UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-23896
Manulife Private Credit Plus Fund
(Exact name of registrant as specified in charter)
200 Berkeley Street, Boston, Massachusetts 02116 (Address of principal executive offices) (Zip code)
Salvatore Schiavone
Treasurer
200 Berkeley Street
Boston, Massachusetts 02116
(Name and address of agent for service) Registrant's telephone number, including area code: 617-543-9634
Date of fiscal year end: | December 31 |
Date of reporting period: | June 30, 2024 |
ITEM 1. REPORT TO STOCKHOLDERS
1 | JOHN HANCOCK MANULIFE PRIVATE CREDIT PLUS FUND | SEMIANNUAL REPORT |
SEMIANNUAL REPORT | JOHN HANCOCK MANULIFE PRIVATE CREDIT PLUS FUND | 2 |
3 | MANULIFE PRIVATE CREDIT PLUS FUND | SEMIANNUAL REPORT |
Shares | Value | ||||
Affiliated investment companies (A) 96.6% | $97,328,642 | ||||
(Cost $96,745,914) | |||||
Alternative and specialty 89.9% | 90,520,202 | ||||
John Hancock Asset-Based Lending Fund, Class I (Marathon) | 1,489,369 | 29,906,534 | |||
Manulife Private Credit Fund (MIM US Private Markets) | 2,876,912 | 60,613,668 | |||
Fixed income 6.7% | 6,808,440 | ||||
John Hancock Corporate Bond ETF (MIM US) (B) | 100,695 | 2,114,151 | |||
John Hancock Mortgage-Backed Securities ETF (MIM US) (B) | 218,339 | 4,694,289 | |||
Yield* (%) | Maturity date | Par value^ | Value | ||
Short-term investments 2.0% | $2,000,009 | ||||
(Cost $2,000,009) | |||||
Commercial paper 2.0% | 2,000,009 | ||||
Canadian Imperial Holdings, Inc. | 5.469 | 07-08-24 | 2,000,000 | 2,000,009 |
Total investments (Cost $98,745,923) 98.6% | $99,328,651 | ||||
Other assets and liabilities, net 1.4% | 1,370,828 | ||||
Total net assets 100.0% | $100,699,479 |
The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the fund unless otherwise indicated. | |
^All par values are denominated in U.S. dollars unless otherwise indicated. | |
Security Abbreviations and Legend | |
(A) | The underlying funds’ advisor/subadvisor is shown parenthetically. |
(B) | The subadvisor is an affiliate of the advisor. |
* | Yield represents either the annualized yield at the date of purchase, the stated coupon rate or, for floating rate securities, the rate at period end. |
Advisors/Subadvisors of Affiliated Underlying Funds | |
Manulife Investment Management Private Markets (US) LLC | (MIM US Private Markets) |
Manulife Investment Management (US) LLC | (MIM US) |
Marathon Asset Management LP | (Marathon) |
SEE NOTES TO FINANCIAL STATEMENTS | SEMIANNUAL REPORT | MANULIFE PRIVATE CREDIT PLUS FUND | 4 |
Assets | |
Unaffiliated investments, at value (Cost $2,000,009) | $2,000,009 |
Affiliated investments, at value (Cost $96,745,914) | 97,328,642 |
Total investments, at value (Cost $98,745,923) | 99,328,651 |
Cash | 997,992 |
Dividends and interest receivable | 1,674,478 |
Receivable from affiliates | 102,857 |
Other assets | 298,957 |
Total assets | 102,402,935 |
Liabilities | |
Distributions payable | 1,627,888 |
Payable to affiliates | |
Accounting and legal services fees | 1,082 |
Other liabilities and accrued expenses | 74,486 |
Total liabilities | 1,703,456 |
Net assets | $100,699,479 |
Net assets consist of | |
Paid-in capital | $99,987,833 |
Total distributable earnings (loss) | 711,646 |
Net assets | $100,699,479 |
Net asset value per share | |
Based on net asset value and shares outstanding - the fund has an unlimited number of shares authorized with no par value | |
Class I ($100,699,479 ÷ 4,951,449 shares) | $20.34 |
5 | Manulife Private Credit Plus Fund | SEMIANNUAL REPORT | SEE NOTES TO FINANCIAL STATEMENTS |
Investment income | |
Dividends from affiliated investments | $2,734,395 |
Interest | 90,872 |
Total investment income | 2,825,267 |
Expenses | |
Investment management fees | 605,589 |
Accounting and legal services fees | 6,617 |
Transfer agent fees | 16,554 |
Trustees’ fees | 60,001 |
Custodian fees | 5,000 |
Printing and postage | 5,537 |
Professional fees | 169,628 |
Offering costs | 262,938 |
Other | 9,242 |
Total expenses | 1,141,106 |
Less expense reductions | (787,364) |
Net expenses | 353,742 |
Net investment income | 2,471,525 |
Realized and unrealized gain (loss) | |
Net realized gain (loss) on | |
Affiliated investments | 180,371 |
Capital gain distributions received from affiliated investments | 3,508 |
183,879 | |
Change in net unrealized appreciation (depreciation) of | |
Affiliated investments | 56,264 |
56,264 | |
Net realized and unrealized gain | 240,143 |
Increase in net assets from operations | $2,711,668 |
SEE NOTES TO FINANCIAL STATEMENTS | SEMIANNUAL REPORT | Manulife Private Credit Plus Fund | 6 |
Six months ended 6-30-24 (unaudited) | Period ended 12-31-231 | |
Increase (decrease) in net assets | ||
From operations | ||
Net investment income | $2,471,525 | $858,435 |
Net realized gain | 183,879 | — |
Change in net unrealized appreciation (depreciation) | 56,264 | 526,464 |
Increase in net assets resulting from operations | 2,711,668 | 1,384,899 |
Distributions to shareholders | ||
From earnings | (2,418,387) | (978,701) |
Total distributions | (2,418,387) | (978,701) |
Fund share transactions | ||
Fund shares issued | 40,000,000 | 60,000,000 |
Total increase | 40,293,281 | 60,406,198 |
Net assets | ||
Beginning of period | 60,406,198 | — |
End of period | $100,699,479 | $60,406,198 |
Share activity | ||
Shares outstanding | ||
Beginning of period | 2,981,481 | — |
Fund shares issued | 1,969,968 | 2,981,481 |
End of period | 4,951,449 | 2,981,481 |
1 | Period from 10-16-23 (commencement of operations) to 12-31-23. |
7 | Manulife Private Credit Plus Fund | SEMIANNUAL REPORT | SEE NOTES TO FINANCIAL STATEMENTS |
CLASS I SHARES Period ended | 6-30-241 | 12-31-232 |
Per share operating performance | ||
Net asset value, beginning of period | $20.26 | $20.00 |
Net investment income3 | 0.52 | 0.43 |
Net realized and unrealized gain (loss) on investments | 0.05 | 0.16 |
Total from investment operations | 0.57 | 0.59 |
Less distributions | ||
From net investment income | (0.49) | (0.33) |
Net asset value, end of period4 | $20.34 | $20.26 |
Total return (%)5 | 2.826 | 2.946 |
Ratios and supplemental data | ||
Net assets, end of period (in millions) | $101 | $60 |
Ratios (as a percentage of average net assets): | ||
Expenses before reductions7 | 2.348 | 1.326 |
Expenses including reductions7 | 0.738 | 0.226 |
Net investment income | 5.078 | 2.136 |
Portfolio turnover (%) | 13 | 09 |
1 | Six months ended 6-30-24. Unaudited. |
2 | Period from 10-16-23 (commencement of operations) to 12-31-23. |
3 | Based on average monthly shares outstanding. |
4 | The fund is a continuously offered closed-end fund, the shares of which are offered at net asset value. No secondary market for the fund’s shares exists. |
5 | Total returns would have been lower had certain expenses not been reduced during the period. |
6 | Not annualized. |
7 | Ratios do not include expenses indirectly incurred from underlying funds and can vary based on the mix of underlying funds held by the fund. |
8 | Annualized. |
9 | Portfolio turnover for the period is 0% due to no sales activity. |
SEE NOTES TO FINANCIAL STATEMENTS | SEMIANNUAL REPORT | Manulife Private Credit Plus Fund | 8 |
9 | Manulife Private Credit Plus Fund | SEMIANNUAL REPORT |
Total value at 6-30-24 | Level 1 quoted price | Level 2 significant observable inputs | Level 3 significant unobservable inputs | |
Investments in securities: | ||||
Assets | ||||
Affiliated investment companies | $36,714,974 | $36,714,974 | — | — |
Short-term investments | 2,000,009 | — | $2,000,009 | — |
Investments valued at NAV1 | 60,613,668 | |||
Total investments in securities | $99,328,651 | $36,714,974 | $2,000,009 | — |
1Certain investments of the fund were fair valued using the NAV as practical expedient as no quoted market value is available and therefore have been excluded from the fair value hierarchy. |
SEMIANNUAL REPORT | Manulife Private Credit Plus Fund | 10 |
11 | Manulife Private Credit Plus Fund | SEMIANNUAL REPORT |
SEMIANNUAL REPORT | Manulife Private Credit Plus Fund | 12 |
Affiliated Fund | Percentage of underlying fund net assets |
John Hancock Asset-Based Lending Fund | 17.7% |
John Hancock Mortgage-Backed Securities ETF | 10.8% |
Manulife Private Credit Fund | 53.7% |
Dividends and distributions | |||||||||
Affiliate | Ending share amount | Beginning value | Cost of purchases | Proceeds from shares sold | Realized gain (loss) | Change in unrealized appreciation (depreciation) | Income distributions received | Capital gain distributions received | Ending value |
John Hancock Asset-Based Lending Fund | 1,489,369 | $19,975,808 | $10,000,000 | — | — | $(69,274) | $790,900 | $3,508 | $29,906,534 |
John Hancock Corporate Bond ETF | 100,695 | 5,212,953 | — | $(3,001,561) | $82,564 | (179,805) | 55,731 | — | 2,114,151 |
John Hancock Mortgage-Backed Securities ETF | 218,339 | 12,928,382 | — | (7,983,686) | 97,807 | (348,214) | 143,204 | — | 4,694,289 |
Manulife Private Credit Fund | 2,876,912 | 14,960,111 | 45,000,000 | — | — | 653,557 | 1,744,560 | — | 60,613,668 |
$180,371 | $56,264 | $2,734,395 | $3,508 | $97,328,642 |
13 | Manulife Private Credit Plus Fund | SEMIANNUAL REPORT |
SEMIANNUAL REPORT | Manulife Private Credit Plus Fund | 14 |
• | 50% to 70% of its net assets in senior loans; |
• | 20% to 40% of its net assets in asset-based lending investments and/or credit investments; and |
• | 0% to 20% of its net assets in liquid investments including, but not limited to, publicly traded debt instruments (broadly syndicated loans, high yield bonds, convertible securities and notes), money market funds and other short-term bond funds and U.S. Treasury securities. |
15 | MANULIFE PRIVATE CREDIT PLUS FUND | SEMIANNUAL REPORT |
SEMIANNUAL REPORT | MANULIFE PRIVATE CREDIT PLUS FUND | 16 |
17 | MANULIFE PRIVATE CREDIT PLUS FUND | SEMIANNUAL REPORT |
• | Affiliated Subadvised Fund Conflicts of Interest Risk. The Subadvisor may allocate the fund’s assets without limit to underlying funds managed by the Subadvisor and/or other affiliated subadvisors (“Affiliated Subadvised Funds”). Accordingly, rebalancings of the assets of the fund present a conflict of interest because there is an incentive for the Subadvisor to allocate assets to the Subadvisor and other Affiliated Subadvised Funds rather than underlying funds managed by unaffiliated subadvisors. In this regard, the Subadvisor and other affiliated subadvisors of Affiliated Subadvised Funds benefit from the Subadvisor’s allocations of fund assets to such funds through the additional fees they earn on such allocated fund assets. The Subadvisor has a duty to allocate assets only to underlying funds it has determined are in the best interests of shareholders, and make allocations to Affiliated Subadvised Funds on this basis without regard to any such economic incentive. As part of its oversight of the fund and the Subadvisor, the Advisor will monitor to ensure that allocations are conducted in accordance with these principles. |
• | Multi-Manager Risk; Limited Universe of Subadvisors and Underlying Funds. A fund’s ability to achieve its investment objective depends upon a subadvisor’s skill in determining a fund’s strategic allocation to investment strategies and in selecting the best mix of underlying funds. The allocation of investments among the different subadvisors managing underlying funds with different styles and asset classes, such as equity, debt, U.S., or foreign securities, may have a more significant effect on the performance of a fund of funds when one of these investments is performing more poorly than the other. There is no assurance that allocation decisions will result in the desired effects. Investment decisions made by the subadvisor may cause a fund of funds to incur losses or to miss profit opportunities on which it might otherwise have capitalized. Moreover, at times, the Subadvisor may invest fund assets in underlying funds managed by a limited number of subadvisors. In such circumstances, the fund’s performance could be substantially dependent on the performance of these subadvisors. Similarly, the Subadvisor’s allocation of a fund of fund’s assets to a limited number of underlying funds may adversely affect the performance of the fund of funds, and, in such circumstances, it will be more sensitive to the performance and risks associated with those funds and any investments in which such underlying funds focus. |
SEMIANNUAL REPORT | MANULIFE PRIVATE CREDIT PLUS FUND | 18 |
19 | MANULIFE PRIVATE CREDIT PLUS FUND | SEMIANNUAL REPORT |
SEMIANNUAL REPORT | MANULIFE PRIVATE CREDIT PLUS FUND | 20 |
Payment Date | Income Distributions |
April 23, 2024 | $0.1597 |
July 24, 2024 | 0.3288 |
Total | $0.4885 |
SS&C GIDS, Inc.
80 Lamberton Road
Windsor, Connecticut 06095
21 | MANULIFE PRIVATE CREDIT PLUS FUND | SEMIANNUAL REPORT |
SS&C GIDS, Inc.
80 Lamberton Road
Windsor, Connecticut 06095
SEMIANNUAL REPORT | MANULIFE PRIVATE CREDIT PLUS FUND | 22 |
Andrew G. Arnott†
William H. Cunningham*
Grace K. Fey
President
Chief Financial Officer
Treasurer
Secretary and Chief Legal Officer
Chief Compliance Officer
Eric Menzer, CFA, CAIA, AIF
Jeffrey Kan, CFA
Michael J. Comer, CFA
Principal distributor
You can also contact us: | ||
800-225-6020 | Regular mail: | Express mail: |
jhinvestments.com | SS&C GIDS, Inc. 80 Lamberton Road Windsor, Connecticut 06095 | SS&C GIDS, Inc. 80 Lamberton Road Windsor, Connecticut 06095 |
23 | JOHN HANCOCK MANULIFE PRIVATE CREDIT PLUS FUND | SEMIANNUAL REPORT |
We search the world to find proven portfolio teams with specialized
expertise for every strategy we offer, then we apply robust investment
oversight to ensure they continue to meet our uncompromising
standards and serve the best interests of our shareholders.
a diverse set of investments backed by some of the world’s best
managers, along with strong risk-adjusted returns across asset classes.
6/24 |
ITEM 2. CODE OF ETHICS.
Item is not applicable at this time.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Item is not applicable at this time.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Item is not applicable at this time.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Item is not applicable at this time.
ITEM 6. INVESTMENTS.
(a)Refer to information included in Item 1.
(b)Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENTINVESTMENT COMPANIES.
Not applicable.
ITEM 9. PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES. Not applicable.
ITEM 10. REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 11. STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT.
Item is not applicable at this time.
ITEM 12. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Item is not applicable at this time.
ITEM 13. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a)Item is not applicable at this time.
(b)Item is not applicable at this time.
ITEM 14. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
(a)Not applicable.
(b)Not applicable.
ITEM 15. SUBMISSION OF MTTERS TO A VOTE OF SECURITY HOLDERS.
The registrant has adopted procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees. A copy of the procedures is filed as an exhibit to this Form N-CSR. See attached “Manulife Private Credit Plus Fund – Nominating, Governance and Administration Committee Charter.”
ITEM 16. CONTROLS AND PROCEDURES.
(a)Based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this Form N-CSR, the registrant's principal executive officer and principal financial officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is 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 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 17. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
The Fund did not participate in securities lending activities.
ITEM 18. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION.
Item is not applicable at this time.
ITEM 19. EXHIBITS.
(a)(1) Item is not applicable at this time.
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.
Manulife Private Credit Plus Fund
By: | /s/ Andrew G. Arnott |
| ------------------------------ |
| Andrew G. Arnott |
| President |
Date: | August 27, 2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ Andrew G. Arnott |
| ------------------------------ |
| Andrew G. Arnott |
| President |
Date: | August 27, 2024 |
By: | /s/ Fernando A. Silva |
| -------------------------------- |
| Fernando A. Silva |
| Chief Financial Officer |
Date: | August 27, 2024 |