UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-23309
Destra International & Event-Driven Credit Fund
(Exact name of registrant as specified in charter)
444 West Lake Street, Suite 1700
Chicago, IL 60606
(Address of principal executive offices) (Zip code)
Robert A. Watson
C/O Destra Capital Advisors LLC
444 West Lake Street, Suite 1700
Chicago, IL 60606
(Name and address of agent for service)
Registrant’s telephone number, including area code: (312) 843-6161
Date of fiscal year end: September 30
Date of reporting period: September 30, 2019
ITEM 1. REPORTS TO STOCKHOLDERS.
Destra International & Event-Driven Credit Fund
Annual Report
September30, 2019
Beginning on January1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Fund’s website at www.destracapital.com, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or bank), through the Fund’s transfer agent by calling the Fund toll-free at 844-9DESTRA (933-7872), or if you are a direct investor, by enrolling at www.destracapital.com.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call toll-free at 844-9DESTRA (933-7872) to let the Fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the Destra Fund Complex if you invest directly with the Fund.
Table of Contents
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2
We are pleased to present you with your Fiscal 2019 Annual Report (the “Report”) for the Destra International & Event Driven Credit Fund (the “Fund”), a closed-end interval fund. This Annual Report covers the period between October1, 2018 and September30, 2019 (the “Fiscal Year”).
An Annual Report can serve like an “owner’s manual” for a fund and you should read it just as carefully. This Report includes a list of the investments for the fund, as well as a summary of market conditions over the fiscal year and comments from the fund’s Sub-Advisor, BlueBay Asset Management LLP (“BlueBay”), that looks at the performance during the period covered and provides insights into the manager’s view of the current market and their outlook for the strategy going forward.
For the 12months ended, September30, 2019, the Stock market, as represented by the S&P 500 index (“S&P”) returned a seemingly modest 4.25%. But that modest return belied a dramatic series of events in stocks that saw the index fall by over-13.5% in the 4th quarter of 2018 (the first quarter of the Fund’s Fiscal Year) and then rally over +20.5% in the first three quarters of 2019. This extreme market volatility had many investors looking at other asset classes like Bonds and Alternatives as potential diversifiers from the volatility of stocks.
Bonds, as measured by the Bloomberg Barclays US Aggregate Index (“Agg”) returned 10.30% for the Fiscal Year period, handily outpacing Stocks. Alternatives, such as the Morningstar Diversified Alternative Index (“MDA”) were more muted, posting a flat +0.43% return in the Fiscal Year.
By contrast, the Destra International & Event Driven Credit Fund returned 7.85%, for the I shares during the period. This handily outpaced the Stock and Alt indexes and compared favorably to Bonds during the period.
The Fund was launched on May 9th, 2018 and is sub-advised by BlueBay. BlueBay is a premier alternative income asset manager based in the UK, with over $62billion under management and 18 years of experience managing credit, debt, and distressed assets. We are thrilled to be working with such a storied and tenured manager.
Thank you for being a Shareholder of the Fund. We appreciate the trust you have placed in us and our investment partner, BlueBay, to manage your money. Please read this Report carefully and be sure to contact your Financial Advisor or Destra Capital if you have any follow on questions.
Sincerely,
Robert A. Watson, CFP(R)
President
Destra Capital Advisors LLC
Destra International & Event-Driven Credit Fund
3
Investment Environment
It is fair to say that international fixed income markets have endured an eventful period. The last quarter of 2018 saw rising fears over global growth led by China and Europe mostly triggered by concerns around the implications of an escalating trade war. This came at a time when the European Central Bank was ending QE and the Federal Reserve was still signalling further rate hikes, which in turn, led to a risk off environment, pushing spreads significantly wider and government bond yields lower as investors sought higher quality assets. As we entered 2019, the expectations of renewed stimulus from global central banks helped resurrect confidence and market sentiment. As central bank messaging started to indicate that further stimulus was coming, the risk rally took hold and credit spreads recovered much of their losses from 2018. Over the 12month period to end September, German bund and US Treasury yields fell well over 100bps, while corporate credit spreads have recovered all their widening in late 2018 to end up close to unchanged. Clearly the meaningful rally in core government yields means that total returns on bond indices are generally very strong over the period and leaves yields on bonds indices back near the lows. Despite the renewed optimism and general market strength, one of the most noteworthy themes has been that of “bullish decompression” whereby better-quality assets have outperformed their lower rated peers. Underlying this unusual move is investors preference for “safe risk” and ongoing concerns as to the overall resilience of the global economy. As a result, in High Yield assets for instance, we have seen BB rated securities significantly outperform CCC rated securities. For our event driven strategy that phenomenon is presenting a growing opportunity set and the chance to employ credit selection skills (rather than being reliant on market beta for returns).
Performance Discussion
For the twelve-month period ended September30, 2019, the Fund had a return of 7.85%, net of fees. All the asset classes invested in the Fund delivered positive returns.
The largest contribution to returns over the year came from the allocation to multi-asset credit assets, which represented 60% of managed assets. Notably, after a difficult fourth quarter to 2018, exposure to Contingent Convertibles (“Cocos”) in European national champion banks, specifically in Italy, France and the Netherlands, were the main driver for returns. This was primarily driven by expectations of accommodating European Central Bank monetary policy — specific tiered deposits (protecting financial institution’s deposits from negative interest rates) and the restarting of the bank’s quantitative easing program.
Emerging market hard currency and local currency assets also both contributed to returns over the period. In the hard currency space, notable contributors were holdings in oil-sensitive and high yielding assets, such as Nigeria, Ecuador and Egypt. While in local currency, duration in local-currency assets in Mexico, Colombia and Peru were a key contributor to performance over the period.
Holdings in Catalonia and Greece helped drive the positive returns. This was driven by a strong recovery in the periphery, fuelled by the hope of ECB stimulus to prevent the eurozone economy from stalling.
The allocation to less liquid high yield and loans, which represented 40% of managed assets, was also positive and driven by holdings in the basic industry (Momentive, Maccaferri), banking (Monte dei Paschi), capital goods, media and technology and electronics.
Portfolio Activity
The Fund maintained a well-diversified mix of assets during the period, with meaningful allocations in Europe (53%), North America (17%), South and Central America (7%), Africa & the Middle East (8%) and Asia (9%). The remainder of the Fund was allocated to cash and derivatives at the end of the reporting period.
The Fund benefited from increasing leverage to 24% during the first half of 2019 when most asset classes rallied. In July, the Fund started to decrease leverage locking-in gains; leverage at the end of the period was 9%.
Viewpoint & Outlook
The backdrop of a somewhat accommodative Federal Reserve, confirmation of renewed support from the European Central Bank and a growing band of negative yielding assets across global risk markets, in theory extend the runway for global corporates and credit markets more generally over the medium term. Mediocre but positive growth and low rates is historically a good environment for credit risk. Political, economic and trade related volatility are still clearly rife however and the apparent safety net from monetary policy cannot be viewed in isolation. Indeed, the variance in corporate results across sectors and individual issuers underline that a degree of caution remains prudent and that good credit selection is paramount. That said, this variance in results is producing a much more fertile environment for our Event Driven sleeve where we see increased levels of volatility when a company does miss earnings or disappoint in some way as producing a wide range of capital appreciation opportunities for us to capitalize on. Drawing on the skill set of our wider global leveraged finance team of analysts is crucial at this point in the cycle as we are able to react quickly to developing situations with which we as a team are already familiar.
4
Destra International & Event-Driven Credit Fund |
September30, 2019 (unaudited) |
Average Annual and Cumulative Total Return for the period ended September 30, 2019 | |||||||||||
Inception Date: May 9, 2018 | Inception Date: December 21, 2018 | ||||||||||
Share Class | 1 Year | Since Inception | Since Inception | Share Class | Since Inception | ||||||
Class I | 7.85% | 5.31% | 7.48% | Class A at NAV | 11.42 | % | |||||
|
|
|
| Class A with Load | 5.03 | % | |||||
Class L at NAV | 11.22 | % | |||||||||
Class L with Load | 6.49 | % | |||||||||
Class T at NAV | 11.01 | % | |||||||||
Class T with Load | 7.69 | % |
The performance data quoted is historical. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance data quoted. The principal value and investment return of an investment will fluctuate so that your shares may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemptions of Fund shares. Please read the Fund’s Prospectus, including the description of the Fund’s repurchase policy carefully before investing. For performance information current to the most recent month-end, please call the Fund at 1-844-9DESTRA (933-7873).
Growth of an Assumed $100,000 Investment
This graph illustrates the hypothetical investment of $100,000 in the Fund, Class I, from May9, 2018 (inception date) to September30, 2019. The Average Annual and Cumulative Total Return table and Growth of Assumed $100,000 Investment graph do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
5
Destra International & Event-Driven Credit Fund |
Performance and Graphical Illustration (continued) |
September30, 2019 (unaudited) |
Summary of Portfolio Assets Allocation
The above chart provides a visual breakdown of the Fund’s major investment types that the underlying securities represent, as a percentage of the total investments held as of September30, 2019. Please see the Schedule of Investments on the following pages for a detailed list of the Fund’s holdings. The Fund’s portfolio composition is subject to change at any time and may not necessarily reflect adjustments that are routinely made when presenting net assets for formal financial statement processes.
6
Shares or | Description | Value | |||
ASSET-BACKED SECURITIES – 12.5% | |||||
IRELAND – 11.7% |
| ||||
500,000 | Crosthwaite Park CLO DAC, Class C, (Series 1A), 4.250% (3-Month EUR Libor + 425 basis points), 4.250% Floor, 03/15/2032(1)(2) | $ | 547,699 | ||
1,000,000 | Euro-Galaxy V CLO BV, Class ER, (Series 2016-5A), 6.000% (3-Month EUR Libor + 600 basis points), 6.000% Floor, |
| 1,090,401 | ||
500,000 | Jubilee CLO BV, Class D, (Series 2018-21X), 3.550% (3-Month EUR Libor + 355 basis points), 3.550% Floor, 01/15/2032(1) |
| 538,253 | ||
1,250,000 | OCP Euro CLO DAC, Class E, (Series 2019-3A), 5.750% (3-Month EUR Libor + 575 basis points), 5.750% Floor, 04/20/2030(1)(2) |
| 1,343,249 | ||
500,000 | Penta CLO 5 DAC, Class DE, (Series 2018-5X), 3.600% (3-Month EUR Libor + 360 basis points), 3.600% Floor, 10/20/2032(1) |
| 547,505 | ||
500,000 | Providus CLO II DAC, Class D, (Series 2X), 3.450% (3-Month EUR Libor + 345 basis points), 3.450% Floor, 07/15/2031(1) |
| 546,797 | ||
250,000 | Providus CLO II DAC, Class DNE, (Series 2X), 3.450% (3-Month EUR Libor + 345 basis points), 3.450% Floor, 07/15/2031(1) |
| 273,398 | ||
500,000 | Rockford Tower Europe CLO DAC, Class CE, (Series 2018-1X), 2.470% (3-Month EUR Libor + 247 basis points), 2.470% Floor, 12/20/2031(1) |
| 545,948 | ||
1,000,000 | Tikehau CLO, Class F, (Series 5A), 8.420% (3-Month EUR Libor + 842 basis points), 8.420% Floor, 04/15/2032(1)(2) |
| 1,028,344 | ||
| 6,461,594 | ||||
UNITED STATES – 0.8% |
| ||||
500,000 | Ballyrock CLO, Ltd., Class D, (Series 2018-1A), 8.078% (3-Month USD Libor + 580 basis points), 0.00% Floor, 04/20/2031(1)(2) |
| 453,457 | ||
TOTAL ASSET-BACKED SECURITIES |
| ||||
(Cost $7,084,853) |
| 6,915,051 |
Shares or | Description | Value | |||
BANK LOANS – 5.2% |
| ||||
FRANCE – 0.8% |
| ||||
287,000 | Casper Bidco SASU, 8.500% (3-Month EUR Libor + 850 basis points), 8.500% Floor, 07/30/2027(1) | $ | 313,657 | ||
133,000 | Casper Bidco SASU, 8.500% (3-Month EUR Libor + 850 basis points), 8.500% Floor, 07/12/2027(1) |
| 145,353 | ||
| 459,010 | ||||
| |||||
LUXEMBOURG – 0.6% |
| ||||
352,000 | Connect Finco SARL, 5.500% (3-Month USD Libor + 450 basis points), 09/23/2026(1)(3) |
| 347,077 | ||
| |||||
NETHERLANDS – 0.7% |
| ||||
397,906 | MediArena Acquisition BV, 8.350% (3-Month USD Libor + 575 basis points), 08/13/2021(1) |
| 393,927 | ||
| |||||
SWEDEN – 0.4% |
| ||||
180,000 | Verisure Holding AB, 3.500% (3-Month EUR Libor + 350 basis points), 10/21/2022(1) |
| 197,517 | ||
| |||||
UNITED STATES – 2.7% |
| ||||
200,000 | Advanced Drainage Systems, Inc., 2.250% (3-Month USD Libor + 225 basis points), 09/18/2026(1)(3) |
| 201,167 | ||
295,000 | California Resources Corp., 6.794% (3-Month USD Libor + 475 basis points), 12/31/2022(1) |
| 264,025 | ||
383,839 | Dell International LLC, 4.050% (3-Month USD Libor + 200 basis points), 09/19/2025(1) |
| 386,101 | ||
500,000 | Fieldwood Energy LLC, 9.506% (3-Month USD Libor + 725 basis points), 04/11/2023(1) |
| 377,777 | ||
255,215 | Granite Holdings US Acquisition Co., 7.266% (3-Month USD Libor + 525 basis points), 09/30/2026(1) |
| 249,473 | ||
| 1,478,543 | ||||
TOTAL BANK LOANS |
| ||||
(Cost $3,033,476) |
| 2,876,074 | |||
| |||||
COMMON STOCKS – 0.1% |
| ||||
MARSHALL ISLANDS – 0.1% |
| ||||
2,411 | Scorpio Tankers, Inc. |
| 71,757 | ||
TOTAL COMMON STOCKS |
| ||||
(Cost $48,540) |
| 71,757 |
See accompanying Notes to Financial Statements.
7
Destra International & Event-Driven Credit Fund |
Schedule of Investments(continued) |
As of September30, 2019 |
Shares or | Description | Value | |||
CORPORATE DEBT SECURITIES – 25.0% |
| ||||
AUSTRALIA – 0.2% |
| ||||
Quintis Australia Pty, Ltd.: |
| ||||
6,750 | 7.500%, 10/01/2026(2)(8) | $ | 6,750 | ||
117,000 | 0.000%, 10/01/2028(2)(8) |
| 76,190 | ||
| 82,940 | ||||
| |||||
AUSTRIA – 0.9% |
| ||||
241,000 | Eldorado Intl. Finance GmbH, 8.625%, 06/16/2021(2) |
| 251,697 | ||
200,000 | Erste Group Bank AG, 6.500%(4)(5)(6) |
| 252,035 | ||
| 503,732 | ||||
| |||||
CANADA – 1.5% |
| ||||
500,000 | First Quantum Minerals, Ltd., 7.250%, 05/15/2022(2) |
| 497,715 | ||
300,000 | Telesat Canada / Telesat LLC, 8.875%, 11/15/2024(2) |
| 322,200 | ||
| 819,915 | ||||
| |||||
CAYMAN ISLANDS – 3.6% |
| ||||
600,000 | China Overseas Finance Investment Cayman V, Ltd., 0.000%, 01/05/2023(7) |
| 662,749 | ||
560,000 | Ctrip.com International, Ltd., 1.990%, 07/01/2025 |
| 567,472 | ||
200,000 | GEMS MENASA Cayman, Ltd. / GEMS Education Delaware LLC, 7.125%, 07/31/2026(2) |
| 207,000 | ||
500,000 | Huazhu Group, Ltd., 0.375%, 11/01/2022 |
| 520,384 | ||
| 1,957,605 | ||||
| |||||
COLOMBIA – 0.6% |
| ||||
1,084,000,000 | Empresas Publicas de Medellin ESP, 8.375%, 11/08/2027(2) |
| 334,039 | ||
| |||||
FRANCE – 0.4% |
| ||||
200,000 | Altice France SA/France, 7.375%, 05/01/2026(2)(4) |
| 214,942 | ||
| |||||
LUXEMBOURG – 4.5% |
| ||||
Altice Luxembourg SA: |
| ||||
742,000 | 10.500%, 05/15/2027(2) |
| 838,089 | ||
991,000 | 8.000%, 05/15/2027(2) |
| 1,189,303 | ||
420,000 | LHMC Finco 2 Sarl, 7.250%, 10/02/2025(2) |
| 467,080 | ||
| 2,494,472 | ||||
| |||||
NETHERLANDS – 0.6% |
| ||||
300,000 | Telefonica Europe BV, 3.875%(4)(5)(6) |
| 351,860 | ||
| |||||
UNITED KINGDOM – 0.8% |
| ||||
400,000 | Lloyds Banking Group PLC, 7.500%(4)(5)(6) |
| 426,842 |
Shares or | Description | Value | |||
CORPORATE DEBT SECURITIES (continued) |
| ||||
UNITED STATES – 11.9% |
| ||||
223,000 | American Axle & Manufacturing, Inc., 6.250%, 04/01/2025 | $ | 217,425 | ||
258,000 | Capitol Investment Merger Sub 2 LLC, 10.000%, 08/01/2024(2) |
| 268,320 | ||
209,000 | CITGO Petroleum Corp., 6.250%, 08/15/2022(2) |
| 212,135 | ||
646,000 | CSC Holdings LLC, |
| 732,774 | ||
196,000 | Diamond Sports Group LLC / Diamond Sports Finance Co., 6.625%, 08/15/2027(2) |
| 203,840 | ||
509,000 | Freedom Mortgage Corp., 8.250%, 04/15/2025(2) |
| 469,553 | ||
173,000 | Frontier Communications Corp., 8.500%, 04/01/2026(2) |
| 173,415 | ||
Gulfport Energy Corp.: |
| ||||
297,000 | 6.375%, 05/15/2025 |
| 212,355 | ||
298,000 | 6.375%, 01/15/2026 |
| 210,090 | ||
400,000 | Intrepid Aviation Group Holdings LLC / Intrepid Finance Co., 8.500%, 08/15/2021(2) |
| 411,400 | ||
428,000 | KB Home, 8.000%, 03/15/2020 |
| 439,428 | ||
567,000 | Laureate Education, Inc., |
| 619,447 | ||
500,000 | Nationstar Mortgage Holdings, Inc., 9.125%, 07/15/2026(2) |
| 533,125 | ||
75,000 | Neon Holdings, Inc., 10.125%, 04/01/2026(2) |
| 75,750 | ||
245,000 | Realogy Group LLC / Realogy Co.-Issuer Corp., 9.375%, 04/01/2027(2) |
| 228,835 | ||
314,000 | Resolute Forest Products, Inc., 5.875%, 05/15/2023 |
| 315,570 | ||
350,000 | Teva Pharmaceutical Finance IV LLC, 2.250%, 03/18/2020 |
| 346,063 | ||
891,000 | TransDigm, Inc., 6.000%, 07/15/2022 |
| 906,592 | ||
| 6,576,117 | ||||
TOTAL CORPORATE DEBT SECURITIES |
| ||||
(Cost $13,380,907) |
| 13,762,464 | |||
| |||||
INTERNATIONAL DEBT SECURITIES – 54.4% |
| ||||
BERMUDA – 0.9% |
| ||||
500,000 | Ship Finance International, Ltd., 5.750%, 10/15/2021 |
| 523,465 | ||
| |||||
BRAZIL – 0.8% |
| ||||
400,000 | Banco do Brasil SA/Cayman, 9.000%(4)(5)(6) |
| 449,400 |
See accompanying Notes to Financial Statements.
8
Destra International & Event-Driven Credit Fund |
Schedule of Investments(continued) |
As of September30, 2019 |
Shares or | Description | Value | |||
INTERNATIONAL DEBT SECURITIES (continued) |
| ||||
CAYMAN ISLANDS – 1.7% |
| ||||
4,000,000 | China Education Group Holdings, Ltd., 2.000%, 03/28/2024 | $ | 544,047 | ||
520,000 | Logan Property Holdings Co., Ltd., 6.125%, 04/16/2021 |
| 380,203 | ||
| 924,250 | ||||
| |||||
CHINA – 1.6% |
| ||||
3,000,000 | China Railway Construction Corp., Ltd., 1.500%, 12/21/2021 |
| 415,253 | ||
500,000 | CRRC Corp., Ltd., 0.000%, 02/05/2021(7) |
| 479,071 | ||
| 894,324 | ||||
| |||||
COLOMBIA – 0.7% |
| ||||
400,000 | Colombia Telecomunicaciones SAESP, 8.500%(5)(6) |
| 411,500 | ||
| |||||
ECUADOR – 1.2% |
| ||||
Ecuador Government International Bond: |
| ||||
200,000 | 8.875%, 10/23/2027 |
| 200,002 | ||
500,000 | 7.875%, 01/23/2028 |
| 475,630 | ||
| 675,632 | ||||
| |||||
EGYPT – 1.0% |
| ||||
Egypt Government International Bond: |
| ||||
200,000 | 4.750%, 04/16/2026 |
| 224,156 | ||
312,000 | 6.375%, 04/11/2031 |
| 354,728 | ||
| 578,884 | ||||
| |||||
FRANCE – 2.9% |
| ||||
BNP Paribas SA: |
| ||||
200,000 | 7.000%(4)(5)(6) |
| 220,354 | ||
810,000 | 6.625%(2)(4)(5)(6) |
| 854,117 | ||
200,000 | Electricite de France SA, 5.375%(4)(5)(6) |
| 249,918 | ||
200,000 | Orange SA, 5.000%(4)(5)(6) |
| 266,104 | ||
| 1,590,493 | ||||
| |||||
GERMANY – 0.3% |
| ||||
200,000 | KME AG, 6.750%, 02/01/2023 |
| 180,854 | ||
| |||||
GHANA – 0.5% |
| ||||
260,000 | Ghana Government International Bond, 8.125%, 03/26/2032 |
| 261,911 | ||
| |||||
GREECE – 2.5% |
| ||||
Hellenic Republic Government Bond: |
| ||||
425,000 | 3.875%, 03/12/2029(2)(4) |
| 567,107 | ||
110,000 | 3.900%, 01/30/2033(4) |
| 150,080 |
Shares or | Description | Value | |||
INTERNATIONAL DEBT SECURITIES (continued) |
| ||||
GREECE (continued) |
| ||||
230,000 | 4.000%, 01/30/2037(4) | $ | 321,599 | ||
230,000 | 4.200%, 01/30/2042(4) |
| 336,337 | ||
| 1,375,123 | ||||
| |||||
ITALY – 7.9% |
| ||||
967,000 | Banca Monte dei Paschi di Siena SpA, 5.375%, 01/18/2028(6) |
| 766,961 | ||
360,000 | Enel SpA, 3.375%, 11/24/2081(4)(6) |
| 423,570 | ||
Intesa Sanpaolo SpA: |
| ||||
247,000 | 7.750%(4)(5)(6) |
| 317,561 | ||
800,000 | 6.250%(4)(5)(6) |
| 940,371 | ||
440,000 | Moby SpA, 7.750%, |
| 143,160 | ||
703,000 | Officine Maccaferri-SpA, 5.750%, 06/01/2021 |
| 421,509 | ||
600,000 | Saxa Gres SpA, 7.000%, 07/10/2023(8) |
| 654,093 | ||
600,000 | UniCredit SpA, 6.625%(4)(5)(6) |
| 683,878 | ||
| 4,351,103 | ||||
| |||||
JERSEY – 0.8% |
| ||||
400,000 | AA Bond Co., Ltd., 5.500%, 07/31/2043(4) |
| 428,012 | ||
| |||||
LUXEMBOURG – 3.3% |
| ||||
404,000 | Avation Capital SA, 6.500%, 05/15/2021(2) |
| 420,160 | ||
1,404,000 | Lecta SA, 6.500%, 08/01/2023 |
| 655,507 | ||
200,000 | LSF10 Wolverine Investments SCA, 5.000%, 03/15/2024(4) |
| 224,304 | ||
1,400,000 | Swiss Insured Brazil Power Finance Sarl, 9.850%, 07/16/2032(4) |
| 381,476 | ||
100,000 | Telecom Italia Finance SA, 7.750%, 01/24/2033(4) |
| 162,001 | ||
| 1,843,448 | ||||
| |||||
MEXICO – 0.8% |
| ||||
8,800,000 | America Movil SAB de C.V., 8.460%, 12/18/2036(4) |
| 434,562 | ||
| |||||
NETHERLANDS – 6.5% |
| ||||
600,000 | ABN AMRO Bank, 4.750%(4)(5)(6) |
| 684,553 | ||
800,000 | Cooperatieve Rabobank UA, 4.625%(4)(5)(6) |
| 948,715 | ||
714,000 | EA Partners II BV, 6.750%, 06/01/2021(9) |
| 324,870 | ||
500,000 | ING Groep, 6.750%(5)(6) |
| 526,202 | ||
370,000 | Petrobras Global Finance BV, 6.900%, 03/19/2049 |
| 425,130 |
See accompanying Notes to Financial Statements.
9
Destra International & Event-Driven Credit Fund |
Schedule of Investments(continued) |
As of September30, 2019 |
Shares or | Description | Value | |||
INTERNATIONAL DEBT SECURITIES (continued) |
| ||||
NETHERLANDS (continued) |
| ||||
391,000 | Summer BidCo BV, 9.000%, 11/15/2025(2) | $ | 450,619 | ||
175,000 | UPC Holding BV, 3.875%, 06/15/2029 |
| 201,139 | ||
| 3,561,228 | ||||
| |||||
NIGERIA – 1.0% |
| ||||
500,000 | Nigeria Government International Bond, 7.875%, 02/16/2032 |
| 527,735 | ||
| |||||
PERU – 0.7% |
| ||||
1,200,000 | Peru Government Bond, 5.940%, 02/12/2029(2) |
| 402,370 | ||
| |||||
POLAND – 0.7% |
| ||||
1,400,000 | Republic of Poland Government Bond, 2.750%, 04/25/2028(4) |
| 371,036 | ||
| |||||
PORTUGAL – 0.9% |
| ||||
400,000 | Caixa Geral de Depositos SA, 10.750%(4)(5)(6) |
| 508,017 | ||
| |||||
SINGAPORE – 0.6% |
| ||||
368,405 | Mulhacen Pte, Ltd., 6.500%, 08/01/2023 |
| 331,621 | ||
| |||||
SOUTH AFRICA – 0.6% |
| ||||
5,700,000 | Republic of South Africa Government Bond, 8.750%, 02/28/2048 |
| 332,551 | ||
| |||||
SPAIN – 3.8% |
| ||||
200,000 | Autonomous Community of Catalonia, 4.220%, 04/26/2035(4) |
| 273,681 | ||
Bankia SA: |
| ||||
400,000 | 6.000%(4)(5)(6) |
| 451,585 | ||
400,000 | 6.375%(4)(5)(6) |
| 462,403 | ||
CaixaBank SA: |
| ||||
400,000 | 6.750%(4)(5)(6) |
| 479,884 | ||
200,000 | 5.250%(4)(5)(6) |
| 212,308 | ||
206,000 | Haya Finance 2017 SA, 5.250%, 11/15/2022 |
| 200,655 | ||
| 2,080,516 | ||||
| |||||
SWEDEN – 0.8% |
| ||||
300,000 | Fastighets AB Balder, 3.000%, 03/07/2078(4)(6) |
| 334,814 | ||
100,000 | Intrum AB, 3.125%, 07/15/2024(4) |
| 111,056 | ||
| 445,870 | ||||
| |||||
SWITZERLAND – 1.2% |
| ||||
600,000 | Credit Suisse Group AG, 7.250%(4)(5)(6) |
| 642,513 |
Shares or | Description | Value | |||
INTERNATIONAL DEBT SECURITIES (continued) |
| ||||
TUNISIA – 2.4% |
| ||||
Banque Centrale de Tunisie International Bond: |
| ||||
400,000 | 5.625%, 02/17/2024 | $ | 424,257 | ||
1,030,000 | 5.750%, 01/30/2025 |
| 925,634 | ||
| 1,349,891 | ||||
| |||||
UNITED KINGDOM – 7.0% |
| ||||
570,000 | Barclays PLC, 8.000%(4)(5)(6) |
| 606,603 | ||
300,000 | BP Capital Markets PLC, 1.000%, 04/28/2023(4) |
| 461,878 | ||
405,000 | Debenhams PLC, 5.250%, 07/15/2021(9) |
| 214,603 | ||
130,000 | EI Group PLC, 6.000%, 10/06/2023(4) |
| 164,034 | ||
3,150,000 | House of Fraser Funding PLC, 6.530% (3-Month GBP Libor + 575 basis points), 09/15/2020(1)(9)(10) |
| 135,859 | ||
200,000 | Jerrold Finco Plc, 6.125%, 01/15/2024(4) |
| 250,437 | ||
500,000 | Lloyds Banking Group PLC, 6.375%(4)(5)(6) |
| 561,933 | ||
100,000 | Miller Homes Group Holdings PLC, 5.500%, 10/15/2024(4) |
| 126,155 | ||
260,000 | Tullow Oil PLC, 6.250%, 04/15/2022 |
| 263,640 | ||
796,000 | Voyage Care BondCo PLC, 10.000%, 11/01/2023 |
| 924,498 | ||
100,000 | William Hill PLC, 4.875%, 09/07/2023(4) |
| 132,360 | ||
| 3,842,000 | ||||
| |||||
VIETNAM – 0.9% |
| ||||
500,000 | No Va Land Investment Group Corp., 5.500%, 04/27/2023 |
| 493,425 | ||
| |||||
VIRGIN ISLANDS (BRITISH) – 0.4% |
| ||||
200,000 | Yingde Gases Investment, Ltd., 6.250%, 01/19/2023 |
| 204,549 | ||
TOTAL INTERNATIONAL DEBT SECURITIES |
| ||||
(Cost $29,887,015) |
| 30,016,283 | |||
| |||||
INTERNATIONAL EQUITIES – 0.5% | |||||
GERMANY – 0.4% |
| ||||
96,745 | Tele Columbus AG(2)(10) |
| 185,833 | ||
| |||||
UNITED KINGDOM – 0.1% |
| ||||
94,740 | AA PLC |
| 70,048 | ||
TOTAL INTERNATIONAL EQUITIES |
| ||||
(Cost $310,945) |
| 255,881 |
See accompanying Notes to Financial Statements.
10
Destra International & Event-Driven Credit Fund |
Schedule of Investments(continued) |
As of September30, 2019 |
Shares or | Description | Value | |||
INVESTMENT COMPANIES – 1.1% |
| ||||
UNITED STATES – 1.1% |
| ||||
22,000 | ProShares Short S&P500 | $ | 574,860 | ||
TOTAL INVESTMENT COMPANIES |
| ||||
(Cost $616,264) |
| 574,860 | |||
| |||||
PRIVATE COMPANIES – 2.7% |
| ||||
901,752 | V Global Holdings LLC, Common Shares(8)(10) |
| 1,505,926 | ||
TOTAL PRIVATE COMPANIES |
| ||||
(Cost $946,840) |
| 1,505,926 | |||
| |||||
PURCHASED OPTIONS CONTRACTS – 0.2% |
| ||||
PUT OPTIONS – 0.2% |
| ||||
25 | S&P 500 INDEX |
| 91,625 | ||
TOTAL PURCHASED OPTIONS CONTRACTS |
| ||||
(Cost $96,312) |
| 91,625 |
Shares or | Description | Value | ||||
SHORT-TERM INVESTMENTS – 3.2% |
|
| ||||
UNITED STATES – 3.2% |
|
| ||||
1,770,721 | BlackRock Liquidity Funds FedFund Portfolio - Institutional Class, 1.860%(11) | $ | 1,770,721 |
| ||
TOTAL SHORT-TERM INVESTMENTS |
|
| ||||
(Cost $1,770,721) |
| 1,770,721 |
| |||
|
| |||||
TOTAL INVESTMENTS – 104.9% |
|
| ||||
(Cost $57,175,873) |
| 57,840,642 |
| |||
Liabilities in Excess of Other Assets – (4.9)% |
| (2,675,825 | ) | |||
TOTAL NET ASSETS – 100.0% | $ | 55,164,817 |
|
1 Floating rate security. Rate as of September 30, 2019 is disclosed.
2 Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities are restricted and may be resold in transactions exempt from registration normally to qualified institutional buyers.
3 When-issued security that has not settled as of September 30, 2019. Rate is not in effect at September 30, 2019.
4 Security is segregated as collateral for a revolving credit facility (see note 10). As of September 30, 2019, the aggregate value of these securities was $16,440,395.
5 Security is perpetual in nature with no stated maturity date.
6 Variable rate security. Rate as of September 30, 2019 is disclosed.
7 Convertible security.
8 Fair valued, illiquid and restricted under direction of the Board of Trustees.
9 Security is in default.
10 Non-income producing security.
11 The rate is the annualized seven-day yield as of September 30, 2019.
See accompanying Notes to Financial Statements.
11
Destra International & Event-Driven Credit Fund |
Schedule of Investments(continued) |
As of September30, 2019 |
At September30, 2019, the Destra International & Event-Driven Credit Fund had outstanding forward foreign exchange contracts as set forth below:
Settlement |
| Currency | Currency | Contract Amount |
| Unrealized | |||||||||||||
Buy | Sell | ||||||||||||||||||
November 26, 2019 | Australia and New Zealand Banking | U.S. Dollar | Euro Currency | $ | 5,705,583 | EUR | 5,134,862 | $ | 5,620,502 | $ | 85,081 | ||||||||
November 26, 2019 | Barclays Capital, Inc. | U.S. Dollar | Euro Currency | $ | 19,752,996 | EUR | 17,784,400 |
| 19,466,394 |
| 286,602 | ||||||||
November 26, 2019 | BNP Paribas Securities Corp. | U.S. Dollar | Chinese Yuan Renminbi | $ | 436,751 | CNH | 3,078,000 |
| 430,436 |
| 6,315 | ||||||||
November 26, 2019 | Brown Brothers Harriman | U.S. Dollar | Euro Currency | $ | 101,165 | EUR | 91,000 |
| 99,607 |
| 1,558 | ||||||||
November 26, 2019 | Brown Brothers Harriman | U.S. Dollar | Euro Currency | $ | 106,357 | EUR | 96,000 |
| 105,079 |
| 1,278 | ||||||||
November 26, 2019 | Citibank, N.A. | U.S. Dollar | Hong Kong Dollar | $ | 544,353 | HKD | 4,258,000 |
| 543,678 |
| 675 | ||||||||
November 26, 2019 | Citibank, N.A. | U.S. Dollar | Pound Sterling | $ | 1,828,572 | GBP | 1,461,000 |
| 1,800,602 |
| 27,970 | ||||||||
November 26, 2019 | Citibank, N.A. | U.S. Dollar | Pound Sterling | $ | 2,105,176 | GBP | 1,682,000 |
| 2,072,972 |
| 32,204 | ||||||||
November 26, 2019 | Deutsche Bank | U.S. Dollar | Euro Currency | $ | 58,051 | EUR | 53,000 |
| 58,013 |
| 38 | ||||||||
November 26, 2019 | Royal Bank of Scotland | U.S. Dollar | Pound Sterling | $ | 66,355 | GBP | 53,000 |
| 65,320 |
| 1,035 | ||||||||
|
| $ | 442,756 |
At September30, 2019, the Destra International & Event-Driven Credit Fund had credit default swap contracts as set forth below:
Underlying Instrument | Counterparty | Pay Rate / | Maturity | Notional | Premium | Unrealized | Value | |||||||||||
Casino Guichard Perrachon | Citibank, N.A. | 1.00% / Quarterly | 12/20/2024 | $ | 190,000 | $ | 47,192 | $ | (3,307) | $ | 43,885 |
1 The maximum potential amount the Fund may receive should a credit event take place as defined under the terms of the contract.
2 The underlying issuer is COFP CDS EUR SR 5Y D14.
See accompanying Notes to Financial Statements.
12
Value | % of Net | |||||
Asset-Backed Securities |
|
| ||||
Other Asset-Backed Securities | $ | 6,915,051 | 12.5 | % | ||
Total Asset-Backed Securities |
| 6,915,051 | 12.5 |
| ||
Bank Loans |
|
| ||||
Commercial Services |
| 197,516 | 0.4 |
| ||
Computers |
| 386,101 | 0.7 |
| ||
Lodging |
| 459,010 | 0.8 |
| ||
Machinery-Diversified |
| 249,473 | 0.4 |
| ||
Media |
| 393,927 | 0.7 |
| ||
Metal Fabricate/Hardware |
| 201,167 | 0.4 |
| ||
Oil & Gas |
| 641,803 | 1.2 |
| ||
Telecommunications |
| 347,077 | 0.6 |
| ||
Total Bank Loans |
| 2,876,074 | 5.2 |
| ||
Common Stocks |
|
| ||||
Transportation |
| 71,757 | 0.1 |
| ||
Total Common Stocks |
| 71,757 | 0.1 |
| ||
Corporate Debt Securities |
|
| ||||
Aerospace/Defense |
| 906,592 | 1.7 |
| ||
Auto Parts & Equipment |
| 217,425 | 0.4 |
| ||
Banks |
| 1,148,430 | 2.1 |
| ||
Chemicals |
| 75,750 | 0.1 |
| ||
Commercial Services |
| 1,094,767 | 2.0 |
| ||
Diversified Financial Services |
| 944,525 | 1.7 |
| ||
Electric |
| 334,039 | 0.6 |
| ||
Entertainment |
| 467,080 | 0.9 |
| ||
Forest Products & Paper |
| 650,207 | 1.2 |
| ||
Home Builders |
| 439,428 | 0.8 |
| ||
Internet |
| 567,472 | 1.0 |
| ||
Lodging |
| 520,385 | 0.9 |
| ||
Media |
| 2,964,006 | 5.4 |
| ||
Mining |
| 497,715 | 0.9 |
| ||
Oil & Gas |
| 634,580 | 1.2 |
| ||
Pharmaceuticals |
| 346,063 | 0.6 |
| ||
Real Estate |
| 891,583 | 1.6 |
| ||
Telecommunications |
| 1,062,417 | 1.9 |
| ||
Total Corporate Debt Securities |
| 13,762,464 | 25.0 |
| ||
International Debt Securities |
|
| ||||
Airlines |
| 324,870 | 0.6 |
| ||
Banks |
| 11,667,247 | 21.1 |
| ||
Building Materials |
| 654,094 | 1.2 |
| ||
Chemicals |
| 204,549 | 0.4 |
| ||
Commercial Services |
| 972,059 | 1.8 |
| ||
Diversified Financial Services |
| 1,494,750 | 2.7 |
| ||
Electric |
| 673,488 | 1.2 |
| ||
Engineering & Construction |
| 836,762 | 1.5 |
| ||
Entertainment |
| 132,360 | 0.2 |
| ||
Forest Products & Paper |
| 655,507 | 1.2 |
| ||
Healthcare-Services |
| 924,498 | 1.7 |
|
See accompanying Notes to Financial Statements.
13
Destra International & Event-Driven Credit Fund |
Summary of Investments (continued) |
As of September30, 2019 |
Value | % of Net | ||||||
International Debt Securities (continued) |
|
|
| ||||
Home Builders | $ | 126,155 |
| 0.2 | % | ||
Media |
| 651,758 |
| 1.2 |
| ||
Mining |
| 180,854 |
| 0.3 |
| ||
Miscellaneous Manufacturing |
| 479,071 |
| 0.9 |
| ||
Municipal |
| 273,681 |
| 0.5 |
| ||
Oil & Gas |
| 1,150,648 |
| 2.1 |
| ||
Real Estate |
| 1,409,098 |
| 2.6 |
| ||
Retail |
| 738,800 |
| 1.3 |
| ||
Sovereign |
| 4,525,242 |
| 8.2 |
| ||
Telecommunications |
| 1,274,168 |
| 2.3 |
| ||
Transportation |
| 666,624 |
| 1.2 |
| ||
Total International Debt Securities |
| 30,016,283 |
| 54.4 |
| ||
International Equities |
|
|
| ||||
Commercial Services |
| 70,048 |
| 0.1 |
| ||
Media |
| 185,833 |
| 0.4 |
| ||
Total International Equities |
| 255,881 |
| 0.5 |
| ||
Investment Companies |
|
|
| ||||
Equity Fund |
| 574,860 |
| 1.1 |
| ||
Total Investment Companies |
| 574,860 |
| 1.1 |
| ||
Private Companies |
|
|
| ||||
Chemicals |
| 1,505,926 |
| 2.7 |
| ||
Total Private Companies |
| 1,505,926 |
| 2.7 |
| ||
Purchased Options Contracts |
|
|
| ||||
Put Options |
| 91,625 |
| 0.2 |
| ||
Total Purchased Options Contracts |
| 91,625 |
| 0.2 |
| ||
Short-Term Investments |
|
|
| ||||
Money Market Fund |
| 1,770,721 |
| 3.2 |
| ||
Total Short-Term Investments |
| 1,770,721 |
| 3.2 |
| ||
Total Investments |
| 57,840,642 |
| 104.9 |
| ||
Liabilities in Excess of Other Assets |
| (2,675,825 | ) | (4.9 | ) | ||
Total Net Assets | $ | 55,164,817 |
| 100.0 | % |
See accompanying Notes to Financial Statements.
14
Destra International & Event-Driven Credit Fund |
September 30, 2019 |
Assets: |
|
| ||
Investments, at value | $ | 57,749,017 |
| |
Purchased options contracts, at value |
| 91,625 |
| |
Premium received on credit default swap contracts |
| 47,192 |
| |
Cash |
| 50 |
| |
Restricted Cash: |
|
| ||
Deposits held at broker for credit default swap contracts |
| 10,428 |
| |
Foreign currency, at value |
| 2,119,688 | (1) | |
Unrealized appreciation on forward foreign exchange contracts |
| 442,756 |
| |
Receivables: |
|
| ||
Interest |
| 842,346 |
| |
Investments sold |
| 629,438 |
| |
Dividends |
| 2,346 |
| |
Prepaid expenses |
| 13,982 |
| |
Total assets |
| 61,948,868 |
| |
Liabilities: |
|
| ||
Unrealized depreciation on credit default swap contract |
| 3,307 |
| |
Credit facility (see note 10) |
| 4,999,999 |
| |
Payables: |
|
| ||
Investments purchased |
| 1,493,992 |
| |
Due to adviser (see note 5) |
| 169,232 |
| |
Professional fees |
| 45,929 |
| |
Custody fees |
| 32,316 |
| |
Accounting and administrative fees |
| 17,457 |
| |
Transfer agent fees and expenses |
| 10,642 |
| |
Chief compliance officer fees |
| 5,000 |
| |
Distribution fees |
| 637 |
| |
Shareholder servicing fees |
| 637 |
| |
Accrued other expenses |
| 4,903 |
| |
Total liabilities |
| 6,784,051 |
| |
Net assets | $ | 55,164,817 |
| |
Net assets consist of: |
|
| ||
Paid-in capital (unlimited shares authorized at $0.001 par value common stock) | $ | 53,154,508 |
| |
Total distributable earnings |
| 2,010,309 |
| |
Net assets | $ | 55,164,817 |
| |
Net assets: |
|
| ||
Class I | $ | 51,828,074 |
| |
Class A |
| 1,114,387 |
| |
Class L |
| 1,112,246 |
| |
Class T |
| 1,110,110 |
| |
Shares outstanding: |
|
| ||
Class I |
| 2,056,524 |
| |
Class A |
| 44,216 |
| |
Class L |
| 44,134 |
| |
Class T |
| 44,051 |
|
See accompanying Notes to Financial Statements.
15
Destra International & Event-Driven Credit Fund |
Statement of Assets and Liabilities (continued) |
September 30, 2019 |
Net asset value per share: |
| ||
Class I | $ | 25.20 | |
Class A |
| 25.20 | |
Maximum offering price per share(2) |
| 26.74 | |
Class L |
| 25.20 | |
Maximum offering price per share(3) |
| 26.32 | |
Class T |
| 25.20 | |
Maximum offering price per share(4) |
| 25.98 | |
Total investments, at cost | $ | 57,079,561 | |
Total purchased options contracts, at cost | $ | 96,312 |
1 Identified cost of cash denominated in foreign currencies is $2,129,791.
2 Include a sales charge of 5.75%.
3 Include a sales charge of 4.25%.
4 Include a sales charge of 3.00%.
See accompanying Notes to Financial Statements.
16
Destra International & Event-Driven Credit Fund |
For the Year Ended September 30, 2019 |
Investment income: |
|
| ||
Interest income(1) | $ | 3,033,130 |
| |
Dividend income |
| 18,649 |
| |
Total investment income |
| 3,051,779 |
| |
Expenses: |
|
| ||
Management fees (see note 4) |
| 913,815 |
| |
Interest expense |
| 214,078 |
| |
Professional fees |
| 183,804 |
| |
Accounting and administrative fees |
| 162,214 |
| |
Custody fees |
| 109,534 |
| |
Offering costs (see note 6) |
| 93,510 |
| |
Transfer agent fees and expenses |
| 57,191 |
| |
Registration fees |
| 44,641 |
| |
Trustee fees |
| 28,455 |
| |
Chief financial officer fees |
| 21,856 |
| |
Chief compliance officer fees |
| 20,077 |
| |
Shareholder reporting fees |
| 17,697 |
| |
Insurance expense |
| 2,141 |
| |
Distribution fees Class L |
| 2,039 |
| |
Distribution fees Class T |
| 4,074 |
| |
Shareholder servicing fees Class A (see note 8) |
| 2,041 |
| |
Shareholder servicing fees Class L (see note 8) |
| 2,039 |
| |
Shareholder servicing fees Class T (see note 8) |
| 2,037 |
| |
Other expenses |
| 10,236 |
| |
Total expenses: |
| 1,891,479 |
| |
Expenses waived and reimbursed from adviser (see note 5) |
| (520,927 | ) | |
Net expenses |
| 1,370,552 |
| |
Net investment income |
| 1,681,227 |
| |
Net realized and unrealized gain (loss): |
|
| ||
Net realized gain (loss) on: |
|
| ||
Investments |
| (416,004 | ) | |
Foreign currency transactions |
| (35,224 | ) | |
Forward foreign exchange contracts |
| 1,381,173 |
| |
Futures contracts |
| 6 |
| |
Swap contracts |
| 482,537 |
| |
Purchased options contracts |
| 270,679 |
| |
Written options contracts |
| 9,299 |
| |
Total net realized gain |
| 1,692,466 |
| |
Net change in unrealized appreciation (depreciation) on: |
|
| ||
Investments |
| 1,078,286 |
| |
Foreign currency translations |
| (27,212 | ) | |
Forward foreign exchange contracts |
| 467,313 |
| |
Swap contracts |
| (3,307 | ) | |
Purchased options contracts |
| (4,687 | ) | |
Total net change in unrealized appreciation |
| 1,510,393 |
| |
Net realized and unrealized gain |
| 3,202,859 |
| |
Net increase in net assets resulting from operations | $ | 4,884,086 |
|
1 Net of foreign withholding taxes of $18,159.
See accompanying Notes to Financial Statements.
17
Year Ended | Period Ended | |||||||
Increase (decrease) in net assets resulting from operations: |
|
|
|
| ||||
Net investment income | $ | 1,681,227 |
| $ | 245,833 |
| ||
Net realized gain on investments |
| 1,692,466 |
|
| 91,047 |
| ||
Net change in unrealized appreciation (depreciation) |
| 1,510,393 |
|
| (425,805 | ) | ||
Net increase (decrease) in net assets resulting from operations |
| 4,884,086 |
|
| (88,925 | ) | ||
Distributions to shareholders: |
|
|
|
| ||||
Class I |
| (2,320,088 | ) |
| (419,581 | ) | ||
Class A |
| (47,974 | ) |
| — |
| ||
Class L |
| (45,940 | ) |
| — |
| ||
Class T |
| (43,909 | ) |
| — |
| ||
Total distributions to shareholders |
| (2,457,911 | ) |
| (419,581 | ) | ||
Capital transactions: |
|
|
|
| ||||
Proceeds from shares sold: |
|
|
|
| ||||
Class I |
| 22,070,000 |
|
| 25,200,000 |
| ||
Class A |
| 1,000,000 |
|
| — |
| ||
Class L |
| 1,000,000 |
|
| — |
| ||
Class T |
| 1,000,000 |
|
| — |
| ||
Reinvestment of distributions: |
|
|
|
| ||||
Class I |
| 2,319,744 |
|
| 419,581 |
| ||
Class A |
| 47,974 |
|
| — |
| ||
Class L |
| 45,940 |
|
| — |
| ||
Class T |
| 43,909 |
|
| — |
| ||
Net increase in net assets from capital transactions |
| 27,527,567 |
|
| 25,619,581 |
| ||
Total increase in net assets |
| 29,953,742 |
|
| 25,111,075 |
| ||
Net assets: |
|
|
|
| ||||
Beginning of period |
| 25,211,075 |
|
| 100,000 |
| ||
End of period | $ | 55,164,817 |
| $ | 25,211,075 |
| ||
Capital share transactions: |
|
|
|
| ||||
Shares sold: |
|
|
|
| ||||
Class I |
| 932,209 |
|
| 1,008,087 |
| ||
Class A |
| 42,248 |
|
| — |
| ||
Class L |
| 42,248 |
|
| — |
| ||
Class T |
| 42,248 |
|
| — |
| ||
Shares reinvested: |
|
|
|
| ||||
Class I |
| 95,137 |
|
| 17,091 |
| ||
Class A |
| 1,968 |
|
| — |
| ||
Class L |
| 1,886 |
|
| — |
| ||
Class T |
| 1,803 |
|
| — |
| ||
Net increase from capital share transactions |
| 1,159,747 |
|
| 1,025,178 |
|
1 Class A, Class L and Class T inception date was December 21, 2018.
2 Reflects operations for the period from May 9, 2018 (inception date) to September 30, 2018. Prior to the inception date, the Fund had been inactive except for matters related to the Fund’s establishment, designation and planned registration.
3 The Adviser made the initial share purchase of $100,000 on April 20, 2018. The total initial share purchase of $100,000, included 4,000 Class I shares which were purchased at $25.00 per share.
See accompanying Notes to Financial Statements.
18
Destra International & Event-Driven Credit Fund |
For the Year Ended September 30, 2019 |
Cash flows from operating activities: |
|
| ||
Net increase in net assets from operations | $ | 4,884,086 |
| |
Adjustments to reconcile net increase in net assets from operations to net cash used in operating activities: |
|
| ||
Purchase of investments |
| (174,437,662 | ) | |
Proceeds from redemptions, sales, or other dispositions of investments |
| 142,359,747 |
| |
Amortization of premium on investments |
| (18,845 | ) | |
Net realized (gain) loss on: |
|
| ||
Investments |
| 416,004 |
| |
Foreign currency transactions |
| 35,224 |
| |
Forward foreign exchange contracts |
| (1,381,173 | ) | |
Futures contracts |
| (6 | ) | |
Swap contracts |
| (482,537 | ) | |
Purchased options contracts |
| (270,679 | ) | |
Written options contracts |
| (9,299 | ) | |
Principal paydowns on investments |
| (8,548 | ) | |
Net change in unrealized (appreciation) depreciation on: |
|
| ||
Investments |
| (1,078,286 | ) | |
Foreign currency translations |
| 27,212 |
| |
Forward foreign exchange contracts |
| (467,313 | ) | |
Swap contracts |
| 3,307 |
| |
Purchased options contracts |
| 4,687 |
| |
Change in operating assets and liabilities: |
|
| ||
Receivables: |
|
| ||
Investments sold |
| (629,438 | ) | |
Interest |
| (507,050 | ) | |
Dividends |
| (2,346 | ) | |
Deferred offering costs |
| 93,510 |
| |
Due from adviser |
| 9,021 |
| |
Prepaid expenses |
| (13,594 | ) | |
Payables: |
|
| ||
Investments purchased |
| 1,039,664 |
| |
Due to adviser |
| 169,232 |
| |
Custody fees |
| 11,286 |
| |
Accounting and administrative fees |
| 9,060 |
| |
Professional fees |
| (63,122 | ) | |
Transfer agent fees and expenses |
| 4,467 |
| |
Chief compliance officer fees |
| 77 |
| |
Chief financial officer fees |
| (144 | ) | |
Distribution fees |
| 637 |
| |
Shareholder servicing fees |
| 637 |
| |
Accrued other expenses |
| 2,699 |
| |
Net cash used in operating activities |
| (30,299,485 | ) |
See accompanying Notes to Financial Statements.
19
Destra International & Event-Driven Credit Fund |
Statement of Cash Flows (continued) |
For the Year Ended September 30, 2019 |
Cash flows from financing activities: |
|
| ||
Advances from credit facility | $ | 12,483,686 |
| |
Repayments on credit facility |
| (7,483,687 | ) | |
Proceeds from shares sold |
| 25,070,000 |
| |
Cash distributions paid to shareholders, net of reinvestment |
| (344 | ) | |
Net cash provided by financing activities |
| 30,069,655 |
| |
Effect offoreign currency exchangerate changes in cash |
| 1,318,737 |
| |
Net change in cash, cash equivalents, restricted cash, and foreign currency |
| 1,088,907 |
| |
Cash,cash equivalents, restricted cash, and foreign currency at beginning of year |
| 1,041,259 |
| |
Cash,cash equivalents, restricted cash, and foreign currency at end of year | $ | 2,130,166 |
| |
Supplementaldisclosureof cash activity: |
|
| ||
Cash interest paid during the year | $ | 214,078 |
| |
Supplementaldisclosureof non-cash activity: |
|
| ||
Reinvestment of distributions paid to shareholders | $ | 2,457,567 |
|
See accompanying Notes to Financial Statements.
20
Destra International & Event-Driven Credit Fund |
For a share of common stock outstanding throughout the periods indicated |
Period ending | Net asset | Net | Net | Total from | Distributions | Distributions | Total | Net | Total | Gross | Net | Net | Net assets, | Portfolio | ||||||||||||||||||||||||||||||||
ClassI |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||||||||||
2019 | $ | 24.50 | $ | 0.90 | $ | 0.96 |
| $ | 1.86 |
| $ | (1.16 | ) | $ | — | $ | (1.16 | ) | $ | 25.20 | 7.85 | % | 4.08 | % | 2.95 | % | 3.68 | % | $ | 51,828 | 124 | % | ||||||||||||||
2018(7) |
| 25.00 |
| 0.24 |
| (0.33 | ) |
| (0.09 | ) |
| (0.41 | ) |
| — |
| (0.41 | ) |
| 24.50 | (0.35 | ) | 5.56 |
| 2.25 |
| 2.50 |
|
| 25,211 | 30 |
| ||||||||||||||
Class A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||||||||||
2019(8) |
| 23.67 |
| 0.65 |
| 2.00 |
|
| 2.65 |
|
| (1.12 | ) |
| — |
| (1.12 | ) |
| 25.20 | 11.42 |
| 4.26 |
| 3.24 |
| 3.41 |
|
| 1,114 | 124 |
| ||||||||||||||
Class L |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||||||||||
2019(8) |
| 23.67 |
| 0.60 |
| 2.00 |
|
| 2.60 |
|
| (1.07 | ) |
| — |
| (1.07 | ) |
| 25.20 | 11.22 |
| 4.50 |
| 3.49 |
| 3.16 |
|
| 1,112 | �� | 124 |
| |||||||||||||
Class T |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||||||||||
2019(8) |
| 23.67 |
| 0.55 |
| 2.00 |
|
| 2.55 |
|
| (1.02 | ) |
| — |
| (1.02 | ) |
| 25.20 | 11.01 |
| 4.76 |
| 3.74 |
| 2.91 |
|
| 1,110 | 124 |
|
1 Based on average shares outstanding duringthe period.
2 Based on the net asset value as of period end. Assumes an investment at net asset value at the beginning of the period, reinvestment of all distributions during the period and does not include payment of the maximum sales charge. The return would have been lower if certain expenses had not been waived or reimbursed by the investment adviser.
3 Not annualized for periods less than one year.
4 Annualized for periods less than one year, with the exception of non-recurring organizational costs.
5 Percentages shown include interest expense. Gross and net expense ratios, respectively, excluding interest expense are as follows:
Gross | Net | |||||||||
Class I |
|
| ||||||||
2019 | 3.62 | % | 2.48 | % | ||||||
2018(7) | 5.56 |
| 2.25 |
| ||||||
Class A |
|
| ||||||||
2019(8) | 3.77 |
| 2.75 |
| ||||||
Class L |
|
| ||||||||
2019(8) | 4.02 |
| 3.00 |
| ||||||
Class T |
|
| ||||||||
2019(8) | 4.27 |
| 3.25 |
|
6 The contractual fee and expense waiver is reflected in both the net expense and net investment income ratios (see note 5). Effective November 19, 2018, the Adviser agreed to reimburse and/or pay “ordinary operating expenses” that exceed 0.50% per annum of the Fund’s average daily net assets. Prior to November 19, 2018, the Adviser had agreed to reimburse and/or pay its investment management fee and ordinary operating expenses that exceeded 2.25% annum of the Fund’s daily “managed assets”.
7 Reflects operations for the period from May 9, 2018 (inception date) to September 30, 2018. Prior to the inception date, the Fund had been inactive except for matters related to the Fund’s establishment, designation and planned registration.
8 Reflects operations for the period from December 21, 2018 (inception date of Class A, Class L and Class T) to September 30, 2019.
See accompanying Notes to Financial Statements.
21
1. Organization
Destra International & Event-Driven Credit Fund (the “Fund”) was established as a Delaware statutory trust on November13, 2017. The Fund is registered with the Securities and Exchange Commission (the “SEC”) as a non-diversified, closed-end management investment company that operates as an “interval fund” under the Investment Company Act of 1940, as amended (the “1940 Act”). The shares of beneficial interest of the Fund (the “Shares”) are continuously offered under Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”). The Fund currently offers four classes of Shares, Classes I, A, L, and T. All classes of Shares have equal rights and voting privileges, except in matters affecting a single class. The Fund has adopted a fundamental policy to make quarterly repurchase offers (“Repurchase Offers”) between 5% and 25% of the Fund’s outstanding Shares. The Fund’s inception date was May9, 2018 (Class I Shares). The Fund’s commencement of investment operations date was on the business day following the inception date.
The Fund’s investment adviser is Destra Capital Advisors LLC (the “Adviser”), the Fund’s sub-adviser is BlueBay Asset Management LLP (the “Sub-Adviser”), and the Fund’s sub-sub-adviser is BlueBay Asset Management USA LLC (the “Sub-Sub-Adviser,”) (the Sub-Adviser, Sub-Sub-Adviser and together with the Adviser, are referred to herein as the “Advisers”). The Sub-Adviser and Sub-Sub-Adviser are wholly-owned subsidiaries of Royal Bank of Canada (“RBC”).
The Fund’s investment objective is to provide attractive total returns, consisting of income and capital appreciation. Under normal market conditions, the Fund will invest at least 80% of its total assets (including borrowings for investment purposes) in credit related instruments and/or investments that have similar economic characteristics as credit related instruments that are considered by the Fund to have the potential to provide a high level of total return. Credit related instruments include bonds, debt securities and loans issued by various U.S. and non-U.S. public- or private-sector entities, including issuers in emerging markets, derivatives and cash equivalents. There is no limit on the credit quality, duration or maturity of any investment in the Fund’s portfolio. Under normal market conditions, the Fund will invest at least 40% of its total assets in securities of non-U.S. issuers.
The Fund will allocate its assets between two strategies: (i) Multi-Strategy International Credit and (ii) Event-Driven Credit. The Fund’s allocation to the strategies will vary from time to time, when the Advisers deem such variances appropriate from a portfolio management standpoint. The allocation to Multi-Strategy International Credit is expected to be between 0% and 100% of the Fund’s total assets. Due to the episodic nature of Event-Driven Credit opportunities, the Fund will have a varying degree of exposure to the strategy, but during normal market conditions such exposure will be significant and is expected to be up to 50% of the Fund’s total assets.
The Fund is an investment company and follows the accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946,Financial Services — Investment Companies. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements.
2. Significant Accounting Policies
(a) Use of Estimates
The preparation of the financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the statement of assets and liabilities. Actual results could differ from those estimates.
(b) Investment Income, Expenses and Distributions
Investment income, expenses other than class specific expenses and realized and unrealized gains and losses are allocated daily to each class of Shares based upon the proportion of the net asset value (“NAV”) of each class of Shares at the beginning of each day. Investment transactions are recorded on a trade-date basis. Interest income and expenses are accrued daily. Dividend income and distributions to shareholders are recorded on the ex-dividend date. The Fund distributes net investment income, if any, quarterly and net realized gains (net of any capital loss carryovers) annually. Discounts and premiums on securities purchased are accreted and amortized over the lives of the respective securities. Withholding taxes on foreign interest have been provided in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.
(c)Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents include U.S. dollar deposits at bank accounts at amounts which may exceed insured limits. The Fund is subject to risk to the extent that the institutions may be unable to fulfill their obligations. As of September30, 2019, the Fund has restricted cash in the amount of $10,428. The restricted cash represents deposits held at the broker of the credit default swap contract.
22
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
(d) Investment Valuation
The Adviser determines the values of the Fund’s assets in good faith pursuant to the Fund’s valuation policy and consistently applied valuation process, which was developed by the audit committee of the Fund’s board of trustees (the “Board”) and approved by the Board. Portfolio securities and other assets for which market quotes are readilyavailable are valued at market value. In circumstances where market quotes are not readily available, the Board has adopted methods for determining the fair value of such securities and other assets, and has delegated the responsibility for applying the valuation methods to the Adviser. On a quarterly basis, the Board reviews the valuation determinations made with respect to the Fund’s investments during the preceding quarter and evaluates whether such determinations were made in a manner consistent with the Fund’s valuation process.
In determining NAV, portfolio instruments generally are valued using prices provided by independent pricing services or obtained from other sources, such as broker-dealer quotations. Exchange-traded instruments generally are valued at the last reported sales price or official closing price on an exchange, if available. Independent pricing services typically value non-exchange-traded instruments utilizing a range of market-based inputs and assumptions, including readily available market quotations obtained from broker-dealers making markets in such instruments, cash flows, and transactions for comparable instruments. In pricing certain instruments, the pricing services may consider information about an instrument’s issuer or market activity provided by the Fund’s Sub-Adviser. Non-U.S. securities and currency are valued in U.S. dollars based on non-U.S. currency exchange rate quotations supplied by an independent quotation service.
For non-U.S. traded securities whose principal local markets close before the close of the NYSE, the Fund may adjust the local closing price based upon such factors as developments in non-U.S. markets, the performance of U.S. securities markets and the performance of instruments trading in U.S. markets that represent non-U.S. securities. The Fund may rely on an independent fair valuation service in making any such fair value determinations. If the Fund holds portfolio instruments that are primarily listed on non-U.S. exchanges, the value of such instruments may change on days when shareholders will not be able to purchase or redeem the Fund’s Shares.
In certain situations, the Adviser, with input from the Sub-Adviser and Sub-Sub-Adviser, may use the fair value of a portfolio instrument if such portfolio instrument is not priced by a pricing service, if the pricing service’s price is deemed unreliable or if events occur after the close of a securities market (usually a foreign market) and before the Fund values its assets that would materially affect NAV. A portfolio instrument that is fair valued may be valued at a price higher or lower than actual market quotations or the value determined by other funds using their own fair valuation procedures. Because non-U.S. portfolio instruments may trade on days when Fund Shares are not priced, the value of portfolio instruments held by the Fund can change on days when Fund Shares cannot be redeemed. The Adviser expects to use fair value pricing primarily when a portfolio instrument is not priced by a pricing service or a pricing service’s price is deemed unreliable.
Due to the subjective nature of fair value pricing, the Fund’s value for a particular portfolio instrument may be different from the last price determined by the pricing service or the last bid or ask price in the market.
Certain short-term instruments maturing within 60 days or less are valued at amortized cost, which approximates fair value. The value of the securities of other open-end funds held by the Fund, if any, will be calculated using the NAV of such open-end funds, and the prospectuses for such open-end funds explain the circumstances under which they use fair value pricing and the effects of using fair value pricing.
Below is a description of factors that may be considered when valuing securities for which no active secondary market exists.
Valuation of fixed income investments, such as loans and debt securities, depends upon a number of factors, including prevailing interest rates for like securities, expected volatility in future interest rates, call features, put features and other relevant terms of the debt. For investments without readily available market prices, these factors may be incorporated into discounted cash flow models to arrive at fair value. Other factors that may be considered include the borrower’s ability to adequately service its debt, the fair market value of the portfolio company in relation to the face amount of its outstanding debt and the quality of the collateral securing its debt investments.
Asset-backed securities are generally issued as pass-through certificates or as debt instruments. Asset-backed securities issued as pass-through certificates represent undivided fractional ownership interests in an underlying pool of assets. Asset-backed securities issued as debt instruments, which are also known as collateralized obligations, are typically issued as the debt of a special purpose entity organized solely for the purpose of owning such assets and issuing such debt. Asset-backed securities are often backed by a pool of assets representing the obligations of a number of different parties. The yield characteristics of certain asset-backed securities may differ from traditional debt securities. One such major difference is that all or a principal part of the obligations may be prepaid at any time because the underlying assets (i.e., loans) may be prepaid at any time. As a result, a decrease in interest rates in the market may result in increases in the level of prepayments as borrowers, particularly mortgagors, refinance and repay their loans. An increased prepayment
23
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
rate with respect to an asset-backed security will have the effect of shortening the maturity of the security. In addition, the Fund may subsequently have to reinvest the proceeds at lower interest rates. If the Fund has purchased such an asset-backed security at a premium, a faster than anticipated prepayment rate could result in a loss of principal to the extent of the premium paid.
For convertible debt securities, fair value will generally approximate the fair value of the debt plus the fair value of an option to purchase the underlying security (the security into which the debt may convert) at the conversion price. To value such an option, a standard option pricing model may be used.
For private company equity interests, various factors may be considered in determining fair value, including but not limited to multiples of earnings before interest, taxes, depreciation and amortization (“EBITDA”), cash flows, net income, revenues or, in limited instances, book value or liquidation value. All of these factors may be subject to adjustments based upon the particular circumstances of a private company or the Fund’s actual investment position. For example, adjustments to EBITDA may take into account compensation to previous owners or an acquisition, recapitalization, restructuring or other related items.
Other factors that may be considered in valuing securities include private merger and acquisition statistics, public trading multiples discounted for illiquidity and other factors, valuations implied by third-party investments in the private companies, the acquisition price of such investment or industry practices in determining fair value. The Adviser may also consider the size and scope of a private company and its specific strengths and weaknesses, and may apply discounts or premiums, where and as appropriate, due to the higher (or lower) financial risk and/ or the size of the private company relative to comparable firms, as well as such other factors as the Adviser, in consultation with any third-party valuation or pricing service, if applicable, may consider relevant in assessing fair value.
If the Fund receives warrants or other equity securities at nominal or no additional cost in connection with an investment in a debt security, the cost basis in the investment will be allocated between the debt securities and any such warrants or other equity securities received at the time of origination. Such warrants or other equity securities will subsequently be valued at fair value.
Portfolio securities that carry certain restrictions on sale will typically be valued at a discount from the public market value of the security, where applicable.
If events materially affecting the price of foreign portfolio securities occur between the time when their price was last determined on such foreign securities exchange or market and the time when the Fund’s NAV was last calculated (for example, movements in certain U.S. securities indices which demonstrate strong correlation to movements in certain foreign securities markets), such securities may be valued at their fair value as determined in good faith in accordance with procedures established by the Board. For purposes of calculating NAV, all assets and liabilities initially expressed in foreign currencies will be converted into U.S. dollars at prevailing exchange rates as may be determined in good faith by the Adviser, under the supervision of the Board.
Swaps typically will be valued using valuations provided by a third-party pricing service. Such pricing service valuations generally will be based on the present value of fixed and projected floating rate cash flows over the term of the swap contract and, in the case of credit default swaps, generally will be based on credit spread quotations obtained from broker-dealers and expected default recovery rates determined by the third-party pricing service using proprietary models. Future cash flows will be discounted to their present value using swap rates provided by electronic data services or by broker-dealers.
(e) Federal Income Taxes
The Fund intends to qualify as a “regulated investment company��� under Subchapter M of the Internal Revenue Code of 1986. If so qualified, the Fund will not be subject to federal income tax to the extent it distributes substantially all of its net investment income and capital gains to shareholders. Therefore, no federal income tax provision is required. Management of the Fund is required to determine whether a tax position taken by the Fund is more likely than not to be sustained upon examination by the applicable taxing authority, based on the technical merits of the position. Based on its analysis, there were no tax positions identified by management of the Fund which did not meet the “more likely than not” standard as of September30, 2019 and all open tax years.
(f) Commitments and Contingencies
In the normal course of business, the Fund may enter into contracts that contain a variety of representations which provide general indemnifications for certain liabilities. The Fund’s maximum exposure under these arrangements is unknown. However, since its commencement of operations, the Fund has not had claims or losses pursuant to these contracts and expects the risk of loss to be remote.
24
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
(g) Derivatives
Swap Contracts —The Fund may engage in various swap transactions, including forward rate and interest rate agreements, primarily to manage risk, or as alternatives to direct investments. The Fund may also engage in credit default swaps, which involve the exchange of a periodic premium for protection against a defined credit event (such as payment default, refinancing or bankruptcy). The Fund engaged in credit default swaps to protect against credit events and interest rate swaps to hedge currency risks.
Under the terms of a credit default swap contract, one party acts as a guarantor receiving a periodic payment that is a fixed percentage applied to a notional amount. In return, the party agrees to purchase the notional amount of the underlying instrument, at par, if a credit event occurs during the term of the contract. The Fund may enter into credit default swaps in which the Fund acts as guarantor (a seller of protection), and may enter into credit default swaps in which the counterparty acts as guarantor (a buyer of protection). Premiums paid to or by the Fund are accrued daily and included in realized gain (loss) on swaps. The contracts are marked-to-market daily using fair value estimates provided by an independent pricing service. Changes in value are recorded as net change in unrealized appreciation/(depreciation) on the statement of operations. Unrealized gains are reported as an asset and unrealized losses are reported as a liability on the statement of assets and liabilities. Gains or losses are realized upon termination of the contracts. The risk of loss under a swap contract may exceed the amount recorded as an asset or a liability. The notional amount of a swap contract is the reference amount pursuant to which the counterparties make payments. For swaps in which the referenced obligation is an index, in the event of default of any debt security included in the corresponding index, the Fund pays or receives the percentage of the corresponding index that the defaulted security comprises (1) multiplied by the notional value and (2) multiplied by the ratio of one minus the ratio of the market value of the defaulted debt security to its par value.
Interest rate swaps are agreements between two parties to exchange cash flows based on a notional principal amount. The Fund may elect to pay a fixed rate and receive a floating rate or receive a fixed rate and pay a floating rate on a notional principal amount. The net interest received or paid on interest rate swap agreements is accrued daily as interest income/expense. Interest rate swaps are marked-to-market daily using fair value estimates provided by an independent pricing service. Changes in value, including accrued interest, are recorded as net change in unrealized appreciation/(depreciation) on the statement of operations. Unrealized gains are reported as an asset and unrealized losses are reported as a liability on the statement of assets and liabilities. Gains or losses are realized upon termination of the contracts. The risk of loss under a swap contract may exceed the amount recorded as an asset or a liability.
Risks associated with swap contracts include changes in the returns of underlying instruments, failure of the counterparties to perform under the contracts’ terms and the possible lack of liquidity with respect to the contracts. Credit default swaps can involve greater risks than if an investor had invested in the reference obligation directly since, in addition to general market risks, credit default swaps are subject to counterparty credit risk, leverage risk, hedging risk, correlation risk and liquidity risk. The Fund discloses swap contracts on a gross basis, with no netting of contracts held with the same counterparty. As of September30, 2019, the Fund had one outstanding credit default swap contract.
Foreign Exchange Contracts —The Fund may enter into foreign currency exchange contracts. The Fund may enter into these contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date to hedge various investments, for investment purposes, for risk management and/or in a manner intended to increase income or gain to the Fund. All foreign currency exchange contracts are market-to-market daily at the applicable translation rates resulting in unrealized gains or losses. Realized gains or losses are recorded at the time the foreign currency exchange contract is offset by entering into a closing transaction, or by the delivery, or receipt, of the currency. Risk may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.
Options — The Fund may purchase put and call options on currencies or securities. A put option gives the purchaser the right to compel the writer of the option to purchase from the option holder an underlying currency or security or its equivalent at a specified price at any time during the option period. In contrast, a call option gives the purchaser the right to buy the underlying currency or security covered by the option or its equivalent from the writer of the option at the stated exercise price.
As a holder of a put option, the Fund will have the right to sell the currencies or securities underlying the option and as the holder of a call option, the Fund will have the right to purchase the currencies or securities underlying the option, in each case at their exercise price at any time prior to the option’s expiration date. The Fund may seek to terminate its option positions prior to their expiration by entering into closing transactions. The ability of the Fund to enter into a closing sale transaction depends on the existence of a liquid secondary market. There can be no assurance that a closing purchase or sale transaction can be effected when the Fund so desires. The Fund may close out a position when writing options by purchasing an option on the same security with the same exercise price and expiration date as the option that it has previously written on the security. In such a case, the Fund will realize a profit or loss if the amount paid to purchase an option is less or more than the amount received from the sale of the option.
25
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
The hours of trading for options may not conform to the hours during which the underlying securities are traded. To the extent that the options markets close before the markets for the underlying securities, significant price and rate movements can take place in the underlying markets that cannot be reflected in the options markets. The purchase of options is a highly specialized activity which involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. The purchase of options involves the risk that the premium and transaction costs paid by the Fund in purchasing an option will be lost as a result of unanticipated movements in prices of the securities on which the option is based. Imperfect correlation between the options and securities markets may detract from the effectiveness of attempted hedging. Options transactions may result in significantly higher transaction costs and portfolio turnover for the Fund.
(h) Restricted Securities
Restricted securities are securities that may be resold only upon registration under federal securities laws or in transactions exempt from such registration. In some cases, the issuer of restricted securities has agreed to register such securities for resale, at the issuer’s expense either upon demand by the Fund or in connection with another registered offering of the securities. Many restricted securities may be resold in the secondary market in transactions exempt from registration. Such restricted securities may be determined to be liquid under criteria established by the Board. The restricted securities are valued at the price provided by dealers in the secondary market or, if no market prices are available, the fair value as determined in good faith using methods approved by the Board.
Additional information on each illiquid and restricted investment held by the Fund at September30, 2019 is as follows:
Security | Acquisition | Cost | Value | Percentage | |||||||
Quintis Australia PTY, Ltd., 7.500% | 9/11/2019 | $ | 4,734 | $ | 6,750 | 0.01 | % | ||||
Quintis Australia PTY, Ltd., 0.000% | 9/11/2019 |
| 35,653 |
| 76,190 | 0.14 |
| ||||
Saxa Gres SpA | 11/27/2018 |
| 678,428 |
| 654,093 | 1.19 |
| ||||
V Global Holdings LLC - Common Shares | 8/6/2018 |
| 946,840 |
| 1,505,926 | 2.73 |
|
(i) Foreign Currency
The accounting records of the Fund are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the rate of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expenses are translated at the rate of exchange quoted on the respective date that such transactions are recorded. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
Reported net realized foreign exchange gains or losses arise from sales of portfolio securities, sales and maturities of short-term securities, sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at each reporting period, resulting from changes in the exchange rate.
3. Fair Value Measurement
U.S. GAAP defines fair value, establishes a three-tier framework for measuring fair value based on a hierarchy of inputs, and expands disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or liability, when a transaction is not orderly and how that information must be incorporated into a fair value measurement. The hierarchy distinguishes between market data obtained from independent sources (observable inputs) and the Fund’s own market assumptions (unobservable inputs).
These inputs are used in determining the fair value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:
• Level 1 – unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.
26
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
• Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc. and quoted prices for identical or similar assets in markets that are not active).
• Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following is a summary of the valuation inputs used to value the Fund’s assets and liabilities reflected in the Schedule of Investments as of September30, 2019:
Level 1 | Level 2 | Level 3 | Total | |||||||||
Asset-Backed Securities |
|
|
|
| ||||||||
Ireland | $ | — | $ | 6,461,594 | $ | — | $ | 6,461,594 | ||||
United States |
| — |
| 453,457 |
| — |
| 453,457 | ||||
Bank Loans(1) |
| — |
| 2,876,074 |
| — |
| 2,876,074 | ||||
Common Stocks |
| 71,757 |
| — |
| — |
| 71,757 | ||||
Corporate Debt Securities |
|
|
|
| ||||||||
Australia |
| — |
| — |
| 82,940 |
| 82,940 | ||||
Austria |
| — |
| 503,732 |
| — |
| 503,732 | ||||
Canada |
| — |
| 819,915 |
| — |
| 819,915 | ||||
Cayman Islands |
| — |
| 1,957,605 |
| — |
| 1,957,605 | ||||
Colombia |
| — |
| 334,039 |
| — |
| 334,039 | ||||
France |
| — |
| 214,942 |
| — |
| 214,942 | ||||
Luxembourg |
| — |
| 2,494,472 |
| — |
| 2,494,472 | ||||
Netherlands |
| — |
| 351,860 |
| — |
| 351,860 | ||||
United Kingdom |
| — |
| 426,842 |
| — |
| 426,842 | ||||
United States |
| — |
| 6,576,117 |
| — |
| 6,576,117 | ||||
International Debt Securities |
|
|
|
| ||||||||
Bermuda |
| — |
| 523,465 |
| — |
| 523,465 | ||||
Brazil |
| — |
| 449,400 |
| — |
| 449,400 | ||||
Cayman Islands |
| — |
| 924,250 |
| — |
| 924,250 | ||||
China |
| — |
| 894,324 |
| — |
| 894,324 | ||||
Colombia |
| — |
| 411,500 |
| — |
| 411,500 | ||||
Ecuador |
| — |
| 675,632 |
| — |
| 675,632 | ||||
Egypt |
| — |
| 578,884 |
| — |
| 578,884 | ||||
France |
| — |
| 1,590,493 |
| — |
| 1,590,493 | ||||
Germany |
| — |
| 180,854 |
| — |
| 180,854 | ||||
Ghana |
| — |
| 261,911 |
| — |
| 261,911 | ||||
Greece |
| — |
| 1,375,123 |
| — |
| 1,375,123 | ||||
Italy |
| — |
| 3,697,010 |
| 654,093 |
| 4,351,103 | ||||
Jersey |
| — |
| 428,012 |
| — |
| 428,012 | ||||
Luxembourg |
| — |
| 1,843,448 |
| — |
| 1,843,448 | ||||
Mexico |
| — |
| 434,562 |
| — |
| 434,562 | ||||
Netherlands |
| — |
| 3,561,228 |
| — |
| 3,561,228 | ||||
Nigeria |
| — |
| 527,735 |
| — |
| 527,735 | ||||
Peru |
| — |
| 402,370 |
| — |
| 402,370 |
27
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
Level 1 | Level 2 | Level 3 | Total | |||||||||
Poland |
| — |
| 371,036 |
| — |
| 371,036 | ||||
Portugal |
| — |
| 508,017 |
| — |
| 508,017 | ||||
Singapore |
| — |
| 331,621 |
| — |
| 331,621 | ||||
South Africa |
| — |
| 332,551 |
| — |
| 332,551 | ||||
Spain |
| — |
| 2,080,516 |
| — |
| 2,080,516 | ||||
Sweden |
| — |
| 445,870 |
| — |
| 445,870 | ||||
Switzerland |
| — |
| 642,513 |
| — |
| 642,513 | ||||
Tunisia |
| — |
| 1,349,891 |
| — |
| 1,349,891 | ||||
United Kingdom |
| — |
| 3,842,000 |
| — |
| 3,842,000 | ||||
Vietnam |
| — |
| 493,425 |
| — |
| 493,425 | ||||
Virgin Islands (British) |
| — |
| 204,549 |
| — |
| 204,549 | ||||
International Equities(2) |
| 255,881 |
| — |
| — |
| 255,881 | ||||
Investment Companies |
| 574,860 |
| — |
| — |
| 574,860 | ||||
Private Companies |
| — |
| — |
| 1,505,926 |
| 1,505,926 | ||||
Purchased Options Contracts |
| 91,625 |
| — |
| — |
| 91,625 | ||||
Short-Term Investments |
| 1,770,721 |
| — |
| — |
| 1,770,721 | ||||
Total | $ | 2,764,844 | $ | 52,832,839 | $ | 2,242,959 | $ | 57,840,642 |
1 All sub-categories represent Level 2 evaluation status.
2 All sub-categories represent Level 1 evaluation status.
The following is a summary of valuation inputs used to measure the Fund’s assets and liabilities of other financial instruments that are derivative instruments not reflected in the Schedule of Investments as of September30, 2019:
Level 1 | Level 2 | Level 3 | Total | |||||||||
Forward Foreign Exchange Contracts | $ | — | $ | 442,756 | $ | — | $ | 442,756 | ||||
Credit DefaultSwap Contracts |
| — |
| 43,885 |
| — |
| 43,885 | ||||
Total | $ | — | $ | 486,641 | $ | — | $ | 486,641 |
For the year ended September30, 2019, there were no transfers into or out of Level 3.
The following is a reconciliation of investments in which significant Level 3 unobservable inputs were used in determining fair value as of September30, 2019:
Investments | Balance as of | Purchase of | Proceeds | Net | Amortization | Net Change | Balance as of | |||||||||||||||||
Bank Loans |
|
|
|
|
|
|
|
|
|
| ||||||||||||||
United States | $ | 143,341 | $ | — | $ | (143,484 | ) | $ | (1,750 | ) | $ | — | $ | 1,893 |
| $ | — | |||||||
Corporate Debt Securities |
|
|
|
|
|
|
|
|
|
| ||||||||||||||
Australia |
| — |
| 39,825 |
| — |
|
| — |
|
| 562 |
| 42,553 |
|
| 82,940 | |||||||
International Debt Securities |
|
|
|
|
|
|
|
|
|
| ||||||||||||||
Italy |
| — |
| 678,427 |
| — |
|
| — |
|
| — |
| (24,334 | ) |
| 654,093 | |||||||
Private Companies |
|
|
|
|
|
|
|
|
|
| ||||||||||||||
United States |
| 339,128 |
| 661,972 |
| — |
|
| — |
|
| — |
| 504,826 |
|
| 1,505,926 | |||||||
Total Investments | $ | 482,469 | $ | 1,380,224 | $ | (143,484 | ) | $ | (1,750 | ) | $ | 562 | $ | 524,938 |
| $ | 2,242,959 |
* Includes return of capital.
28
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
The following table summarizes the valuation techniques and significant unobservable inputs used for the Fund’s investments that are categorized in Level 3 of the fair value hierarchy as of September30, 2019:
Investments | Fair Value | Valuation | Unobservable | Weighted | Range of | Impact on | |||||||
Corporate Debt Securities |
| ||||||||||||
Australia |
| ||||||||||||
Quintis Australia Pty, Ltd., 7.500% | $ | 6,750 | ICE BAML Single B Index | Liquidity Discount | 7.18% | 6.00% – 8.34% | Decrease | ||||||
| |||||||||||||
Quintis Australia Pty, Ltd., 0.000% |
| 76,190 | Discounted | Discount Rate | 9.18% | 8.00% – 10.34% | Decrease | ||||||
| |||||||||||||
International Debt Securities |
| ||||||||||||
Italy |
| ||||||||||||
Saxa Gres SpA |
| 654,093 | Guideline Public Company Market Approach | EBITDA Valuation Multiples | 7.00x | 6.00x – 8.00x | Increase | ||||||
| Guideline Transaction Market Approach | EBITDA Valuation Multiples | 5.90x | 4.70x – 7.50x | Increase | ||||||||
| |||||||||||||
Private Companies |
| ||||||||||||
United States |
| ||||||||||||
V Global Holdings LLC |
| 1,505,926 | Discounted Cash Flow | Discount Rate | 20.00% | 18.00% – 22.00% | Decrease | ||||||
| Guideline Public Company Market Approach | EBITDA Valuation Multiples | 6.50x | 6.25x – 6.75x | Increase | ||||||||
| Guideline Transaction Market Approach | EBITDA Valuation Multiples | 7.13x | 6.75x – 7.50x | Increase | ||||||||
Total Investments | $ | 2,242,959 |
1 Unobservable inputs for discount rates and EBITDA valuation multiples were weighted equally using the high and low ranges of inputs.
4. Investment Management
The Fund has entered into an investment management agreement (the “Investment Management Agreement”) with the Adviser. Subject to the oversight of the Fund’s Board, the Adviser is responsible for managing the Fund’s business affairs and providing day-to-day administrative services to the Fund either directly or through others selected by it for the Fund.
Under the Investment Management Agreement, the Adviser is entitled to a management fee, calculated and payable quarterly in arrears, at the annual rate of 1.75% of the Fund’s average daily Managed Assets during such period (the “Management Fee”). “Managed Assets” means the total assets of the Fund (including any assets attributable to money borrowed for investment purposes) minus the sum of the Fund’s accrued liabilities (other than money borrowed for investment purposes).
The Fund and Adviser have entered into an investment sub-advisory agreement (the “Sub-Advisory Agreement”) with the Sub-Adviser. Under the Sub-Advisory Agreement, the Sub-Adviser will receive a sub-advisory fee (the “Sub-Advisory Fee”, payable by the Adviser out of the Management Fee) at the rates set forth below (on an annualized basis) of the Fund’s average daily Managed Assets:
Managed Assets of the Fund | Sub-Advisory Fee | |||
$1 to $50,000,000 | 1.75% | |||
Over $50,000,000 to $100,000,000 | 1.225% | |||
Over $100,000,000 to $150,000,000 | 1.1375% | |||
Over $150,000,000 to $250,000,000 | 1.05% | |||
In excess of $250,000,000 | 0.875% |
29
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
The Sub-Adviser has entered into an investment sub-sub-advisory agreement (the “Sub-Sub-Advisory Agreement”) with the Sub-Sub-Adviser. Under the Sub-Sub-Advisory Agreement, the Sub-Sub-Adviser will receive a sub-sub-advisory fee equal to the costs incurred by the Sub-Sub-Adviser in providing advisory services to the Fund plus a margin of 10% of such costs.
5. Expense Limitation
Effective November19, 2018, the Adviser and the Fund have entered into an expense limitation and reimbursement agreement (the “Expense Limitation Agreement”) under which the Adviser has agreed to reimburse and/or pay, on a quarterly basis, the “ordinary operating expenses” (as defined below) of the Fund to the extent that such expenses exceed 0.50% per annum of the Fund’s average daily net assets (the “Expense Limitation”).
Prior to November19, 2018, the Adviser and the Fund had an expense limitation and reimbursement agreement under which the Adviser had agreed to waive its Management Fee and/or pay, on a quarterly basis, both the “ordinary operating expenses” (as defined below) and the Management Fee of the Fund to the extent that such total expenses exceeded 2.25% per annum of the Fund’s average daily Managed Assets.
In consideration of the Expense Limitation Agreement, the Fund has agreed to repay the Adviser pro rata in the amount of any Fund expense paid or waived by it, subject to the limitations that: (1) the recoupment of expenses will be made only if payable not more than three years following the time such payment or waiver was made; and (2) the recoupment may not be made if it would cause the Fund’s then-current Expense Limitation, if any, and the Expense Limitation that was in effect at the time when the Adviser paid or waived the ordinary operating expenses that are the subject of the repayment, to be exceeded. For the purposes of the Expense Limitation Agreement, “ordinary operating expenses” consist of all ordinary expenses of the Fund, including administration fees, transfer agent fees, organization and offering expenses, fees paid to the Fund’s trustees, administrative services expenses, and related costs associated with legal, regulatory compliance and investor relations, but excluding the following: (a) the Management Fee, (b) portfolio transaction and other investment-related costs (including brokerage commissions, dealer and underwriter spreads, commitment fees on leverage facilities, prime broker fees and expenses, and dividend expenses related to short sales), (c) interest expense and other financing costs, (d) taxes, (e) distribution and/or shareholder service fees, if any, (f) acquired fund fees and expenses, and (g) extraordinary expenses.
The Expense Limitation Agreement will remain in effect until February13, 2029, and will automatically continue in effect for successive twelve-month periods thereafter. Neither the Board nor the Adviser may terminate the Expense Limitation Agreement during the initial term. After the initial term, either the Board or the Adviser may terminate the Expense Limitation Agreement upon 30 days’ written notice.
Under the terms of the Expenses Limitation Agreement, any such contractual reductions made by the Adviser in its payment of expenses which are the Fund’s obligation are subject to reimbursement by the Fund to the Adviser for a period of three fiscal years following the end of the fiscal year in which such reduction or payment was accrued, except for initial organizational expenses which are subject to reimbursement by the Fund to the Adviser for a period of three years from the date on which such expenses were incurred, if so requested by the Adviser, the aggregate amount actually paid by the Fund toward the operating expenses for such fiscal year (taking into account the reimbursement) does not exceed the applicable limitation on the Fund’s expenses.
For the year ended September30, 2019, the Adviser waived expenses totaling $520,927 that are subject to reimbursement.
As of September30, 2019, the Adviser’s fees and expenses subject to reimbursement were as follows:
May 10, 2021 | September 30, 2021 | September 30, 2022 | |||||||||
$ | 101,826 | $ | 343,089 | $ | 520,927 |
6. Offering Costs
The Fund’s total offering costs of $153,573 represent the total amount incurred in connection with the offering and initial registration and is being amortized on a straight-line basis over the first twelve months of the Fund’s operations which began on May10, 2018, the Fund’s commencement of operations date. As of September30, 2019, all offering costs have been expensed subject to the Fund’s Expense Limitation Agreement (see Note 5).
7. Capital Stock
The Fund engages in a continuous offering of Shares under Rule 415 under the Securities Act of 1933, as amended. The Fund has registered a total of 5,040,000million Shares and is authorized as a Delaware statutory trust to issue an unlimited number of Shares in all classes, with a par value of $0.001. The Fund is offering to sell, through its distributor,
30
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
Destra Capital Investments LLC (the “Distributor”) its Shares at the then-current NAV per Share. In addition, certain institutions (including banks, trust companies, brokers and investment advisers) may be authorized to accept, on behalf of the Fund, purchase and exchange orders and repurchase requests placed by or on behalf of their customers, and if approved by the Fund, may designate other financial intermediaries to accept such orders. The Distributor is not required to sell any specific number or dollar amount of the Fund’s Shares, but will use its best efforts to solicit orders for the sale of the Shares. The minimum initial investment (waived in certain circumstances) for Class I, A, L, and T Shares is $100,000, $2,500, $2,500, and $2,500 respectively. There is no minimum for subsequent investments. All Share purchases are subject to approval of the Adviser. The minimum investment requirement may be waived in the Fund’s sole discretion. Monies received will be invested promptly and no arrangements have been made to place such monies in an escrow, trust or similar account.
The Shares have no history of public trading, nor is it intended that the Shares will be listed on a public exchange at this time, if ever. No secondary market is expected to develop for the Fund’s Shares; liquidity for the Shares will be provided only through quarterly Repurchase Offers for no less than 5% and no more than 25% of the Fund’s outstanding Shares pursuant to Rule 23c-3 of the 1940 Act, and there is no guarantee that an investor will be able to sell all the Shares that the investor desires to sell in the Repurchase Offer. If shareholders tender more than the Repurchase Offer amount for any given Repurchase Offer, the Fund may repurchase up to an additional 2% of the outstanding Shares. If Fund shareholders tender more Shares than the Fund decides to repurchase, the Fund will repurchase the Shares on a pro rata basis, subject to limited exceptions. Due to these restrictions, an investor should consider an investment in the Fund to be of limited liquidity. Investing in the Fund’s Shares may be speculative and involves a high degree of risk, including the risks associated with leverage.
During the year ended September30, 2019, the Fund had four Repurchase Offers as follows:
Repurchase Offer Notice | Repurchase | Repurchase | % of Shares | Number | ||||||
December 19, 2018 | January 22, 2019 | 5% | N/A(1) | N/A(1) | ||||||
March 18, 2019 | April 22, 2019 | 5% | N/A(1) | N/A(1) | ||||||
June 18, 2019 | July 22, 2019 | 5% | N/A(1) | N/A(1) | ||||||
September 18, 2019 | October 22, 2019 | 5% | N/A(1) | N/A(1) |
1 There were no shares repurchased.
8. Distribution and Shareholder Servicing Plans
Class L and Class T Shares have adopted a distribution plan (the “Distribution Plan”) in accordance with Rule 12b-1 under the 1940 Act. The Plan is a compensation type plan that permits the payment at an annual rate of up to 0.25% and 0.50% of the average daily net assets of Class L and Class T Shares, respectively. Payments are made to the Distributor, who may make ongoing payments to financial intermediaries based on the value of Shares held by such intermediaries’ customers.
Class A, Class L and Class T Shares have adopted a shareholder servicing plan (the “Servicing Plan”) under which the Fund may compensate financial industry professionals or firms for providing ongoing services in respect of customers who own Class A, Class L or Class T Shares of the Fund. The Servicing Plan, permits the payment at an annual rate of up to 0.25% of the average daily net assets of Class A, Class L and Class T Shares, respectively.
9. Investment Transactions
Purchases and sales of investments, excluding short-term U.S. government securities and short-term obligations, for the year ended September30, 2019, were $90,454,685 and $56,189,309, respectively.
10. Revolving Credit Facility
On August13, 2018, the Fund entered into a secured, revolving line of credit facility with BNP Paribas (the “Credit Facility”) with no stated maturity date. The Fund may borrow an amount up to the lesser of the Credit Facility maximum commitment financing of $500,000,000 or one-third of the value of its total assets. The interest rate on borrowings from the Credit Facility is equal to 3-month LIBOR plus 0.90% per annum. During the year ended September30, 2019, the average principal balance and weighted average interest rate was approximately $6,577,918 and 3.41% per annum, respectively, and the maximum outstanding balance of the Credit Facility was $12,342,913. At September30, 2019, the principal balance outstanding was $4,999,999 at an interest rate of 2.99% per annum.
31
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
11. Asset Coverage
Under the provisions of the 1940 Act, the Fund is permitted to issue senior securities, including debt securities and preferred stock, and borrow from banks or other financial institutions, provided that the Fund satisfies certain asset coverage requirements. With respect to senior securities representing indebtedness, such as the Credit Facility, the Fund is required to have asset coverage of at least 300%, as measured at the time of borrowing and calculated as the ratio of the Fund’s total assets, less all liabilities and indebtedness not represented by senior securities, over the aggregate amount of the Fund’s outstanding senior securities representing indebtedness. If the Fund’s asset coverage declines below 300%, the Fund would be prohibited under the 1940 Act from incurring additional debt or making certain distributions to its shareholders.
The following table summarizes the Fund’s asset coverage with respect to senior securities as of September30, 2018, and as of September30, 2019:
September 30, | September 30, | |||||||
Senior securities, end of period (000’s)(1) | $ | 5,000 |
| $ | — |
| ||
Asset coverage, per $1,000 of senior security principal amount(2) |
| 12,033 |
|
| — |
| ||
Asset coverage ratio of senior securities(2) |
| 1203 | % |
| — | % |
1 As of September 30, 2019, the Credit Facility represents the only senior security.
2 Represents value of total assets less all liabilities not represented by senior securities at the end of the period divided by senior securities outstanding at the end of the period.
12. Other Derivative Information
The following is a summary of the average quarterly notional value of derivatives as of September30, 2019, as well as the notional value outstanding as of September30, 2019:
Average | Notional | |||||
Forward foreign exchange contracts purchased long | $ | 899,474 | $ | — | ||
Forward foreign exchange contracts sold short |
| 29,670,785 |
| 30,705,359 | ||
Credit default swap contracts |
| 4,722,500 |
| 190,000 | ||
Interest rate futures contracts |
| — |
| — | ||
Purchased options contracts |
| 1,812,500 |
| 7,250,000 | ||
Written options contracts |
| — |
| — |
The effects of these derivative instruments on the Fund’s financial positions and financial performance are reflected in the Statement of Assets and Liabilities (“SAL”) and Statement of Operations, and are presented in the table below. The values of derivative instruments as of September30, 2019 by risk category are as follows:
Risk Category | |||||||||||||
Derivative Assets (Liabilities) | Forward | Credit Risk | Equity Risk | Interest | |||||||||
Unrealized appreciation on forward foreign exchange contracts | $ | 442,756 | $ | — |
| $ | — | $ | — | ||||
Premiums received on swap contracts |
| — |
| 47,192 |
|
| — |
| — | ||||
Unrealized depreciation on swap contracts |
| — |
| (3,307 | ) |
| — |
| — | ||||
Purchased options contracts |
| — |
| — |
|
| 91,625 |
| — | ||||
Net | $ | 442,756 | $ | 43,885 |
| $ | 91,625 | $ | — |
32
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
Risk Category | ||||||||||||
Derivative Realized Gain | Forward | Credit Risk | Equity Risk | Interest | ||||||||
Forward foreign exchange contracts | $ | 1,381,173 | $ | — | $ | — | $ | — | ||||
Swap contracts |
| — |
| 482,537 |
| — |
| — | ||||
Purchased options contracts |
| — |
| — |
| 270,679 |
| — | ||||
Written options contracts |
| — |
| — |
| 9,299 |
| — | ||||
Futures contracts |
| — |
| — |
| — |
| 6 | ||||
Net | $ | 1,381,173 | $ | 482,537 | $ | 279,978 | $ | 6 |
Risk Category | ||||||||||||||
Derivative Unrealized Appreciation (Depreciation) | Forward | Credit Risk | Equity Risk | Interest | ||||||||||
Forward foreign exchange contracts | $ | 467,313 | $ | — |
| $ | — |
| $ | — | ||||
Swap contracts |
| — |
| (3,307 | ) |
| — |
|
| — | ||||
Purchased options contracts |
| — |
| — |
|
| (4,687 | ) |
| — | ||||
Written options contracts |
| — |
| — |
|
| — |
|
| — | ||||
Futures contracts |
| — |
| — |
|
| — |
|
| — | ||||
Net | $ | 467,313 | $ | (3,307 | ) | $ | (4,687 | ) | $ | — |
Offsetting of Assets and Liabilities— Disclosures about offsetting assets and liabilities require an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. As of September30, 2019, no master netting arrangements exist related to the Fund. The Fund’s SAL presents derivative instruments on a gross basis, therefore, no net amounts and no offset amounts exist within the SAL to present below. Gross amounts of the derivative instruments, amounts related to financial instruments/cash collateral not offset in the SAL and net amounts are presented below:
Derivative | Derivative Liabilities | Collateral Pledged | ||||||||||||||||||||||
Counterparty | Forward | Credit | Purchased | Net | Financial | Cash | Net | |||||||||||||||||
Australia and New Zealand Banking | $ | 85,081 | $ | — |
| $ | — |
| $ | 85,081 |
| $ | — | $ | — | $ | 85,081 | |||||||
Barclays Capital, Inc. |
| 286,602 |
| — |
|
| — |
|
| 286,602 |
|
| — |
| — |
| 286,602 | |||||||
BNP Paribas Securities Corp. |
| 6,315 |
| — |
|
| — |
|
| 6,315 |
|
| — |
| — |
| 6,315 | |||||||
Brown Brothers Harriman |
| 2,836 |
| — |
|
| — |
|
| 2,836 |
|
| — |
| — |
| 2,836 | |||||||
Citibank, N.A. |
| 60,849 |
| (3,307 | ) |
| — |
|
| 57,542 |
|
| — |
| — |
| 57,542 | |||||||
Deutsche Bank |
| 38 |
| — |
|
| — |
|
| 38 |
|
| — |
| — |
| 38 | |||||||
Morgan Stanley & Co. LLC |
| — |
| — |
|
| (4,687 | ) |
| (4,687 | ) |
| — |
| 4,687 |
| — | |||||||
Royal Bank of Scotland |
| 1,035 |
| — |
|
| — |
|
| 1,035 |
|
| — |
| — |
| 1,035 |
33
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
13. Federal Tax Information
The timing and character of income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. GAAP. These differences are due in part to differing treatments for net operating loss, foreign currency transactions, paydown gain or loss, market discount accretion, premium amortization and expiring capital loss carryforwards.
To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts, on the Statement of Assets and Liabilities, based on their Federal tax basis treatment; temporary differences do not require reclassification and had no impact on the NAV of the Fund.
The Fund complies with FASB interpretationAccounting for Uncertainty in Income Taxeswhich provides guidance for how uncertain tax provisions should be recognized, measured, presented and disclosed in the financial statements.Accounting for Uncertainty in Income Taxesrequires the affirmative evaluation of tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether it is “more-likely-than-not,” (i.e., greater than 50 percent) of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold may result in a tax benefit or expense in the current period.
Accounting for Uncertainty in Income Taxesrequires management of the Fund to analyze all open tax years, as defined by the statutes of limitations, for all major jurisdictions, which includes federal and certain states. Open tax years are those that are open for exam by the taxing authorities (i.e., the last four tax years and the interim tax period since then). The Fund has no examination in progress during the period ended September30, 2019. For all open tax years and all major taxing jurisdictions through the end of the reporting period, management of the Fund reviewed all tax positions taken or expected to be taken in the preparation of the Fund’s tax returns and concluded thatAccounting for Uncertainty in Income Taxesresulted in no effect on the Fund’s reported net assets or results of operations as of and during the period ended September30, 2019. Management of the Fund also is not aware of any tax positions for which it is reasonably possible that the total amounts of recognized tax benefits will significantly change in the next twelve months.
The difference between book basis and tax basis unrealized appreciation/(depreciation) is attributable in part to the tax deferral of losses on wash sales, the realization for tax purposes of unrealized gains on investments in passive foreign investment companies, unrealized foreign capital gains tax and foreign currency.
At September30, 2019, gross unrealized appreciation/(depreciation) of investments, based on cost for federal income tax purposes were as follows:
Cost of investments | $ | 57,248,940 |
| |
Gross unrealized appreciation | $ | 2,362,561 |
| |
Gross unrealized depreciation |
| (1,770,859 | ) | |
Net unrealized depreciation | $ | 591,702 |
|
The difference between cost amounts for financial statement and federal income tax purposes, if any, is due primarily to timing differences in recognizing certain gains and losses in security transactions.
U.S. GAAP requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or NAV per share.
For the period ended September30, 2019, there were no permanent differences in book and tax accounting to be reclassified.
As of September30, 2019, the components of accumulated earnings/(deficit) on a tax basis were as follows:
Undistributed ordinary income | $ | 1,281,195 |
| |
Undistributed long-term capital gains |
| 146,993 |
| |
Tax Accumulated earnings |
| 1,428,188 |
| |
Accumulated capital and other losses |
| — |
| |
Unrealized depreciation other |
| (54 | ) | |
Unrealized depreciation on foreign currency translations |
| (9,527 | ) | |
Unrealized appreciation on investments |
| 591,702 |
| |
Total accumulated earnings | $ | 2,010,309 |
|
34
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
The tax character of distributions paid during the period May9, 2018 (inception date) through September30, 2018 and the year ended September30, 2019 was as follows:
2019 | 2018 | |||||
Distributions paid from: |
|
| ||||
Ordinary income | $ | 2,457,911 | $ | 419,581 | ||
Net long term capital gains |
| — |
| — | ||
Total distributions paid | $ | 2,457,911 | $ | 419,581 |
At September30, 2019, the Fund had an accumulated capital loss carry forward as follows:
Short-term | $ | — | |
Long-term |
| — | |
Total | $ | — |
To the extent that the Fund may realize future net capital gains, those gains will be offset by any of its unused capital loss carry forward. Future capital loss carry forward utilization in any given year may be subject to Internal Revenue Code limitations.
The Fund utilized $213,313 of its capital loss carry forward during the year ended September30, 2019.
14. Offering Price Per Share
A maximum front-end sales load of 5.75% for Class A Shares, 4.25% for Class L and 3.00% for Class T Shares is imposed on purchases. Class I Shares are not subject to a sales load. For the year ended September30, 2019 there were no sales charges received by broker dealers or affiliates.
15. Beneficial Ownership
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of the Fund creates a presumption of control under Section 2(a)(9) of the 1940 Act. As of September30, 2019, RBC owned 99% of the Fund.
16.Trustees and Officers
Effective April1, 2019, the Destra Fund Complex pays each Independent Trustee a retainer of $39,000 per year, and the Chairman of the Board a retainer of $46,000 per year for their services in this capacity. The Destra Fund Complex consists of the Fund, Destra Granahan Small Cap Advantage Fund and the Destra Flaherty & Crumrine Preferred and Income Fund, both a series of the Destra Investment Trust, the Destra Multi-Alternative Fund, and the Destra Exchange-Traded Fund Trust, of which there is currently no active series. Each fund in the Destra Fund Complex pays a portion of the retainer received by each Trustee, which is allocated annually across the Destra Fund Complex based on each fund’s respective net assets as of December 31 of the preceding year.
Prior to April1, 2019, each Independent Trustee of the Fund receives an annual retainer of $9,000 and the Fund’s Chairman of the Board receives an annual retainer of $12,000. Trustees are also reimbursed for travel-related and authorized business expenses. The Fund does not pay compensation to Trustees who also serve in an executive officer capacity for the Fund or the Advisers.
The Fund pays the chief financial officer and chief compliance officer an annual retainer of $22,000 and $20,000, respectively, for their services in this capacity.
17. Other Service Providers
UMB Financial Services serves as the Fund’s Administrator, Accounting Agent and Transfer Agent. The Bank of New York Mellon serves as the Custodian for the Fund.
18. Principal Risks
Risk is inherent in all investing. The value of your investment in the Fund, as well as the amount of return you receive on your investment, may fluctuate significantly from day to day and over time. You may lose part or all of your investment in the Fund or your investment may not perform as well as other similar investments. The following is a summary description of certain risks of investing in the Fund.
35
Destra International & Event-Driven Credit Fund |
Notes to Financial Statements |
September30, 2019 (continued) |
Asset-Backed Securities Risk— Asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Payment of interest and repayment of principal on asset-backed securities is largely dependent upon the cash flows generated by the assets backing the securities and, in certain cases, supported by letters of credit, surety bonds or other credit enhancements.
Credit and Counterparty Risk— Credit Risk is the risk that an issuer of a security may be unable or unwilling to make dividend, interest and principal payments when due and the related risk that the value of a security may decline because of concerns about the issuer’s ability or willingness to make such payments. Credit risk may be heightened for the Fund because it will invest in below investment grade securities.
Equity Securities Risk— Stock markets are volatile. The price of equity securities fluctuates based on changes in a company’s financial condition and overall market and economic conditions.
Foreign Securities Risk— Investing in foreign securities may include certain risks and considerations not typically associated with investing in U.S. securities, such as fluctuating currency values and changing local and regional economic, political and social conditions, which may result in greater market volatility. In addition, certain foreign securities may not be as liquid as U.S. securities. To the extent that the Fund concentrates its investment exposure to any one or a few specific countries, the Fund will be particularly susceptible to the various conditions, events or other factors impacting those countries and may, therefore, have a greater risk than that of a fund which is more geographically diversified.
Interest Rate Risk— If interest rates increase, the value of the Fund’s investments generally will decline. Securities with longer maturities tend to produce higher yields, but are more sensitive to changes in interest rates and are subject to greater fluctuations in value.
Loans Risk— Senior loans are subject to the risk of non-payment of scheduled interest or principal. Such non-payment would result in a reduction of income to the Fund, a reduction in the value of the investment and a potential decrease in the NAV of the Shares. The liquidation value of any collateral securing a senior loan may not satisfy the borrower’s obligation in the event of non-payment of scheduled interest or principal payments. In addition to risks similar to those of senior loans, subordinated loans do not have the first priority lien on underlying collateral of the loan and any claims will be subordinated to those lienholders with a higher claim.
Non-Diversified Risk— Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than diversified funds, changes in the market value of a single investment could cause greater fluctuations in Share price than would a diversified fund.
Non-U.S. Securities Risk— The Fund’s investments in non-U.S. securities may result in the Fund experiencing more rapid and extreme changes in value than a fund that invests exclusively in securities of U.S. companies, due to less liquid markets, and adverse economic, political, diplomatic, financial, and regulatory events. Foreign governments also may impose limits on investment and repatriation and impose taxes. Any of these events could cause the value of the Fund’s investments to decline.
19. Recently Issued Accounting Pronouncements
On March30, 2017, the FASB issued Accounting Standard Update (“ASU”) No. 2017-08, Premium Amortization on Purchased Callable Debt Securities, which is intended to enhance “the accounting for the amortization of premiums for purchased callable debt securities.” The amendments of the ASU No. 2017-08 are effective for annual periods beginning after December15, 2018. Effective September30, 2019, management has evaluated the impact of applying this provision and determined that the early adoption of this ASU does not have a material impact on the financial statements.
In August 2018, FASB issued Accounting Standards Update ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurements. The amendments in the ASU modify the disclosure requirements on fair value measurements in Topic 820. The ASU is effective for interim and annual reporting periods beginning after December15, 2019. Effective September30, 2018, management has evaluated the impact of applying this provision and determined that the early adoption of this ASU does not have a material impact on the financial statements.
20. Subsequent Events
The Fund has evaluated the events and transactions through the date the financial statements were issued and has identified the following event for disclosure in the Fund’s subsequent events:
On October22, 2019, the Fund completed a quarterly Repurchase Offer (See Note 7). No Shares were repurchased.
36
Report of Independent Registered Public Accounting Firm |
To the Shareholders and Board of Trustees of
Destra International & Event-Driven Credit Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Destra International & Event-Driven Credit Fund (the “Fund”) as of September30, 2019, and the related statement of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two periods in the period then ended, including the related notes, and the financial highlights for each of the two periods in the period then ended (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September30, 2019, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two periods in the period then ended, and the financial highlights for each of the two periods in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of September30, 2019, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers or counterparties were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the auditor of one or more investment companies advised by Destra Capital Advisors LLC since 2018.
COHEN & COMPANY, LTD.
Chicago, Illinois
November27, 2019
37
This report is sent to shareholders of the Fund for their information. It is not a prospectus, circular or representation intended for use in the purchase or sale of Shares of the Fund or of any securities mentioned in this report.
Corporate Dividends Received Deduction— For the period ended September 30, 2019, the Fund had 0.33% of dividends paid from net investment income qualify for the 70% dividends received deduction available to corporate shareholders.
Qualified Dividend Income— For the period ended September 30, 2019, the Fund had 0.40% of dividends paid from net investment income, designated as qualified dividend income.
Proxy Voting — Policies and procedures that the Fund uses to determine how to vote proxies as well as information regarding how the Fund voted proxies for portfolio securities is available without charge and upon request by calling 844-9DESTRA (933-7872), or visiting Destra Capital Investments LLC’s website at www.destracapital.com or by accessing the Fund’s Form N-PX on the SEC’s website at www.sec.gov.
Disclosure of Portfolio Holdings — The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q (or its successor Form). The Fund’s Form N-Q (or its successor Form) is available on the SEC website at www.sec.gov or by visiting Destra Capital Investments LLC’s website at www.destracapital.com.
38
Trustees and Officers Information |
September30, 2019 (Unaudited) |
The management of the Fund, including general supervision of the duties performed for the Fund under the Investment Management Agreement, is the responsibility of the Board. The Board consists of four trustees, one of whom is an “Interested Person” (as the term “Interested Person” is defined in the 1940 Act) and three of whom are not Interested Persons (referred to herein as “Independent Trustees” and together with the Interested Person, the “Trustees”). None of the Independent Trustees has ever been a Trustee, director or employee of, or consultant to, Destra Capital Advisors LLC or its affiliates. The identity of the Trustees and the Fund’s executive officers and biographical information as of September30, 2019 is set forth below. The address for each Trustee is c/o Destra International & Event-Driven Credit Fund, 444 West Lake Street, Suite 1700, Chicago, Illinois 60606. A Trustee’s term of office shall continue until his or her death, resignation or removal.
Name and Birth Year | Trustee | Principal Occupation(s) | Number of | Other | ||||
Independent Trustees | ||||||||
John S. Emrich, CFA | 2017 | Mortgage Banker, The Mortgage Company (January 2018 to present); Financial Planner (self-employed, consulting) (January 2018 to present); Private Investor, (January 2011 to present); Co-Founder and Portfolio Manager, Ironworks Capital Management (an investment adviser) (April 2005 to December 2010); Member (June 2012 to present) and Manager (2013 to 2015), Iroquois Valley Farms LLC (a farmland finance company); Board Member, Clean Energy Credit Union (September 2017 to April 2019). | 4 | Meridian Fund, Inc. (registered investment company) (4 portfolios) | ||||
Michael S. Erickson | 2017 | Private Investor (August 2007 to present); Chief Operating Officer and Chief Financial Officer, Erickson Holding Corp. (a passive real estate holding company) (2003 to present); Chief Operating Officer and Chief Financial Officer, McGee Island LLC (a real estate management company) (2015 to present). | 4 | Meridian Fund, Inc. (registered investment company) (4 portfolios) | ||||
Jeffery S. Murphy | 2017 | Retired (2014 to present); Executive Manager, Affiliated Managers Group, Inc. (an asset manager) (1995 to 2014). | 4 | Aston Funds, | ||||
Interested Trustee | ||||||||
Nicholas Dalmaso,(2) | 2017 | General Counsel and Chief Compliance Officer of M1 Holdings LLC (2014 to present); General Counsel and Chief Compliance Officer of M1 Finance LLC (an investment adviser) (2014 to present); General Counsel and Chief Compliance Officer of M1 Advisory Services LLC (an investment adviser) (2014 to present); Independent Director of Keno Kozie Associates (IT Consulting) (2016 to 2018); Co-Chairman, General Counsel and Chief Operating Officer of Destra Capital Management LLC (2010 to 2014); President, Chief Operating Officer and General Counsel, Destra Capital Advisors LLC (2010 to 2014); President, Chief Operating Officer and General Counsel, Destra Capital Investments LLC (2010 to 2014); Chief Executive Officer, Destra Investment Trust and Destra Investment Trust II (2010 to 2014). | 4 | None |
1 The Fund Complex consists of the Fund, the Destra Flaherty & Crumrine Preferred and Income Fund and Destra Granahan Small Cap Advantage Fund, both a series of the Destra Investment Trust, the Destra Multi-Alternative Fund, and the Destra Exchange-Traded Fund Trust, of which there is currently no active series.
2 Mr.Dalmaso is an “Interested Person” of the Fund, as defined in the 1940 Act, by reason of his position with Destra Capital Management LLC and its subsidiaries.
39
Destra International & Event-Driven Credit Fund |
Trustees and Officers Information |
September30, 2019 (Unaudited) (continued) |
The following persons serve as the Fund’s executive officers in the following capacities:
Name and Birth Year | Position(s) Held | Principal Occupation(s) | ||
Robert Watson | President since 2017 | Senior Managing Director and Investment Product Strategist, Destra Capital Investments LLC (2011 to present); Global Product & Strategic Relationship Director, Aviva Investors (2009 to 2011). | ||
Derek Mullins | Chief Financial Officer and Treasurer since 2018 | Managing Partner and Co-Founder, PINE Advisor Solutions (2018 to present); Director of Operations, ArrowMark Partners LLC (2009 to 2018); Chief Financial Officer (Principal Financial Officer) and Treasurer, Meridian Fund, Inc. (2013 to 2018). | ||
Jane Hong Shissler | Chief Compliance Officer and Secretary since 2017 | General Counsel, Destra Capital Management LLC, Destra Capital Investments LLC and Destra Capital Advisors LLC; Partner (2012-2015) and Associate (2005-2012), Chapman and Cutler LLP. |
The address for each executive officer is c/o Destra International & Event-Driven Credit Fund, 444 West Lake Street, Suite 1700, Chicago, Illinois 60606.
40
Board of Trustees | Officers | Investment Adviser | ||
John S. Emrich | Robert Watson | Destra Capital Advisors LLC | ||
Michael S. Erickson | President | Chicago, IL | ||
Jeffery S. Murphy | ||||
Nicholas Dalmaso* | Derek Mullins | Sub-Adviser | ||
Chief Financial Officer | BlueBay Asset Management LLP | |||
and Treasurer | London, United Kingdom | |||
Jane Hong Shissler | Sub-Sub-Adviser | |||
Chief Compliance Officer | BlueBay Asset Management USA LLC | |||
and Secretary | Stamford, CT | |||
* “Interested Person” of the Fund, as | Distributor | |||
defined in the Investment Company | Destra Capital Investments LLC | |||
Act of 1940, as amended. | Chicago, IL | |||
Administrator, Accounting Agent, | ||||
and Transfer Agent | ||||
UMB Fund Services, Inc. | ||||
Milwaukee, WI | ||||
Custodian | ||||
Bank of New York Mellon | ||||
New York, NY | ||||
Legal Counsel | ||||
Drinker Biddle & Reath LLP | ||||
Philadelphia, PA | ||||
Independent Registered Public | ||||
Accounting Firm | ||||
Cohen & Company, Ltd | ||||
Chicago, IL |
This report has been prepared for the general information of the shareholders. It is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus. The Fund’s prospectus contains more complete information about the objectives, policies, expenses and risks of the Fund. The Fund is not a bank deposit, not FDIC insured and may lose value. Please read the prospectus carefully before investing or sending money.
This report contains certain forward looking statements which are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Forward looking statements generally include words such as ‘‘believes,’’ ‘‘expects,’’ ‘‘anticipates’’ and other words of similar import. Such risks and uncertainties include, among other things, the Risk Factors noted in the Fund’s filings with the Securities and Exchange Commission. The Fund undertakes no obligation to update any forward looking statement.
Privacy Principles of the Fund for Shareholders
The Fund is committed to maintaining the privacy of its shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Fund collects, how we protect that information and why, in certain cases, we may share information with select other parties.
Generally, the Fund does not receive any non-public personal information relating to its shareholders, although certain non-public personal information of its shareholders may become available to the Fund. The Fund does not disclose any non-public personal information about its shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
The Fund restricts access to non-public personal information about the shareholders to Destra Capital Advisors LLC employees with a legitimate business need for the information. The Fund maintains physical, electronic and procedural safeguards designed to protect the non-public personal information of its shareholders.
Questions concerning your Shares of the Fund?
• If your Shares are held in a Brokerage Account, contact your respective Broker.
41
ITEM 2. CODE OF ETHICS.
The Registrant has a code of ethics (the “Code”) that applies to the Registrant’s principal executive officer and principal financial officer. During the period covered by this report, there were no amendments to the provisions of the Code, nor were there any implicit or explicit waivers to the provisions of the Code. The Code is filed herewith.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
The Registrant’s Board of Trustees has determined that the Registrant has one audit committee financial expert serving on its audit committee, whom is “independent” within the meaning of Form N-CSR: Mr. Jeff Murphy. Under applicable securities laws, a person who is determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for purposes of Section 11 of the Securities Act of 1933, as amended, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees in the absence of such designation or identification.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
The aggregate fees for professional services by Cohen & Company, Ltd. during the fiscal years 2019 and 2018 were as follows:
(a) Audit Fees for Registrant.
Fiscal period May 9, 2018 through September 30, 2018 | $35,000 |
Fiscal year ended September 30, 2019 | $35,000 |
(b) Audit-Related Fees for Registrant. These are fees by the Registrant’s independent auditors for assurance and related services that were reasonably related to the performance of the audit of the Registrant’s financial statements that are not reported under “Audit Fees”. These fees include amounts related to Form N-17f-2 filings.
Fiscal period May 9, 2018 through September 30, 2018 | None |
Fiscal year ended September 30, 2019 | None |
(c) Tax Fees for Registrant. These are fees for professional services rendered by the Registrant’s independent auditors for tax compliance, tax advice, and tax planning. These fees include federal, excise and state tax reviews; performed by Cohen & Company, Ltd.
Fiscal period May 9, 2018 through September 30, 2018 | $5,000 |
Fiscal year ended September 30, 2019 | $5,000 |
(d) All Other Fees.
Fiscal period May 9, 2018 through September 30, 2018 | None |
Fiscal year ended September 30, 2019 | None |
(e) Audit Committee’s pre-approval policies and procedures.
(1) The Audit Committee has adopted pre-approval policies and procedures that require the Audit Committee to pre-approve all audit and non-audit services of the Registrant, including services provided to the Registrant’s investment adviser or any entity controlling, controlled by or under common control with the Registrant’s investment adviser that provides ongoing services to the Registrant with respect to any engagement that directly relates to the operations and financial reporting of the Registrant.
(2) None of the services described in paragraphs (b) through (d) of this Item 4 were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) None.
(g) None.
(h) The registrant's audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
ITEM 6. INVESTMENTS.
(a) Schedule of Investments in securities of unaffiliated issuers as of the close of the period are included as part of the report to shareholders filed under Item 1 of this Form N-CSR.
(b) Not applicable.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the company’s investment adviser; principal underwriter; or any affiliated person (as defined in section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company’s investment adviser, or any other third party, that the company uses, or that are used on the company’s behalf, to determine how to vote proxies relating to portfolio securities.
These policies are included as Appendix A.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a)(1) Identification of Portfolio Manager(s) and Description of Role of Portfolio Manager(s)
The following table provides biographical information about the Portfolio Managers, who are primarily responsible for the day-to-day portfolio management of the Fund as of the date hereof:
Name of Portfolio Manager | Title | Length of Time of Service to the Fund | Principal Occupation During the past 5 years | |||
Tim Leary | Portfolio Manger | Since Inception | 2017-current, Portfolio Manager 2012-2017, Head of Trading – North America (All positions at BlueBay Asset Management plc) | |||
Blair Reid | Portfolio Manger | Since Inception | 2017-current, Partner, Senior PM, Multi-Asset & Income 2016-2017, Partner, IPM, Multi-Asset & Income 2016-2016, Partner, Institutional Portfolio Manager 2013-2016, Institutional Portfolio Manager (All positions at BlueBay Asset Management plc) | |||
Duncan Farley | Portfolio Manager | Since Inception | 2018-present, Portfolio Manager 2015-2018 Head of Event Driven Research, Global Leverage Finance 2013-2015, Credit Analyst – High Yield (BlueBay Asset Management plc and King Street) |
(a)(2) Other Accounts Managed by Portfolio Manager(s) or Management Team Member and Potential Conflicts of Interest
The following table provides information about portfolios and accounts, other than the Fund, for which the Portfolio Managers are primarily responsible for the day-to-day portfolio management as of September 30, 2019:
Name of Portfolio Manager | Type of Accounts | Total Number of Accounts Managed | Total Assets (in thousands) | Number of Accounts Managed for Which Advisory Fee is Based on Performance | Total Assets for Which Advisory Fee is Based on Performance (in thousands) | |||||
Tim Leary | Registered Investment Companies | 0 | $ - | 0 | $ - | |||||
Other Pooled Investment Vehicles | 1 | $50,043 | 1 | $50,043 | ||||||
Other Accounts | 0 | $ - | 0 | $ - | ||||||
Blair Reid | Registered Investment Companies | 0 | $ - | 0 | $ - | |||||
Other Pooled Investment Vehicles | 5 | $3,750,699 | 1 | $100,315 | ||||||
Other Accounts | 4 | $1,350,210 | 0 | $ - | ||||||
Duncan Farley | Registered Investment Companies | 0 | $ - | 0 | $ - | |||||
Other Pooled Investment Vehicles | 1 | $50,043 | 1 | $50,043 | ||||||
Other Accounts | 0 | $ - | 0 | $ - |
Potential Conflicts of Interests
A conflict of interest may arise as a result of a portfolio manager being responsible for multiple accounts, including the Fund, which may have different investment guidelines and objectives. In addition to the Fund, these accounts may include other mutual funds managed on an advisory or sub-advisory basis, separate accounts and collective trust accounts. An investment opportunity may be suitable for the Fund as well as for any of the other managed accounts. However, the investment may not be available in sufficient quantity for all of the accounts to participate fully. In addition, there may be limited opportunity to sell an investment held by the Fund and the other accounts. The other accounts may have similar investment objectives or strategies as the Fund, they may track the same benchmarks or indexes as the Fund tracks, and they may sell securities that are eligible to be held, sold or purchased by the Fund. A portfolio manager may be responsible for accounts that have different advisory fee schedules, which may create the incentive for the portfolio manager to favor one account over another in terms of access to investment opportunities. A portfolio manager also may manage accounts whose investment objectives and policies differ from those of the Fund, which may cause the portfolio manager to effect trading in one account that may have an adverse effect on the value of the holdings within another account, including the Fund.
To address and manage these potential conflicts of interest, Destra Capital Advisors LLC (the “Adviser”), BlueBay Asset Management LLP (“BlueBay UK”) and BlueBay Asset Management USA LLC (“BlueBay USA”, and together with BlueBay UK, “BlueBay”) have each adopted compliance policies and procedures to allocate investment opportunities and to ensure that each of their clients is treated on a fair and equitable basis. Such policies and procedures include, but are not limited to, trade allocation and trade aggregation policies, cross trading policies, portfolio manager assignment practices and oversight by investment management and/or compliance departments.
(a)(3) Compensation Structure of Portfolio Manager(s)
Portfolio manager compensation consists of three components: for employees of BlueBay, a base salary, a discretionary bonus, and a retention award plan; for partners, drawings and a discretionary profit allocation.
All portfolio managers are evaluated and rewarded annually during the yearly compensation review process. BlueBay has a Remuneration Committee which reviews the compensation arrangements annually. Compensation for any given individual is paid according to both quantitative and qualitative considerations. BlueBay operates a discretionary bonus scheme. Remuneration of all investment professionals is geared to fund performance and takes into account the profitable growth of each investment team's business.
BlueBay has established a deferral ratio for all partners and employees who are awarded discretionary profit allocations (partners) or discretionary bonuses (employees) over a certain threshold. Partners and employees may also be given additional discretionary awards which are all deferred. Deferrals will track BlueBay funds and/or a combination of BlueBay funds and a reference index, a shadow equity vehicle aligned to the performance of BlueBay and its parent company. Deferrals will vest on a cliff basis after a period of three years.
(a)(4) Disclosure of Securities Ownership
The following table sets forth the dollar range of equity securities beneficially owned by each Portfolio Manager in the Fund as of September 30, 2019:
Portfolio Manager | Dollar Range of Fund Shares Beneficially Owned | |
Tim Leary | None | |
Blair Reid | None | |
Duncan Farley | None |
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
There were no purchases made by or on behalf of the registrant or any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrant’s equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781).
There were no purchases that do not satisfy the conditions of the safe harbor of Rule 10b-18 under the Exchange Act (17 CFR 240.10b-18), made in the period covered by this report.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to 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 officer and principal financial officer have concluded, based on their evaluation of the Registrant’s disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures are adequately designed and are operating effectively to ensure that information required to be disclosed by the Registrant on Form N-CSR is (i) accumulated and communicated to the Registrant’s management, including its certifying officers, to allow timely decisions regarding required disclosure; and (ii) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. |
(b) | There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that have materially affected or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 13. EXHIBITS.
(a)(1) Code of ethics that is subject to Item 2 is attached hereto.
(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.
(a)(3) Not applicable.
(a)(4) Not applicable.
(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) | Destra International & Event-Driven Credit Fund | ||
By (Signature and Title) | /s/ Robert A. Watson | ||
Robert A. Watson, President | |||
(Principal Executive Officer) | |||
Date | 12/9/19 |
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/ Robert A. Watson | ||
Robert A. Watson, President | |||
(Principal Executive Officer) | |||
Date | 12/9/19 | ||
By (Signature and Title) | /s/ Derek J. Mullins | ||
Derek J. Mullins, Chief Financial Officer | |||
(Principal Financial Officer) | |||
Date | 12/9/19 | ||
Appendix A
Destra International & Event-Driven Credit Fund (the “Fund”)
Proxy Voting Policies and Procedures
Pursuant to rules established by the SEC under the 1940 Act, the Board has adopted formal, written guidelines for proxy voting. The Board oversees voting policies and decisions for each Fund.
The Fund exercises its proxy voting rights with regard to the companies in the Fund's investment portfolio, with the goals of maximizing the value of the Fund's investments, promoting accountability of a company's management and board of directors to its shareholders, aligning the interests of management with those of shareholders, and increasing transparency of a company's business and operations.
In general, the Board believes that the Sub-Adviser, which select the individual companies that are part of the Fund's portfolio, are the most knowledgeable and best suited to make decisions about proxy votes. Therefore, the Board defers to and relies on the Sub-Adviser to make decisions on casting proxy votes. The Adviser oversees the proxy voting policies and procedures and works with each Sub-Adviser to implement the policy.
Form N-PX/Annual Report of Proxy Voting Record
Form N-PX is used by investment companies to file reports with the SEC containing their proxy voting record for the most recent 12-month period ended June 30. Form N-PX must be filed not later than August 31 of each year. The following information must be collected for the Trust separately for each Fund in order to complete and file Form N-PX:
• | The name of the issuer of the Fund security; |
• | The exchange ticker symbol of the Fund security; |
• | The CUSIP number (may be omitted if it is not available through reasonably practicable means); |
• | The shareholder meeting date; |
• | A brief description of the matter voted on; |
• | Whether the matter was proposed by the issuer or the security holder; |
• | Whether the Fund cast its vote on the matter; |
• | How the Fund cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors) |
• | Whether the Fund cast its vote for or against management |
Compliance Process:
• | Destra has engaged Glass Lewis to record proxy votes elected by the Sub-Adviser |
• | At the time a Fund manager votes proxies on behalf of a Fund, the Fund manager shall record the vote via Glass Lewis. |
• | The Fund manager shall grant access to the CCO with respect to all proxy voting records. |
• | At least 30 days prior to August 31, the CCO shall review appropriate proxy voting records as obtained by Glass Lewis or the Sub-Adviser. |
• | The CCO or his/her designee shall compile all proxy voting records for the 12-month period ended June 30 and complete Form N-PX. |
• | The completed Form N-PX shall be sent to the Administrator, who shall file Form N-PX with the SEC by August 30 of each year. |
The Sub-Adviser
Proxy Voting Policies and Procedures
Introduction
This paper outlines BlueBay Asset Management LLP’s (“BlueBay”) overall policy (and procedure on corporate governance and corporate responsibility (CR) proxy voting for client securities within managed portfolios, in the Appendix). It does not set out guidelines on voting position on specific corporate governance and Corporate Responsible issues.
It should be noted that given BlueBay’s specialist focus on fixed income assets, the number of occasions in which BlueBay will be engaged in proxy voting will be limited. Where this may occur is most likely with regards Convertible Bond and High Yield bond investments, where an investment may take on formal voting rights.
This Policy is reviewed annually, and updated where necessary to reflect changes in circumstances and actual practice.
Approach
The main objective of a company should be to optimise over time, the returns to its investors, this means ensuring the long-term viability of its business (through prudent management of material corporate governance and corporate responsibility issues), and to manage effectively its relationships with stakeholders.
BlueBay has a fiduciary duty to act in the best interests of its clients and manages clients’ assets with the objective of achieving the greatest possible return consistent with their investment objectives.
BlueBay, on behalf of itself and other entities within the BlueBay group (including BlueBay Funds Management Company S.A.), has established a series of principles to be applied when exercising voting rights attached to client securities within managed portfolios. These are that:
· | In reaching a recommendation as to how a proxy should be voted, BlueBay must act prudently and in the best interests of the affected clients, and will ensure that voting rights are exercised in accordance with the portfolio’s objectives and investment policies. |
· | BlueBay may depart from the principles to avoid voting decisions that may be contrary to clients’ best interests in particular cases. |
· | BlueBay may also choose not to vote where voting may be detrimental to the best interests of clients, such as due to high administrative costs associated with voting or share blocking requirements that “lock up” securities, which would limit liquidity or access to market opportunities. |
BlueBay notes UK and international corporate governance systems vary according to factors such as the legal system, the extent of shareholder rights and the level of dispersed ownership. As such in forming a position on the governance of companies, how they meet good practice guidelines according to general as well as local market codes of best practice must be considered.
Reporting
Reporting on the use of voting rights, where this has occurred, will be available to clients upon request.
Contact details
For more information on our corporate governance and corporate responsibility proxy voting policy and procedure, please contact: Compliance Department, BlueBay Asset Management LLP, 77 Grosvenor Street, London, W1K 3JR.
December 2014
APPENDIX: Proxy voting procedure
Receipt and notification of proxy rights
The ProxyEdge system is used for voting and the Operations department receive notifications with regards to holdings of BlueBay funds. Operations then promptly submit such materials to the relevant member(s) of the BlueBay portfolio management team.
Persons authorised to exercise voting rights
The relevant members of BlueBay’s portfolio management team will be responsible for recommending how proxies relating to securities held by clients in managed portfolios should be voted.
The relevant personnel will consider each exercise of rights and in particular will take into consideration the best interests of clients, with voting on specific events or issues associated with the board and its committees (e.g. such as board independence and diversity), shareholder rights, audit and internal control, executive remuneration, use of capital (e.g. M&As) and other business, being considered on a case by case basis.
With regards to the voting decision, investment teams retain discretion but will consult with the ESG Specialist for advice and guidance, especially around corporate responsibility matters. Once a recommendation on how to vote has been determined, this will be communicated to Operations to handle the voting process. The voting decision is documented by Operations.
Segregated mandates
The approach to be taken will be determined by the Investment Management Agreement (IMA) and this will be agreed with relevant departments as part of the account opening process.
Conflicts of interest
When evaluating any given proxy, the portfolio management team will consider whether or not BlueBay has a potential conflict relating to the security being voted, such as if a BlueBay Portfolio Manager sits on the Board of Directors of the company. Any such conflict of interest will be notified to the BlueBay Compliance team.
If Compliance deems the conflict to be material, Compliance will determine whether the vote proposed by the portfolio management team is in the best interests of all clients. If Compliance cannot conclusively determine that the vote is in the best interest of the affected client, Compliance will seek the advice of an independent third-party service to provide the proxy voting recommendation. The process will be documented.
Reporting
For regulatory purposes, BlueBay’s Compliance department maintains a record of all past proxy voting decisions covering a minimum period of the last five years. Reporting on the use of voting rights, where this has occurred, will be available to clients upon request.
This document is issued in the United Kingdom (UK) by BlueBay Asset Management LLP (BlueBay), which is authorised and regulated by the UK Financial Conduct Authority (FCA), registered with the US Securities and Exchange Commission, the Commodities Futures Trading Commission and is a member of the National Futures Association. In the United States by BlueBay Asset Management USA LLC which is registered with the US Securities and Exchange Commission. In Japan by BlueBay Asset Management International Limited which is registered with the Kanto Local Finance Bureau of Ministry of Finance, Japan. In Hong Kong by BlueBay Hong Kong Limited which is registered by the Securities and Futures Commission. In Australia BlueBay is exempt from the requirement to hold an Australian financial services licence under the Corporations Act in respect of financial services as it is regulated by the FCA under the laws of the UK which differ from Australian laws. In Canada, BlueBay is not registered under securities laws and is relying on the international dealer exemption under applicable provincial securities legislation, which permit BlueBay to carry out certain specified dealer activities for those Canadian residents that qualify as "a Canadian permitted client”, as such term is defined under applicable securities legislation.
All data has been sourced by BlueBay. To the best of BlueBay’s knowledge and belief this document is true and accurate at the date hereof. BlueBay makes no express or implied warranties or representations with respect to the information contained in this document and hereby expressly disclaim all warranties of accuracy, completeness or fitness for a particular purpose. The document is intended for “professional clients” and “eligible counterparties” (as defined by the FCA) only and should not be relied upon by any other category of customer. This document does not constitute an offer to sell or the solicitation of an offer to purchase any security or investment product in any jurisdiction and is for information purposes only. This document is not available for distribution in any jurisdiction where such distribution would be prohibited and is not aimed at such persons in those jurisdictions. Except where agreed explicitly in writing, BlueBay does not provide investment or other advice and nothing in this document constitutes any advice, nor should be interpreted as such. All information provided in this document is for informational purposes only and should not be deemed as a guide to investing or a recommendation to buy the securities mentioned. BlueBay closely monitors the markets and may make changes to BlueBay’s investment strategy or outlook when warranted by changing market conditions. There is no guarantee that the opinions expressed herein will be valid beyond the date of this document. No BlueBay Fund will be offered, except pursuant and subject to the offering memorandum and subscription materials (the "Offering Materials"). This document is for general information only and is not a complete description of an investment in any BlueBay Fund. If there is an inconsistency between this document and the Offering Materials for the BlueBay Fund, the provisions in the Offering Materials shall prevail. The investments discussed may fluctuate in value and investors may not get back the amount invested. You should read the Offering Materials carefully before investing in any BlueBay fund.
No part of this document may be reproduced in any manner without the prior written permission of BlueBay Asset Management LLP. Copyright 2014 © BlueBay, the investment manager, advisor and global distributor of the BlueBay Funds, is a wholly-owned subsidiary of Royal Bank of Canada and the BlueBay Funds may be considered to be related and/or connected issuers to Royal Bank of Canada and its other affiliates. ® Registered trademark of Royal Bank of Canada. RBC Global Asset Management is a trademark of Royal Bank of Canada. BlueBay Asset Management LLP, registered office 77 Grosvenor Street, London W1K 3JR, partnership registered in England and Wales number OC370085. All rights reserved.