate and securitized fixed income investments.
Federal Reserve (the “Fed”)
The central bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable. Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.
G-10
The Group of Ten (G-10) refers to the group of countries that have agreed to participate in the General Arrangements to Borrow (GAB), a supplementary borrowing arrangement that can be invoked if the International Monetary Fund’s resources are estimated to be below member’s needs.
PIK (Payment-in-Kind)
A bond that pays interest in the form of additional bonds, or preferred stock which pays dividends in the form of additional preferred stock.
6
OUR PRIVACY COMMITMENT
The Virtus Global Multi-Sector Income Fund recognizes that protecting the privacy and security of the confidential personal information we collect about you is an important responsibility. The following information will help you understand our privacy policy and how we will handle and maintain confidential personal information as we fulfill our obligations to protect your privacy. “Personal information” refers to the nonpublic financial information obtained by us in connection with providing you a financial product or service.
Information We Collect
We collect personal information to help us serve your financial needs, offer new products or services, provide customer service and fulfill legal and regulatory requirements. The type of information that we collect varies according to the products or services involved, and may include:
• | | Information we receive from you on applications and related forms (such as name, address, social security number, assets and income); and |
• | | Information about your transactions and relationships with us, our affiliates, or others (such as products or services purchased, account balances and payment history). |
Information Disclosed in Administering Products and Services
We will not disclose personal information about current or former customers to non-affiliated third parties except as permitted or required by law. We do not sell any personal information about you to any third party. In the normal course of business, personal information may be shared with persons or entities involved in servicing and administering products and services on our behalf, including your broker, financial advisor or financial planner and other service providers and affiliates assisting us.
Procedures to Protect Confidentiality and Security of Your Personal Information
We have procedures in place that limit access to personal information to those employees and service providers who need to know such information in order to perform business services on our behalf. We educate our employees on the importance of protecting the privacy and security of confidential personal information. We also maintain physical, electronic and procedural safeguards that comply with federal and state regulations to guard your personal information.
We will update our policy and procedures where necessary to ensure that your privacy is maintained and that we conduct our business in a way that fulfills our commitment to you. If we make any material changes in our privacy policy, we will make that information available to customers through our Web site and/or other communications.
7
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
MUNICIPAL BONDS—1.0% | |
California—0.6% | |
San Diego Tobacco Settlement Revenue Funding Corp. Taxable 7.125%, 6/1/32 | | $ | 689 | | | $ | 613 | |
State of California Build America Bond Taxable 7.500%, 4/1/34 | | | 570 | | | | 739 | |
| | | | | | | | |
| | | | | | | 1,352 | |
| | | | | | | | |
Illinois—0.4% | |
State of Illinois Build America Bond Taxable 6.900%, 3/1/35 | | | 700 | | | | 739 | |
TOTAL MUNICIPAL BONDS (Identified Cost $2,038) | | | | 2,091 | |
FOREIGN GOVERNMENT SECURITIES—16.2% | |
Argentine Republic 7.000%, 10/3/15 | | | 1,265 | | | | 1,104 | |
PIK Interest Capitalization 8.280%, 12/31/33 | | | 1,765 | | | | 1,002 | |
Bolivarian Republic of Venezuela RegS 5.750%, 2/26/16(4) | | | 570 | | | | 511 | |
RegS 12.750%, 8/23/22(4) | | | 390 | | | | 402 | |
RegS 8.250%, 10/13/24(4) | | | 570 | | | | 445 | |
Commonwealth of Australia Series 125 6.250%, 6/15/14 | | | 1,665 | AUD | | | 1,577 | |
New South Wales Treasury Corp. Series 17 5.500%, 3/1/17 | | | 435 | AUD | | | 429 | |
Commonwealth of Canada 2.000%, 3/1/14 | | | 765 | CAD | | | 732 | |
Commonwealth of New Zealand Series 415, 6.000%, 4/15/15 | | | 1,400 | NZD | | | 1,144 | |
Dominican Republic 144A 5.875%, 4/18/24(3) | | | 1,000 | | | | 967 | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
FOREIGN GOVERNMENT SECURITIES (continued) | |
Federative Republic of Brazil 8.500%, 1/5/24 | | | 4,355 | BRL | | $ | 1,795 | |
Hellenic Republic | | | | | | | | |
2.000%, 2/24/23(2) | | | 410 | EUR | | | 290 | |
2.000%, 2/24/27(2) | | | 850 | EUR | | | 505 | |
Kingdom of Morocco 144A 4.250%, 12/11/22(3) | | $ | 795 | | | | 700 | |
Kingdom of Norway Treasury Bill, 0.000%, 12/18/13 | | | 2,215 | NOK | | | 362 | |
Provincia de Neuquen 144A 7.875%, 4/26/21(3) | | | 776 | | | | 691 | |
Republic of Croatia 144A 6.375%, 3/24/21(3) | | | 1,420 | | | | 1,486 | |
Republic of Iceland 144A 5.875%, 5/11/22(3) | | | 1,180 | | | | 1,250 | |
Republic of Indonesia Series FR63 5.625%, 5/15/23 | | | 7,482,000 | IDR | | | 673 | |
Republic of Korea Treasury Bond, Series 1403, 4.750%, 3/10/14 | | | 800,000 | KOR | | | 710 | |
Republic of Peru 144A 7.840%, 8/12/20(3) | | | 875 | PEN | | | 362 | |
RegS 6.900%, 8/12/37(4) | | | 1,700 | PEN | | | 628 | |
Republic of Poland Series 0414, 5.750%, 4/25/14 | | | 9,300 | PLZ | | | 2,862 | |
Republic of Portugal Treasury Obligation 4.950%, 10/25/23 | | | 395 | EUR | | | 462 | |
Republic of Slovak 144A 4.375%, 5/21/22(3) | | | 1,235 | | | | 1,263 | |
Republic of South Africa Series R206, 7.500%, 1/15/14 | | | 14,400 | ZAR | | | 1,473 | |
Republic of Turkey 9.000%, 3/5/14 | | | 4,165 | TRY | | | 2,181 | |
Republic of Uruguay 4.375%, 12/15/28 | | | 23,893 | UYU(9) | | | 1,358 | |
Russian Federation 144A 7.850%, 3/10/18(3) | | | 55,000 | RUB | | | 1,745 | |
See Notes to Financial Statements
8
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
FOREIGN GOVERNMENT SECURITIES (continued) | |
Series 6207 8.150%, 2/3/27 | | | 34,830 | RUB | | $ | 1,089 | |
United Mexican States Series M, 6.000%, 6/18/15 | | | 35,100 | MXN | | | 2,790 | |
Series M, 6.500%, 6/9/22 | | | 19,000 | MXN | | | 1,541 | |
TOTAL FOREIGN GOVERNMENT SECURITIES | |
(Identified Cost $37,753) | | | | 34,529 | |
MORTGAGE-BACKED SECURITIES—3.1% | |
Non-Agency—3.1% | |
Banc of America Alternative Loan Trust 03-2, CB3 5.750%, 4/25/33 | | $ | 738 | | | | 799 | |
Bear Stearns Commercial Mortgage Securities, Inc. 05-PW10, AM 5.449%, 12/11/40(2) | | | 1,000 | | | | 1,069 | |
07-PW18, AM 6.084%, 6/11/50(2) | | | 1,400 | | | | 1,557 | |
Credit Suisse First Boston Mortgage Securities Corp. 04-CF2, 1M1 144A 5.250%, 1/25/43(2)(3) | | | 716 | | | | 779 | |
Extended Stay America Trust 13-ESHM, M 144A 7.625%, 12/5/19(3) | | | 1,100 | | | | 1,105 | |
JPMorgan Chase Commercial Mortgage Securities Trust 07-LDPX, AM 5.464%, 1/15/49(2) | | | 600 | | | | 600 | |
Washington Mutual Commercial Mortgage Securities Trust 06-SL1, A, 144A 5.423%, 11/23/43(2)(3) | | | 547 | | | | 538 | |
TOTAL MORTGAGE-BACKED SECURITIES | |
(Identified Cost $6,470) | | | | 6,447 | |
ASSET-BACKED SECURITIES—4.4% | |
AABS Ltd. 13-1, A 4.875%, 1/10/38(2) | | | 487 | | | | 494 | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
ASSET-BACKED SECURITIES (continued) | |
CIT Group Home Equity Loan Trust 03-1, A5 4.980%, 7/20/34(2) | | $ | 1,450 | | | $ | 1,454 | |
Dominos Pizza Master Issuer LLC 12-1A, A2 144A 5.216%, 1/25/42(3) | | | 1,472 | | | | 1,571 | |
Drug Royalty Corp., Inc. 12-1, A2 144A 5.800%, 7/15/24(3) | | | 864 | | | | 887 | |
Fairway Outdoor Funding LLC 12-1A, A2 144A 4.212%, 10/15/42(3) | | | 472 | | | | 472 | |
GSAA Home Equity Trust 05-12, AF3W 4.999%, 9/25/35(2) | | | 1,718 | | | | 1,698 | |
Orange Lake Timeshare Trust 12-AA, B, 144A 4.870%, 3/10/27(3) | | | 761 | | | | 778 | |
Residential Asset Mortgage Trust 04-RZ1, M1 4.320%, 3/25/34(2) | | | 772 | | | | 794 | |
Security National Mortgage Loan Trust 04-1A, AF3, 144A 6.420%, 6/25/32(2)(3) | | | 1,256 | | | | 1,160 | |
TOTAL ASSET-BACKED SECURITIES (Identified Cost $9,025) | | | | 9,308 | |
CORPORATE BONDS—97.4% | |
Consumer Discretionary—6.7% | |
Arcelik AS 144A 5.000%, 4/3/23(3) | | | 470 | | | | 423 | |
Arcos Dorados Holdings, Inc. 144A 10.250%, 7/13/16(3) | | | 1,115 | BRL | | | 508 | |
Automotores Gildemeister SA 144A 6.750%, 1/15/23(3) | | | 240 | | | | 205 | |
Bon-Ton Department Stores, Inc. (The) 144A 8.000%, 6/15/21(3) | | | 615 | | | | 628 | |
Boyd Gaming Corp. 9.000%, 7/1/20 | | | 325 | | | | 331 | |
See Notes to Financial Statements
9
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Consumer Discretionary (continued) | |
Brookfield Residential Properties, Inc. 144A 6.500%, 12/15/20(3) | | $ | 960 | | | $ | 972 | |
Caesars Entertainment Operating Co., Inc. 8.500%, 2/15/20 | | | 1,050 | | | | 993 | |
Cencosud SA 144A 4.875%, 1/20/23(3) | | | 410 | | | | 402 | |
Chrysler Group LLC (Chrysler Group, Inc.) 8.250%, 6/15/21 | | | 950 | | | | 1,053 | |
Clear Channel Communications, Inc. 9.000%, 3/1/21 | | | 1,250 | | | | 1,194 | |
Gajah Tunggal TBK PT 144A 7.750%, 2/6/18(3) | | | 1,000 | | | | 998 | |
Grupo Televisa SAB 7.250%, 5/14/43 | | | 8,000 | MXN | | | 524 | |
Hot Topic, Inc. 144A 9.250%, 6/15/21(3) | | | 475 | | | | 483 | |
Jones Group, Inc. (The) | | | | | | | | |
Apparel Group Holdings 6.875%, 3/15/19 | | | 735 | | | | 742 | |
Apparel Group Holdings 6.125%, 11/15/34 | | | 400 | | | | 320 | |
KOC Holding AS 144A 3.500%, 4/24/20(3) | | | 1,110 | | | | 960 | |
Nara Cable Funding Ltd. 144A 8.875%, 12/1/18(3) | | | 725 | | | | 758 | |
Pittsburgh Glass Works LLC 144A 8.500%, 4/15/16(3) | | | 1,100 | | | | 1,095 | |
SACI Falabella RegS 6.500%, 4/30/23(4) | | | 466,500 | CLP | | | 872 | |
Sirius XM Radio, Inc. 144A 4.250%, 5/15/20(3) | | | 815 | | | | 768 | |
| | | | | | | | |
| | | | | | | 14,229 | |
| | | | | | | | |
Consumer Staples—0.4% | |
Chiquita Brands International, Inc. (Chiquita Brands LLC) 144A 7.875%, 2/1/21(3) | | | 800 | | | | 840 | |
| | | | | | | | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Energy—16.0% | |
Afren plc 144A 10.250%, 4/8/19(3) | | $ | 925 | | | $ | 1,041 | |
Alta Mesa Holdings LP 9.625%, 10/15/18 | | | 1,150 | | | | 1,199 | |
CHC Helicopter SA 9.250%, 10/15/20 | | | 1,150 | | | | 1,184 | |
Chesapeake Energy Corp. 5.375%, 6/15/21 | | | 815 | | | | 813 | |
Dolphin Energy Ltd. 144A 5.500%, 12/15/21(3) | | | 2,000 | | | | 2,160 | |
EP Energy LLC 9.375%, 5/1/20 | | | 575 | | | | 653 | |
Forest Oil Corp. 7.250%, 6/15/19 | | | 1,450 | | | | 1,370 | |
Gazprom OAO (Gaz Capital SA) 144A 6.510%, 3/7/22(3)(7) | | | 1,100 | | | | 1,163 | |
144A 4.950%, 2/6/28(3)(7) | | | 1,300 | | | | 1,118 | |
Gulfmark Offshore, Inc. 6.375%, 3/15/22 | | | 1,700 | | | | 1,696 | |
Hercules Offshore, Inc. 144A 10.250%, 4/1/19(3) | | | 625 | | | | 684 | |
KazMunayGas National Co. JSC 144A 5.750%, 4/30/43(3) | | | 300 | | | | 266 | |
Memorial Production Partners LP (Memorial Production Finance Corp.) 144A 7.625%, 5/1/21(3) | | | 700 | | | | 693 | |
Midcontinent Express Pipeline LLC 144A 6.700%, 9/15/19(3) | | | 2,000 | | | | 2,065 | |
MIE Holdings Corp. 144A 9.750%, 5/12/16(3) | | | 800 | | | | 832 | |
OAO Lukoil International Finance BV 144A 6.125%, 11/9/20(3)(7) | | | 1,100 | | | | 1,158 | |
OGX Austria GmbH 144A 8.375%, 4/1/22(3) | | | 1,000 | | | | 300 | |
Petrobras International Finance Co. 6.750%, 1/27/41 | | | 3,275 | | | | 3,275 | |
See Notes to Financial Statements
10
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Energy (continued) | |
Petroleos de Venezuela SA Series 2014 4.900%, 10/28/14 | | $ | 1,720 | | | $ | 1,617 | |
RegS 8.500%, 11/2/17(4) | | | 5,820 | | | | 5,347 | |
QGOG Constellation S.A. 144A 6.250%, 11/9/19(3) | | | 955 | | | | 938 | |
Quicksilver Resources, Inc. 7.125%, 4/1/16 | | | 1,235 | | | | 1,093 | |
Sabine Pass Liquefaction LLC 144A 5.625%, 2/1/21(3) | | | 675 | | | | 656 | |
Teekay Corp. 8.500%, 1/15/20 | | | 1,000 | | | | 1,093 | |
Transportadora de Gas del Peru SA 144A 4.250%, 4/30/28(3) | | | 800 | | | | 708 | |
Venoco, Inc. 8.875%, 2/15/19 | | | 850 | | | | 833 | |
| | | | | | | | |
| | | | | | | 33,955 | |
| | | | | | | | |
Financials—41.6% | |
Aircastle Ltd. 7.625%, 4/15/20 | | | 1,500 | | | | 1,657 | |
Akbank TAS 144A 7.500%, 2/5/18(3) | | | 1,145 | TRY | | | 545 | |
Alfa Bank OJSC (Alfa Bond Issuance plc) 144A 7.500%, 9/26/19(3)(7) | | | 1,100 | | | | 1,127 | |
144A 7.750%, 4/28/21(3)(7) | | | 925 | | | | 957 | |
Allstate Corp. 6.125%, 5/15/37(2) | | | 2,500 | | | | 2,686 | |
ALROSA Finance SA 144A 7.750%, 11/3/20(3) | | | 750 | | | | 806 | |
Banco ABC Brasil SA 144A 7.875%, 4/8/20(3) | | | 800 | | | | 844 | |
Banco Bilbao Vizcaya Argentaria Bancomer SA 144A 6.500%, 3/10/21(3) | | | 1,750 | | | | 1,837 | |
Banco Bradesco SA 144A 5.750%, 3/1/22(3)(6) | | | 2,000 | | | | 1,995 | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Financials (continued) | |
Banco Continental SA Via Continental Senior Trustees Cayman Ltd. RegS 5.500%, 11/18/20(4)(7) | | $ | 2,000 | | | $ | 2,029 | |
Banco de Credito e Inversiones 144A 4.000%, 2/11/23(3) | | | 1,200 | | | | 1,131 | |
Banco do Brasil SA | | | | | | | | |
RegS 5.375%, 1/15/21(4) | | | 525 | | | | 517 | |
144A 9.250%(2)(3)(5)(6) | | | 1,425 | | | | 1,557 | |
Banco Santander Brasil SA 144A 8.000%, 3/18/16(3) | | | 600 | BRL | | | 247 | |
Banco Santander Chile 144A 3.875%, 9/20/22(3) | | | 1,750 | | | | 1,626 | |
Banco Votorantim SA 144A 7.375%, 1/21/20(3) | | | 1,900 | | | | 2,000 | |
Bancolombia SA 5.125%, 9/11/22 | | | 1,220 | | | | 1,162 | |
Bank of Georgia JSC 144A 7.750%, 7/5/17(3) | | | 745 | | | | 760 | |
Barclays Bank plc 144A 6.050%, 12/4/17(3) | | | 2,450 | | | | 2,649 | |
Braskem Finance Ltd. 144A 5.750%, 4/15/21(3) | | | 2,200 | | | | 2,145 | |
Carlyle Holdings Finance LLC 144A 3.875%, 2/1/23(3) | | | 810 | | | | 783 | |
Chubb Corp. (The) 6.375%, 3/29/67(2) | | | 2,175 | | | | 2,327 | |
Corp Andina de Fomento 8.125%, 6/4/19 | | | 1,000 | | | | 1,232 | |
CorpGroup Banking SA 144A 6.750%, 3/15/23(3) | | | 1,000 | | | | 1,012 | |
Cosan Luxembourg SA 144A 5.000%, 3/14/23(3) | | | 300 | | | | 286 | |
Credit Bank of Moscow 144A 7.700%, 2/1/18(3)(7) | | | 220 | | | | 224 | |
See Notes to Financial Statements
11
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Financials (continued) | |
Development Bank of Kazakhstan JSC 144A 4.125%, 12/10/22(3) | | $ | 845 | | | $ | 752 | |
ESAL GmbH 144A 6.250%, 2/5/23(3) | | | 980 | | | | 900 | |
Eurasian Development Bank 144A 4.767%, 9/20/22(3) | | | 1,000 | | | | 943 | |
First Niagara Financial Group, Inc. 7.250%, 12/15/21 | | | 1,400 | | | | 1,609 | |
Genworth Financial, Inc. 7.625%, 9/24/21 | | | 765 | | | | 889 | |
GRD Holdings III Corp. 144A 10.750%, 6/1/19(3) | | | 610 | | | | 656 | |
HSBC Finance Corp. 6.676%, 1/15/21 | | | 1,900 | | | | 2,100 | |
Hutchison Whampoa International Ltd. Series 12 144A 6.000%(2)(3)(5)(6) | | | 1,560 | | | | 1,618 | |
ING (U.S.), Inc. 144A 5.500%, 7/15/22(3) | | | 1,210 | | | | 1,286 | |
ING Bank NV 144A 5.000%, 6/9/21(3) | | | 1,000 | | | | 1,074 | |
International Lease Finance Corp. 3.875%, 4/15/18 | | | 195 | | | | 183 | |
5.875%, 8/15/22 | | | 2,310 | | | | 2,290 | |
Inversiones CMPC SA 144A 4.375%, 5/15/23(3) | | | 1,000 | | | | 957 | |
Itau Unibanco Holding SA RegS 5.650%, 3/19/22(4) | | | 900 | | | | 873 | |
Kazakhstan Temir Zholy Finance BV 144A 6.950%, 7/10/42(3) | | | 800 | | | | 813 | |
Lukoil International Finance BV 144A 4.563%, 4/24/23(3) | | | 800 | | | | 744 | |
Macquarie Group Ltd. 144A 7.625%, 8/13/19(3) | | | 1,000 | | | | 1,159 | |
144A 6.250%, 1/14/21(3) | | | 325 | | | | 345 | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Financials (continued) | |
MMI International Ltd. 144A 8.000%, 3/1/17(3) | | $ | 775 | | | $ | 783 | |
Morgan Stanley 144A 10.090%, 5/3/17(3) | | | 6,050 | BRL | | | 2,684 | |
Nomos Bank Via Nomos Capital PLC 144A 7.250%, 4/25/18(3)(7) | | | 1,000 | | | | 992 | |
Nordea Bank AB 144A 4.250%, 9/21/22(3) | | | 2,035 | | | | 2,007 | |
PKO Finance AB 144A 4.630%, 9/26/22(3)(7) | | | 1,805 | | | | 1,754 | |
Progressive Corp. (The) 6.700%, 6/15/37(2) | | | 2,160 | | | | 2,333 | |
Prudential Financial, Inc. 5.875%, 9/15/42(2) | | | 2,500 | | | | 2,506 | |
5.200%, 3/15/44(2)(6) | | | 205 | | | | 194 | |
Resona Bank Ltd. 144A 5.850%(2)(3)(5)(6) | | | 2,050 | | | | 2,187 | |
Royal Bank of Scotland plc (The) 6.400%, 10/21/19 | | | 1,400 | | | | 1,555 | |
Russian Agricultural Bank OJSC (RSHB Capital SA) 144A 5.298%, 12/27/17(3) | | | 850 | | | | 867 | |
Santander U.S. Debt S.A.U. 144A 3.724%, 1/20/15(3) | | | 1,590 | | | | 1,605 | |
Unipersonal 144A 3.781%, 10/7/15(3) | | | 1,300 | | | | 1,325 | |
Sberbank of Russia (Sberbank CapItal SA) 144A 6.125%, 2/7/22(3)(7) | | | 2,050 | | | | 2,140 | |
144A 5.125%, 10/29/22(3)(7) | | | 800 | | | | 750 | |
Severstal OAO Via Steel Capital SA 144A 5.900%, 10/17/22(3)(7) | | | 2,200 | | | | 2,007 | |
SLM Corp. 5.500%, 1/25/23 | | | 2,670 | | | | 2,541 | |
Spansion LLC 7.875%, 11/15/17 | | | 1,200 | | | | 1,236 | |
Telecom Italia Capital SA 7.175%, 6/18/19 | | | 725 | | | | 807 | |
TMK OAO (TMK Capital SA) 144A 6.750%, 4/3/20(3)(7) | | | 965 | | | | 895 | |
See Notes to Financial Statements
12
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Financials (continued) | |
Turkiye Garanti Bankasi AS 144A 5.250%, 9/13/22(3) | | $ | 1,095 | | | $ | 1,025 | |
UPCB Finance VI Ltd. 144A 6.875%, 1/15/22(3) | | | 725 | | | | 754 | |
Vnesheconombank (VEB Finance plc) 144A 6.800%, 11/22/25(3)(7) | | | 1,400 | | | | 1,491 | |
VTB Bank OJSC (VTB Capital SA) 144A 6.000%, 4/12/17(3)(7) | | | 725 | | | | 754 | |
| | | | | | | | |
| | | | | | | 88,524 | |
| | | | | | | | |
Health Care—0.4% | |
inVentiv Health, Inc. 144A 9.000%, 1/15/18(3) | | | 320 | | | | 335 | |
Valeant Pharmaceuticals International, Inc. Escrow Corp. 144A 7.500%, 7/15/21(3) | | | 590 | | | | 611 | |
| | | | | | | | |
| | | | | | | 946 | |
| | | | | | | | |
Industrials—13.0% | |
AAR Corp. 144A 7.250%, 1/15/22(3) | | | 710 | | | | 765 | |
ADS Tactical, Inc. 144A 11.000%, 4/1/18(3) | | | 900 | | | | 873 | |
Air Canada Pass-Through-Trust 13-1B 144A 5.375%, 5/15/21(3) | | | 374 | | | | 373 | |
America West Airlines Pass-Through-Trust | | | | | | | | |
Series 99-1, G 7.930%, 1/2/19 | | | 991 | | | | 1,060 | |
Series 00-1, G 8.057%, 7/2/20 | | | 1,211 | | | | 1,344 | |
Series 01-1, G 7.100%, 4/2/21 | | | 1,030 | | | | 1,082 | |
American Airlines Pass-Through-Trust 13-1, A 144A 4.000%, 7/15/25(3) | | | 1,640 | | | | 1,550 | |
Automotores Gildemeister SA 144A 8.250%, 5/24/21(3) | | | 690 | | | | 642 | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Industrials (continued) | |
Bharti Airtel International Netherlands BV 144A 5.125%, 3/11/23(3) | | $ | 805 | | | $ | 736 | |
Builders FirstSource, Inc. 144A 7.625%, 6/1/21(3) | | | 800 | | | | 776 | |
Delta Air Lines Pass-Through-Trust | | | | | | | | |
09-1, A 7.750%, 12/17/19 | | | 1,071 | | | | 1,245 | |
02-1, G-1 6.718%, 1/2/23 | | | 829 | | | | 904 | |
DP World Ltd. 144A 6.850%, 7/2/37(3) | | | 1,000 | | | | 1,033 | |
Embraer SA 5.150%, 6/15/22 | | | 1,300 | | | | 1,303 | |
FTS International, LLC 144A 8.125%, 11/15/18(3) | | | 441 | | | | 460 | |
GeoPark Latin America Ltd. (Agencia en Chile) 144A 7.500%, 2/11/20(3) | | | 1,020 | | | | 1,053 | |
Harland Clarke Holdings Corp. 144A 9.750%, 8/1/18(3) | | | 330 | | | | 345 | |
Hellenic Railways 5.460%, 1/30/14 | | | 945 | EUR | | | 1,162 | |
Kratos Defense & Security Solutions, Inc. 10.000%, 6/1/17 | | | 1,000 | | | | 1,075 | |
Northwest Airlines Pass-Through-Trust 02-1, G2 6.264%, 11/20/21 | | | 1,253 | | | | 1,335 | |
Odebrecht Finance Ltd. 144A 8.250%, 4/25/18(3) | | | 350 | BRL | | | 140 | |
Oshkosh Corp. 8.500%, 3/1/20 | | | 1,250 | | | | 1,358 | |
Transnet SOC Ltd. 144A 4.000%, 7/26/22(3) | | | 1,000 | | | | 874 | |
UAL Pass-Through-Trust 09-2 9.750%, 1/15/17 | | | 2,276 | | | | 2,617 | |
07-01A 6.636%, 7/2/22 | | | 940 | | | | 1,006 | |
11-1 A 7.125%, 10/22/23 | | | 911 | | | | 1,029 | |
Voto-Votorantim Ltd. 144A 6.750%, 4/5/21(3) | | | 1,500 | | | | 1,598 | |
| | | | | | | | |
| | | | | | | 27,738 | |
| | | | | | | | |
See Notes to Financial Statements
13
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Information Technology—3.0% | |
Ceridian Corp. 144A 11.000%, 3/15/21(3) | | $ | 35 | | | $ | 39 | |
First Data Corp. | | | | | | | | |
11.250%, 3/31/16 | | | 1,021 | | | | 1,003 | |
12.625%, 1/15/21 | | | 1,100 | | | | 1,169 | |
144A 11.750%, 8/15/21(3) | | | 2,270 | | | | 2,054 | |
QVC, Inc. 5.125%, 7/2/22 | | | 690 | | | | 697 | |
Sensata Technologies BV 144A 4.875%, 10/15/23(3) | | | 970 | | | | 938 | |
VeriSign, Inc. 144A 4.625%, 5/1/23(3) | | | 475 | | | | 463 | |
| | | | | | | | |
| | | | | | | 6,363 | |
| | | | | | | | |
Materials—8.8% | | | | | | | | |
Alpek SA de CV 144A 4.500%, 11/20/22(3) | | | 1,250 | | | | 1,203 | |
Ardagh Packaging Finance plc 144A 7.000%, 11/15/20(3) | | | 300 | | | | 290 | |
Calumet Specialty Products Partners LP 144A 9.625%, 8/1/20(3) | | | 1,200 | | | | 1,311 | |
Cascades, Inc. 7.875%, 1/15/20 | | | 650 | | | | 682 | |
Cemex SAB de CV 144A 9.500%, 6/15/18(3) | | | 695 | | | | 754 | |
Eldorado Gold Corp. 144A 6.125%, 12/15/20(3) | | | 415 | | | | 403 | |
EuroChem Mineral & Chemical Co. OJSC (EuroChem GI Ltd.) 144A 5.125%, 12/12/17(3)(7) | | | 425 | | | | 420 | |
Evraz Group SA 144A 6.500%, 4/22/20(3) | | | 775 | | | | 699 | |
FMG Resources Property Ltd. 144A 8.250%, 11/1/19(3) | | | 1,050 | | | | 1,087 | |
Gerdau Holdings, Inc. 144A 7.000%, 1/20/20(3) | | | 1,150 | | | | 1,213 | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Materials (continued) | | | | | | | | |
Hexion U.S. Finance Corp.
| | | | | | | | |
144A 8.875%, 2/1/18(3) | | $ | 950 | | | $ | 974 | |
6.625%, 4/15/20 | | | 240 | | | | 241 | |
144A 6.625%, 4/15/20(3) | | | 720 | | | | 722 | |
Ineos Finance plc 144A 8.375%, 2/15/19(3) | | | 1,175 | | | | 1,288 | |
JMC Steel Group 144A 8.250%, 3/15/18(3) | | | 750 | | | | 737 | |
Mexichem SAB de CV 144A 4.875%, 9/19/22(3) | | | 450 | | | | 452 | |
Momentive Performance Materials, Inc. 10.000%, 10/15/20 | | | 1,000 | | | | 1,045 | |
Sappi Papier Holding GmbH 144A 6.625%, 4/15/21(3) | | | 1,500 | | | | 1,462 | |
Sealed Air Corp. 144A 6.500%, 12/1/20(3) | | | 185 | | | | 196 | |
Tronox Finance LLC 144A 6.375%, 8/15/20(3) | | | 805 | | | | 763 | |
United States Steel Corp. 6.875%, 4/1/21 | | | 965 | | | | 941 | |
Vedanta Resources plc 144A 9.500%, 7/18/18(3) | | | 1,650 | | | | 1,811 | |
| | | | | | | | |
| | | | | | | 18,694 | |
| | | | | | | | |
Telecommunication Services—4.6% | |
America Movil SAB de CV Series 12 6.450%, 12/5/22 | | | 8,000 | MXN | | | 598 | |
Axtel SAB de CV 144A 7.000%, 1/31/20(2)(3) | | | 360 | | | | 335 | |
CenturyLink, Inc. Series S, 6.450%, 6/15/21 | | | 1,600 | | | | 1,676 | |
Cincinnati Bell, Inc. 8.375%, 10/15/20 | | | 650 | | | | 673 | |
See Notes to Financial Statements
14
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Telecommunication Services (continued) | |
Frontier Communications Corp. 7.125%, 1/15/23 | | $ | 915 | | | $ | 914 | |
Koninklijke KPN NV 144A 7.000%, 3/28/73(2)(3)(6) | | | 955 | | | | 906 | |
Telefonica Emisiones, S.A.U. 5.462%, 2/16/21 | | | 660 | | | | 680 | |
Vimpel Communications OJSC 144A 7.748%, 2/2/21(3)(7) | | | 1,000 | | | | 1,068 | |
WideOpenWest Finance LLC 10.250%, 7/15/19 | | | 550 | | | | 587 | |
Wind Acquisition Finance S.A. 144A 11.750%, 7/15/17(3) | | | 750 | | | | 784 | |
144A 7.250%, 2/15/18(3) | | | 430 | | | | 431 | |
Windstream Corp. 7.750%, 10/15/20 | | | 1,150 | | | | 1,196 | |
| | | | | | | | |
| | | | | | | 9,848 | |
| | | | | | | | |
Utilities—2.9% | |
AmeriGas Partners LP (AmeriGas Finance Corp.) 6.750%, 5/20/20 | | | 1,200 | | | | 1,248 | |
Calpine Corp. 144A 7.875%, 1/15/23(3) | | | 764 | | | | 825 | |
Centrais Eletricas Brasileiras SA 144A 6.875%, 7/30/19(3) | | | 850 | | | | 888 | |
Electricite de France SA 144A 5.250%, 12/29/49(2)(3)(5)(6) | | | 1,325 | | | | 1,267 | |
Israel Electric Corp Ltd 144A 6.875%, 6/21/23(3) | | | 1,000 | | | | 1,010 | |
NRG Energy, Inc. 7.875%, 5/15/21 | | | 925 | | | | 992 | |
| | | | | | | | |
| | | | | | | 6,230 | |
TOTAL CORPORATE BONDS (Identified Cost $210,515) | | | | 207,367 | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
LOAN AGREEMENTS(2)—16.1% | |
Consumer Discretionary—4.7% | |
BJ’s Wholesale Club, Inc. Second Lien, 9.750%, 3/26/20 | | $ | 217 | | | $ | 223 | |
Caesars Entertainment Operating Co., Inc. (Harrah’s Operating Company, Inc.) Tranche B-4, 9.500%, 10/31/16 | | | 935 | | | | 934 | |
CBAC Borrower LLC 0.000%, 4/26/20(8) | | | 300 | | | | 305 | |
Cumulus Media Holdings, Inc. Second Lien, 7.500%, 9/16/19 | | | 872 | | | | 892 | |
EB Sports Corp. 11.500%, 12/31/15 | | | 500 | | | | 497 | |
Fram Group Holdings, Inc. (Prestone Holdings, Inc.) Second Lien, 10.500%, 1/29/18 | | | 1,000 | | | | 976 | |
Gateway Casinos & Entertainment Ltd. Tranche B, 6.750%, 5/12/16 | | | 952 | CAD | | | 905 | |
Granite Broadcasting Corp. Tranche B, First Lien, 0.000%, 5/23/18(8) | | | 537 | | | | 541 | |
Landry’s, Inc. (Landry’s Restaurants, Inc.) Tranche B, 4.750%, 4/24/18 | | | 1,181 | | | | 1,186 | |
Merrill Communications LLC 7.250%, 3/8/18 | | | 993 | | | | 999 | |
Peppermill Casinos, Inc. Tranche B, 7.250%, 11/9/18 | | | 638 | | | | 653 | |
Radio One, Inc. 7.500%, 3/31/16 | | | 1,024 | | | | 1,048 | |
TWCC Holding Corp. 0.000%, 12/11/20(8) | | | 566 | | | | 572 | |
| | | | | | | | |
| | | | | | | 9,731 | |
| | | | | | | | |
See Notes to Financial Statements
15
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Consumer Staples—0.2% | |
Supervalu, Inc. 5.000%, 3/21/19 | | $ | 374 | | | $ | 372 | |
| | | | | | | | |
Energy—1.2% | | | | | | | | |
FTS International, Inc. (Frac Tech International LLC) 8.500%, 5/6/16 | | | 1,017 | | | | 983 | |
NGPL Pipeco LLC 6.750%, 9/15/17 | | | 772 | | | | 769 | |
Sabine Oil & Gas LLC Second Lien, 8.750%, 12/31/18 | | | 825 | | | | 825 | |
| | | | | | | | |
| | | | | | | 2,577 | |
| | | | | | | | |
Financials—1.0% | |
Alitsource Portfolio Solutions S.A.R.L Tranche B, 5.750%, 11/27/19 | | | 367 | | | | 369 | |
Capital Automotive LP 0.000%, 4/30/20(8) | | | 73 | | | | 74 | |
iStar Financial, Inc. Tranche A-2, 7.000%, 3/19/17 | | | 1,500 | | | | 1,579 | |
| | | | | | | | |
| | | | | | | 2,022 | |
| | | | | | | | |
Health Care—1.1% | |
Ardent Medical Services, Inc. First Lien, 0.000%, 7/2/18(8) | | | 272 | | | | 274 | |
Second Lien, 0.000%, 1/2/19(8) | | | 225 | | | | 229 | |
InVentiv Health, Inc. (Ventive Health, Inc.) 7.500%, 8/4/16 | | | 547 | | | | 538 | |
MMM Holdings, Inc. 0.000%, 12/12/17(8) | | | 269 | | | | 272 | |
MSO of Puerto Rico, Inc. 9.750%, 12/12/17 | | | 195 | | | | 197 | |
National Specialty Hospitals, Inc. Tranche B, 0.000%, 2/3/17(8) | | | 898 | | | | 898 | |
| | | | | | | | |
| | | | | | | 2,408 | |
| | | | | | | | |
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Industrials—3.2% | |
AWAS Finance Luxemborg S.A. 3.500%, 7/16/18 | | $ | 1,111 | | | $ | 1,121 | |
Commercial Barge Line Co. Tranche B, 0.000%, 9/22/19(8) | | | 803 | | | | 792 | |
DynCorp International, Inc. 6.250%, 7/7/16 | | | 863 | | | | 870 | |
Harland Clarke Holdings Corp. (Clarke American Corp.) Tranche B-2, 0.000%, 6/30/17(8) | | | 643 | | | | 620 | |
HD Supply, Inc. 4.500%, 10/12/17 | | | 861 | | | | 862 | |
Husky Injection Molding System (Yukon Acquisition, Inc.) 4.250%, 7/2/18 | | | 1,030 | | | | 1,027 | |
Mirion Technologies, Inc. 5.750%, 3/30/18 | | | 736 | | | | 738 | |
Navistar, Inc. Tranche B, 5.750%, 8/17/17 | | | 507 | | | | 509 | |
SESAC Holding Co. II LLC First Lien, 6.000%, 2/7/19 | | | 301 | | | | 304 | |
| | | | | | | | |
| | | | | | | 6,843 | |
| | | | | | | | |
Information Technology—4.1% | |
Alcatel-Lucent U.S.A., Inc. 6.000%, 8/1/16 | | | 84 | | | | 85 | |
7.250%, 1/30/19 | | | 853 | | | | 863 | |
Avaya, Inc. Tranche B-3, 4.773%, 10/26/17 | | | 1,181 | | | | 1,038 | |
Blue Coat Systems, Inc. 4.500%, 5/31/19 | | | 890 | | | | 887 | |
Deltek, Inc. 0.000%, 10/10/19(8) | | | 157 | | | | 159 | |
Second Lien, 10.000%, 10/10/19 | | | 100 | | | | 101 | |
IPC Systems, Inc. Tranche C, First Lien, 7.750%, 7/31/17 | | | 863 | | | | 833 | |
Kronos, Inc. Second Lien, 9.750%, 4/30/20 | | | 640 | | | | 662 | |
See Notes to Financial Statements
16
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
| | | | | | | | |
| | PAR VALUE | | | VALUE | |
Information Technology (continued) | |
Mood Media Corp. First Lien, 7.000%, 5/6/18 | | $ | 592 | | | $ | 593 | |
Novell, Inc. (Attachmate Corp.) First Lien, 7.250%, 11/22/17 | | | 925 | | | | 928 | |
Oberthur Technologies Finance SAS Tranche B-3, 0.000%, 11/30/18(8) | | | 554 | | | | 552 | |
RP Crown Parent LLC First Lien 6.750%, 12/21/18 | | | 249 | | | | 250 | |
Second Lien, 11.250%, 12/21/19 | | | 347 | | | | 360 | |
Sorenson Communications, Inc. 0.000%, 10/31/14(8) | | | 1,137 | | | | 1,139 | |
Wall Street Systems Holdings, Inc. Second Lien, 9.250%, 10/25/20 | | | 339 | | | | 342 | |
| | | | | | | | |
| | | | | | | 8,792 | |
| | | | | | | | |
Materials—0.7% | |
Ameriforge Group, Inc. Second Lien, 8.750%, 12/21/20 | | | 190 | | | | 193 | |
Essar Steel Algoma, Inc. (Algoma Steel, Inc.) 8.750%, 9/19/14 | | | 1,310 | | | | 1,339 | |
| | | | | | | | |
| | | | | | | 1,532 | |
TOTAL LOAN AGREEMENTS (Identified Cost $34,103) | | | | 34,277 | |
| | SHARES | | | | |
PREFERRED STOCK(2)—2.2% | |
Financials—2.2% | |
General Electric Capital Corp. Series B 6.25% | | | 500 | (10) | | | 532 | |
Series C 5.250% | | | 600 | (10) | | | 573 | |
JPMorgan Chase & Co. Series Q 5.150% | | | 960 | (10) | | | 919 | |
| | | | | | | | |
| | SHARES | | | VALUE | |
Financials (continued) | |
PNC Financial Services Group, Inc. (The) Series R 4.850% | | | 890 | (10) | | $ | 830 | |
U.S. Bancorp Series G 6.00% | | | 32,400 | | | | 888 | |
Wells Fargo & Co. Series K, 7.98% | | | 840 | (10) | | | 949 | |
TOTAL PREFERRED STOCK (Identified Cost $4,745) | | | | 4,691 | |
TOTAL LONG TERM INVESTMENTS—140.4% | |
(Identified cost $304,649) | | | | 298,710 | |
SHORT-TERM INVESTMENTS—2.0% | |
Money Market Mutual Funds—2.0% | |
Fidelity Money Market Portfolio – Institutional Shares (Seven-day effective yield 0.012%) | | | 4,335,045 | | | | 4,335 | |
TOTAL SHORT-TERM INVESTMENTS (Identified Cost $4,335) | | | | 4,335 | |
TOTAL INVESTMENTS—142.4% (Identified Cost $308,984) | | | | 303,045 | (1) |
Other assets and liabilities, net—(42.4)% | | | | (90,200 | ) |
| | | | | | | | |
NET ASSETS—100.0% | | | | | | $ | 212,845 | |
| | | | | | | | |
Abbreviation:
PIK | Payment-in-Kind Security |
FOOTNOTE LEGEND:
(1) | Federal Income Tax Information: For tax information at June 30, 2013, see Note 10 Federal Income Tax Information in the Notes to Financial Statements. |
(2) | Variable or step coupon security; interest rate shown reflects the rate in effect at June 30, 2013. |
(3) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2013, these securities amounted to a value of $135,331 or 63.6% of net assets. |
See Notes to Financial Statements
17
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
(4) | Regulation S security. Security is offered and sold outside of the United States, therefore, it is exempt from registration with the SEC under rules 903 and 904 of the Securities Act of 1933. |
(5) | No contractual maturity date |
(6) | Interest payments may be deferred. |
(7) | This note was issued for the sole purpose of funding a loan agreement between the issuer and the borrower. As the credit risk for this security lies solely with the borrower, the name represented here is that of the borrower. |
(8) | This loan will settle after June 30, 2013, at which time the interest rate, based on the London Interbank Offered Rate (“LIBOR”) and the agreed upon spread on trade date, will be reflected. |
(9) | Principal is adjusted according to local inflation index. |
(10) | Value shown as par value |
| | |
Foreign Currencies (reported in thousands): |
AUD | | Australian Dollar |
BRL | | Brazilian Real |
CAD | | Canadian Dollar |
CLP | | Chilean Peso |
EUR | | European Currency Unit |
IDR | | Indonesian Rupiah |
KOR | | Korean Won |
MXN | | Mexican Peso |
NOK | | Norwegian Krone |
NZD | | New Zealand Dollar |
PEN | | Peruvian Nuevo Sol |
PLZ | | Polish Zloty |
RUB | | Russian Ruble |
TRY | | Turkish Lira |
UYU | | Uruguayan Peso |
ZAR | | South African Rand |
The following table provides a summary of inputs used to value the Fund’s investments as of June 30, 2013 (See Security Valuation Note 2A in the Notes to Financial Statements):
| | | | | | | | | | | | | | | | |
| | Total Value at June 30, 2013 | | | Level 1 – Quoted Prices | | | Level 2 – Significant Observable Inputs | | | Level 3 – Significant Unobservable Inputs | |
Debt Securities: | | | | | | | | | | | | | | | | |
Asset-Backed Securities | | $ | 9,308 | | | $ | — | | | $ | 8,814 | | | $ | 494 | (1) |
Corporate Bonds and Notes | | | 207,367 | | | | — | | | | 207,367 | | | | — | |
Foreign Government Securities | | | 34,529 | | | | — | | | | 34,529 | | | | — | |
Loan Agreements | | | 34,277 | | | | — | | | | 34,277 | | | | — | |
Mortgage-Backed Securities | | | 6,447 | | | | — | | | | 6,447 | | | | — | |
Municipal Bonds | | | 2,091 | | | | — | | | | 2,091 | | | | — | |
Equity Securities: | | | | | | | | | | | | | | | | |
Preferred Stock | | | 4,691 | | | | 888 | | | | 3,803 | | | | — | |
Short-Term Investments | | | 4,335 | | | | 4,335 | | | | — | | | | — | |
| | | | | | | | | | | | | | | | |
Total Investments | | $ | 303,045 | | | $ | 5,223 | | | $ | 297,328 | | | $ | 494 | |
| | | | | | | | | | | | | | | | |
(1) | This security was not internally fair valued. |
See Notes to Financial Statements
18
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
JUNE 30, 2013 (Unaudited)
($ reported in thousands)
The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value.
| | | | |
| | Asset-Backed Securities | |
Investments in Securities Balance as of December 31, 2012: | | | | |
Accrued discount (premium) | | $ | — | |
Realized gain (loss) | | | — | (c) |
Change in unrealized appreciation/(depreciation) | | | 2 | |
Purchases | | | 502 | |
Sales(b) | | | (10 | ) |
Transfers into Level 3(a) | | | — | |
Transfers from Level 3(a) | | | — | |
| | | | |
Balance as of June 30, 2013 | | $ | 494 | |
| | | | |
(a) | “Transfers into and/or from” represent the ending value as of June 30, 2013, for any investment security where a change in pricing level occurred from the beginning to the end of the period |
(b) | Includes paydowns on securities |
(c) | Amount is less than $500 |
See Notes to Financial Statements
19
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 2013 (Unaudited)
(Reported in thousands except shares and per share amounts)
| | | | |
Assets | | | | |
Investment in securities at value (Identified cost $308,984) | | $ | 303,045 | |
Cash | | | 292 | |
Receivables | | | | |
Investment securities sold | | | 1,977 | |
Dividends and interest | | | 4,590 | |
Tax reclaims | | | 32 | |
Prepaid expenses | | | 34 | |
Prepaid trustee retainer | | | 15 | |
| | | | |
Total assets | | | 309,985 | |
| | | | |
Liabilities | | | | |
Payables | | | | |
Borrowings (Note 7) | | | 93,000 | |
Investment securities purchased | | | 3,814 | |
Investment advisory fees | | | 242 | |
Administration fees | | | 26 | |
Professional fees | | | 36 | |
Interest payable on line of credit | | | 8 | |
Transfer Agent fees and expenses | | | 1 | |
Other accrued expenses | | | 13 | |
| | | | |
Total liabilities | | | 97,140 | |
| | | | |
Net Assets | | $ | 212,845 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Capital paid in on shares of beneficial interest | | $ | 214,525 | |
Accumulated undistributed net investment income (loss) | | | 908 | |
Accumulated undistributed net realized gain (loss) | | | 3,384 | |
Net unrealized appreciation (depreciation) | | | (5,972 | ) |
| | | | |
Net Assets | | $ | 212,845 | |
| | | | |
Net Asset Value Per Share | | | | |
(Net assets/ shares outstanding) Shares outstanding 11,255,236 | | $ | 18.91 | |
| | | | |
See Notes to Financial Statements
20
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
STATEMENT OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2013 (Unaudited)
(Reported in thousands)
| | | | |
Investment Income | | | | |
Interest | | $ | 10,028 | |
Dividends | | | 60 | |
Foreign taxes withheld | | | (5 | ) |
| | | | |
Total investment income | | | 10,083 | |
| | | | |
Expenses | | | | |
Investment advisory fees | | | 1,511 | |
Administration and accounting fees | | | 210 | |
Interest expense | | | 491 | |
Trustees’ fees and expenses | | | 63 | |
Professional fees | | | 50 | |
Printing fees and expenses | | | 26 | |
Registration fees | | | 12 | |
Custodian fees | | | 10 | |
Transfer agent fees and expenses | | | 7 | |
Miscellaneous | | | 21 | |
| | | | |
Total expenses | | | 2,401 | |
| | | | |
Net investment income | | | 7,682 | |
| | | | |
Net Realized and Unrealized Gain (Loss) on Investments | | | | |
Net realized gain (loss) on investments | | | 3,332 | |
Net realized gain (loss) on foreign currency transactions | | | (68 | ) |
Net change in unrealized appreciation (depreciation) on investments | | | (17,714 | ) |
Net change in unrealized appreciation (depreciation) on foreign currency translations | | | (42 | ) |
| | | | |
Net realized and unrealized gain (loss) on investments | | | (14,492 | ) |
| | | | |
Net increase (decrease) in net assets resulting from operations | | $ | (6,810 | ) |
| | | | |
See Notes to Financial Statements
21
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
STATEMENT OF CHANGES IN NET ASSETS
(Reported in thousands)
| | | | | | | | |
| | Six Months Ended June 30, 2013 (Unaudited) | | | From Inception February 23, 2012 to December 31, 2012 | |
INCREASE/(DECREASE) IN NET ASSETS | | | | | | | | |
From Operations | | | | | | | | |
Net investment income (loss) | | $ | 7,682 | | | $ | 12,081 | |
Net realized gain (loss) | | | 3,264 | | | | 2,211 | |
Net change in unrealized appreciation (depreciation) | | | (17,756 | ) | | | 11,784 | |
| | | | | | | | |
Increase (decrease) in net assets resulting from operations | | | (6,810 | ) | | | 26,076 | |
| | | | | | | | |
From Distributions to Shareholders | | | | | | | | |
Net investment income | | | (7,935 | ) | | | (10,451 | ) |
Net realized short-term gains | | | (1,159 | ) | | | (1,401 | ) |
| | | | | | | | |
Decrease in net assets from distributions to shareholders | | | (9,094 | ) | | | (11,852 | ) |
| | | | | | | | |
From Share Transactions | | | | | | | | |
Sale of shares | | | — | | | | 214,975 | |
Offering Costs | | | — | | | | (450 | ) |
| | | | | | | | |
| | |
Increase (decrease) in net assets from share transactions | | | — | | | | 214,525 | |
| | | | | | | | |
Net increase (decrease) in net assets | | | (15,904 | ) | | | 228,749 | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 228,749 | | | | — | |
| | | | | | | | |
End of period | | $ | 212,845 | | | $ | 228,749 | |
| | | | | | | | |
Accumulated undistributed net investment income (loss) at end of period | | $ | 908 | | | $ | 1,161 | |
See Notes to Financial Statements
22
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
STATEMENT OF CASH FLOWS
FOR PERIOD ENDED JUNE 30, 2013 (Unaudited)
(Reported in thousands)
| | | | |
Cash Flows Provided by Operating Activities: | | | | |
Increase (decrease) in net assets resulting from operations | | $ | (6,810 | ) |
| | | | |
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided/(used) by operating activities: | | | | |
Proceeds from sales and paydowns of long-term investments | | | 95,358 | |
Increase in securities sold receivable | | | (853 | ) |
Purchase of long-term investments | | | (94,742 | ) |
Increase in purchase payables | | | 530 | |
Net proceeds from sales of short-term securities | | | 563 | |
Net change in unrealized (appreciation)/depreciation | | | 17,756 | |
Net realized gain (loss) from sales of long-term investments | | | (3,344 | ) |
Net amortization of premium/(discount) | | | 242 | |
Increase in tax reclaims receivable | | | (32 | ) |
Increase in dividends receivable | | | (5 | ) |
Increase in interest receivable | | | (138 | ) |
Increase in prepaid expenses | | | (26 | ) |
Increase in interest expense payable | | | (21 | ) |
Decrease in investment advisory fees payable | | | (15 | ) |
Decrease in other affiliates payable | | | (2 | ) |
Decrease in Trustees’ fees payable | | | (26 | ) |
Decrease in other accrued expenses payable | | | (20 | ) |
| | | | |
Cash provided/(used) by operating activities | | | 8,415 | |
| | | | |
Cash provided/(used) for financing activities: | | | | |
Cash dividends paid to shareholders | | | (9,094 | ) |
| | | | |
Cash provided/(used) for financing activities | | | (9,094 | ) |
| | | | |
Cash impact from foreign exchange fluctuations | | | (42 | ) |
| | | | |
Net decrease in cash | | | (721 | ) |
| | | | |
Cash: | | | | |
Cash and foreign currency at beginning of period | | | 1,013 | |
| | | | |
Cash and foreign currency at end of period | | $ | 292 | |
| | | | |
Supplemental cash flow information: | | | | |
Cash paid for interest | | $ | 512 | |
See Notes to Financial Statements
23
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
FINANCIAL HIGHLIGHTS
(SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIODS)
| | | | | | | | |
| | For the Six Months Ended June 30, 2013
(Unaudited) | | | From Inception1 to December 31, 2012 | |
PER SHARE OPERATING DATA: | | | | | | | | |
Net asset value, beginning of period | | $ | 20.32 | | | $ | 19.10 | (1) |
| | | | | | | | |
Income from investment operations: | | | | | | | | |
Net investment income/(loss)(2) | | | 0.68 | | | | 1.08 | |
Net realized and unrealized gain/(loss) | | | (1.28 | ) | | | 1.19 | |
| | | | | | | | |
Total from investment operations | | | (0.60 | ) | | | 2.27 | |
| | | | | | | | |
Dividends and/or Distributions to Shareholders: | | | | | | | | |
Dividends from net investment income | | | (0.71 | ) | | | (0.93 | ) |
Dividends from net realized gains | | | (0.10 | ) | | | (0.12 | ) |
| | | | | | | | |
Total Dividends and Distributions to Shareholders | | | (0.81 | ) | | | (1.05 | ) |
| | | | | | | | |
Net Asset Value, End of Period | | $ | 18.91 | | | $ | 20.32 | |
| | | | | | | | |
Market Price, End of Period(3) | | $ | 17.44 | | | $ | 18.90 | |
| | | | | | | | |
Total Return on Net Asset Value(4) | | | (2.94 | )%(7) | | | 12.61 | %(7) |
Total Return on Market Value(5) | | | (3.71 | )%(7) | | | (0.02 | )%(7) |
Net Assets, End of Period (000’s) | | $ | 212,845 | | | $ | 228,749 | |
| | |
Ratios/Supplemental Data: | | | | | | | | |
Ratio of Total Expenses to Average Net Assets(6) | | | 2.13 | %(8) | | | 2.19 | %(8) |
Ratio of Net Investment Income/(Loss) to Average Net Assets | | | 6.80 | %(8) | | | 6.65 | %(8) |
Portfolio Turnover Rate | | | 30 | %(7) | | | 46 | %(7) |
| | |
Bank Borrowings: | | | | | | | | |
Loan Outstanding, End of Period (000’s) | | $ | 93,000 | | | $ | 93,000 | |
Asset Coverage for Loan Outstanding | | | 329 | % | | | 346 | % |
(1) | Fund commenced operations on February 23, 2012, the date which its initial public offering shares were issued. |
(2) | Based on average number of shares of common stock outstanding. |
(4) | Total Return on NAV is calculated using the Net asset value of common stock on the first business day and the closing Net asset value on the last business day of the period. Dividends and distributions if any, are assumed for the purpose of this calculation, to be reinvested at prices obtained under the Fund’s Automatic Reinvestment and Cash Purchase Plan. |
(5) | Total return on market value is calculated assuming a purchase of a share of the Fund’s common stock at the opening New York Stock Exchange (“NYSE”) share price on the first business day and a sale at the closing NYSE share price on the last business day of the period. Dividends and distributions if any, are assumed for the purpose of this calculation, to be reinvested at prices obtained under the Fund’s Automatic Reinvestment and Cash Purchase Plan. |
(6) | Ratio of operating expenses, excluding interest expense on the line of credit, was 1.69% for the six months ended June 30, 2013 and 1.74% for the period ended December 31, 2012. |
See Notes to Financial Statements
24
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2013 (Unaudited)
Note 1. Organization
The Fund was incorporated as a statutory trust under the laws of the State of Delaware on November 9, 2011. The Fund commenced operations on February 23, 2012, as a diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary investment objective is to maximize current income while preserving capital.
Note 2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principals generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates and those differences could be significant.
Security valuation procedures for the Fund, which include, nightly price variance, as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board” or the “Trustees”). All internally fair valued securities are approved by a valuation committee (“Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of the treasurer, assistant treasurer, and two other appropriate investment professionals of the Virtus Product Management team who previously have been identified to the Board. All internally fair valued securities are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of any model inputs and any changes to the model. Fair valuations are reviewed by the Board at least quarterly.
The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels.
| Ÿ Level 1 – | quoted prices in active markets for identical securities |
| Ÿ Level 2 – | prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) |
| Ÿ Level 3 – | prices determined using significant unobservable inputs (including the valuation committee’s own assumptions in determining the fair value of investments) |
A description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:
Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded, or if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid or are internally fair valued by the valuation committee, are generally categorized as Level 3 in the hierarchy.
25
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
NOTES TO FINANCIAL STATEMENTS (Continued)
JUNE 30, 2013 (Unaudited)
Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (“NAV”) (generally, 4 p.m. Eastern time the close of the New York Stock Exchange (“NYSE”)) that may impact the value of securities traded in these non-U.S. markets.
Debt securities, including restricted securities, are valued based on evaluated quotations received from independent pricing services or from dealers who make markets in such securities. For most bond types, the pricing service utilizes matrix pricing that considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type, and current day trade information, as well as dealer supplied prices. These valuations are generally categorized as Level 2 in the hierarchy. Structured Debt Instruments such as mortgage-backed and asset-backed securities may also incorporate collateral analysis and utilize cash flow models for valuation and are generally categorized as Level 2 in the hierarchy. Pricing services do not provide pricing for all securities and therefore indicative bids from dealers are utilized which are based on pricing models used by market makers in the security and are generally categorized as Level 2 in the hierarchy. Debt securities that are not widely traded, are illiquid, or are internally fair valued by the valuation committee are generally categorized as Level 3 in the hierarchy.
Listed derivatives that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over the counter (“OTC”) derivative contracts, which include forward currency contracts and equity linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.
Investments in open-end mutual funds are valued at their closing NAV determined as of the close of regular trading on the NYSE each business day and are categorized as Level 1 in the hierarchy.
A summary of the inputs used to value the Fund’s major categories of assets and liabilities, which primarily include investments of the Fund, by each major security type is disclosed at the end of the Schedule of Investments for the Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
| B. | Security Transactions and Investment Income |
Security transactions are recorded on the trade date. Realized gains and losses from sales of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as the Fund is notified. Interest income is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts on securities using the effective interest method.
The Fund is treated as a separate taxable entity. It is the intention of the Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to
26
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
NOTES TO FINANCIAL STATEMENTS (Continued)
JUNE 30, 2013 (Unaudited)
distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.
The Fund may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.
The Fund has adopted the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Management of the Fund has determined that there was no effect on the financial statements from the adoption of this authoritative guidance. The Fund files tax returns as prescribed by the tax laws of the jurisdictions in which they operate. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable.
| D. | Distributions to Shareholders |
Distributions are recorded by the Fund on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, that may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, operating losses and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.
| E. | Foreign Currency Translation |
Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and paid is treated as a gain or loss on foreign currency. The Fund does not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
27
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
NOTES TO FINANCIAL STATEMENTS (Continued)
JUNE 30, 2013 (Unaudited)
| G. | When-issued Purchases and Forward Commitments (Delayed-Delivery) |
The Fund may engage in when-issued or forward commitment transactions. Securities purchased on a when-issued or forward commitment basis are also known as delayed delivery transactions. Delayed delivery transactions involve a commitment by the Fund to purchase or sell a security at a future date (ordinarily up to 90 days later). When-issued or forward commitments enable the Fund to lock in what is believed to be an attractive price or yield on a particular security for a period of time, regardless of future changes in interest rates. The Fund records when-issued and delayed delivery securities on the trade date. The Fund maintains collateral for the securities purchased. Securities purchased on a when-issued or delayed delivery basis begin earning interest on the settlement date.
The Fund may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. The Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the lender) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan agreement and only upon receipt by the lender of payments from the borrower. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due. As of the date of this report, the Fund held only assignment loans.
Expenses incurred together by the Fund and other affiliated mutual funds are allocated in proportion to the net assets of such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.
In addition to the net annual operating expenses that the Fund bears directly, the shareholders of the Fund indirectly bear the Fund’s pro-rata expenses of any underlying mutual funds in which the Fund invests.
Note 3. Investment Advisory Fees and Related Party Transactions
Virtus Investment Advisers, Inc., an indirect wholly-owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the Adviser to the Fund. The Adviser supervises the Fund’s investment program and general operations of the Fund, including oversight of the Fund’s subadviser. As compensation for its services to the Fund, the Adviser will receive a monthly fee at an annual rate of 0.95% as a percentage of the average daily
28
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
NOTES TO FINANCIAL STATEMENTS (Continued)
JUNE 30, 2013 (Unaudited)
Managed Assets (the term “Managed Assets” is defined as the value of the total assets minus sum of all accrued liabilities of the Fund excluding the aggregate amount of any outstanding borrowings which may constitute leverage) of the Fund, calculated as of 4:00 p.m. Eastern time on such day or as of such other time or times as the Board may determine in accordance with the provisions of applicable law and of the organizational documents of the Fund and with resolutions of the Board as from time to time in force. During periods when the Fund is using leverage, the fees paid to the Adviser will be higher than if the Fund did not use leverage, because the fees paid will be calculated on the basis of the Fund’s Managed Assets, which includes the assets purchased through leverage.
The subadviser manages the investments of the Fund for which they are paid a fee by the Adviser. Newfleet Asset Management, LLC (“Newfleet”), an indirect wholly-owned subsidiary of Virtus, is the subadviser for the Fund.
($ reported in thousands)
Effective January 1, 2013, VP Distributors LLC, the Fund’s former Administrator assigned its rights and obligations under the Administration Agreement to Virtus Fund Services, LLC, an indirect wholly-owned subsidiary of Virtus.
For the period ended June 30, 2013, the Fund incurred administration fees totaling $159 which are included in the Statement of Operations.
During the period each Trustee who is not an interested person of the Fund or the Adviser was paid a $20,000 annual retainer plus a $5,000 fee per Trustee for each meeting attended, together with the out-of-pocket costs relating to attendance at such meetings. The Audit Committee chairperson also receives an additional $5,000 retainer, the Nominating Committee chairperson receives an additional $2,000 retainer, and the Chairman of the Board receives an additional $20,000 in annual retainer. These fees are shared with another closed-end fund based on managed assets. Any Trustee who is an interested person of the Fund or the Adviser, receives no remuneration from the Fund.
Note 4. Purchases and Sales of Securities
($ reported in thousands)
Purchases and sales of securities (excluding short-term investments) during the period ended June 30, 2013 were as follows:
| | | | |
Purchases | | $ | 94,742 | |
Sales | | | 95,565 | |
Note 5. Indemnifications
Under the Fund’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Each Trustee has also entered into an indemnification agreement with the Fund. In addition, in
29
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
NOTES TO FINANCIAL STATEMENTS (Continued)
JUNE 30, 2013 (Unaudited)
the normal course of business, the Fund enters into contracts that provide a variety of indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund and that have not occurred. However, the Fund has not had prior claims or losses pursuant to such arrangements and expects the risk of loss to be remote.
Note 6. Capital Transactions
At June 30, 2013, the Fund had one class of common stock, no par value shares, of which unlimited shares are authorized and 11,255,236 shares are outstanding. Registered shareholders may elect to have all distributions paid by check mailed directly to the shareholder by Computershare as dividend paying agent. Pursuant to the Automatic Reinvestment and Cash Purchase Plan (the “Plan”), shareholders not making such election will have all such amounts automatically reinvested by Computershare, as the Plan agent, in whole or fractional shares of the Fund, as the case may be.
Note 7. Borrowings
($ reported in thousands)
The Fund has entered into a Credit Agreement (the “Agreement”) with a commercial bank (the “Bank”) that allows the Fund to borrow cash from the Bank, up to a limit of $125,000, which may be increased to $150,000 under certain circumstances (“Commitment Amount”). Borrowings under the Agreement are collateralized by investments of the Fund. Interest is charged at LIBOR (London Interbank Offered Rate) plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance, if less than 50% of the Commitment Amount is outstanding as a loan to the Fund. Total commitment fees paid and accrued for the period ended June 30, 2013, were $3 and are included in interest expense and fees on the Statement of Operations. The Agreement is renewable by the Fund with the Bank’s consent. The Agreement may also be converted to a 364 day fixed term facility, one time at the Fund’s option. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default. From January 1, 2013 – June 30, 2013, the average daily borrowings under the Agreement and the weighted daily average interest rate were $93,000 and 1.045%, respectively. At June 30, 2013, the amount of such outstanding borrowings was as follows:
| | |
Outstanding Borrowings | | Interest Rate |
$93,000 | | 0.995% |
| | |
| | |
Note 8. Credit Risk and Asset Concentrations
In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as the Fund’s ability to repatriate such amounts.
High-yield/high risk securities typically entail greater price volatility and/or principal and interest rate risk. There is a greater chance that an issuer will not be able to make principal and interest payments on time. Analysis of the creditworthiness of issuers of high-yield
30
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
NOTES TO FINANCIAL STATEMENTS (Continued)
JUNE 30, 2013 (Unaudited)
securities may be complex, and as a result, it may be more difficult for the Adviser and/or Subadviser to accurately predict risk.
The Fund may invest a high percentage of its assets in specific sectors of the market in its pursuit of a greater investment return. Fluctuations in these sectors of concentration may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors. At June 30, 2013, the Fund held 31% of its total investments in securities within the financials sector.
Note 9. Regulatory Exams
Federal and state regulatory authorities from time to time make inquiries and conduct examinations regarding compliance by Virtus and its subsidiaries (collectively “the Company”) with securities and other laws and regulations affecting their registered products.
There are currently no such matters which the Company believes will be material to these financial statements.
Note 10. Federal Income Tax Information
($ reported in thousands)
At June 30, 2013, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Fund were as follows:
| | | | | | |
Federal Tax Cost | | Unrealized Appreciation | | Unrealized (Depreciation) | | Net Unrealized Appreciation (Depreciation) |
$308,989 | | $5,094 | | $(11,038) | | $(5,944) |
Note 11. Recent Accounting Pronouncement
In June 2013, the Financial Accounting Standards Board (the “FASB”) issued guidance that creates a two-tiered approach to assess whether an entity is an investment company. The guidance will also require an investment company to measure noncontrolling ownership interests in other investment companies at fair value and will require additional disclosures relating to investment company status, any changes thereto and information about financial support provided or contractually required to be provided to any of the investment company’s investees. The guidance is effective for financial statements with fiscal years beginning on or after December 15, 2013 and interim periods within those fiscal years. Management is evaluating the impact of this guidance on the Fund’s financial statement disclosures.
Note 12. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there are no subsequent events requiring recognition or disclosure in these financial statements.
31
CERTIFICATION
In accordance with the requirements of the Sarbanes-Oxley Act, the Fund’s CEO (the President of the Fund) and CFO (the Treasurer of the Fund) have filed the required “Section 302” certifications with the SEC on Form N-CSR.
In accordance with Section 303A of the NYSE listed company manual, the CEO certification has been filed with the NYSE.
KEY INFORMATION
Virtus Global Multi-Sector Income Fund Shareholder Relations: 1-866-270-7788
For general information and literature, as well as updates on net asset value, share price, major industry groups and other key information
REINVESTMENT PLAN
Many of you have questions about our reinvestment plan. We urge shareholders who want to take advantage of this plan and whose shares are held in “Street Name,” to consult your broker as soon as possible to determine if you must change registration into your own name to participate.
REPURCHASE OF SECURITIES
Notice is hereby given in accordance with Section 23(c) of the 1940 Act that the Fund may from time to time purchase its shares of common stock in the open market when Fund shares are trading at a discount from their net asset value.
PROXY VOTING INFORMATION (FORM N-PX)
The Adviser and subadviser vote proxies relating to portfolio securities in accordance with procedures that have been approved by the Fund’s Board. You may obtain a description of these procedures, along with information regarding how the Fund voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-866-270-7788. This information is also available through the Securities and Exchange Commission’s website at http://www.sec.gov.
FORM N-Q INFORMATION
The Fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.
32
Report on Annual Meeting of Shareholders
The Annual Meeting of Shareholders of Virtus Global Multi-Sector Income Fund was held on May 13, 2013. The meeting was held for purposes of electing one (1) nominee to the Board of Trustees.
The results were as follows:
| | | | | | | | |
Election of Trustees | | Votes For | | | Votes Withheld | |
Thomas F. Mann | | | 9,456,611 | | | | 182,085 | |
Based on the foregoing, Thomas F. Mann was re-elected as Trustee. The Fund’s other Trustees who continue in office are George R, Aylward, Phillip R. McLoughlin, James M. Oates, and William R. Moyer.
33
VIRTUS GLOBAL MULTI-SECTOR INCOME FUND
101 Munson Street
Greenfield, MA 01301-9668
Board of Trustees
Philip R. McLoughlin, Chairman
George R. Aylward
Thomas F. Mann
William R. Moyer
James M. Oates
Officers
George R. Aylward, President
Francis G. Waltman, Executive Vice President
W. Patrick Bradley, Senior Vice President, Chief Financial Officer and Treasurer
Nancy J. Engberg, Vice President and Chief Compliance Officer
William Renahan, Vice President, Chief Legal Officer, and Secretary
Investment Adviser
Virtus Investment Advisers, Inc.
100 Pearl Street
Hartford, CT 06103-4506
Administrator
Virtus Fund Services, LLC
100 Pearl Street
Hartford, CT 06103-4506
Custodian
JPMorgan Chase Bank NA
1 Chase Manhattan Plaza
New York, NY 10005-1401
Transfer Agent
Computershare Trust Company NA
P.O. Box 43078
Providence, RI 02940-3078
How to Contact Us
Shareholder Services 1-866-270-7788
Web site www.virtus.com
Important Notice to Shareholders
The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-866-270-7788.
For more information about
Virtus Closed-End Funds, please
contact us at 1-866-270-7788
or closedendfunds@virtus.com
or visit Virtus.com.
Not applicable.
Item 3. | Audit Committee Financial Expert. |
Not applicable.
Item 4. | Principal Accountant Fees and Services. |
Not applicable.
Item 5. | Audit Committee of Listed registrants. |
Not applicable.
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable.
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
There has been no change, as of the date of this filing, in any of the portfolio managers identified in response to paragraph (a)(1) of this Item in the registrant’s most recently filed annual report on Form N-CSR.
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 were no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s board of Trustees that were implemented after the Registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. | Controls and Procedures. |
| (a) | The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
| (b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) 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 control over financial reporting. |
| (a)(2) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
| (b) | Certifications pursuant to Rule 30a-2(b) under the 1940 Act 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.
| | |
(Registrant) | | Virtus Global Multi-Sector Income Fund |
| | |
|
By (Signature and Title)* /s/ George R. Aylward |
| | George R. Aylward, President |
| | (principal executive officer) |
|
Date 09/06/13 |
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 (Signature and Title)* /s/ George R. Aylward |
| | George R. Aylward, President |
| | (principal executive officer) |
|
Date 09/06/13 |
| | |
|
By (Signature and Title)* /s/ W. Patrick Bradley |
| | W. Patrick Bradley, Senior Vice President, Chief Financial Officer, and Treasurer |
| | (principal financial officer) |
|
Date 09/06/13 |
* Print the name and title of each signing officer under his or her signature.