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- 4186 | |
John Hancock Income Securities Trust | |
(Exact name of registrant as specified in charter) | |
601 Congress Street, Boston, Massachusetts 02210 | |
(Address of principal executive offices) (Zip code) | |
Alfred P. Ouellette | |
Senior Counsel and Assistant Secretary | |
601 Congress Street | |
Boston, Massachusetts 02210 | |
(Name and address of agent for service) | |
Registrant's telephone number, including area code: 617-663-4324 | |
Date of fiscal year end: | October 31 |
Date of reporting period: | October 31, 2008 |
ITEM 1. REPORT TO SHAREHOLDERS.
Discussion of Fund performance
By MFC Global Investment Management (U.S.), LLC
The Fund’s fiscal year-end recently changed from December 31 to October 31. What follows is a discussion of the Fund’s performance for the 10-month period ended October 31, 2008.
U.S. bonds were mixed but generally lower in the first 10 months of 2008 amid a deteriorating economic and financial environment. The main driver of bond market performance during the period was a worsening credit crunch and a liquidity crisis that crippled some of the nation’s largest financial companies and exacerbated the U.S. economic downturn. For the 10 months ended October 31, 2008, John Hancock Income Securities Trust produced a total return of –21.36% at net asset value (NAV) and –19.41% at market value. The difference in the Fund’s net asset value (NAV) performance and its market performance stems from the fact that the market share price is subject to the dynamics of secondary market trading, which could cause it to trade at a discount or premium to the Fund’s NAV share price at any time. By comparison, the average UBS leveraged investment-grade bond closed-end fund returned –19.00% at NAV and –16.91% at market value, and the Barclays Capital Government/Credit Bond Index returned –3.16% . The Fund’s larger decline compared with the broad bond indexes resulted from its sector weightings, which differed significantly from the indexes. In particular, the portfolio had virtually no exposure to the top-performing Treasury sector, and it had a substantially larger position in declining corporate bonds, especially high-yield securities (which are not represented in the indexes). Within the corporate sector, casino operators such as Greektown Holdings LLC and Fontainebleau Las Vegas Holdings LLC were among the worst performers. Recycling operator Blaze Recycling & Metals was one of the top performance contributors. The portfolio benefited from its exposure to agency-issued mortgage-backed securities and interest-only securities backed by “pay-option” mortgages. In contrast, positions in non-agency mortgage-backed securities detracted. Regarding the Fun d’s debt, the extremely difficult market conditions and sharp downturn caused the Fund to deleverage (reduce its amount of debt) throughout the period to keep within the assets-to-debt ratio of its loan covenant.
“U.S. bonds were mixed but
generally lower in the first 10
months of 2008...”
This commentary reflects the views of the portfolio managers through the end of the Fund’s period discussed in this report. The managers’ statements reflect their own opinions. As such, they are in no way guarantees of future events, and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.
Past performance is no guarantee of future results.
6 | Income Securities Trust | Annual report |
Portfolio summary
Portfolio diversification1 | |
Bonds | 47% |
U.S. government & agency securities | 35% |
Collateralized mortgage obligations | 15% |
Preferred stocks | 2% |
Asset-backed securities | 1% |
Sector distribution1 | ||||
U.S. government & agency | 35% | Telecommunication services | 4% | |
Mortgage Bonds | 17% | Materials | 4% | |
Financials | 14% | Energy | 3% | |
Consumer discretionary | 8% | Consumer staples | 2% | |
Industrials | 5% | Health care | 2% | |
Utilities | 5% | Information technology | 1% | |
Quality distribution1 | ||||
AAA | 40% | BB | 12% | |
AA | 8% | B | 7% | |
A | 10% | CCC | 3% | |
BBB | 18% | Short-term investments & other | 2% | |
1 As a percentage of the Fund's total investments on October 31, 2008.
Annual report | Income Securities Trust | 7 |
F I N A N C I A L S T A T E M E N T S
Fund’s investments
Securities owned by the Fund on 10-31-08
This schedule is divided into six main categories: bonds, preferred stocks, tranche loans, U.S. government and agency securities, collateralized mortgage obligations and asset backed securities. Bonds, preferred stocks and tranche loans are further broken down by industry group.
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Bonds 67.79% | $82,341,008 | ||||
(Cost $112,964,142) | |||||
Agricultural Products 0.33% | 398,879 | ||||
Bunge Ltd. Finance Corp., | |||||
Gtd Sr Note | 5.350% | 04-15-14 | BBB– | $555 | 398,879 |
Airlines 1.62% | 1,968,586 | ||||
Continental Airlines, Inc., | |||||
Pass Thru Ctf Ser 1999-1 Class A | 6.545 | 02-02-19 | A– | 346 | 294,470 |
Pass Thru Ctf Ser 2000-2 Class B | 8.307 | 04-02-18 | B+ | 384 | 253,611 |
Pass Thru Ctf Ser 2001-1 Class C | 7.033 | 06-15-11 | B+ | 106 | 71,927 |
Delta Air Lines, Inc., | |||||
Sec Pass Thru Ctf Ser A | 6.821 | 08-10-22 | A– | 743 | 483,128 |
Sr Pass Thru Ctf Ser 2002-1 | 6.417 | 07-02-12 | AA | 825 | 594,000 |
Northwest Airlines, Inc., | |||||
Gtd Collateralized Note Ser 2007-1 | 7.027 | 11-01-19 | BBB+ | 445 | 271,450 |
Aluminum 0.77% | 933,800 | ||||
CII Carbon, LLC, | |||||
Gtd Sr Sub Note (S) | 11.125 | 11-15-15 | CCC+ | 1,015 | 933,800 |
Auction Dealer 0.22% | 271,400 | ||||
Sotheby’s, | |||||
Sr Note (S) | 7.750 | 06-15-15 | BBB– | 460 | 271,400 |
Auto Parts & Equipment 0.66% | 797,463 | ||||
Allison Transmission, Inc., | |||||
Gtd Sr Note (S) | 11.000 | 11-01-15 | B– | 1,000 | 625,000 |
Tenneco, Inc., | |||||
Gtd Sr Sub Note | 8.625 | 11-15-14 | B | 365 | 172,463 |
Automotive Retail 0.06% | 72,000 | ||||
Avis Budget Car Rental LLC, | |||||
Gtd Sr Note | 7.625 | 05-15-14 | B– | 200 | 72,000 |
Brewers 0.33% | 402,125 | ||||
Sabmiller PLC, | |||||
Note (S) | 6.500 | 07-17-18 | BBB+ | 465 | 402,125 |
See notes to financial statements
8 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Broadcasting & Cable TV 2.01% | $2,440,376 | ||||
Canadian Satellite Radio Holdings, Inc., | |||||
Sr Note (G) | 12.750% | 02-15-14 | CCC+ | $979 | 391,600 |
Charter Communications Holdings | |||||
II, LLC, | |||||
Gtd Sr Note (S) | 10.250 | 10-01-13 | CAA2 | 447 | 270,435 |
Comcast Cable Communications | |||||
Holdings, Inc., | |||||
Sr Note | 8.375 | 03-15-13 | BBB+ | 1,095 | 1,062,250 |
Nexstar Broadcasting, Inc., | |||||
Sr Sub Note | 7.000 | 01-15-14 | CCC | 340 | 197,200 |
Time Warner Cable, Inc., | |||||
Gtd Sr Note | 6.750 | 07-01-18 | BBB+ | 605 | 518,891 |
Casinos & Gaming 4.30% | 5,227,090 | ||||
Chukchansi Economic | |||||
Development Authority, | |||||
Sr Note (S) | 8.000 | 11-15-13 | B+ | 460 | 243,800 |
Downstream Development Authority of | |||||
the Quapaw Tribe of Oklahoma, | |||||
Sr Sec Note (S) | 12.000 | 10-15-15 | B– | 500 | 305,000 |
Fontainebleau Las Vegas Holdings, LLC, | |||||
Note (S) | 10.250 | 06-15-15 | CCC | 995 | 134,325 |
Greektown Holdings LLC, | |||||
Sr Note (H)(S) | 10.750 | 12-01-13 | D | 1,015 | 218,225 |
Indianapolis Downs Capital LLC, | |||||
Sr Sec Note (S) | 11.000 | 11-01-12 | CCC | 1,010 | 505,000 |
Jacobs Entertainment, Inc., | |||||
Gtd Sr Note | 9.750 | 06-15-14 | B | 500 | 215,000 |
Little Traverse Bay Bands of | |||||
Odawa Indians, | |||||
Sr Note (S) | 10.250 | 02-15-14 | B– | 500 | 326,250 |
MTR Gaming Group, Inc., | |||||
Gtd Sr Sub Note Ser B | 9.000 | 06-01-12 | CCC | 290 | 160,950 |
Pinnacle Entertainment, Inc., | |||||
Sr Sub Note | 7.500 | 06-15-15 | B+ | 1,000 | 625,000 |
Seminole Hard Rock Entertainment, | |||||
Sr Sec Note (P)(S) | 5.319 | 03-15-14 | BB | 500 | 330,000 |
Seminole Tribe of Florida, | |||||
Bond (S) | 6.535 | 10-01-20 | BBB | 650 | 632,255 |
Turning Stone Casino Resort Enterprise, | |||||
Sr Note (S) | 9.125 | 09-15-14 | B+ | 1,540 | 1,216,600 |
Waterford Gaming, LLC, | |||||
Sr Note (S) | 8.625 | 09-15-14 | BB– | 333 | 314,685 |
Commodity Chemicals 0.32% | 384,000 | ||||
Sterling Chemicals, Inc., | |||||
Gtd Sr Sec Note | 10.250 | 04-01-15 | B– | 400 | 384,000 |
Computer Hardware 0.50% | 601,593 | ||||
International Business Machines Corp. | 8.000 | 10-15-38 | A+ | 580 | 601,593 |
See notes to financial statements
Annual report | Income Securities Trust | 9 |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Construction & Farm Machinery & Heavy Trucks 0.32% | $395,000 | ||||
Manitowoc Co., Inc., | |||||
Gtd Sr Note | 7.125% | 11-01-13 | BB | $500 | 395,000 |
Consumer Finance 1.55% | 1,888,112 | ||||
CIT Group, Inc., | |||||
Sr Note | 5.125 | 09-30-14 | A– | 255 | 128,054 |
Sr Note | 5.000 | 02-13-14 | A– | 120 | 62,455 |
Ford Motor Credit Co., | |||||
Sr Note | 9.875 | 08-10-11 | B– | 1,920 | 1,209,925 |
Sr Note | 8.000 | 12-15-16 | B– | 140 | 76,674 |
SLM Corp., | |||||
Sr Note Ser MTN | 8.450 | 06-15-18 | BBB– | 605 | 411,004 |
Data Processing & Outsourced Services 0.29% | 351,468 | ||||
Fiserv, Inc., | |||||
Gtd Sr Note | 6.800 | 11-20-17 | BBB | 460 | 351,468 |
Department Stores 0.58% | 710,121 | ||||
J.C. Penney Co., Inc., | |||||
Debenture | 7.650 | 08-15-16 | BBB– | 445 | 371,434 |
Macy’s Retail Holdings, Inc., | |||||
Gtd Note | 7.875 | 07-15-15 | BBB– | 450 | 338,687 |
Diversified Banks 2.93% | 3,556,508 | ||||
Banco Mercantil del Norte SA, | |||||
Sub Note (S) | 6.862 | 10-13-21 | Baa1 | 685 | 517,314 |
Barclays Bank PLC, | |||||
Bond (6.860% to 6-15-32 | |||||
then variable) (S) | 6.860 | 09-29-49 | A+ | 1,655 | 925,851 |
Chuo Mitsui Trust & Banking Co., | |||||
Jr Sub Note (5.506% to 4-15-15 | |||||
then variable) (S) | 5.506 | 12-15-49 | A2 | 940 | 613,030 |
Natixis SA, | |||||
Sub Bond (10.000% to 4-30-18 | |||||
then variable) (S) | 10.000 | 12-18-49 | BBB+ | 420 | 261,652 |
Northern Trust Co., | |||||
Sub Note | 6.500 | 08-15-18 | AA– | 225 | 214,803 |
Royal Bank of Scotland Group PLC, | |||||
Jr Sub Bond (7.648% to 9-30-31 then | |||||
variable) | 7.648 | 08-29-49 | BBB+ | 650 | 358,246 |
Jr Sub Bond Ser MTN (7.640% to 9-29- | |||||
17 then variable) | 7.640 | 03-31-49 | BBB+ | 400 | 191,387 |
Wachovia Bank NA, | |||||
Sub Note | 5.850 | 02-01-37 | A+ | 390 | 276,555 |
Sub Note Ser BKNT | 6.600 | 01-15-38 | A+ | 250 | 197,670 |
Diversified Chemicals 2.01% | 2,443,720 | ||||
Mosiac Co., | |||||
Sr Note (S) | 7.625 | 12-01-16 | BBB– | 480 | 419,170 |
NOVA Chemicals Corp., | |||||
Sr Note Ser MTN | 7.400 | 04-01-09 | B+ | 2,045 | 2,024,550 |
See notes to financial statements
10 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Diversified Commercial & Professional Services 0.54% | $653,357 | ||||
Hutchison Whampoa International Ltd., | |||||
Gtd Sr Note (S) | 6.500% | 02-13-13 | A– | $750 | 653,357 |
Diversified Financial Services 2.68% | 3,256,469 | ||||
American General Finance Corp., | |||||
Sr Note Ser MTN | 6.900 | 12-15-17 | BBB | 1,470 | 531,999 |
Erac USA Finance Co., | |||||
Gtd Sr Note (S) | 6.375 | 10-15-17 | BBB | 465 | 285,199 |
Huntington Capital III, | |||||
Gtd Jr Sub Bond (6.650% to 5-15-17 | |||||
then variable) | 6.650 | 05-15-37 | BBB– | 590 | 238,899 |
Nelnet, Inc., | |||||
Note (7.400% to 9-1-11 then variable) | 7.400 | 09-29-36 | BB+ | 715 | 360,744 |
NiSource Finance Corp., | |||||
Gtd Bond | 6.800 | 01-15-19 | BBB– | 440 | 317,733 |
QBE Capital Funding II LP, | |||||
Gtd Sub Bond (6.797% to 6-1-17 | |||||
then variable)(S) | 6.797 | 06-01-49 | BBB | 695 | 295,375 |
SMFG Preferred Capital, | |||||
Sub Bond (6.078% to 1-25-17 | |||||
then variable)(S) | 6.078 | 01-25-49 | BBB+ | 590 | 405,625 |
Sovereign Capital Trust VI, | |||||
Gtd Note | 7.908 | 06-13-36 | BB+ | 480 | 320,718 |
TECO Finance, Inc., | |||||
Gtd Sr Note | 6.572 | 11-01-17 | BB+ | 233 | 180,764 |
Sr Note | 7.000 | 05-01-12 | BB+ | 337 | 319,413 |
Diversified Metals & Mining 0.32% | 391,728 | ||||
Rio Tinto Finance (USA) Ltd., | |||||
Gtd Note | 6.500 | 07-15-18 | BBB+ | 505 | 391,728 |
Diversified REIT’s 0.45% | 544,986 | ||||
HRPT Properties Trust, | |||||
Sr Note | 6.650 | 01-15-18 | BBB | 285 | 196,753 |
ProLogis, | |||||
Sr Sec Note | 6.625 | 05-15-18 | BBB+ | 605 | 348,233 |
Diversified Support Services 0.39% | 471,265 | ||||
Ingersoll-Rand Global Holding Co., Ltd. | 6.875 | 08-15-18 | BBB+ | 545 | 471,265 |
Drug Retail 0.96% | 1,165,125 | ||||
CVS Caremark Corp., | |||||
Jr Sub Bond (6.302% to 6-1-12 | |||||
then variable) | 6.302 | 06-01-37 | BBB– | 990 | 693,000 |
Sr Note | 5.750 | 06-01-17 | BBB+ | 585 | 472,125 |
Electric Utilities 6.22% | 7,557,256 | ||||
AES Eastern Energy LP, | |||||
Sr Pass Thru Ctf Ser 1999-A | 9.000 | 01-02-17 | BB+ | 958 | 1,005,710 |
Beaver Valley Funding, | |||||
Sec Lease Obligation Bond | 9.000 | 06-01-17 | BBB– | 680 | 722,357 |
BVPS II Funding Corp., | |||||
Collateralized Lease Bond | 8.890 | 06-01-17 | BBB– | 699 | 693,936 |
See notes to financial statements
Annual report | Income Securities Trust | 11 |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Electric Utilities (continued) | |||||
Commonwealth Edison Co. | 5.800% | 03-15-18 | BBB+ | $705 | $578,434 |
Constellation Energy Group, | |||||
Sr Note | 4.550 | 06-15-15 | BBB | 945 | 727,555 |
FPL Energy National Wind, | |||||
Sr Sec Note (S) | 5.608 | 03-10-24 | BBB– | 323 | 261,239 |
Indiantown Cogeneration LP, | |||||
1st Mtg Note Ser A–9 | 9.260 | 12-15-10 | BB+ | 255 | 261,145 |
IPALCO Enterprises, Inc., | |||||
Sr Sec Note | 8.625 | 11-14-11 | BB | 325 | 297,375 |
Midwest Generation LLC, | |||||
Gtd Pass Thru Ctf | 8.560 | 01-02-16 | BB+ | 330 | 296,772 |
Pepco Holdings, Inc., | |||||
Note | 6.450 | 08-15-12 | BBB– | 565 | 536,521 |
PNPP II Funding Corp., | |||||
Debenture | 9.120 | 05-30-16 | BBB– | 408 | 413,025 |
Texas Competitive Electric Holdings | |||||
Co. LLC, | |||||
Gtd Sr Note Ser A (S) | 10.250 | 11-01-15 | CCC | 1,000 | 762,500 |
Sec Bond | 7.460 | 01-01-15 | CCC | 467 | 426,505 |
Waterford 3 Funding Corp., | |||||
Sec Lease Obligation Bond | 8.090 | 01-02-17 | BBB | 563 | 574,182 |
Electronic Equipment Manufacturers 0.65% | 795,781 | ||||
Thomas & Betts Corp., | |||||
Sr Note | 7.250 | 06-01-13 | BBB | 775 | 795,781 |
Environmental & Facilities Services 0.12% | 140,250 | ||||
Blaze Recycling & Metals, Inc., | |||||
Gtd Sr Sec Note (G)(S) | 10.875 | 07-15-12 | B | 165 | 140,250 |
Food Distributors 0.39% | 475,200 | ||||
Independencia International Ltd., | |||||
Gtd Sr Bond (S) | 9.875 | 01-31-17 | B | 1,000 | 420,000 |
Gtd Sr Note (S) | 9.875 | 05-15-15 | B | 120 | 55,200 |
Gas Utilities 0.29% | 350,480 | ||||
Southern Union Co., | |||||
Jr Sub Note, Ser A (7.200% to 11-1-11 | |||||
then variable) | 7.200 | 11-01-66 | BB | 565 | 350,480 |
Health Care Distributors 0.29% | 353,152 | ||||
Covidien International Finance SA, | |||||
Gtd Sr Note | 6.000 | 10-15-17 | A– | 405 | 353,152 |
Health Care Facilities 0.48% | 582,063 | ||||
Community Health Systems, Inc., | |||||
Gtd Sr Sub Note | 8.875 | 07-15-15 | B | 695 | 582,063 |
Health Care Services 1.17% | 1,418,618 | ||||
Humana, Inc., | |||||
Sr Note | 8.150 | 06-15-38 | BBB | 755 | 573,618 |
Sun Healthcare Group, Inc., | |||||
Gtd Sr Sub Note | 9.125 | 04-15-15 | CCC+ | 1,000 | 845,000 |
See notes to financial statements
12 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Household Products 0.21% | $257,075 | ||||
Yankee Candle Co., Inc., | |||||
Gtd Sr Sub Note | 8.500% | 02-15-15 | B– | $455 | 257,075 |
Housewares & Specialties 0.13% | 156,250 | ||||
Vitro SA de CV, | |||||
Gtd Sr Note | 9.125 | 02-01-17 | B– | 500 | 156,250 |
Industrial Conglomerates 0.72% | 879,436 | ||||
Grupo Kuo SAB de CV, | |||||
Gtd Sr Note (S) | 9.750 | 10-17-17 | BB– | 975 | 663,000 |
Tyco Electronics Group SA, | |||||
Gtd Sr Note | 6.550 | 10-01-17 | BBB | 260 | 216,436 |
Integrated Oil & Gas 0.78% | 943,825 | ||||
Petro-Canada, | |||||
Debenture | 9.250 | 10-15-21 | BBB | 1,000 | 943,825 |
Integrated Telecommunication Services 3.81% | 4,631,432 | ||||
AT&T Inc., | |||||
Sr Note | 6.400 | 05-15-38 | A | 495 | 396,133 |
Bellsouth Corp., | |||||
Debenture | 6.300 | 12-15-15 | A | 869 | 847,306 |
Cincinnati Bell, Inc., | |||||
Gtd Sr Sub Note | 8.375 | 01-15-14 | B– | 1,025 | 740,562 |
Qwest Corp., | |||||
Sr Note | 7.875 | 09-01-11 | BBB– | 445 | 386,038 |
Sprint Capital Corp., | |||||
Gtd Sr Note | 8.375 | 03-15-12 | BB | 500 | 402,500 |
Gtd Sr Note | 6.900 | 05-01-19 | BB | 1,000 | 705,000 |
Telecom Italia Capital, | |||||
Gtd Sr Note | 7.721 | 06-04-38 | BBB | 765 | 520,569 |
Verizon Communications, Inc., | |||||
Bond | 6.900 | 04-15-38 | A | 405 | 338,799 |
West Corp., | |||||
Gtd Sr Sub Note | 11.000 | 10-15-16 | B– | 630 | 294,525 |
Investment Banking & Brokerage 5.12% | 6,219,087 | ||||
Bear Stearns Cos., Inc., | |||||
Sr Note | 7.250 | 02-01-18 | AA– | 1,000 | 941,408 |
Citigroup, Inc., | |||||
Jr Sub Bond (8.400% to 4-30-18 | |||||
then variable) | 8.400 | 04-29-49 | A | 770 | 535,227 |
Sr Note | 6.875 | 03-05-38 | AA– | 260 | 215,534 |
Sr Note | 6.125 | 05-15-18 | AA– | 1,790 | 1,533,466 |
Goldman Sachs Group, Inc., | |||||
Sr Note | 5.125 | 01-15-15 | AA– | 760 | 630,691 |
JPMorgan Chase & Co., | |||||
Jr Sub Note Ser 1 (7.900% to 4-30-18 | |||||
then variable) | 7.900 | 12-31-49 | A | 655 | 530,838 |
Merrill Lynch & Co., Inc., | |||||
Jr Sub Bond | 7.750 | 05-14-38 | A– | 495 | 406,990 |
See notes to financial statements
Annual report | Income Securities Trust | 13 |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Investment Banking & Brokerage (continued) | |||||
Mizuho Financial Group, Ltd., | |||||
Gtd Sub Bond | 8.375% | 12-29-49 | Aa3 | $750 | $643,117 |
Morgan Stanley Co., | |||||
Sr Note | 5.375 | 10-15-15 | A+ | 1,000 | 781,816 |
IT Consulting & Other Services 0.32% | 389,867 | ||||
NCR Corp., | |||||
Note | 7.125 | 06-15-09 | BBB– | 390 | 389,867 |
Life & Health Insurance 0.34% | 417,891 | ||||
Lincoln National Corp., | |||||
Jr Sub Bond (6.050% to 4-20-17 | |||||
then variable) | 6.050 | 04-20-67 | A– | 250 | 115,000 |
Symetra Financial Corp., | |||||
Jr Sub Bond (8.300% to 10-1-17 | |||||
then variable) (S) | 8.300 | 10-15-37 | BB | 440 | 302,891 |
Marine 0.96% | 1,163,000 | ||||
CMA CGM SA, | |||||
Sr Note (S) | 7.250 | 02-01-13 | BB+ | 700 | 343,000 |
Navios Maritime Holdings, Inc., | |||||
Sr Note | 9.500 | 12-15-14 | B+ | 1,000 | 820,000 |
Metal & Glass Containers 0.60% | 727,243 | ||||
Commercial Metals Co., | |||||
Sr Note | 7.350 | 08-15-18 | BBB | 310 | 259,743 |
Owens-Brockway Glass Container, Inc., | |||||
Gtd Sr Note | 8.250 | 05-15-13 | BB+ | 500 | 467,500 |
Movies & Entertainment 0.50% | 612,302 | ||||
Cinemark, Inc., | |||||
Sr Disc Note (Zero to 3-15-09 then | |||||
9.750%) | Zero | 03-15-14 | CCC+ | 245 | 205,800 |
Rogers Cable, Inc., | |||||
Gtd Sr Sec Note | 6.750 | 03-15-15 | BBB– | 455 | 406,502 |
Multi-Line Insurance 1.16% | 1,412,928 | ||||
Genworth Financial, Inc., | |||||
Jr Sub Note (6.150% to 11-15-16 | |||||
then variable) | 6.150 | 11-15-66 | BBB+ | 430 | 100,553 |
Horace Mann Educators Corp., | |||||
Sr Note | 6.850 | 04-15-16 | BBB | 395 | 408,631 |
Liberty Mutual Group, | |||||
Bond (S) | 7.500 | 08-15-36 | BBB– | 885 | 556,059 |
Gtd Bond (S) | 7.800 | 03-15-37 | BB | 705 | 347,685 |
Multi-Media 0.71% | 860,585 | ||||
News America Holdings, Inc., | |||||
Gtd Note | 7.750 | 01-20-24 | BBB+ | 1,020 | 860,585 |
Multi-Utilities 0.42% | 506,728 | ||||
CalEnergy Co., Inc., | |||||
Sr Bond | 8.480 | 09-15-28 | BBB+ | 550 | 506,728 |
See notes to financial statements
14 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Office Services & Supplies 0.41% | $492,234 | ||||
Xerox Corp., | |||||
Sr Note | 6.750% | 02-01-17 | BBB | $670 | 492,234 |
Oil & Gas Drilling 0.36% | 434,037 | ||||
Allis-Chalmers Energy, Inc., | |||||
Sr Note | 8.500 | 03-01-17 | B+ | 335 | 201,000 |
Delek & Avner-Yam Tethys Ltd., | |||||
Sr Sec Note (S) | 5.326 | 08-01-13 | BBB– | 231 | 233,037 |
Oil & Gas Exploration & Production 0.47% | 570,967 | ||||
McMoRan Exploration Co., | |||||
Gtd Sr Note | 11.875 | 11-15-14 | B– | 340 | 260,100 |
Petro-Canada, | |||||
Sr Note | 6.050 | 05-15-18 | BBB | 400 | 310,867 |
Oil & Gas Refining & Marketing 0.31% | 380,550 | ||||
Enterprise Products Operating LP, | |||||
Gtd Jr Sub Note (7.034% to 1-15-18 | |||||
then variable) | 7.034 | 01-15-68 | BB | 590 | 380,550 |
Oil & Gas Storage & Transportation 3.11% | 3,779,994 | ||||
Kinder Morgan Energy Partners LP, | |||||
Sr Bond | 7.750 | 03-15-32 | BBB | 195 | 151,585 |
Markwest Energy Partners LP, | |||||
Gtd Sr Note Ser B | 8.500 | 07-15-16 | B+ | 545 | 400,575 |
NGPL PipeCo LLC, | |||||
Sr Note (S) | 7.119 | 12-15-17 | BBB– | 1,580 | 1,288,586 |
ONEOK Partners LP, | |||||
Gtd Sr Note | 6.150 | 10-01-16 | BBB | 705 | 569,499 |
Plains All American Pipeline LP, | |||||
Sr Note (S) | 6.500 | 05-01-18 | BBB– | 345 | 255,279 |
TEPPCO Partners LP, | |||||
Gtd Jr Sub Note | 7.000 | 06-01-67 | BB | 695 | 478,470 |
Williams Partners LP, | |||||
Gtd Sr Note | 7.250 | 02-01-17 | BBB– | 800 | 636,000 |
Packaged Foods & Meats 1.05% | 1,279,928 | ||||
General Mills, Inc. | 5.200 | 03-17-15 | BBB+ | 155 | 134,197 |
Kraft Foods, Inc. | 6.125 | 02-01-18 | BBB+ | 770 | 659,731 |
Minerva Overseas Ltd., | |||||
Gtd Note (S) | 9.500 | 02-01-17 | B | 1,080 | 486,000 |
Paper Packaging 0.89% | 1,081,625 | ||||
Graphic Packaging International, Inc., | |||||
Gtd Sr Note | 8.500 | 08-15-11 | B– | 445 | 371,575 |
Smurfit-Stone Container Corp., | |||||
Sr Note | 8.375 | 07-01-12 | B– | 1,000 | 510,000 |
Sr Note | 8.000 | 03-15-17 | B– | 245 | 120,050 |
U.S. Corrugated, Inc., | |||||
Sr Sec Note | 10.000 | 06-01-13 | B | 160 | 80,000 |
See notes to financial statements
Annual report | Income Securities Trust | 15 |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Paper Products 1.03% | $1,246,773 | ||||
International Paper Co., | |||||
Sr Note | 7.950% | 06-15-18 | BBB | $505 | 409,001 |
Plum Creek Timber Co., Inc., | |||||
Gtd Note | 5.875 | 11-15-15 | BBB– | 365 | 307,772 |
Verso Paper Holdings LLC, | |||||
Gtd Sr Note Ser B | 9.125 | 08-01-14 | B+ | 1,000 | 530,000 |
Property & Casualty Insurance 0.80% | 969,332 | ||||
Ohio Casualty Corp., | |||||
Sr Note | 7.300 | 06-15-14 | BBB– | 750 | 772,810 |
Progressive Corp., | |||||
Jr Sub Debenture (6.700% to 6-1-17 | |||||
then variable) | 6.700 | 06-15-37 | A– | 330 | 196,522 |
Publishing 0.74% | 894,843 | ||||
Idearc, Inc., | |||||
Gtd Sr Note | 8.000 | 11-15-16 | CCC | 1,055 | 146,381 |
New York Times Co., | |||||
Sr Note | 4.500 | 03-15-10 | BB– | 650 | 527,037 |
R.H. Donnelley Corp., | |||||
Sr Disc Note Ser A–1 | 6.875 | 01-15-13 | B– | 200 | 46,000 |
Sr Note | 8.875 | 10-15-17 | B– | 495 | 106,425 |
Sr Disc Note Ser A–2 | 6.875 | 01-15-13 | B– | 300 | 69,000 |
Real Estate Management & Development 1.36% | 1,651,905 | ||||
Health Care Realty Trust, Inc., | |||||
Sr Note | 8.125 | 05-01-11 | BBB– | 175 | 179,866 |
Health Care REIT, Inc., | |||||
Sr Note | 6.200 | 06-01-16 | BBB– | 505 | 398,714 |
Post Apartment Homes, | |||||
Sr Note | 5.125 | 10-12-11 | BBB | 870 | 859,575 |
Ventas Realty LP/Capital Corp., | |||||
Sr Note | 6.625 | 10-15-14 | BBB– | 250 | 213,750 |
Regional Banks 0.71% | 865,835 | ||||
Capital One Financial Corp., | |||||
Sr Note | 6.750 | 09-15-17 | BBB+ | 1,000 | 865,835 |
Semiconductors 0.37% | 445,000 | ||||
Freescale Semiconductor, Inc., | |||||
Gtd Sr Note | 8.875 | 12-15-14 | B– | 1,000 | 445,000 |
Soft Drinks 0.69% | 832,674 | ||||
Coca Cola Enterprises, Inc., | |||||
Note | 7.375 | 03-03-14 | A | 410 | 415,944 |
Pepsico, Inc., | |||||
Sr Note | 7.900 | 11-01-18 | A+ | 395 | 416,730 |
Specialized Finance 2.57% | 3,125,587 | ||||
American Express Credit Co., | |||||
Sr Note Ser C | 7.300 | 08-20-13 | A+ | 670 | 591,385 |
Astoria Depositor Corp., | |||||
Pass Thru Ctf Ser B (G)(S) | 8.144 | 05-01-21 | BB | 1,000 | 810,937 |
See notes to financial statements
16 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Specialized Finance (continued) | |||||
Bosphorous Financial Services, | |||||
Sec Floating Rate Note (P)(S) | 4.604% | 02-15-12 | Baa2 | $438 | $423,242 |
Drummond Co., Inc., | |||||
Sr Note (S) | 7.375 | 02-15-16 | BB– | 290 | 198,650 |
ESI Tractebel Acquisition Corp., | |||||
Gtd Sec Bond Ser B | 7.990 | 12-30-11 | BB | 746 | 686,320 |
Graftech Finance, Inc., | |||||
Gtd Sr Note | 10.250 | 02-15-12 | BB | 41 | 39,053 |
USB Realty Corp., | |||||
Perpetual Bond (6.091% to 1-15-12 | |||||
then variable)(S) | 6.091 | 12-22-49 | A+ | 800 | 376,000 |
Specialty Chemicals 0.89% | 1,079,200 | ||||
American Pacific Corp., | |||||
Gtd Sr Note | 9.000 | 02-01-15 | B+ | 590 | 519,200 |
Momentive Performance, | |||||
Gtd Sr Note | 9.750 | 12-01-14 | B | 1,000 | 560,000 |
Tobacco 1.00% | 1,211,562 | ||||
Alliance One International, Inc., | |||||
Gtd Sr Note | 11.000 | 05-15-12 | B+ | 175 | 147,875 |
Gtd Sr Note | 8.500 | 05-15-12 | B+ | 245 | 188,650 |
Reynolds American, Inc., | |||||
Sr Sec Note | 7.250 | 06-01-13 | BBB | 1,000 | 875,037 |
Wireless Telecommunication Services 1.50% | 1,823,342 | ||||
Crown Castle Towers LLC, | |||||
Sub Bond Ser 2005-1A Class D (S) | 5.612 | 06-15-35 | Baa2 | 1,340 | 1,218,542 |
Digicel Group Ltd., | |||||
Sr Note (S) | 8.875 | 01-15-15 | Caa1 | 1,080 | 604,800 |
Credit | |||
Issuer, description | rating (A) | Shares | Value |
Preferred stocks 3.04% | $3,693,550 | ||
(Cost $5,106,105) | |||
Agricultural Products 0.90% | 1,093,750 | ||
Ocean Spray Cranberries, Inc., Ser A (S) | BBB– | 12,500 | 1,093,750 |
Investment Banking & Brokerage 0.45% | 545,850 | ||
Merrill Lynch & Co., Inc., 8.625%, Ser MER | BBB+ | 26,575 | 545,850 |
Real Estate Investment Trusts 0.56% | 684,000 | ||
Public Storage REIT, Inc., 6.50%, Depositary | |||
Shares, Ser W | BBB | 40,000 | 684,000 |
Real Estate Management & Development 0.63% | 763,950 | ||
Apartment Investment & Management Co., | |||
8.00%, Ser T | B+ | 55,000 | 763,950 |
Wireless Telecommunication Services 0.50% | 606,000 | ||
Telephone & Data Systems, Inc., 7.60% | BBB– | 40,000 | 606,000 |
See notes to financial statements
Annual report | Income Securities Trust | 17 |
F I N A N C I A L S T A T E M E N T S
Par value | |||||
Issuer, description, maturity date | (000) | Value | |||
Tranche loans 0.29% | $350,000 | ||||
(Cost $495,000) | |||||
Hotels, Resorts & Cruise Lines 0.29% | 350,000 | ||||
East Valley Tourist Development Authority, | |||||
Tranche (Facility LN5501750) 8-6-12 | $500 | 350,000 | |||
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
U.S. government & agency securities 50.61% | $61,477,393 | ||||
(Cost $62,571,361) | |||||
U.S. Government Agency 50.61% | 61,477,393 | ||||
Federal Home Loan Mortgage Corp., | |||||
30 Yr Pass Thru Ctf | 11.250% | 01-01-16 | AAA | $12 | 13,095 |
30 Yr Pass Thru Ctf | 6.000 | 05-01-37 | AAA | 3,731 | 3,727,854 |
30 Yr Pass Thru Ctf | 5.500 | 04-01-33 | AAA | 1,440 | 1,407,941 |
Federal National Mortgage Assn., | |||||
15 Yr Pass Thru Ctf | 7.000 | 09-01-12 | AAA | 2 | 2,226 |
30 Yr Pass Thru Ctf | 6.000 | 09-01-36 | AAA | 13,286 | 13,294,325 |
30 Yr Pass Thru Ctf | 6.000 | 01-01-38 | AAA | 7,919 | 7,921,371 |
30 Yr Pass Thru Ctf | 5.500 | 01-01-36 | AAA | 1,958 | 1,915,013 |
30 Yr Pass Thru Ctf | 5.500 | 02-01-36 | AAA | 3,759 | 3,677,150 |
30 Yr Pass Thru Ctf | 5.500 | 03-01-37 | AAA | 4,118 | 4,026,036 |
30 Yr Pass Thru Ctf | 5.500 | 06-01-37 | AAA | 4,803 | 4,695,591 |
30 Yr Pass Thru Ctf | 5.500 | 12-01-37 | AAA | 4,433 | 4,334,246 |
30 Yr Pass Thru Ctf | 5.500 | 07-01-38 | AAA | 4,196 | 4,102,629 |
30 Yr Pass Thru Ctf | 5.500 | 10-01-38 | AAA | 10,000 | 9,776,562 |
Note | 6.000 | 05-30-25 | AAA | 1,720 | 1,668,849 |
Government National Mortgage Assn., | |||||
30 Yr Pass Thru Ctf | 10.000 | 11-15-20 | AAA | 4 | 4,840 |
30 Yr Pass Thru Ctf | 9.500 | 01-15-21 | AAA | 4 | 4,550 |
30 Yr Pass Thru Ctf | 9.500 | 02-15-25 | AAA | 12 | 14,045 |
Small Business Administration CMBS Trust, | |||||
Sub Bond Ser 2005-1A Class D (S) | 6.219 | 11-15-35 | Baa2 | 225 | 206,028 |
Sub Bond Ser 2005-1A Class E (S) | 6.706 | 11-15-35 | Baa3 | 200 | 150,000 |
Sub Bond Ser 2006-1A Class H (S) | 7.389 | 11-15-36 | Ba3 | 365 | 339,079 |
Sub Bond Ser 2006-1A Class J (S) | 7.825 | 11-15-36 | B1 | 220 | 195,963 |
See notes to financial statements
18 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Collateralized mortgage obligations 22.63% | $27,482,038 | ||||
(Cost $41,908,827) | |||||
Collateralized Mortgage Obligations 22.63% | 27,482,038 | ||||
American Home Mortgage Assets, | |||||
Mtg Pass Thru Ctf Ser 2006-6 | |||||
Class XP IO | 2.941% | 12-25-46 | BBB | $13,369 | 451,218 |
Mtg Pass Thru Ctf Ser 2007-5 | |||||
Class XP IO | 3.420 | 06-25-47 | AAA | 9,620 | 553,122 |
American Home Mortgage | |||||
Investment Trust, | |||||
Mtg Pass Thru Ctf Ser 2007-1 | |||||
Class GIOP IO | 2.078 | 05-25-47 | AAA | 8,010 | 443,074 |
American Tower Trust, | |||||
Mtg Pass Thru Ctf Ser 2007-1A | |||||
Class D (S) | 5.957 | 04-15-37 | BBB | 865 | 722,174 |
Banc of America Commercial | |||||
Mortgage, Inc., | |||||
Mtg Pass Thru Ctf Ser 2005-6 Class A4 | |||||
(P) | 5.353 | 09-10-47 | AAA | 300 | 240,888 |
Banc of America Funding Corp., | |||||
Mtg Pass Thru Ctf Ser 2006-B | |||||
Class 6A1 | 5.886 | 03-20-36 | A | 947 | 815,178 |
Mtg Pass Thru Ctf Ser 2006-D | |||||
Class 6B2 | 5.942 | 05-20-36 | CCC | 1,824 | 618,511 |
Bear Stearns Adjustable Rate | |||||
Mortgage Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-1 | |||||
Class B2 (P) | 5.306 | 03-25-35 | AA+ | 808 | 435,581 |
Bear Stearns Alt-A Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-3 | |||||
Class B2 (P) | 5.440 | 04-25-35 | AA+ | 553 | 188,795 |
Mtg Pass Thru Ctf Ser 2006-4 | |||||
Class 3B1 (P) | 6.256 | 07-25-36 | CCC | 2,522 | 145,597 |
Bear Stearns Commercial Mortgage | |||||
Securities, Inc., | |||||
Mtg Pass Thru Ctf Ser 2006-PW14 | |||||
Class D (S) | 5.412 | 12-11-38 | A | 655 | 306,613 |
Citigroup Mortgage Loan Trust, Inc., | |||||
Mtg Pass Thru Ctf Ser 2005-10 | |||||
Class 1A5A (P) | 5.839 | 12-25-35 | AAA | 711 | 476,592 |
Mtg Pass Thru Ctf Ser 2005-5 | |||||
Class 2A3 | 5.000 | 08-25-35 | AAA | 434 | 381,056 |
Citigroup/Deutsche Bank Commercial | |||||
Mortgage Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-CD1 | |||||
Class C (P) | 5.225 | 07-15-44 | AA | 295 | 189,623 |
ContiMortgage Home Equity Loan Trust, | |||||
Mtg Pass Thru Ctf Ser 1995-2 | |||||
Class A–5 | 8.100 | 08-15-25 | BB | 64 | 53,723 |
See notes to financial statements
Annual report | Income Securities Trust | 19 |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Collateralized Mortgage Obligations (continued) | |||||
Countrywide Alternative Loan Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-59 | |||||
Class 2X IO | 3.188% | 11-20-35 | AAA | $10,419 | $312,561 |
Mtg Pass Thru Ctf Ser 2006-0A12 | |||||
Class X IO | 2.759 | 09-20-46 | AAA | 17,279 | 718,169 |
Mtg Pass Thru Ctf Ser 2006-11CB | |||||
Class 3A1 | 6.500 | 05-25-36 | A3 | 2,785 | 1,680,846 |
Crown Castle Towers LLC, | |||||
Mtg Pass Thru Ctf Ser 2006-1A | |||||
Class G (S) | 6.795 | 11-15-36 | Ba2 | 3,000 | 2,615,694 |
DB Master Finance LLC, | |||||
Mtg Pass Thru Ctf Ser 2006-1-M1 (S) | 8.285 | 06-20-31 | BB | 340 | 246,415 |
Dominos Pizza Master Issuer LLC, | |||||
Mtg Pass Thru Ctf Ser 2007-1-M1 (S) | 7.629 | 04-25-37 | BB | 1,000 | 615,000 |
DSLA Mortgage Loan Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-AR5 | |||||
Class X2 IO | 0.151 | 08-19-45 | AAA | 26,116 | 718,200 |
First Horizon Alternative | |||||
Mortgage Securities, | |||||
Mtg Pass Thru Ctf Ser 2004-AA5 | |||||
Class B1 (P) | 5.214 | 12-25-34 | AA | 419 | 243,041 |
Mtg Pass Thru Ctf Ser 2006-AA2 | |||||
Class B1 (P) | 6.139 | 05-25-36 | AA | 1,543 | 120,464 |
GSR Mortgage Loan Trust, | |||||
Mtg Pass Thru Ctf Ser 2004-9 | |||||
Class B1 (G)(P) | 4.526 | 08-25-34 | AA | 859 | 672,515 |
Mtg Pass Thru Ctf Ser 2006-4F | |||||
Class 6A1 | 6.500 | 05-25-36 | BB | 3,582 | 2,698,954 |
HarborView Mortgage Loan Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-8 | |||||
Class 1X IO | 1.781 | 09-19-35 | AAA | 7,247 | 98,515 |
Mtg Pass Thru Ctf Ser 2007-3 | |||||
Class ES IO (G) | 0.350 | 05-19-47 | BB | 23,231 | 163,343 |
Mtg Pass Thru Ctf Ser 2007-4 | |||||
Class ES IO (G) | 0.350 | 07-19-47 | BB | 23,293 | 171,058 |
Mtg Pass Thru Ctf Ser 2007-6 | |||||
Class ES IO (G)(S) | 0.343 | 08-19-37 | BB | 16,464 | 115,764 |
Harborview NIM Corp., | |||||
Mtg Pass Thru Ctf Ser 2006-9A | |||||
Class N2 (G)(S) | 8.350 | 11-19-36 | BBB– | 323 | 64,627 |
Indymac Index Mortgage Loan Trust, | |||||
Mtg Pass Thru Ctf Ser 2004-AR13 | |||||
Class B1 | 5.296 | 01-25-35 | AA | 333 | 167,606 |
Mtg Pass Thru Ctf Ser 2005-AR18 | |||||
Class 1X IO | 2.730 | 10-25-36 | AAA | 14,976 | 345,937 |
Mtg Pass Thru Ctf Ser 2005-AR18 | |||||
Class 2X IO | 2.446 | 10-25-36 | AAA | 15,064 | 122,015 |
Mtg Pass Thru Ctf Ser 2005-AR5 | |||||
Class B1 (P) | 5.463 | 05-25-35 | AA | 442 | 176,144 |
Mtg Pass Thru Ctf Ser 2006-AR19 | |||||
Class 1B1 (P) | 6.335 | 08-25-36 | B | 452 | 40,728 |
See notes to financial statements
20 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Collateralized Mortgage Obligations (continued) | |||||
JPMorgan Chase Commercial Mortgage | |||||
Security Corp., | |||||
Mtg Pass Thru Ctf Ser 2005-LDP4 | |||||
Class B (P) | 5.129% | 10-15-42 | Aa2 | $2,035 | $1,188,399 |
JPMorgan Mortgage Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-S3 | |||||
Class 2A2 | 5.500 | 01-25-21 | AAA | 768 | 688,827 |
Luminent Mortgage Trust, | |||||
Mtg Pass Thru Ctf Ser 2006-1 | |||||
Class X IO | 1.743 | 04-25-36 | AAA | 22,194 | 443,887 |
Merrill Lynch Mortgage Investors Trust, | |||||
Mtg Pass Thru Ctf Ser 2006-AF1 | |||||
Class MF1 (P) | 6.150 | 08-25-36 | CCC | 1,203 | 328,896 |
MLCC Mortgage Investors, Inc., | |||||
Mtg Pass Thru Ctf Ser 2007-3 | |||||
Class M1 (P) | 5.935 | 09-25-37 | AA | 420 | 298,756 |
Mtg Pass Thru Ctf Ser 2007-3 | |||||
Class M2 (P) | 5.935 | 09-25-37 | A | 155 | 121,893 |
Mtg Pass Thru Ctf Ser 2007-3 | |||||
Class M3 (P) | 5.935 | 09-25-37 | BBB | 105 | 72,465 |
Morgan Stanley Capital I, | |||||
Mtg Pass Thru Ctf Ser 2005-HQ7 | |||||
Class A4 (P) | 5.208 | 11-14-42 | AAA | 840 | 686,185 |
Mtg Pass Thru Ctf Ser 2006-IQ12 | |||||
Class E (P) | 5.538 | 12-15-43 | A+ | 640 | 301,932 |
Provident Funding Mortgage Loan Trust, | |||||
Mtg Pass Thru Ctf Ser 2005-1 | |||||
Class B1 (P) | 4.819 | 05-25-35 | AA | 414 | 326,425 |
Residential Accredit Loans, Inc., | |||||
Mtg Pass Thru Ctf Ser 2005-QA12 | |||||
Class NB5 (P) | 5.957 | 12-25-35 | AAA | 3,117 | 2,130,606 |
Washington Mutual, Inc., | |||||
Mtg Pass Thru Ctf Ser 2005-6 | |||||
Class 1CB | 6.500 | 08-25-35 | AAA | 445 | 317,168 |
Mtg Pass Thru Ctf Ser 2005-AR4 | |||||
Class B1 (P) | 4.668 | 04-25-35 | AA | 1,510 | 987,020 |
Mtg Pass Thru Ctf Ser 2007-0A4 | |||||
Class XPPP IO | 0.834 | 04-25-47 | Aaa | 19,239 | 204,410 |
Mtg Pass Thru Ctf Ser 2007-0A5 | |||||
Class 1XPP IO | 0.873 | 08-07-47 | Aaa | 44,471 | 472,509 |
Mtg Pass Thru Ctf Ser 2007-0A5 | |||||
Class 2XPP IO | 0.813 | 06-25-47 | Aaa | 51,264 | 472,592 |
Mtg Pass Thru Ctf Ser 2007-0A6 | |||||
Class 1XPP IO | 0.803 | 07-25-47 | Aaa | 25,888 | 258,883 |
Mtg Pass Thru Ctf Ser 2007-1 | |||||
Class B1 (P) | 6.198 | 02-25-37 | CCC | 567 | 51,844 |
See notes to financial statements
Annual report | Income Securities Trust | 21 |
F I N A N C I A L S T A T E M E N T S
Interest | Maturity | Credit | Par value | ||
Issuer, description | rate | date | rating (A) | (000) | Value |
Asset backed securities 1.26% | $1,528,805 | ||||
(Cost $1,601,352) | |||||
Asset Backed Securities 1.26% | 1,528,805 | ||||
American Honda Finance Corp., | |||||
Tranche Tr 00606 (S) | 7.625% | 10-01-18 | A+ | $655 | 620,326 |
Global Signal Trust, | |||||
Sub Bond Ser 2004-2A Class D (P)(S) | 5.093 | 12-15-14 | Baa2 | 495 | 472,611 |
Global Signal Trust, | |||||
Sub Bond Ser 2006-1 Class E (P)(S) | 6.495 | 02-15-36 | Baa3 | 460 | 435,868 |
Total investments (Cost $224,646,787)† 145.62% | $176,872,794 | ||||
Other assets and liabilities, net (45.62%) | ($55,409,633) | ||||
Total net assets 100.00% | $121,463,161 | ||||
The percentage shown for each investment category is the total value of that category as a percentage of the net assets applicable to common shareholders.
IO Interest only (carries notional principal amount)
MTN Medium-Term Note
REIT Real Estate Investment Trust
(A) Credit ratings are unaudited and are rated by Moody’s Investors Service where Standard & Poor’s ratings are not available unless indicated otherwise.
(G) Security rated internally by John Hancock Advisers, LLC.
(H) Non-income-producing issuer filed for protection under the Federal Bankruptcy Code or is in default of interest payment.
(P) Variable rate obligation.The coupon rate shown represents the rate at period end.
(S) These securities are exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold, normally to qualified institutional buyers, in transactions exempt from registration. Rule 144A securities amounted to $29,052,282 or 23.92% of the net assets of the Fund as of October 31, 2008.
† At October 31, 2008, the aggregate cost of investment securities for federal income tax purposes was $225,157,474. Net unrealized depreciation aggregated $48,284,680, of which $1,774,859 related to appreciated investment securities and $50,059,539 related to depreciated investment securities.
The Fund had the following interest rate swap contract open on October 31, 2008:
NOTIONAL | PAYMENTS MADE | PAYMENTS RECEIVED | TERMINATION | UNREALIZED | |
AMOUNT | BY FUND | BY FUND | DATE | COUNTERPARTY | DEPRECIATION |
$29,000,000 | 4.6875% (a) | 3-month LIBOR | Sep 2010 | Bank of America | ($1,126,261) |
(a) Fixed rate |
See notes to financial statements
22 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Financial statements
Statement of assets and liabilities 10-31-08
This Statement of Assets and Liabilities is the Fund’s balance sheet. It shows the value of what the Fund owns, is due and owes. You’ll also find the net asset value per share.
Assets | |
Investments at value (Cost $224,646,787) | $176,872,794 |
Cash | 932,920 |
Receivable for investments sold | 732,845 |
Interest receivable | 3,415,852 |
Prepaid RCA administration fees (Note 9) | 73,693 |
Receivable from affiliates | 15,854 |
Total assets | 182,043,958 |
Liabilities | |
Payable for investments purchased | 1,237,570 |
Revolving credit agreement payable (Note 9) | 58,000,000 |
Unrealized depreciation of swap contracts (Note 2) | 1,126,261 |
Interest payable (Note 9) | 22,316 |
Payable to affiliates | |
Management fees | 93,318 |
Other | 14,203 |
Other payables and accrued expenses | 87,129 |
Total liabilities | 60,580,797 |
Net assets | |
Capital paid-in | 180,822,039 |
Accumulated net realized loss on investments and swap contracts | (11,175,855) |
Net unrealized depreciation of investments and swap contracts | (48,900,254) |
Accumulated net investment income | 717,231 |
Net assets applicable to common shares | $121,463,161 |
Net asset value per share | |
Based on 11,386,709 shares of beneficial interest outstanding — unlimited | |
number of shares authorized with no par value | $10.67 |
See notes to financial statements
Annual report | Income Securities Trust | 23 |
F I N A N C I A L S T A T E M E N T S
Statement of operations For the period ended 10-31-08
These Statements of Operations summarize the Fund’s investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) and distributions paid to APS shareholders for the periods stated.
Year | Period | |
ended | ended | |
12-31-07 | 10-31-081 | |
Investment income | ||
Interest | $16,532,465 | $14,356,802 |
Dividends | 498,284 | 241,703 |
Securities lending | 51,615 | 19,929 |
Income from affiliated issuers | — | 18,757 |
Total investment income | 17,082,364 | 14,637,191 |
Expenses | ||
Investment management fees (Note 5) | 1,370,150 | 1,063,345 |
Accounting and legal services fees (Note 5) | 29,674 | 23,541 |
Transfer agent fees | 107,135 | 96,738 |
Interest expense (Note 9) | — | 960,075 |
APS auction fees | 236,593 | 114,061 |
Professional fees | 41,401 | 296,642 |
Printing fees | 66,590 | 60,354 |
Custodian fees | 63,555 | 56,359 |
Registration and filing fees | 25,768 | 28,695 |
Trustees’ fees | 11,061 | 36,431 |
Miscellaneous | 20,733 | 20,106 |
Total expenses | 1,972,660 | 2,756,347 |
Net investment income | 15,109,704 | 11,880,844 |
Realized and unrealized gain (loss) | ||
Net realized gain (loss) on | ||
Investments | ($455,947) | $305,689 |
Financial futures contracts | (1,604,911) | — |
Swap contracts | 418,072 | (832,486) |
(1,642,786) | (526,797) | |
Change in net unrealized appreciation (depreciation) of | ||
Investments | (4,914,876) | (43,696,095) |
Financial futures contracts | (245,154) | — |
Swap contracts | (911,104) | (215,157) |
(6,071,134) | (43,911,252) | |
Net realized and unrealized loss | (7,713,920) | (44,438,049) |
Distributions to APS | (4,740,155) | (1,747,235) |
Increase (decrease) in net assets from operations | $2,655,629 | ($34,304,440) |
1 For the ten month period ended October 31, 2008, the Fund changed its fiscal year end from December 31 to October 31.
See notes to financial statements
24 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Statements of changes in net assets
These Statements of Changes in Net Assets show how the value of the Fund’s net assets has changed during the last three periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of Fund share transactions.
Year | Year | Period | |
ended | ended | ended | |
12-31-06 | 12-31-07 | 10-31-081 | |
Increase (decrease) in net assets | |||
From operations | |||
Net investment income | $14,120,827 | $15,109,704 | $11,880,844 |
Net realized loss | (2,401,780) | (1,642,786) | (526,797) |
Change in net unrealized appreciation | |||
(depreciation) | 2,048,384 | (6,071,134) | (43,911,252) |
Distributions to APS | (4,255,519) | (4,740,155) | (1,747,235) |
Increase (decrease) in net assets | |||
resulting from operations | 9,511,912 | 2,655,629 | (34,304,440) |
Distributions to common shareholders | |||
From net investment income | (10,412,003) | (10,400,867) | (9,560,908) |
From Fund share transactions (Note 6) | 932,358 | 889,931 | 515,172 |
Total increase (decrease) | 32,267 | (6,855,307) | (43,350,176) |
Net assets | |||
Beginning of period | 171,636,377 | 171,668,644 | 164,813,337 |
End of period2 | $171,668,644 | $164,813,337 | $121,463,161 |
1 For the ten month period ended October 31, 2008, the Fund changed its fiscal year end from December 31 to October 31.
2 Includes accumulated (distributions in excess) net investment income of ($13,222), $276,098 and $717,231, respectively.
See notes to financial statements
Annual report | Income Securities Trust | 25 |
F I N A N C I A L S T A T E M E N T S
Statement of cash flows 10-31-08
This statement of cash flows shows cash flow from operating and financing activities for the period stated.
For the | |
ten month | |
period ended | |
10-31-08 | |
Cash flows from operating activities | |
Net decrease in net assets from operations | ($34,304,440) |
Distributions to preferred shareholders | 1,747,235 |
Net decrease in net assets from operations excluding | |
distributions to preferred shareholders | (32,557,205) |
Adjustments to reconcile net decrease in net assets from operations to net | |
cash provided by operating activities: | |
Investments purchased | (913,293,694) |
Investments sold | 941,215,126 |
Decrease in short term investments | 2,663,229 |
Net amortization of premium (discount) | 3,915,590 |
Decrease in dividends reinvested receivable | 224,327 |
Increase in dividends and interest receivable | (596,678) |
Decrease in receivable from affiliates | 3,681 |
Increase in payable for investments purchased | 1,237,570 |
Increase in receivable for investments sold | (729,455) |
Increase in prepaid arrangement fees | (73,693) |
Increase in unrealized depreciation of swap contracts | 215,157 |
Decrease in payable upon return of securities loaned | (2,663,229) |
Decrease in payable to affiliates | (255,114) |
Increase in interest payable | 22,316 |
Decrease in accrued expenses | (42,983) |
Net change in unrealized (appreciation) depreciation on investments | 43,696,095 |
Net realized (gain) loss on investments | (305,689) |
Net cash provided by operating activities | $42,675,351 |
Cash flows from financing activities | |
Repayment of Auction Preferred Shares | ($89,000,000) |
Cash distributions paid to preferred shareholders | (1,808,462) |
Borrowings from revolving credit agreement payable | 74,000,000 |
Repayments of revolving credit agreement payable | (16,000,000) |
Cash distributions to common shareholders net of investments | (9,045,736) |
Net cash used in financing activities | ($41,854,198) |
Net increase in cash | $821,153 |
Cash at beginning of period | $111,767 |
Cash at end of period | $932,920 |
Supplemental disclosure of cash flow information | |
Cash paid for interest | $937,759 |
Noncash financing activities not included herein consist of | |
reinvestment of distributions | 515,172 |
See notes to financial statements
26 | Income Securities Trust | Annual report |
F I N A N C I A L S T A T E M E N T S
Financial highlights
The Financial Highlights show how the Fund’s net asset value for a share has changed since the end of the previous period.
COMMON SHARES | ||||||
Period ended | 12-31-03 | 12-31-04 | 12-31-05 | 12-31-06 | 12-31-07 | 10-31-081 |
Per share operating performance | ||||||
Net asset value, beginning of year | $16.31 | $16.53 | $16.19 | $15.30 | $15.22 | $14.53 |
Net investment income2 | 0.93 | 1.22 | 1.20 | 1.26 | 1.34 | 1.05 |
Net realized and unrealized gain | ||||||
(loss) on investments | 0.63 | (0.25) | (0.81) | (0.03) | (0.69) | (3.92) |
Distribution to APS | ||||||
Series A and B3 | (0.02) | (0.12) | (0.25) | (0.38) | (0.42) | (0.15) |
Total from investment operations | 1.54 | 0.85 | 0.14 | 0.85 | 0.23 | (3.02) |
Less distributions to common shareholders | ||||||
From net investment income | (0.96) | (1.19) | (1.03) | (0.93) | (0.92) | (0.84) |
From net realized gain | (0.26) | — | — | — | — | — |
Total distributions | (1.22) | (1.19) | (1.03) | (0.93) | (0.92) | (0.84) |
Capital charges | ||||||
Offering costs and underwriting | ||||||
discounts related to APS | (0.10) | — | — | — | — | — |
Net asset value, end of year | $16.53 | $16.19 | $15.30 | $15.22 | $14.53 | $10.67 |
Per share market value, end of year | $15.39 | $15.68 | $13.68 | $14.75 | $12.85 | $9.67 |
Total return at net asset value (%)4 | 9.575 | 5.705 | 1.365 | 6.24 | 1.97 | (21.36)6 |
Total return at market value (%)4 | 13.49 | 9.95 | (6.42) | 15.15 | (6.94) | (19.41)6 |
Ratios and supplemental data | ||||||
Net assets applicable to common | ||||||
shares, end of year (in millions) | $183 | $180 | $172 | $172 | $165 | $121 |
Ratios (as a percentage of average | ||||||
net assets): | ||||||
Expenses (excluding | ||||||
interest expense) | 0.878 | 1.148 | 1.168 | 1.178 | 1.168 | 1.417 |
Interest expense (Note 9) | — | — | — | — | — | 0.767 |
Expenses (including | ||||||
interest expense) | 0.878 | 1.148 | 1.168 | 1.178 | 1.168 | 2.177 |
Net investment income | 5.589 | 7.449 | 7.629 | 8.309 | 8.879 | 9.377 |
Portfolio turnover (%) | 273 | 135 | 148 | 94 | 54 | 40 |
See notes to financial statements
Annual report | Income Securities Trust | 27 |
F I N A N C I A L S T A T E M E N T S
Financial highlights
COMMON SHARES | ||||||
Period ended | 12-31-03 | 12-31-04 | 12-31-05 | 12-31-06 | 12-31-07 | 10-31-081 |
Senior securities | ||||||
Total value of APS outstanding | ||||||
(in millions) | $90 | $90 | $90 | $90 | $90 | — |
Involuntary liquidation preference | ||||||
per unit (in thousands) | $25 | $25 | $25 | $25 | $25 | — |
Average market value per unit | ||||||
(in thousands) | $25 | $25 | $25 | $25 | $25 | — |
Asset coverage per unit10 | $75,402 | $75,049 | $72,470 | $73,375 | $71,228 | —11 |
Total debt outstanding end of period | ||||||
(in millions) (Note 9) | — | — | — | — | — | $58 |
Asset coverage per $1,000 of APS12 | $3,047 | $3,027 | $2,928 | $2,928 | $2,851 | — |
Asset coverage per $1,000 of debt13 | — | — | — | — | — | $3,094 |
1 For the ten month period ended October 31, 2008, the Fund changed its fiscal year end from December 31 to October 31.
2 Based on the average of the shares outstanding.
3 APS Series A and B were issued on 11-4-03.
4 Total return based on net asset value reflects changes in the Fund’s net asset value during each period. Total return based on market value reflects changes in market value. Each figure assumes that dividend and capital gain distributions, if any, were reinvested. These figures will differ depending upon the level of any discount from or premium to net asset value at which the Fund’s shares traded during the period.
5 Unaudited.
6 Not annualized.
7 Annualized.
8 Ratios calculated on the basis of expenses relative to the average net assets of common shares. Without the exclusion of preferred shares, the annualized ratio of expenses would have been 0.81%, 0.76%,0.77%, 0.77%, and 0.76% for the periods ended 12-31-03, 12-31-04, 12-31,05, 12-31-06 and 12-31-07, respectively.
9 Ratios calculated on the basis of net investment income relative to the average net assets of common shares. Without the exclusion of preferred shares, the annualized ratio of net investment income would have been 5.19%, 4.99%, 5.06%, 5.45%, and 5.82% for the periods ended 12-31-03, 12-31-04, 12-31-05, 12-31-06 and 12-31-07, respectively.
10 Calculated by subtracting the Fund’s total liabilities from the Fund’s total assets and dividing that amount by the number of APS outstanding, as of the applicable 1940 Act Evaluation Date, which may differ from the financial reporting date.
11 In May 2008, the Fund entered into a Revolving Credit Agreement with a third-party commercial bank in order to refinance the APS. The redemption of all APS was completed on June 12, 2008.
12 Asset coverage equals the total net assets plus APS divided by the APS of the Fund outstanding at period end (Note 9).
13 Asset coverage equals the total net assets plus borrowings divided by the borrowing of the Fund outstanding at period end (Note 9).
See notes to financial statements
28 | Income Securities Trust | Annual report |
Notes to financial statements
Note 1
Organization
John Hancock Income Securities Trust (the Fund) is a closed-end diversified investment management company registered under the Investment Company Act of 1940, as amended (the 1940 Act).
Note 2
Significant accounting policies
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:
Security valuation
The net asset value of the Fund is determined daily as of the close of the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. Short-term debt investments that have a remaining maturity of 60 days or less are valued at amortized cost, and thereafter assume a constant amortization to maturity of any discount or premium, which approximates market value. Investments in John Hancock Cash Investment Trust (JHCIT), an affiliate of John Hancock Advisers, LLC (the Adviser), a wholly owned subsidiary of John Hancock Financial Services, Inc., a subsidiary of Manulife Financial Corporation (MFC), are valued at their net asset value each business day. All other securities held by the Fund are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) as of the close of business on the principal securities exchange (domestic or foreign) on wh ich they trade or, lacking any sales, at the closing bid price. Securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Securities for which there are no such quotations, principally debt securities, are valued based on the evaluated prices provided by an independent pricing service, which utilizes both dealer-supplied and electronic data processing techniques, which take into account factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data.
Other portfolio securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith by the Trust’s Pricing Committee in accordance with procedures adopted by the Board of Trustees. Generally, trading in non-U.S. securities is substantially completed each day at various times prior to the close of trading on the NYSE. The values of such securities used in computing the net asset value of the Fund’s shares are generally determined as of such times. Occasionally, significant events that affect the values of such securities may occur between the times at which such values are generally determined and the close of the NYSE. Upon such an occurrence, these securities will be valued at fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Trustees. Debt securities whose prices cannot be provided by an independent pricing s ervice are valued at prices provided by broker-dealers.
Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general economic conditions, interest rates, investor perceptions and market liquidity.
The Fund adopted Statement of Financial Accounting Standards No. 157 (FAS 157), Fair Value Measurements, effective with
Annual report | Income Securities Trust | 29 |
the beginning of the Fund’s fiscal year. FAS 157 established a three-tier hierarchy to prioritize the assumptions, referred to as inputs, used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below:
Level 1 – Quoted prices in active markets for identical securities.
Level 2 – Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants would use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.
Level 3 – Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable, such as when there is little or no market activity for an investment, unobservable inputs may be used. Unobservable inputs reflect the Fund’s own assumptions about the factors that market participants would use in pricing an investment and would be based on the best information available.
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 inputs used to value the Fund’s net assets as of October 31, 2008:
INVESTMENTS IN | OTHER FINANCIAL | |
VALUATION INPUTS | SECURITIES | INSTRUMENTS* |
Level 1 — Quoted Prices | $2,599,801 | — |
Level 2 — Other Significant Observable Inputs | 164,691,795 | ($1,126,261) |
Level 3 — Significant Unobservable Inputs | 9,581,198 | — |
Total | $176,872,794 | ($1,126,261) |
which are valued at the unrealized appreciation/depreciation on the instrument.
The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:
INVESTMENTS IN | OTHER FINANCIAL | |
SECURITIES | INSTRUMENTS | |
Balance as of December 31, 2007 | $30,869,350 | $— |
Accrued discounts/premiums | — | — |
Realized gain (loss) | (687,713) | — |
Change in unrealized appreciation (depreciation) | (1,172,827) | — |
Net purchases (sales) | (4,061,356) | — |
Transfers in and/or out of Level 3 | (15,366,256) | — |
Balance as of October 31, 2008 | $9,581,198 | $— |
Investment transactions
Investment transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment security transactions are reported on trade date. Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date net of foreign withholding taxes. Discounts/premiums are accreted/amortized for financial reporting purposes. Realized gains and losses from investment transactions are recorded on an identified cost basis.
Expenses
The majority of expenses are directly identifiable to an individual fund. Fund expenses that are not readily identifiable to a specific fund are allocated in such a manner as deemed equitable, taking into consideration, among
30 | Income Securities Trust | Annual report |
other things, the nature and type of expense and the relative size of the funds. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Overdrafts
Pursuant to the custodian agreement, the Custodian may, in its discretion, advance funds to the Fund to make properly authorized payments. When such payments result in an overdraft, the Fund is obligated to repay the Custodian for any overdraft together with interest due thereon. The Custodian has a lien, security interest or security entitlement in any Fund property, to the maximum extent permitted by law to the extent of any overdraft.
Securities lending
The Fund may lend portfolio securities from time to time in order to earn additional income. The Fund retains beneficial ownership of the securities it has loaned and continues to receive interest and dividends paid by the issuer of securities and to participate in any changes in their value. On the settlement date of the loan, the Fund receives cash collateral against the loaned securities and maintains the cash collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required cash collateral is delivered to the Fund on the next business day. Cash collateral received is invested in the JHCIT. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining acce ss to the collateral. The Fund may receive compensation for lending its securities either in the form of fees, guarantees, and/or by retaining a portion of interest on the investment of any cash received as collateral.
The Fund has entered into an agreement with Morgan Stanley & Co., Inc. and MS Securities Services, Inc. (collectively, Morgan Stanley) which permits the Fund to lend securities to Morgan Stanley on a principal basis. Morgan Stanley is the primary borrower of securities of the Fund. The risk of having one primary borrower of Fund securities (as opposed to several borrowers in an agency relationship) is that should Morgan Stanley fail financially, all securities lent may be affected by the failure and by any delays in recovery of the securities (or loss of rights in the collateral).
Effective June 2008, due to the terms of the revolving credit agreement and collateral requirements, the Fund no longer participates in the security lending program.
Futures
The Fund may purchase and sell financial futures contracts and options on those contracts. The Fund invests in contracts based on financial instruments such as U.S. Treasury Bonds or Notes or on securities indices such as the Standard & Poor’s 500 Index, in order to hedge against a decline in the value of securities owned by the Fund.
Initial margin deposits required upon entering into futures contracts are satisfied by the delivery of specific securities or cash as collateral to the broker (the Fund’s agent in acquiring the futures position). If the position is closed out by an opposite position prior to the settlement date of the futures contract, a final determination of variation margin is made, cash is required to be paid to or released by the broker and the Fund realizes a gain or loss.
When the Fund sells a futures contract based on a financial instrument, the Fund becomes obligated to deliver that kind of instrument at an agreed upon date for a specified price. The Fund realizes a gain or loss depending on whether the price of an offsetting purchase is less or more than the price of the initial sale or on whether the price of an offsetting sale is more or less than the price of the initial purchase. The Fund could be exposed to risks if it could not close out futures positions because of an illiquid secondary market or the inability of counterparties to meet the terms of their contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade.
The Fund had no open financial futures contracts on October 31, 2008.
Annual report | Income Securities Trust | 31 |
Swap contracts
The Fund may enter into swap transactions in order to hedge the value of the Fund’s portfolio against interest rate fluctuations or to enhance the Fund’s income or to manage the Fund’s exposure to credit or market risk. A swap is an exchange of cash payments between the Fund and another party. Net cash payments are exchanged at specified intervals and are recorded as a realized gain or loss in the Statements of Operations. Cash payments may include upfront cash payments made by or to the fund. The upfront payments are amortized or accreted for financial reporting purposes, with the unamortized/unaccreted portion included in values recorded on the Statements of Assets and Liabilities. The value of the swap is adjusted daily and the change in value, including accruals of periodic amounts of interest to be paid or received, is recorded as swap contracts at value in Statements of Assets and Liabilities and as unrealized appreciation or depreciation in the Stat ements of Operations. A liquidation payment received or made upon early termination is recorded as a realized gain or loss in the Statements of Operations. Upfront payments made and/or received by the Fund are recorded as an asset and/or liability on the Statements of Assets and Liabilities and are recorded as a realized gain or loss on the termination date. Swap contracts are subject to risks related to the counterparty’s ability to perform under the contract, and may decline in value if the counterparty’s creditworthiness deteriorates. The risks may arise from unanticipated movement in interest rates. The Fund may also suffer losses if it is unable to terminate outstanding swap contracts or reduce its exposure through offsetting transactions.
Interest rate swaps represent an agreement between two counterparties to exchange cash flows based on the difference in the two interest rates, applied to the notional principal amount for a specified period. The payment flows are usually netted against each other, with the difference being paid by one party to the other. The Fund settles accrued net receivable or payable under the swap contracts on a periodic basis.
Credit default swaps involve the exchange of a fixed rate premium for protection against the loss in value of an underlying debt instrument in the event of a defined credit event (such as payment default or bankruptcy). Under the terms of the swap, one party acts as a “guarantor” receiving a periodic payment that is a fixed percentage applied to a notional principal 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 swap. The Fund may enter into credit default swaps in which either it or its counterparty act as guarantors. By acting as the guarantor of a swap, the Fund assumes the market and credit risk of the underlying instrument including liquidity and loss of value.
Stripped securities
Stripped mortgage backed securities are financial instruments that derive their value from other instruments so that one class receives all of the principal from the underlying mortgage assets PO (principal only), while the other class receives the interest cash flows IO (interest only). Both the PO and IO investments represents an interest in the cash flows of an underlying stripped mortgaged backed security. If the underlying mortgage assets experience greater than anticipated prepayments of principal, a Fund may fail to fully recoup its initial investment in an interest only security. The market value of these securities can be extremely volatile in response to changes in interest rates. Credit risk reflects the risk that a Fund may not receive all or part of its principal because the issuer or credit enhancer has defaulted on its obligation.
Statement of cash flows
The cash amount shown in the Statement of cash flows of a Fund is the amount included in the Fund’s Statement of Assets and Liabilities and represents the cash on hand at its custodian and does not include any short-term investments.
Federal income taxes
The Fund qualifies as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code
32 | Income Securities Trust | Annual report |
and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.
For federal income tax purposes, the Fund has $10,665,168 of a capital loss carryforward available, to the extent provided by regulations, to offset future net realized capital gains. To the extent that such carryforward is used by the Fund, no capital gain distributions will be made. The loss carryforwards expire as follows: October 31, 2012 — $2,123,466, October 31, 2013 — $2,443,482, October 31, 2014 —$3,342,775, October 31, 2015 — $1,351,797 and October 31, 2016 — $1,403,648.
The Fund is subject to the provisions of Financial Accounting Standards Board (FASB) Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement 109 (FIN 48). FIN 48 prescribes a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not have a material impact on the Fund's financial statements. Each of the Fund’s federal tax returns for the prior three years remain subject to examination by the Internal Revenue Service.
New accounting pronouncement
In March 2008, FASB No. 161 (FAS 161), Disclosures about Derivative Instruments and Hedging Activities, an amendment of FASB Statement No. 133 (FAS 133), was issued and is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 amends and expands the disclosure requirements of FAS 133 in order to provide financial statement users an understanding of a company’s use of derivative instruments, how derivative instruments are accounted for under FAS 133 and related interpretations and how these instruments affect a company’s financial position, performance, and cash flows. FAS 161 requires companies to disclose information detailing the objectives and strategies for using derivative instruments, the level of derivative activity entered into by the company, and any credit risk-related contingent features of the agreements. Management is currently evaluating the adoption of FAS 161 on the Fund’s financial statement disclosures.
Distribution of income and gains
The Fund records distributions to shareholders from net investment income and net realized gains, if any, on the ex-dividend date. Capital gains distributions, if any, are distributed annually. During the year ended December 31, 2006, the tax character of distributions was as follows: ordinary income $14,667,522. During the year ended December 31, 2007, the tax character of distributions paid was as follows: ordinary income $15,141,022. During the period ended October 31, 2008, the tax character of distributions paid was as follows: ordinary income $11,308,143.
As of October 31, 2008, the components of distributable earnings on a tax basis included $725,558 of undistributed ordinary income.
Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.
Capital accounts within financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period. Permanent book-tax differences are primarily attributable to derivative transactions and amortization and accretion on debt securities.
Note 3
Risks and uncertainties
Mortgage security risk
The Fund may invest a portion of its assets in issuers and/or securities of issuers that hold mortgage securities, including subprime mortgage securities. The value of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be adversely affected by shifts in the market’s perception of the issuers and changes in interest rates. Decreases in interest rates may
Annual report | Income Securities Trust | 33 |
cause prepayments on underlying mortgages to an IO security to accelerate resulting in a lower than anticipated yield and increases the risk of loss on the IO investment.
Fixed income risk
Fixed income securities are subject to credit and interest rate risk and involve some risk of default in connection with principal and interest payments.
Derivatives and counterparty risk
The use of derivative instruments may involve risks different from, or potentially greater than, the risks associated with investing directly in securities. Specifically, derivative instruments exposes a fund to the risk that the counterparty to an over-the-counter (OTC) derivatives contract will be unable or unwilling to make timely settlement payments or otherwise to honor its obligations. OTC derivatives transactions typically can only be closed out with the other party to the transaction. If the counterparty defaults, the fund will have contractual remedies, but there is no assurance that the counterparty will meet its contractual obligations or that, in the event of default, the fund will succeed in enforcing them.
Concentration risk
The Fund may concentrate investments in a particular industry, sector of the economy or invest in a limited number of companies. Accordingly, the concentration may make the Fund’s value more volatile and investment values may rise and fall more rapidly. In addition, a fund with a concentration is particularly susceptible to the impact of market, economic, regulatory and other factors affecting the specific concentration.
Leverage utilization risk
The Fund utilizes leverage to increase assets available for investment. See Note 7 for risks associated with the utilization of leverage.
Note 4
Guarantees and indemnifications
Under the Fund’s organizational documents, its Officers and Trustees are indemnified against certain liability arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred.
Note 5
Management fee and transactions with
affiliates and others
The Fund has an investment management contract with the Adviser. Under the investment management contract, the Fund pays a quarterly management fee to the Adviser, equivalent on an annual basis, to the sum of (a) 0.650% of the first $150,000,000 of the Fund’s average weekly net asset value and the value attributable to the Auction Preferred Shares or committed facility agreement (collectively, managed assets), (b) 0.375% of the next $50,000,000, (c) 0.350% of the next $100,000,000 and (d) 0.300% of the Fund’s average weekly managed assets in excess of $300,000,000. The effective management fee rate is 0.549% of the Fund's average managed assets for the period ended October 31, 2008. The Fund has a subadvisory agreement with MFC Global Investment Management (U.S.), LLC, a subsidiary of John Hancock Financial Services, Inc. The Fund is not responsible for payment of subadvisory fees.
The Fund has an agreement with the Adviser and affiliates to perform necessary tax, accounting, compliance, legal and other administrative services for the Fund. The compensation for the year amounted to $23,541 with an effective rate of 0.01% of the Fund’s average weekly or managed assets.
Mr. James R. Boyle is Chairman of the Adviser, as well as affiliated Trustee of the Fund, and is compensated by the Adviser and/ or its affiliates. The compensation of unaffiliated Trustees is borne by the Fund. The unaffiliated Trustees may elect to defer, for tax purposes, their receipt of this compensation under the John Hancock Group of Funds Deferred Compensation Plan. The Fund makes investments into other John Hancock funds, as applicable, to cover its liability for the deferred compensation. Investments to cover the Fund’s deferred compensation liability
34 | Income Securities Trust | Annual report |
are recorded on the Fund’s books as an other asset. The deferred compensation liability and the related other asset are always equal and are marked to market on a periodic basis to reflect any income earned by the investments, as well as any unrealized gains or losses. The Deferred Compensation Plan investments had no impact on the operations of the Fund.
The Fund is listed for trading on the NYSE and has filed with the NYSE its chief executive officer certification regarding compliance with the NYSE’s listing standards. The Fund also files with the Securities and Exchange Commission (SEC) the certification of its chief executive officer and chief financial officer required by Section 302 of the Sarbanes-Oxley Act.
Note 6
Fund share transactions
Common shares
The Fund is authorized to issue an unlimited number of common shares with no par value. Transactions in common shares for the years ended December 31, 2006 and December 31, 2007, and the period ended October 31, 2008 are as follows:
Year ended 12-31-06 | Year ended 12-31-07 | Period ended 10-31-081 | ||||
Shares | Amount | Shares | Amount | Shares | Amount | |
Distributions | ||||||
reinvested | 66,816 | 932,358 | 64,325 | 889,931 | 40,345 | 515,172 |
1For the ten month period ended October 31, 2008, the Fund changed its fiscal year end from December 31 to October 31.
Note 7
Leverage
The Fund utilizes a Revolving Credit Agreement (RCA) to increase its assets available for investment. In prior fiscal periods, the Fund used Auctioned Preferred Shares (APS) for leverage. When the Fund leverages its assets, common shareholders pay all fees associated with and have the potential to benefit from leverage. Consequently, the Fund and the Adviser may have differing interests in determining whether to leverage the Fund’s assets. Leverage creates risks which may adversely affect the return for the holders of common shares, including:
• the likelihood of greater volatility of net asset value and market price of common shares
• fluctuations in the interest rate paid for the use of the credit RCA
• increased operating costs,which may reduce the Fund’s total return to the holders of common shares
• the potential for a decline in the value of an investment acquired through leverage, while the Fund’s obligations under such leverage remains fixed
• the fund is more likely to have to sell securities in a volatile market in order to meet asset coverage or other debt compliance requirements
To the extent the income or capital appreciation derived from securities purchased with funds received from leverage exceeds the cost of leverage, the Fund’s return will be greater than if leverage had not been used, conversely, return would be lower if the cost of the leverage exceeds the income or capital appreciation derived.
Annual report | Income Securities Trust | 35 |
Effective May 2, 2008, the Fund’s Trustees approved a plan whereby a third party commercial bank has agreed to provide a revolving credit agreement that will enable a refinanc-ing of the Fund’s APS. The facility was used to redeem the outstanding APS and allowed the Fund to change its form of leverage from APS to debt. The redemption of all series was completed on June 12, 2008. Below is a comparison of the leverage methods utilized by the Fund:
APS | RCA | |
Required Asset Coverage | 200% | 300% |
Maximum Leverage | $90 million | $77 million |
Amount | ||
Costs Associated | Dividends paid to preferred | Interest expense (overnight Eurodollar |
with Leverage | shareholders (maximum rate | plus 0.95%), or elect to convert |
equals the overnight commercial | the interest rate to an alternative | |
paper rate plus 1.25%) | rate, which is the greater of the | |
prime rate in effect on such day or | ||
the Federal Funds rate in effect | ||
on such day plus 0.50% | ||
APS auction fees | Arrangement fee * | |
Auction agent expenses | Facility fees (0.20% and $38,500 | |
per annum). | ||
Preferred share transfer | ||
agent expenses |
*Administration fee is $124,768 amortized over the first year of the RCA.
APS auction fees and auction agent expenses and interest expense and arrangement fees are included in APS auction fees and interest expense, respectively, in the Statement of Operations. See notes 8 and 9 for further details of the APS and RCA, respectively.
Note 8
Auction preferred shares
The Fund issued a total of 3,560 Auction Preferred Shares: 1,780 shares of Series A Auction Preferred Shares and 1,780 shares of Series B Auction Preferred Shares (collectively, the Preferred Shares or APS) on November 4, 2003, in a public offering. The total offering costs of $188,388 and the total underwriting discount of $890,000 has been charged to capital paid-in of common shares during the years ended December 31, 2003 and December 31, 2004.
Dividend rates on APS Series A ranged from 3.394% to 5.55% and Series B from 3.404% to 5.60% during the period from January 1, 2008 to June 18, 2008.
Note 9
Revolving credit agreement
Effective June 5, 2008, the Fund entered into a RCA with a third party commercial bank that allows it to borrow up to an initial limit of $77 million and to invest the borrowings in accordance with its investment practices. Borrowings under the RCA are secured by all the assets of the Fund. Interest is charged at annualized Eurodollar rate plus 0.95% and is payable monthly. In addition, the Fund may elect to convert the interest rate to an alternative rate, which is the greater of the prime rate in effect on such day or the Federal Funds rate in effect on such day plus 0.50% .
36 | Income Securities Trust | Annual report |
Under the terms of the RCA, the Fund also pays an administration fee of $38,500 in each year of the agreement and facility fees of 0.20% per annum on the unused portion of the facility. In addition, the Fund incurred $86,268 of legal fees associated with the execution of the RCA. The administration fees and the legal fees are amortized during the first year of the agreement. Administration, facility and legal fees expensed for the period ended October 31, 2008 amounted to $15,568, $15,453 and $35,349, respectively, and are included in interest expense in the Statement of Operations. As of October 31, 2008, the Fund had borrowings of $58,000,000 at an interest rate 4.16875% and is reflected in the revolving credit agreement on the Statement of Asset and Liabilities. For the period from June 5, 2008 to October 31, 2008, the average borrowings under the RCA and the effective average interest rate (annualized) were $58,706,081 and 4.0443%, respectively. The maturity date of the RCA is June 3, 2009. However, the maturity date may be extended up to 364 days by giving written notice to the lender of not more than 150 days and not less 60 days of the maturity date. Also, the RCA may be in default and result in immediate termination if certain asset coverage requirements or minimum net asset amounts are not met. Finally, the Fund may terminate the agreement with one business day’s notice.
Note 10
Purchase and sale of securities
Purchases and proceeds from sales or maturities of securities, other than short-term securities and obligations of the U.S. government, during the period ended October 31, 2008, aggregated $89,338,777 and $115,001,001, respectively. Purchases and proceeds from sales or maturities of obligations of the U.S. government aggregated $1,935,392 and $1,928,409, respectively, during the period ended October 31, 2008.
Note 11
Change in fiscal year end
The Fund’s fiscal year end has changed to October 31, 2008.
Annual report | Income Securities Trust | 37 |
Auditors’ report
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and Shareholders of John Hancock Income Securities Trust:
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, the related statements of operations, of changes in net assets and of cash flows and the financial highlights present fairly, in all material respects, the financial position of John Hancock Income Securities Trust (the Fund) at October 31, 2008, and the results of its operations, the changes in its net assets, its cash flows and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (U nited States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of October 31, 2008 by correspondence with the custodian and brokers, and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Boston, Massachusetts
December 22, 2008
38 | Income Securities Trust | Annual report |
Tax information
Unaudited
For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable period ended October 31, 2008.
With respect to the ordinary dividends paid by the Fund for the fiscal period ended October 31, 2008, 2.06% of the dividends qualifies for the corporate dividends-received deduction.
The Fund hereby designates the maximum amount allowable of its net taxable income as qualified dividend income as provided in the Jobs and Growth Tax Relief Reconciliation Act of 2003. This amount will be reflected on Form 1099-DIV for the calendar year 2008.
Shareholders will be mailed a 2008 U.S. Treasury Department Form 1099-DIV in January 2009. This will reflect the total of all distributions that are taxable for calendar year 2008.
Annual report | Income Securities Trust | 39 |
Investment objective and policy
The Fund is a closed-end diversified management investment company, common shares of which were initially offered to the public on February 14, 1973, and are publicly traded on the NYSE. The Fund’s investment objective is to generate a high level of current income consistent with prudent investment risk. The Fund invests in a diversified portfolio of freely marketable debt securities and may invest an amount not exceeding 20% of its assets in income-producing preferred and common stock. Under normal circumstances, the Fund will invest at least 80% of net assets in income securities. Income securities will consist of the following: (i) marketable corporate debt securities, (ii) governmental obligations and (iii) cash and commercial paper. “Net assets” is defined as net assets plus borrowings for investment purposes. The Fund will notify shareholders at least 60 days prior to any change in this 80% investment policy.
It is contemplated that at least 75% of the value of the Fund’s total assets will be represented by debt securities, which have at the time of purchase a rating within the four highest grades as determined by Moody’s Investors Service, Inc. or Standard & Poor’s Corporation. The Fund intends to engage in short-term trading and may invest in repurchase agreements.
Bylaws and Declaration of Trust
In November 2002, the Board of Trustees adopted several amendments to the Fund’s bylaws, including provisions relating to the calling of a special meeting and requiring advance notice of shareholder proposals or nominees for Trustee. The advance notice provisions in the bylaws require shareholders to notify the Fund in writing of any proposal which they intend to present at an annual meeting of shareholders, including any nominations for Trustee, between 90 and 120 days prior to the first anniversary of the mailing date of the notice from the prior year’s annual meeting of shareholders. The notification must be in the form prescribed by the bylaws. The advance notice provisions provide the Fund and its Trustees with the opportunity to thoughtfully consider and address the matters proposed before the Fund prepares and mails its proxy statement to shareholders. Other amendments set forth the procedures that must be followed in order for a shareholder to call a special meeting of shareholders. Please contact the Secretary of the Fund for additional information about the advance notice requirements or the other amendments to the bylaws.
On August 21, 2003, shareholders approved the amendment of the Fund’s bylaws effective August 26, 2003, to provide for the issuance of preferred shares. Effective March 9, 2004, the Trustees approved additional changes to conform with the Fund’s maximum dividend rate on the preferred shares with the rate used by other John Hancock funds.
On September 14, 2004, the Trustees approved an amendment to the Fund’s bylaws increasing the maximum applicable dividend rate ceiling on the preferred shares to conform with the modern calculation methodology used by the industry and other John Hancock funds.
On March 31, 2008, the shareholders approved an amendment to the Fund’s Declaration of Trust to permit the Fund’s Board of Trustees to delegate the authority to declare dividends to a Dividend Committee consisting of officers, employees or agents of the Fund.
Financial futures contracts and options
The Fund may buy and sell financial futures contracts and options on futures contracts to hedge against the effects of fluctuations in interest rates and other market conditions. The Fund’s ability to hedge successfully will depend on the Adviser’s ability to predict accurately the future direction of interest rate changes and other market factors. There is no assurance that a liquid market for futures and options will always exist. In addition, the Fund could be prevented from opening, or realizing the benefits of closing out a futures or options position because of position limits or limits on daily price fluctuations imposed by an exchange.
The Fund will not engage in transactions in futures contracts and options on futures for speculation, but only for hedging or other permissible risk management purposes. All of the Fund’s futures contracts and options on futures will be traded on a U.S. commodity exchange
40 | Income Securities Trust | Annual report |
or board of trade. The Fund will not engage in a transaction in futures or options on futures if, immediately thereafter, the sum of initial margin deposits on existing positions and premiums paid for options on futures would exceed 5% of the Fund’s total assets.
Dividends and distributions
During the period ended October 31, 2008, dividends from net investment income totaling $0.8411 per share were paid to shareholders. The dates of payments and the amounts per share are as follows:
INCOME | ||
PAYMENT DATE | DIVIDEND | |
March 31, 2008 | $0.2551 | |
June 30, 2008 | 0.2875 | |
September 30, 2008 | 0.2985 |
Dividend reinvestment plan
The Fund offers its common shareholders a Dividend Reinvestment Plan (the Plan), which offers the opportunity to earn compounded yields. Any holder of common shares of record of the Fund may elect to participate in the Plan and receive the Fund’s common shares in lieu of all or a portion of the cash dividends. The Plan is available to all common shareholders without charge. Mellon Investor Services (the Plan Agent) will act as agent for participating shareholders.
Shareholders may join the Plan by notifying the Plan Agent by telephone, in writing or by visiting the Plan Agent’s Web site at www. melloninvestor.com showing an election to reinvest all or a portion of dividend payments. If received in proper form by the Plan Agent prior to the record date for a dividend, the election will be effective with respect to all dividends paid after such record date. Shareholders whose shares are held in the name of a broker or nominee should contact the broker or nominee to determine whether and how they may participate in the Plan.
The Board of Trustees of the Fund has authorized the Dividend Committee to declare dividends from net investment income payable in cash or, in the case of shareholders participating in the Plan, partially or entirely in the Fund’s common shares. The number of shares to be issued for the benefit of each shareholder will be determined by dividing the amount of the cash dividend, otherwise payable to such shareholder on shares included under the Plan, by the per share net asset value of the common shares on the date for payment of the dividend, unless the net asset value per share on the payment date is less than 95% of the market price per share on that date, in which event the number of shares to be issued to a shareholder will be determined by dividing the amount of the cash dividend payable to such shareholder, by 95% of the market price per share of the common shares on the payment date. The market price of the common shares on a par ticular date shall be the mean between the highest and lowest sales price on the NYSE on that date. Net asset value will be determined in accordance with the established procedures of the Fund. However, if as of such payment date the market price of the common shares is lower than such net asset value per share, the number of shares to be issued will be determined on the basis of such market price. Fractional shares, carried out to four decimal places, will be credited to the shareholder’s account. Such fractional shares will be entitled to future dividends.
The shares issued to participating shareholders, including fractional shares, will be held by the Plan Agent in the name of the participant. A confirmation will be sent to each shareholder promptly, normally within five to seven days, after the payment date of the dividend. The confirmation will show the total number of shares held by such shareholder before and after the dividend, the amount of the most recent cash dividend that the shareholder has elected to reinvest and the number of shares acquired with such dividend.
Participation in the Plan may be terminated at any time by contacting the Plan Agent by telephone, in writing or by visiting the Plan Agent’s Web site, and such termination will be effective immediately. However, notice of termination must be received prior to the record date of any distribution to be effective for that distribution. Upon termination, certificates will be issued representing the number of full shares of common shares held by the Plan Agent.
Annual report | Income Securities Trust | 41 |
A shareholder will receive a cash payment for any fractional share held.
The reinvestment of dividends will not relieve participants of any federal, state or local income tax, which may be due with respect to such dividend. Dividends reinvested in common shares will be treated on your federal income tax return as though you had received a dividend in cash in an amount equal to the fair market value of the shares received, as determined by the prices for common shares of the Fund on the NYSE as of the dividend payment date. Distributions from the Fund’s long-term capital gains will be processed as noted above for those electing to reinvest in common shares and will be taxable to you as long-term capital gains. The confirmation referred to above will contain all the information you will require for determining the cost basis of shares acquired and should be retained for that purpose. At year end, each account will be supplied with detailed information necessary to determine total tax liability for the calendar year. All correspondence or a dditional information concerning the Plan should be directed to the Plan Agent, Mellon Bank, N.A., c/o Mellon Investor Services, .O. Box 3338, South Hackensack, New Jersey 07606-1938 (Telephone: 1-800-852-0218).
Shareholder communication and assistance
If you have any questions concerning the Fund, we will be pleased to assist you. If you hold shares in your own name and not with a brokerage firm, please address all notices, correspondence, questions or other communications regarding the Fund to the transfer agent at:
Mellon Investor Services
Newport Office Center VII
480 Washington Boulevard
Jersey City, NJ 07310
Telephone: 1-800-852-0218
If your shares are held with a brokerage firm, you should contact that firm, bank or other nominee for assistance.
Shareholder meeting (unaudited)
On March 31, 2008, the Annual Meeting of the Fund was held to elect seven Trustees. Proxies covering 10,295,799 common and preferred shares of beneficial interest were voted at the meeting. The common shareholders elected the following Trustees to serve until their respective successors are duly elected and qualified, with the votes tabulated as follows:
WITHHELD | ||
FOR | AUTHORITY | |
James R. Boyle | 10,084,237 | 208,625 |
James F. Carlin | 10,098,559 | 194,303 |
William H. Cunningham | 10,074,343 | 218,519 |
Charles L. Ladner | 10,096,759 | 196,103 |
Steven R. Pruchansky | 10,076,953 | 215,909 |
The preferred shareholders elected Patti McGill Peterson and John A. Moore as Trustees of the Fund until their successors are duly elected and qualified, with the votes tabulated as follows: 2,883 FOR and 54 WITHHELD.
The proposal to amend the Declaration of Trust to permit the Fund’s Board to delegate authority to declare dividends to a Dividend Committee was voted as follows: 5,719,600 FOR, 207,356 AGAINST and 173,110 ABSTAIN.
42 | Income Securities Trust | Annual report |
Board Consideration of and
Continuation of Investment Advisory
Agreement and Subadvisory
Agreement: John Hancock Income
Securities Trust
The Investment Company Act of 1940 (the 1940 Act) requires the Board of Trustees (the Board) of John Hancock Income Securities Trust (the Fund), including a majority of the Trustees who have no direct or indirect interest in the investment advisory agreement and are not “interested persons” of the Fund, as defined in the 1940 Act (the Independent Trustees), annually to meet in person to review and consider the continuation of: (i) the investment advisory agreement (the Advisory Agreement) with John Hancock Advisers, LLC (the Adviser) and (ii) the investment subadvisory agreement (the Subadvisory Agreement) with MFC Global Investment Management (U.S.), LLC (the Subadviser). The Advisory Agreement and the Subadvisory Agreement are collectively referred to as the Advisory Agreements.
At meetings held on May 5–6 and June 9–10, 2008, the Board considered the factors and reached the conclusions described below relating to the selection of the Adviser and Subadviser and the continuation of the Advisory Agreements. During such meetings, the Board’s Contracts/Operations Committee and the Independent Trustees also met in executive sessions with their independent legal counsel.
In evaluating the Advisory Agreements, the Board, including the Contracts/Operations Committee and its Independent Trustees, reviewed a broad range of information requested for this purpose. This information included:
(i) the investment performance of the Fund relative to a category of relevant funds (the Category) and a peer group of comparable funds (the Peer Group). The funds within each Category and Peer Group were selected by Morningstar Inc. (Morningstar), an independent provider of investment company data. Data covered a range of periods ended December 31, 2007,
(ii) advisory and other fees incurred by, and the expense ratios of, the Fund relative to a Category and a Peer Group,
(iii) the advisory fees of comparable portfolios of other clients of the Adviser and the Subadviser,
(iv) the Adviser’s financial results and condition, including its and certain of its affiliates’ profitability from services performed for the Fund,
(v) breakpoints in the Fund’s and the Peer Group’s fees, and information about economies of scale,
(vi) the Adviser’s and Subadviser’s record of compliance with applicable laws and regulations, with the Fund’s investment policies and restrictions, and with the applicable Code of Ethics, and the structure and responsibilities of the Adviser’s and Subadviser’s compliance department,
(vii) the background and experience of senior management and investment professionals, and
(viii) the nature, cost and character of advisory and non-investment management services provided by the Adviser and its affiliates and by the Subadviser.
The Independent Trustees considered the legal advice of independent legal counsel and relied on their own business judgment in determining the factors to be considered in evaluating the materials that were presented to them and the weight to be given to each such factor. The Board’s review and conclusions were based on a comprehensive consideration of all information presented to the Board and not the result of any single controlling factor. The Board principally considered data on performance and other information provided by Morningstar as of December 31, 2007. The Board also considered updated performance information provided to it by the Adviser or Subadviser at its May and June 2008 meetings. Performance and other information may be quite different as of the date of this shareholders report. The key factors considered by the Board and the conclusions reached are described below.
Annual report | Income Securities Trust | 43 |
Nature, extent and quality of services
The Board considered the ability of the Adviser and the Subadviser, based on their resources, reputation and other attributes, to attract and retain qualified investment professionals, including research, advisory, and supervisory personnel. The Board considered the investment philosophy, research and investment decision-making processes of the Adviser and Subadviser. The Board considered the Adviser’s execution of its oversight responsibilities. The Board further considered the culture of compliance, resources dedicated to compliance, compliance programs and compliance records of the Adviser and Subadviser. In addition, the Board took into account the administrative and other non-advisory services provided to the Fund by the Adviser and its affiliates.
Based on the above factors, together with those referenced below, the Board concluded that, within the context of its full deliberations, the nature, extent and quality of the investment advisory services provided to the Fund by the Adviser and Subadviser were sufficient to supported renewal of the Advisory Agreements.
Fund performance
The Board considered the performance results for the Fund over various time periods ended December 31, 2007. The Board also considered these results in comparison to the performance of the Category, as well as the Fund’s Peer Group and benchmark index. The Board reviewed with representatives of Morningstar the methodology used by Morningstar to select the funds in the Category and the Peer Group. The Board noted the imperfect comparability of the Peer Group.
The Board noted that Fund’s performance during the 1-year period was lower than the performance of the Category median, and was in line with the performance of the Peer Group median. The Board noted that the Fund’s performance was lower than the performance of the Category and Peer Group medians during the 3-, 5- and 10-year periods. The Board also noted that the Fund’s performance was lower than the performance of its benchmark index, the Lehman Brothers Government/ Credit Bond Index, during 1- and 3-year periods, but was higher than the benchmark index’s performance during the 5- and 10-year periods. The Adviser explained that the Fund’s Peer Group contained primarily unleveraged closed-end funds, which impacted the Fund’s comparative performance results.
Investment advisory fee and subadvisory fee rates and expenses
The Board reviewed and considered the contractual investment advisory fee rate payable by the Fund to the Adviser for investment advisory services (the Advisory Agreement Rate). The Board received and considered information comparing the Advisory Agreement Rate with the advisory fees for the Category and Peer Group. The Board noted that the Advisory Agreement Rate was higher than the median rate of the Peer Group and in line with the median rate of the Category.
The Board received and considered expense information regarding the Fund’s various components, including advisory fees, and other non-advisory fees, including transfer agent fees, custodian fees, and other miscellaneous fees (e.g., fees for accounting and legal services). The Board considered comparisons of these expenses to the Peer Group median. The Board also received and considered expense information regarding the Fund’s total operating expense ratio (Expense Ratio). The Board noted that, unlike the Fund, several funds in the Peer Group employed fee waivers or reimbursements. The Board received and considered information comparing the Expense Ratio of the Fund to that of the Category and Peer Group medians before the application of fee waivers and reimbursements (Gross Expense Ratio) and after the application of such waivers and reimbursement (Net Expense Ratio). The Board noted that the Fund’s Gross Expense Ratio was higher than the median rate of the Peer Group and lower than the median rate of the Category. The Board also noted that the Fund’s Net Expense Ratio was higher than the median rate of the Peer Group and in line with the median rate of the Category.
The Adviser also discussed the Morningstar data and rankings, and other relevant information, for the Fund. The Adviser noted that most of the funds in the Peer Group were unleveraged, which contributed to the results. Based on the above-referenced considerations
44 | Income Securities Trust | Annual report |
and other factors, the Board concluded that the Fund’s overall expense results and performance supported the re-approval of the Advisory Agreements.
The Board also received information about the investment subadvisory fee rate (the Subadvisory Agreement Rate) payable by the Adviser to the Subadviser for investment sub-advisory services. The Board concluded that the Subadvisory Agreement Rate was fair and equitable, based on its consideration of the factors described here.
Profitability
The Board received and considered a detailed profitability analysis of the Adviser based on the Advisory Agreements, as well as on other relationships between the Fund and the Adviser and its affiliates, including the Subadviser. The Board also considered a comparison of the Adviser’s profitability to that of other similar investment advisers whose profit-ability information is publicly available. The Board concluded that, in light of the costs of providing investment management and other services to the Fund, the profits and other ancillary benefits reported by the Adviser were not unreasonable.
Economies of scale
The Board received and considered general information regarding economies of scale with respect to the management of the Fund, including the Fund’s ability to appropriately benefit from economies of scale under the Fund’s fee structure. The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of the Adviser’s and Subadviser’s costs are not specific to individual Funds, but rather are incurred across a variety of products and services.
The Board noted that the Advisory Agreements offered breakpoints. However, the Board considered the limited relevance of economies of scale in the context of a closed-end fund that, unlike an open-end fund, does not continuously offer its shares. The Board noted that the Fund, as a closed-end investment company, was not expected to increase materially in size and that its assets would grow (if at all) through the investment performance of the Fund. Therefore, the Board did not consider potential economies of scale as a principal factor in assessing the fees payable under the Advisory Agreements, but concluded that the fees were fair and equitable based on relevant factors.
Other benefits to the Adviser
The Board received information regarding potential “fall-out” or ancillary benefits received by the Adviser and its affiliates, including the Subadviser, as a result of their relationship with the Fund. Such benefits could include, among others, benefits directly attributable to the relationship of the Adviser and Subadviser with the Fund and benefits potentially derived from an increase in business as a result of their relationship with the Fund (such as the ability to market to shareholders other financial products offered by the Adviser and its affiliates).
The Board also considered the effectiveness of the Adviser’s, Subadviser’s and Fund’s policies and procedures for complying with the requirements of the federal securities laws, including those relating to best execution of portfolio transactions and brokerage allocation.
Other factors and broader review
As discussed above, the Board reviewed detailed materials received from the Adviser and Subadviser as part of the annual re-approval process. The Board also regularly reviews and assesses the quality of the services that the Fund receives throughout the year. In this regard, the Board reviews reports of the Adviser and Subadviser at least quarterly, which include, among other things, fund performance reports and compliance reports. In addition, the Board meets with portfolio managers and senior investment officers at various times throughout the year.
After considering the above-described factors and based on its deliberations and its evaluation of the information described above, the Board concluded that approval of the continuation of the Advisory Agreements for the Fund was in the best interest of the Fund and its shareholders. Accordingly, the Board unanimously approved the continuation of the Advisory Agreements.
Annual report | Income Securities Trust | 45 |
Information about the portfolio managers
Management Biographies and Fund ownership
Below is an alphabetical list of the portfolio managers who share joint responsibility for the day-to-day investment management of the Fund. It provides a brief summary of their business careers over the past five years and their range of beneficial share ownership in the Fund as of October 31, 2008.
Barry H. Evans, CFA
President, Chief Fixed Income Officer and Chief Operating Officer, MFC Global Investment
Management (U.S.), LLC since 2005
Senior Vice President, John Hancock Advisers LLC (1986–2005)
Began business career in 1986
Joined fund team in 2002
Fund ownership — $10,001–$50,000
Jeffrey N. Given, CFA
Vice President, MFC Global Investment Management (U.S.), LLC since 2005
Second Vice President, John Hancock Advisers LLC (1993–2005)
Began business career in 1993
Joined fund team in 1999
Fund ownership — $1–$10,000
Howard C. Greene, CFA
Senior Vice President, MFC Global Investment Management (U.S.), LLC since 2005
Senior Vice President, John Hancock Advisers LLC (2002–2005)
Vice President at Sun Life Financial Services Company of Canada (1987–2002)
Began business career in 1979
Joined fund team in 2005
Fund ownership — None
Other Accounts the Portfolio Managers are Managing
The table below indicates for each portfolio manager information about the accounts over which the portfolio manager has day-to-day investment responsibility. All information on the number of accounts and total assets in the table is as of October 31, 2008. For purposes of the table, “Other Pooled Investment Vehicles” may include investment partnerships and group trusts, and “Other Accounts” may include separate accounts for institutions or individuals, insurance company general or separate accounts, pension funds and other similar institutional accounts.
P O R T F O L I O M A N A G E R | O T H E R A C C O U N T S M A N A G E D B Y T H E P O R T F O L I O M A N A G E R S |
Barry H. Evans, CFA | Other Investment Companies: 5 accounts with assets of |
approximately $2.6 billion. | |
Other Pooled Investment Vehicles: None | |
Other Accounts: 90 accounts with assets of | |
approximately $2.1 billion. | |
Jeffrey N. Given, CFA | Other Investment Companies: 7 accounts with assets of |
approximately $4.5 billion. | |
Other Pooled Investment Vehicles: 2 accounts with assets of | |
approximately $82 million. | |
Other Accounts: 17 accounts with assets of | |
approximately $3.6 billion. |
46 | Income Securities Trust | Annual report |
Howard C. Greene, CFA | Other Investment Companies: 3 accounts with assets of |
approximately $1.2 billion. | |
Other Pooled Investment Vehicles: 2 accounts with assets of | |
approximately $82 million. | |
Other Accounts: 17 accounts with assets of | |
approximately $3.6 billion. |
Neither the Adviser or the Subadviser receives a fee based upon the investment performance of any of the accounts included under “Other Accounts Managed by the Portfolio Managers” in the table above.
When a portfolio manager is responsible for the management of more than one account, the potential arises for the portfolio manager to favor one account over another. For the reasons outlined below, the Fund does not believe that any material conflicts are likely to arise out of a portfolio manager’s responsibility for the management of the Fund as well as one or more other accounts. The Adviser and the Subadviser have adopted procedures, overseen by the Chief Compliance Officer, that are intended to monitor compliance with the policies referred to in the following paragraphs.
The Subadviser has policies that require a portfolio manager to allocate investment opportuni- ties in an equitable manner and generally to allocate such investments proportionately among all accounts with similar investment objectives.
When a portfolio manager intends to trade the same security for more than one account, the poli- cies of the Subadviser generally require that such trades for the individual accounts are aggregated so each account receives the same price. Where not possible or may not result in the best possible price, the Subadviser will place the order in a manner intended to result in as favorable a price as possible for such client.
The investment performance on specific accounts is not a factor in determining the portfolio manager’s compensation. See “Compensation of Portfolio Managers” below. Neither the Adviser nor the Subadviser receives a performance-based fee with respect to other accounts managed by the Fund’s portfolio managers.
The Subadviser imposes certain trading restrictions and reporting requirements for accounts in which a portfolio manager or certain family members have a personal interest in order to confirm that such accounts are not favored over other accounts.
The Subadviser seeks to avoid portfolio manager assignments with potentially conflicting situations. However, where a portfolio manager is responsible for accounts with differing investment objectives and policies, it is possible that the portfolio manager will conclude that it is in the best interest of one account to sell a portfolio security while another account continues to hold or increase the holding in such security.
Compensation of Portfolio Managers
The Subadviser has adopted a system of compensation for portfolio managers and others involved in the investment process that is applied consistently among investment professionals. At the Subadviser, the structure of compensation of investment professionals is currently comprised of the following basic components: fixed base salary, and an annual investment bonus plan, as well as customary benefits that are offered generally to all full-time employees of the Subadviser. A limited number of senior investment professionals, who serve as officers of both the Subadviser and its parent company, may also receive options or restricted stock grants of common shares of Manulife Financial.
Annual report | Income Securities Trust | 47 |
Only investment professionals are eligible to participate in the Investment Bonus Plan on an annual basis. While the amount of any bonus is discretionary, the following factors are generally used in determining bonuses: 1) The investment performance of all accounts managed by the investment professional over one-, three- and five-year periods are considered. The pre-tax performance of each account is measured relative to an appropriate peer group benchmark. 2) The profitability of the Subadviser and its parent company are also considered in determining bonus awards, with greater emphasis placed upon the profitability of the Adviser. 3) The more intangible contributions of an investment professional to the Subadviser’s business, including the investment professional’s support of sales activities, new fund/strategy idea generation, professional growth and development, and management, where applicable, are evaluating in determining the amount of any bonus award.
While the profitability of the Subadviser and the investment performance of the accounts that the investment professionals maintain are factors in determining an investment professional’s overall compensation, the investment professional’s compensation is not linked directly to the net asset value of any fund.
48 | Income Securities Trust | Annual report |
Trustees and Officers
This chart provides information about the Trustees and Officers who oversee your John Hancock fund. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.
Independent Trustees | ||
Name, Year of Birth | Number of | |
Position(s) held with Fund | Trustee | John Hancock |
Principal occupation(s) and other | of Fund | funds overseen |
directorships during past 5 years | since1 | by Trustee |
James F. Carlin, Born: 1940 | 2005 | 50 |
Chairman (since December 2007); Director and Treasurer, Alpha Analytical Laboratories, Inc. (chemical | ||
analysis) (since 1985); Part Owner and Treasurer, Lawrence Carlin Insurance Agency, Inc. (since 1995); | ||
Part Owner and Vice President, Mone Lawrence Carlin Insurance Agency, Inc. (until 2005); Chairman | ||
and Chief Executive Officer, Carlin Consolidated, Inc. (management/investments) (since 1987); Trustee, | ||
Massachusetts Health and Education Tax Exempt Trust (1993–2003). | ||
William H. Cunningham, Born: 1944 | 2005 | 50 |
Professor, University of Texas at Austin (since 1971); former Chancellor, University of Texas System and | ||
former President, University of Texas at Austin (until 2001); Chairman and Chief Executive Officer, IBT | ||
Technologies (until 2001); Director of the following: Hicks Acquisition Company I, Inc. (since 2007); | ||
Hire.com (until 2004), STC Broadcasting, Inc. and Sunrise Television Corp. (until 2001), Symtx, Inc. | ||
(electronic manufacturing) (since 2001), Adorno/Rogers Technology, Inc. (until 2004), Pinnacle Foods | ||
Corporation (until 2003), rateGenius (until 2003), Lincoln National Corporation (insurance) (since | ||
2006), Jefferson-Pilot Corporation (diversified life insurance company) (until 2006), New Century | ||
Equity Holdings (formerly Billing Concepts) (until 2001), eCertain (until 2001), ClassMap.com (until | ||
2001), Agile Ventures (until 2001), AskRed.com (until 2001), Southwest Airlines (since 2000), Introgen | ||
(manufacturer of biopharmaceuticals) (since 2000) and Viasystems Group, Inc. (electronic manufacturer) | ||
(until 2003); Advisory Director, Interactive Bridge, Inc. (college fundraising) (until 2001); Advisory | ||
Director, Q Investments (until 2003); Advisory Director, JPMorgan Chase Bank (formerly Texas Commerce | ||
Bank–Austin), LIN Television (until 2008), WilTel Communications (until 2003) and Hayes Lemmerz | ||
International, Inc. (diversified automotive parts supply company) (since 2003). | ||
Deborah C. Jackson,4 Born: 1952 | 2008 | 50 |
Chief Executive Officer, American Red Cross of Massachusetts Bay (since 2002); Board of Directors of | ||
Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation (since | ||
2001); Board of Directors of American Student Association Corp. (since 1996); Board of Directors of | ||
Boston Stock Exchange (2002–2008); Board of Directors of Harvard Pilgrim Healthcare (since 2007). | ||
Charles L. Ladner,2 Born: 1938 | 2004 | 50 |
Chairman and Trustee, Dunwoody Village, Inc. (retirement services) (until 2003); Senior Vice President | ||
and Chief Financial Officer, UGI Corporation (public utility holding company) (retired 1998); Vice | ||
President and Director, AmeriGas, Inc. (retired 1998); Director, AmeriGas Partners, L.P. (gas distribution) | ||
(until 1997); Director, EnergyNorth, Inc. (until 1997); Director, Parks and History Association (until 2005). | ||
Stanley Martin,2,4 Born: 1947 | 2008 | 50 |
Senior Vice President/Audit Executive, Federal Home Loan Mortgage Corporation (2004–2006); | ||
Executive Vice President/Consultant, HSBC Bank USA (2000–2003); Chief Financial Officer/Executive | ||
Vice President, Republic New York Corporation and Republic National Bank of New York (1998–2000); | ||
Partner, KPMG LLP (1971–1998). |
Annual report | Income Securities Trust | 49 |
Independent Trustees (continued) | ||
Name, Year of Birth | Number of | |
Position(s) held with Fund | Trustee | John Hancock |
Principal occupation(s) and other | of Fund | funds overseen |
directorships during past 5 years | since1 | by Trustee |
Dr. John A. Moore,2 Born: 1939 | 1996 | 50 |
President and Chief Executive Officer, Institute for Evaluating Health Risks (nonprofit institution) | ||
(until 2001); Senior Scientist, Sciences International (health research) (until 2003); Former Assistant | ||
Administrator and Deputy Administrator, Environmental Protection Agency; Principal, Hollyhouse | ||
(consulting) (since 2000); Director, CIIT Center for Health Science Research (nonprofit research) | ||
(until 2007). | ||
Patti McGill Peterson,2 Born: 1943 | 1996 | 50 |
Principal, PMP Globalinc (consulting) (since 2007); Senior Associate, Institute for Higher Education Policy | ||
(since 2007); Executive Director, CIES (international education agency) (until 2007); Vice President, | ||
Institute of International Education (until 2007); Senior Fellow, Cornell University Institute of Public | ||
Affairs, Cornell University (until 1998); Former President Wells College, St. Lawrence University and the | ||
Association of Colleges and Universities of the State of New York. Director of the following: Niagara | ||
Mohawk Power Corporation (until 2003); Security Mutual Life (insurance) (until 1997); ONBANK (until | ||
1993). Trustee of the following: Board of Visitors, The University of Wisconsin, Madison (since 2007); | ||
Ford Foundation, International Fellowships Program (until 2007); UNCF, International Development | ||
Partnerships (until 2005); Roth Endowment (since 2002); Council for International Educational Exchange | ||
(since 2003). | ||
Steven R. Pruchansky, Born: 1944 | 2005 | 50 |
Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director | ||
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First | ||
American Bank (since 2008); Managing Director, JonJames, LLC (real estate) (since 2000); Director, First | ||
Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, Maxwell | ||
Building Corp. (until 1991). | ||
Gregory A. Russo,2,4 Born: 1949 | 2008 | 22 |
Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman, Industrial | ||
Markets, KPMG (1998–2002). | ||
Non-Independent Trustees3 | ||
Name, Year of Birth | Number of | |
Position(s) held with Fund | Trustee | John Hancock |
Principal occupation(s) and other | of Fund | funds overseen |
directorships during past 5 years | since1 | by Trustee |
James R. Boyle, Born: 1959 | 2005 | 267 |
Executive Vice President, Manulife Financial Corporation (since 1999); Director and President, John | ||
Hancock Variable Life Insurance Company (since 2007); Director and Executive Vice President, John | ||
Hancock Life Insurance Company (since 2004); Chairman and Director, John Hancock Advisers, LLC (the | ||
Adviser), John Hancock Funds, LLC (John Hancock Funds) and The Berkeley Financial Group, LLC (The | ||
Berkeley Group) (holding company) (since 2005); Chairman and Director, John Hancock Investment | ||
Management Services, LLC (since 2006); Senior Vice President, The Manufacturers Life Insurance | ||
Company (U.S.A.) (until 2004). |
50 | Income Securities Trust | Annual report |
Principal officers who are not Trustees | |
Name, Year of Birth | |
Position(s) held with Fund | Officer |
Principal occupation(s) and other | of Fund |
directorships during past 5 years | since |
Keith F. Hartstein, Born: 1956 | 2005 |
President and Chief Executive Officer | |
Senior Vice President, Manulife Financial Corporation (since 2004); Director, President and Chief | |
Executive Officer, the Adviser, The Berkeley Group and John Hancock Funds, LLC (since 2005); Director, | |
MFC Global Investment Management (U.S.), LLC (MFC Global (U.S.)) (since 2005); Chairman and | |
Director, John Hancock Signature Services, Inc. (since 2005); Director, President and Chief Executive | |
Officer, John Hancock Investment Management Services, LLC (since 2006); President and Chief Executive | |
Officer, John Hancock Funds, John Hancock Funds II, John Hancock Funds III and John Hancock Trust | |
(since 2005); Director, Chairman and President, NM Capital Management, Inc. (since 2005); Member | |
and former Chairman, Investment Company Institute Sales Force Marketing Committee (since 2003); | |
Director, President and Chief Executive Officer, MFC Global (U.S.) (2005–2006); Executive Vice President, | |
John Hancock Funds, LLC (until 2005). | |
Thomas M. Kinzler, Born: 1955 | 2006 |
Secretary and Chief Legal Officer | |
Vice President and Counsel, John Hancock Life Insurance Company (U.S.A.) (since 2006); Secretary and | |
Chief Legal Officer, John Hancock Funds, John Hancock Funds II and John Hancock Trust (since 2006); | |
Vice President and Associate General Counsel, Massachusetts Mutual Life Insurance Company (1999– | |
2006); Secretary and Chief Legal Counsel, MML Series Investment Fund (2000–2006); Secretary and | |
Chief Legal Counsel, MassMutual Institutional Funds (2000–2004); Secretary and Chief Legal Counsel, | |
MassMutual Select Funds and MassMutual Premier Funds (2004–2006). | |
Francis V. Knox, Jr., Born: 1947 | 2005 |
Chief Compliance Officer | |
Vice President and Chief Compliance Officer, John Hancock Investment Management Services, LLC, | |
the Adviser and MFC Global (U.S.) (since 2005); Chief Compliance Officer, John Hancock Funds, John | |
Hancock Funds II, John Hancock Funds III and John Hancock Trust (since 2005); Vice President and | |
Assistant Treasurer, Fidelity Group of Funds (until 2004); Vice President and Ethics & Compliance Officer, | |
Fidelity Investments (until 2001). | |
Charles A. Rizzo, Born: 1957 | 2007 |
Chief Financial Officer | |
Chief Financial Officer, John Hancock Funds, John Hancock Funds II, John Hancock Funds III and John | |
Hancock Trust (since 2007); Assistant Treasurer, Goldman Sachs Mutual Fund Complex (registered | |
investment companies) (2005–2007); Vice President, Goldman Sachs (2005–2007); Managing Director | |
and Treasurer of Scudder Funds, Deutsche Asset Management (2003–2005); Director, Tax and Financial | |
Reporting, Deutsche Asset Management (2002–2003); Vice President and Treasurer, Deutsche Global | |
Fund Services (1999–2002). | |
Gordon M. Shone, Born: 1956 | 2006 |
Treasurer | |
Senior Vice President, John Hancock Life Insurance Company (U.S.A.) (since 2001); Treasurer, John | |
Hancock Funds (since 2006), John Hancock Funds II, John Hancock Funds III and John Hancock Trust | |
(since 2005); Vice President and Chief Financial Officer, John Hancock Trust (2003–2005); Vice President, | |
John Hancock Investment Management Services, LLC, John Hancock Advisers, LLC (since 2006) and The | |
Manufacturers Life Insurance Company (U.S.A.) (1998–2000). |
Annual report | Income Securities Trust | 51 |
Principal officers who are not Trustees (continued) | |
Name, Year of Birth | |
Position(s) held with Fund | Officer |
Principal occupation(s) and other | of Fund |
directorships during past 5 years | since |
John G. Vrysen, Born: 1955 | 2005 |
Chief Operating Officer | |
Senior Vice President, Manulife Financial Corporation (since 2006); Senior Vice President, John Hancock | |
Life Insurance Company (since 2004); Director, Executive Vice President and Chief Operating Officer, | |
the Adviser, The Berkeley Group and John Hancock Funds, LLC (since 2007); Director, Executive Vice | |
President and Chief Operating Officer, John Hancock Investment Management Services, LLC (since | |
2007); Chief Operating Officer, John Hancock Funds, John Hancock Funds II, John Hancock Funds III | |
and John Hancock Trust (since 2007); Director, Executive Vice President and Chief Financial Officer, | |
the Adviser, The Berkeley Group and John Hancock Funds, LLC (2005–2007); Director, Executive Vice | |
President and Chief Financial Officer, John Hancock Investment Management Services, LLC (2005–2007); | |
Executive Vice President and Chief Financial Officer, MFC Global (U.S.) (2005–2007); Director, John | |
Hancock Signature Services, Inc. (since 2005); Chief Financial Officer, John Hancock Funds, John Hancock | |
Funds II, John Hancock Funds III and John Hancock Trust (2005–2007); Vice President and General | |
Manager, John Hancock Fixed Annuities, U.S. Wealth Management (2004–2005); Vice President, | |
Operations, Manulife Wood Logan (2000–2004). |
The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.
The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Fund and is available without charge, upon request, by calling 1-800-225-5291.
1 Each Trustee serves until resignation, retirement age or until his or her successor is elected.
2 Member of Audit and Compliance Committee.
3 Non-Independent Trustee holds positions with the Fund’s investment adviser, underwriter and certain other affiliates.
4 Mr. Martin and Mr. Russo were appointed by the Board as Trustees on September 8, 2008 and Ms. Jackson was appointed effective October 1, 2008.
52 | Income Securities Trust | Annual report |
More information
Trustees | Investment adviser |
James F. Carlin, Chairman | John Hancock Advisers, LLC |
James R. Boyle† | |
William H. Cunningham | Subadviser |
Deborah C. Jackson | MFC Global Investment |
Charles L. Ladner* | Management (U.S.), LLC |
Stanley Martin* | |
Dr. John A. Moore* | Custodian |
Patti McGill Peterson* | The Bank of New York Mellon |
Steven R. Pruchansky | |
Gregory A. Russo* | Transfer agent for common shareholders |
*Members of the Audit Committee | Mellon Investor Services |
†Non-Independent Trustee | |
Legal counsel | |
Officers | K&L Gates LLP |
Keith F. Hartstein | |
President and Chief Executive Officer | Independent registered |
public accounting firm | |
Thomas M. Kinzler | PricewaterhouseCoopers LLP |
Secretary and Chief Legal Officer | |
Stock symbol | |
Francis V. Knox, Jr. | Listed New York Stock Exchange: JHS |
Chief Compliance Officer | |
For shareholder assistance | |
Charles A. Rizzo | refer to page 41 |
Chief Financial Officer | |
Gordon M. Shone | |
Treasurer | |
John G. Vrysen | |
Chief Operating Officer |
Additional information about your fund is available without charge in several ways. As required by the SEC, you can access proxy voting information and quarterly portfolio information on your fund. The proxy voting information includes a description of proxy voting policies, procedures and information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30. The quarterly portfolio information that includes a complete list of the fund’s holdings for the first and third quarters of the fund’s fiscal period is filed on Form N-Q. You have access to this information:
By phone | On the fund’s Website | At the SEC |
1-800-852-0218 | www.jhfunds.com | www.sec.gov |
1-800-SEC-0330 | ||
SEC Public Reference Room | ||
You can also contact us: | ||
Regular mail: | ||
Mellon Investor Services | ||
Newport Office Center VII | ||
480 Washington Boulevard | ||
Jersey City, NJ 07310 |
Month-end portfolio holdings are available at www.jhfunds.com.
Annual report | Income Securities Trust | 53 |
1-800-852-0218
1-800-231-5469 TDD
1-800-843-0090 EASI-Line
www.jhfunds.com
PRESORTED
STANDARD
U.S. POSTAGE
PAID
MIS
P600A 10/08
12/08
ITEM 2. CODE OF ETHICS.
As of the end of the period, October 31, 2008, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Chief Executive Officer, Chief Financial Officer and Treasurer (respectively, the principal executive officer, the principal financial officer and the principal accounting officer, the “Senior Financial Officers”). A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Charles L. Ladner is the audit committee financial expert and is “independent”, pursuant to general instructions on Form N-CSR Item 3.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Audit Fees
The aggregate fees billed for professional services rendered by the principal accountant(s) for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant(s) in connection with statutory and regulatory filings or engagements amounted to $44,920 for the fiscal period ended October 31, 2008 (the registrant changed the fiscal year end to October 31) and $26,250 for the fiscal year ended December 31, 2007. These fees were billed to the registrant and were approved by the registrant’s audit committee.
(b) Audit-Related Services
Audit-related fees amounted to $18,645 for the fiscal period ended October 31, 2008 and $0 for the fiscal year ended December 31, 2007 billed to the registrant or 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 adviser that provides ongoing services to the registrant ("control affiliates").
(c) Tax Fees
The aggregate fees billed for professional services rendered by the principal accountant(s) for the tax compliance, tax advice and tax planning (“tax fees”) amounted to $3,500 for the fiscal period ended October 31, 2008 and $3,500 for the fiscal year ended December 31, 2007. The nature of the services comprising the tax fees was the review of the registrant’s income tax returns and tax distribution requirements. These fees were billed to the registrant and were approved by the registrant’s audit committee. There were no tax fees billed to the control affiliates.
(d) All Other Fees
The all other fees billed to the registrant for products and services provided by the principal accountant were $0 for the fiscal period ended October 31, 2008 and $3,000 for the fiscal year ended December 31, 2007. There were no other fees during the fiscal period ended October 31, 2008 and the fiscal year ended December 31, 2007 billed to control affiliates for products and services provided by the principal accountant. The nature of the services comprising the all other fees was related to the principal accountant’s report on the registrant’s Eligible Asset Coverage. These fees were approved by the registrant’s audit committee.
(e)(1) Audit Committee Pre-Approval Policies and Procedures:
The trust’s Audit Committee must pre-approve all audit and non-audit services provided by the independent registered public accounting firm (the “Auditor”) relating to the operations or financial reporting of the funds. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.
The trust’s Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee’s consideration of audit-related and non-audit services by the Auditor. The policies and procedures require that any audit-related and non-audit service provided by the Auditor and any non-audit service provided by the Auditor to a fund service provider that relates directly to the operations and financial reporting of a fund are subject to approval by the Audit Committee before such service is provided. Audit-related services provided by the Auditor that are expected to exceed $25,000 per instance/per fund are subject to specific pre-approval by the Audit Committee. Tax services provided by the Auditor that are expected to exceed $30,000 per instance/per fund are subject to specific pre-approval by the Audit Committee.
All audit services, as well as the audit-related and non-audit services that are expected to exceed the amounts stated above, must be approved in advance of provision of the service by formal resolution of the Audit Committee. At the regularly scheduled Audit Committee meetings, the Committee reviews a report summarizing the services, including fees, provided by the Auditor.
(e)(2) Services approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X:
Audit-Related Fees, Tax Fees and All Other Fees:
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.
(f) According to the registrant’s principal accountant, for the fiscal period ended October 31, 2008, the percentage of hours spent on the audit of the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons who were not full-time, permanent employees of principal accountant was less than 50%.
(g) The aggregate non-audit fees billed by the registrant's accountant(s) for services rendered to the registrant and rendered to the registrant's control affiliates for each of the last two fiscal years of the registrant were $4,591,272 for the fiscal period ended October 31, 2008, and $1,553,823 for the fiscal year ended December 31, 2007.
(h) The audit committee of the registrant has considered the non-audit services provided by the registrant’s principal accountant(s) to the control affiliates and has determined that the services that were not pre-approved are compatible with maintaining the principal accountant(s)' independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
The registrant has a separately-designated standing audit committee comprised of independent trustees. The members of the audit committee are as follows:
Dr. John A. Moore - Chairman
Charles L. Ladner
Patti McGill Peterson
ITEM 6. SCHEDULE OF INVESTMENTS.
Not applicable.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
See attached exhibit "Proxy Voting and Procedures".
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Information about the portfolio managers
Management Biographies and Fund ownership
Below is an alphabetical list of the portfolio managers who share joint responsibility for the day-to-day investment management of the Fund. It provides a brief summary of their business careers over the past five years and their range of beneficial share ownership in the Fund as of October 31, 2008.
Barry H. Evans, CFA
President, Chief Fixed Income Officer and Chief Operating Officer, MFC Global Investment
Management (U.S.), LLC since 2005
Senior Vice President, John Hancock Advisers LLC (1986–2005)
Began business career in 1986
Joined fund team in 2002
Fund ownership — $10,001–$50,000
Jeffrey N. Given, CFA
Vice President, MFC Global Investment Management (U.S.), LLC since 2005
Second Vice President, John Hancock Advisers LLC (1993–2005)
Began business career in 1993
Joined fund team in 1999
Fund ownership — $1–$10,000
Howard C. Greene, CFA
Senior Vice President, MFC Global Investment Management (U.S.), LLC since 2005
Senior Vice President, John Hancock Advisers LLC (2002–2005)
Vice President at Sun Life Financial Services Company of Canada (1987–2002)
Began business career in 1979
Joined fund team in 2005
Fund ownership — None
Other Accounts the Portfolio Managers are Managing
The table below indicates for each portfolio manager information about the accounts over which the portfolio manager has day-to-day investment responsibility. All information on the number of accounts and total assets in the table is as of October 31, 2008. For purposes of the table, “Other Pooled Investment Vehicles” may include investment partnerships and group trusts, and “Other Accounts” may include separate accounts for institutions or individuals, insurance company general or separate accounts, pension funds and other similar institutional accounts.
PORTFOLIO MANAGER | OTHER ACCOUNTS MANAGED BY THE PORTFOLIO MANAGERS |
Barry H. Evans, CFA | Other Investment Companies: 5 accounts with assets of |
approximately $2.6 billion. | |
Other Pooled Investment Vehicles: None | |
Other Accounts: 90 accounts with assets of | |
approximately $2.1 billion. | |
Jeffrey N. Given, CFA | Other Investment Companies: 7 accounts with assets of |
approximately $4.5 billion. | |
Other Pooled Investment Vehicles: 2 accounts with assets of | |
approximately $82 million. | |
Other Accounts: 17 accounts with assets of | |
approximately $3.6 billion. | |
Howard C. Greene, CFA | Other Investment Companies: 3 accounts with assets of |
approximately $1.2 billion. | |
Other Pooled Investment Vehicles: 2 accounts with assets of | |
approximately $82 million. | |
Other Accounts: 17 accounts with assets of | |
approximately $3.6 billion. |
Neither the Adviser or the Subadviser receives a fee based upon the investment performance of any of the accounts included under “Other Accounts Managed by the Portfolio Managers” in the table above.
When a portfolio manager is responsible for the management of more than one account, the potential arises for the portfolio manager to favor one account over another. For the reasons outlined below, the Fund does not believe that any material conflicts are likely to arise out of a
portfolio manager’s responsibility for the management of the Fund as well as one or more other accounts. The Adviser and the Subadviser have adopted procedures, overseen by the Chief Compliance Officer, that are intended to monitor compliance with the policies referred to in the following paragraphs.
• The Subadviser has policies that require a portfolio manager to allocate investment opportunities in an equitable manner and generally to allocate such investments proportionately among all accounts with similar investment objectives.
• When a portfolio manager intends to trade the same security for more than one account, the policies of the Subadviser generally require that such trades for the individual accounts are aggregated so each account receives the same price. Where not possible or may not result in the best possible price, the Subadviser will place the order in a manner intended to result in as favorable a price as possible for such client.
• The investment performance on specific accounts is not a factor in determining the portfolio manager’s compensation. See “Compensation of Portfolio Managers” below. Neither the Adviser nor the Subadviser receives a performance-based fee with respect to other accounts managed by the Fund’s portfolio managers.
• The Subadviser imposes certain trading restrictions and reporting requirements for accounts in which a portfolio manager or certain family members have a personal interest in order to confirm that such accounts are not favored over other accounts.
• The Subadviser seeks to avoid portfolio manager assignments with potentially conflicting situations. However, where a portfolio manager is responsible for accounts with differing investment objectives and policies, it is possible that the portfolio manager will conclude that it is in the best interest of one account to sell a portfolio security while another account continues to hold or increase the holding in such security.
Compensation of Portfolio Managers
The Subadviser has adopted a system of compensation for portfolio managers and others involved in the investment process that is applied consistently among investment professionals. At the Subadviser, the structure of compensation of investment professionals is currently comprised of the following basic components: fixed base salary, and an annual investment bonus plan, as well as customary benefits that are offered generally to all full-time employees of the Subadviser. A limited number of senior investment professionals, who serve as officers of both the Subadviser and its parent company, may also receive options or restricted stock grants of common shares of Manulife Financial.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There were no material changes to previously disclosed John Hancock Funds – Governance Committee Charter.
ITEM 11. 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 registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.
ITEM 12. EXHIBITS.
(a)(1) Code of Ethics for Senior Financial Officers is attached.
(a)(2) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached.
(b)(1) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and Rule 30a-2(b) under the Investment Company Act of 1940, are attached. The certifications furnished pursuant to this paragraph are not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section. Such certifications are not deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that the Registrant specifically incorporates them by reference.
(c)(1) Proxy Voting Policies and Procedures are attached.
(c)(2) Submission of Matters to a Vote of Security Holders is attached. See attached "John Hancock Funds - Governance Committee Charter".
(c)(3) Contact person at the registrant.
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.
John Hancock Income Securities Trust
By: /s/ Keith F. Hartstein
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Keith F. Hartstein
President and Chief Executive Officer
Date: December 16, 2008
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/ Keith F. Hartstein
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Keith F. Hartstein
President and Chief Executive Officer
Date: December 16, 2008
By: /s/ Charles A. Rizzo
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Charles A. Rizzo
Chief Financial Officer
Date: December 16, 2008