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 No. 811-05012
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CREDIT SUISSE ASSET MANAGEMENT INCOME FUND, INC.
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(Exact Name of Registrant as Specified in Charter)
One Madison Avenue, New York, New York 10010
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(Address of Principal Executive Offices) (Zip Code)
John G. Popp
Credit Suisse Asset Management Income Fund, Inc.
One Madison Avenue
New York, New York 10010
Registrant’s telephone number, including area code: (212) 325-2000
Date of fiscal year end: December 31st
Date of reporting period: January 1, 2014 to December 31, 2014
Item 1. Reports to Stockholders.
Credit Suisse Asset Management
Income Fund, Inc.
One Madison Avenue
New York, NY 10010
Directors
Steven N. Rappaport
Chairman of the Board
Enrique R. Arzac
Terry Fires Bovarnick
James J. Cattano
Lawrence J. Fox
John G. Popp
Officers
John G. Popp
Chief Executive Officer and President
Thomas J. Flannery
Chief Investment Officer
Emidio Morizio
Chief Compliance Officer
Joanne Doldo
Chief Legal Officer
Bruce Rosenberg
Chief Financial Officer
Karen Regan
Senior Vice President and Secretary
Rocco DelGuercio
Treasurer
Investment Adviser
Credit Suisse Asset Management, LLC
One Madison Avenue
New York, NY 10010
Administrator and Custodian
State Street Bank and Trust Co.
One Lincoln Street
Boston, MA 02111
Shareholder Servicing Agent
Computershare Trust Company, N.A.
P.O. Box 30170
College Station, TX 77842-3170
Legal Counsel
Willkie Farr & Gallagher LLP
787 7th Avenue
New York, NY 10019
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
300 Madison Avenue
New York, NY 10017
Credit Suisse Asset Management
Income Fund, Inc.
ANNUAL REPORT
December 31, 2014
![LOGO](https://capedge.com/proxy/N-CSR/0001193125-15-074567/g858770g04f91.jpg)
Credit Suisse Asset Management Income Fund, Inc.
Annual Investment Adviser’s Report
December 31, 2014 (unaudited)
January 26, 2015
Dear Shareholder:
We are pleased to present the Annual Report covering the activities of the Credit Suisse Asset Management Income Fund, Inc. (the “Fund”), for the 12-months ended December 31, 2014.
Performance Summary
01/01/14 – 12/31/14
| | | | |
Fund & Benchmark | | Performance | |
Total Return (based on NAV)1 | | | 1.92 | % |
Total Return (based on market value)1 | | | (0.09 | )% |
BofA Merrill Lynch US High Yield Master II Constrained Index2 | | | 2.51 | % |
Market Review: A Mixed Period for Fixed Income and High Yield
The 12-months ended December 31, 2014 was a mixed one for fixed income and high yield. After a robust first half of the year, the latter half of 2014 was weak for the high yield market. A steep decline in the price of oil contributed to negative returns in the energy sector, which in turn, was a drag on overall market sentiment and market returns. For the third and fourth quarters of 2014, the high yield market, as measured by the BofA Merrill Lynch US High Yield Master II Constrained Index (the “Index”), the Fund’s benchmark, was down 1.92% and 1.06%, respectively, and, for the year, the Index returned 2.51%.
Both yields and spreads for the high yield market widened for the period to end the year at 6.65% and 513 basis points, respectively. In comparison, at the end of December 2013, the yield was 5.67% and the spread was 418 basis points.
From a ratings perspective, higher rated bonds outperformed for the year, with BB-rated returning more than 5.3%, while CCC-rated and CC-rated returning a negative 1.80% and a negative 1.51%, respectively.
Though still well below historical averages, 2014 saw an increase in the par-weighted default rate, which ended the year at 2.96%. The increase was largely attributed to the default of Energy Futures (“TXU”), a utility company. Excluding TXU, JP Morgan reports that the default rate would have fallen to 1.63%. In comparison, the 2013 default rate was 0.66% and the long-term average is 3.8%.
New issuance continued to be robust, with high yield bond volume totaling $356 billion for 2014—although this is 11% below 2013’s record $399 billion volume.
Portfolio Review and Outlook: Rates Have Bottomed
For the 12-months ended December 31, 2014, the Fund underperformed the Index on both a market price and NAV basis. Allocations to CCC-rated investments contributed positively to performance while an underweight to BB-rated securities, which benefitted from a rally in U.S. Treasuries, detracted from relative performance. Additionally, security selection in the metals, chemicals and building sectors also added to returns. In contrast, weightings in oil and banking detracted from performance.
Positioning within the Fund has focused on names that offer compelling risk-return characteristics. The Fund continued to overweight B-rated securities while underweight interest sensitive BB-rated bonds. Trading has focused on areas within the high-yield market that exhibit value. Depending on the market environment, this has varied between compelling secondary opportunities and the new issues coming with price concessions. As we head into 2015, we look to selectively take advantage of any market dislocations.
The fundamental backdrop continues to be constructive and default rate expectations for the high-yield market continue to remain below historical averages. However, sector risk has increased and default rates have resided at
1
Credit Suisse Asset Management Income Fund, Inc.
Annual Investment Adviser’s Report (continued)
December 31, 2014 (unaudited)
all-time lows for a few years. We believe that the market has experienced a bottom in default rates and though we do not expect a meaningful pick-up, we expect that rates will slowly increase. In addition, sentiment appears to have weakened over the past few months and mutual fund flows have fluctuated.
The high-yield market has enjoyed a long period of low volatility coupled with strong returns over the past few years and there has been little dispersion among sectors. With an increase in market volatility in the past few months, a decline in oil prices, and expected divergence in growth among countries, we expect security and sector selection to be an increasingly important contributor to returns.
| | |
![LOGO](https://capedge.com/proxy/N-CSR/0001193125-15-074567/g858770g36w69.jpg) | | ![LOGO](https://capedge.com/proxy/N-CSR/0001193125-15-074567/g858770g08q84.jpg) |
Thomas J. Flannery | | John G. Popp |
Chief Investment Officer* | | Chief Executive Officer and President** |
High-yield bonds are lower-quality bonds that are also known as “junk bonds.” Such bonds entail greater risks than those found in higher-rated securities.
In addition to historical information, this report contains forward-looking statements, which may concern, among other things, domestic and foreign market, industry and economic trends and developments and government regulation and their potential impact on the Fund’s investments. These statements are subject to risks and uncertainties and actual trends, developments and regulations in the future, and their impact on the Fund could be materially different from those projected, anticipated or implied. The Fund has no obligation to update or revise forward-looking statements.
The views of the Fund’s management are as of the date of the letter and the Fund holdings described in this document are as of December 31, 2014; these views and Fund holdings may have changed subsequent to these dates. Nothing in this document is a recommendation to purchase or sell securities.
1 | Assuming reinvestment of dividends of $0.276 per share. |
2 | The BofA Merrill Lynch U.S. High Yield Master II Constrained Index is an unmanaged index that tracks the performance of below investment-grade U.S. dollar-denominated corporate bonds issued in the U.S. domestic market, where each issuer’s allocation is limited to 2% of the Index. An index does not have transaction costs; investors cannot invest directly in an index. |
* | Thomas J. Flannery, Managing Director, is the Head of the Credit Suisse U.S. High Yield Management Team. Mr. Flannery joined Credit Suisse Asset Management, LLC (“Credit Suisse”) in June 2010. He is a portfolio manager for Performing Credit Strategies (“PCS”) within the Asset Management business of Credit Suisse Group AG with responsibility for originating and analyzing investment opportunities. Mr. Flannery is also a member of the PCS Investment Committee and is currently a high yield bond portfolio manager and trader for PCS. Mr. Flannery joined Credit Suisse AG in 2000 from First Dominion Capital, LLC where he was an Associate. Mr. Flannery holds a B.S. in Finance from Georgetown University. |
** | John G. Popp is a Managing Director of Credit Suisse and Group Head and Chief Investment Officer of the Credit Investments Group (“CIG”), with primary responsibility for making investment decisions and monitoring processes for CIG’s global investment strategies. Mr. Popp is a Member of the Board of Directors of Credit Suisse Asset Management Securities, Inc. and serves on the Operating Committee of Credit Suisse Asset Management, LLC. Mr. Popp also serves as the Chief Executive Officer of the Credit Suisse Funds, as well as serving as Director, Chief Executive Officer and President for the Credit Suisse Asset Management Income Fund, Inc. and Trustee, Chief Executive Officer and President of the Credit Suisse High Yield Bond Fund. Mr. Popp has been associated with Credit Suisse since 1997. |
2
Credit Suisse Asset Management Income Fund, Inc.
Annual Investment Adviser’s Report (continued)
December 31, 2014 (unaudited)
Credit Quality Breakdown*
(% of Total Investments as of December 31, 2014)
S&P Ratings
| | | | |
BBB | | | 1.1 | % |
BB | | | 25.4 | |
B | | | 49.4 | |
CCC | | | 18.0 | |
NR | | | 4.6 | |
| | | | |
Subtotal | | | 98.5 | |
Equity and Other | | | 0.2 | |
Short-Term Investment1 | | | 1.3 | |
| | | | |
Total | | | 100.0 | % |
| | | | |
* | Expressed as a percentage of total investments (excluding securities lending collateral if applicable) and may vary over time. |
1 | Primarily reflects cash invested in State Street Bank and Trust Co. Euro Time Deposit, for which the purchases of securities have been executed but not yet settled at December 31, 2014, if applicable. |
Average Annual Returns
December 31, 2014 (unaudited)
| | | | | | | | | | | | | | | | |
| | 1 Year | | | 3 Years | | | 5 Years | | | 10 Years | |
Net Asset Value (NAV) | | | 1.92% | | | | 8.60% | | | | 9.13% | | | | 7.48% | |
Market Value | | | (0.09)% | | | | 4.71% | | | | 8.31% | | | | 6.72% | |
Total investment return at net asset value is based on changes in the net asset value of fund shares and assumes reinvestment of dividends and distributions, if any. Total investment return at market value is based on changes in the market price at which the Fund’s shares traded on the stock exchange during the period and assumes reinvestment of dividends and distributions, if any, at actual prices pursuant to the Fund’s dividend reinvestment program. Because the Fund’s shares trade in the stock market based on investor demand, the Fund may trade at a price higher or lower than its NAV. Therefore, returns are calculated based on share price and NAV. Past performance is no guarantee of future results. The current performance of the Fund may be lower or higher than the figures shown. The Fund’s yield, return and market price and NAV will fluctuate. Performance information current to the most recent month-end is available by calling 1-800-293-1232.
The annualized gross and net expense ratios are 0.71%.
3
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| CORPORATE BONDS (78.4%) | | | | | | | | | | | | | | |
| Airlines (0.3%) | | | | | | | | | | | | | | |
$ | 500 | | | Continental Airlines 2012-3, Class C Pass Thru Certificates | | (B+, Ba3) | | | 04/29/18 | | | | 6.125 | | | $ | 531,250 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Auto Parts & Equipment (1.9%) | | | | | | | | | | | | | | |
| 180 | | | Lear Corp., Company Guaranteed Notes (Callable 03/15/15 @ 104.06) | | (BB, Ba2) | | | 03/15/20 | | | | 8.125 | | | | 189,900 | |
| 500 | | | Meritor, Inc., Company Guaranteed Notes (Callable 06/15/16 @ 105.06)§ | | (B, B3) | | | 06/15/21 | | | | 6.750 | | | | 525,000 | |
| 1,150 | | | MPG Holdco I, Inc., Rule 144A, Company Guaranteed Notes (Callable 10/15/17 @ 105.53)‡ | | (B+, B3) | | | 10/15/22 | | | | 7.375 | | | | 1,190,250 | |
| 1,750 | | | UCI International, Inc., Global Company Guaranteed Notes (Callable 02/15/15 @ 104.31) | | (CCC, Caa1) | | | 02/15/19 | | | | 8.625 | | | | 1,680,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 3,585,150 | |
| | | | | | | | | | | | | | | | | | |
| Banking (0.5%) | | | | | | | | | | | | | | |
| 1,000 | | | CCRE Finance Corp., Rule 144A, Company Guaranteed Notes (Callable 02/15/15 @ 105.81)‡ | | (B+, B1) | | | 02/15/18 | | | | 7.750 | | | | 1,037,500 | |
| 0 | L | | FCC Holdings Finance Subsidiary, Inc., Rule 144A, Senior Unsecured Notes (Callable 02/02/15 @ 100.00)‡^K | | (CCC+, Ca) | | | 12/15/15 | | | | 13.000 | | | | 19 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,037,519 | |
| | | | | | | | | | | | | | | | | | |
| Building & Construction (0.7%) | | | | | | | | | | | | | | |
| 1,000 | | | AV Homes, Inc., Rule 144A, Senior Unsecured Notes (Callable 07/01/16 @ 106.38)‡ | | (B-, Caa1) | | | 07/01/19 | | | | 8.500 | | | | 968,750 | |
| 500 | | | K Hovnanian Enterprises, Inc., Global Senior Secured Notes | | (CCC+, Ba3) | | | 11/01/21 | | | | 2.000 | | | | 342,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,311,250 | |
| | | | | | | | | | | | | | | | | | |
| Building Materials (3.3%) | | | | | | | | | | | | | | |
| 2,000 | | | Euramax International, Inc., Global Senior Secured Notes (Callable 02/02/15 @ 104.75)§ | | (B-, Caa2) | | | 04/01/16 | | | | 9.500 | | | | 1,870,000 | |
| 1,000 | | | Headwaters, Inc., Global Company Guaranteed Notes (Callable 01/15/16 @ 103.63) | | (CCC+, Caa1) | | | 01/15/19 | | | | 7.250 | | | | 1,045,000 | |
| 1,850 | | | Headwaters, Inc., Global Secured Notes (Callable 04/01/15 @ 103.81) | | (B+, B1) | | | 04/01/19 | | | | 7.625 | | | | 1,937,875 | |
| 1,288 | | | Interline Brands, Inc.,10.000% Cash,10.750% PIK, Global Senior Unsecured Notes (Callable 02/02/15 @ 105.00)1 | | (CCC+, Caa2) | | | 11/15/18 | | | | 20.750 | | | | 1,352,400 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 6,205,275 | |
| | | | | | | | | | | | | | | | | | |
| Chemicals (4.8%) | | | | | | | | | | | | | | |
| 150 | | | Axalta Coating Systems Dutch Holding B, Rule 144A, Company Guaranteed Notes (Callable 02/04/16 @ 105.53)§‡ | | (B-, Caa1) | | | 05/01/21 | | | | 7.375 | | | | 159,750 | |
| 1,350 | | | Calcipar S.A., Rule 144A, Senior Secured Notes (Callable 05/01/15 @ 103.44)‡ | | (BB, Ba3) | | | 05/01/18 | | | | 6.875 | | | | 1,363,500 | |
| 500 | | | Chemtura Corp., Company Guaranteed Notes (Callable 07/15/16 @ 104.31) | | (BB-, B1) | | | 07/15/21 | | | | 5.750 | | | | 490,000 | |
| 1,450 | | | GrafTech International Ltd., Global Company Guaranteed Notes (Callable 11/15/16 @ 103.19)§ | | (BB-, Ba3) | | | 11/15/20 | | | | 6.375 | | | | 1,210,750 | |
| 500 | | | Ineos Finance PLC, Rule 144A, Senior Secured Notes (Callable 05/01/15 @ 105.63)§‡ | | (BB-, Ba3) | | | 05/01/20 | | | | 7.500 | | | | 526,875 | |
| 750 | | | Ineos Group Holdings S.A., Rule 144A, Company Guaranteed Notes (Callable 02/15/16 @ 102.94)§‡ | | (B-, B3) | | | 02/15/19 | | | | 5.875 | | | | 712,500 | |
| 350 | | | Ineos Group Holdings S.A., Rule 144A, Company Guaranteed Notes (Callable 05/15/15 @ 103.25)§‡ | | (B-, B3) | | | 08/15/18 | | | | 6.125 | | | | 337,750 | |
| 1,360 | | | OMNOVA Solutions, Inc., Global Company Guaranteed Notes (Callable 02/02/15 @ 103.94)§ | | (B-, B2) | | | 11/01/18 | | | | 7.875 | | | | 1,377,000 | |
| 1,125 | | | Polymer Group, Inc., Global Senior Secured Notes (Callable 02/02/15 @ 103.88) | | (B-, B2) | | | 02/01/19 | | | | 7.750 | | | | 1,171,406 | |
| 1,000 | | | Polymer Group, Inc., Rule 144A, Company Guaranteed Notes (Callable 12/01/15 @ 105.16)‡ | | (CCC+, Caa1) | | | 06/01/19 | | | | 6.875 | | | | 963,750 | |
| 276 | | | Reichhold Industries, Inc., 9.000% Cash, 11.000% PIK, Rule 144A, Senior Secured Notes (Callable 02/02/15 @ 100.00)‡1 | | (NR, NR) | | | 05/08/17 | | | | 20.000 | | | | 158,861 | |
| 500 | | | Taminco Global Chemical Corp., Rule 144A, Secured Notes (Callable 01/05/15 @ 107.31)‡ | | (NR, Caa1) | | | 03/31/20 | | | | 9.750 | | | | 548,125 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 9,020,267 | |
| | | | | | | | | | | | | | | | | | |
| Consumer Products (1.5%) | | | | | | | | | | | | | | |
| 1,595 | | | Alphabet Holding Co., Inc., 8.500% PIK, Global Senior Unsecured Notes (Callable 02/02/15 @ 102.00)1 | | (CCC+, Caa1) | | | 11/01/17 | | | | 8.500 | | | | 1,355,750 | |
| 1,125 | | | NBTY, Inc., Global Company Guaranteed Notes (Callable 02/02/15 @ 104.50) | | (B-, B3) | | | 10/01/18 | | | | 9.000 | | | | 1,141,875 | |
See Accompanying Notes to Financial Statements.
4
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| CORPORATE BONDS | | | | | | | | | | | | | | |
| Consumer Products | | | | | | | | | | | | | | |
$ | 400 | | | Prestige Brands, Inc., Global Company Guaranteed Notes (Callable 02/01/16 @ 104.06) | | (B-, Caa1) | | | 02/01/20 | | | | 8.125 | | | $ | 428,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 2,925,625 | |
| | | | | | | | | | | | | | | | | | |
| Consumer/Commercial/Lease Financing (1.1%) | | | | | | | | | | | | | | |
| 475 | | | Ally Financial, Inc., Global Senior Unsecured Notes | | (BB+, B1) | | | 11/18/19 | | | | 3.750 | | | | 469,062 | |
| 1,875 | | | Infinity Acquisition Finance Corp., Rule 144A, Senior Secured Notes (Callable 08/01/17 @ 103.63)‡ | | (CCC+, Caa2) | | | 08/01/22 | | | | 7.250 | | | | 1,706,250 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 2,175,312 | |
| | | | | | | | | | | | | | | | | | |
| Diversified Capital Goods (1.4%) | | | | | | | | | | | | | | |
| 1,000 | | | Anixter, Inc., Global Company Guaranteed Notes | | (BB, Ba3) | | | 05/01/19 | | | | 5.625 | | | | 1,060,000 | |
| 1,550 | | | Belden, Inc., Rule 144A, Company Guaranteed Notes (Callable 09/01/17 @ 102.75)‡ | | (B+, Ba3) | | | 09/01/22 | | | | 5.500 | | | | 1,546,125 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 2,606,125 | |
| | | | | | | | | | | | | | | | | | |
| Electric - Generation (0.7%) | | | | | | | | | | | | | | |
| 1,250 | | | Dynegy Finance II, Inc., Rule 144A, Senior Secured Notes (Callable 11/01/19 @ 103.81)‡ | | (B+, B3) | | | 11/01/24 | | | | 7.625 | | | | 1,276,563 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Energy - Exploration & Production (5.7%) | | | | | | | | | | | | | | |
| 2,230 | | | Bonanza Creek Energy, Inc., Global Company Guaranteed Notes (Callable 04/15/17 @ 103.38) | | (B-, B3) | | | 04/15/21 | | | | 6.750 | | | | 1,973,550 | |
| 1,200 | | | Comstock Resources, Inc., Company Guaranteed Notes (Callable 04/01/15 @ 103.88)§ | | (B-, B3) | | | 04/01/19 | | | | 7.750 | | | | 858,000 | |
| 1,975 | | | EPL Oil & Gas, Inc., Global Company Guaranteed Notes (Callable 02/15/15 @ 104.13)§ | | (B, B3) | | | 02/15/18 | | | | 8.250 | | | | 1,510,875 | |
| 1,000 | | | Harkand Finance, Inc., Reg S, Rule 144A, Senior Secured Notes (Callable 03/28/16 @ 104.50)‡2 | | (NR, NR) | | | 03/28/19 | | | | 7.500 | | | | 835,000 | |
| 600 | | | Memorial Production Finance Corp., Global Company Guaranteed Notes (Callable 05/01/17 @ 103.81) | | (B-, Caa1) | | | 05/01/21 | | | | 7.625 | | | | 483,000 | |
| 475 | | | Oasis Petroleum, Inc., Company Guaranteed Notes (Callable 11/01/16 @ 103.25) | | (B+, B2) | | | 11/01/21 | | | | 6.500 | | | | 434,625 | |
| 895 | | | Oasis Petroleum, Inc., Global Company Guaranteed Notes (Callable 09/15/17 @ 103.44)§ | | (B+, B2) | | | 03/15/22 | | | | 6.875 | | | | 818,925 | |
| 1,510 | | | PDC Energy, Inc., Global Company Guaranteed Notes (Callable 10/15/17 @ 103.88) | | (B-, B3) | | | 10/15/22 | | | | 7.750 | | | | 1,442,050 | |
| 1,200 | | | Stone Energy Corp., Global Company Guaranteed Notes (Callable 11/15/17 @ 103.75) | | (B-, B3) | | | 11/15/22 | | | | 7.500 | | | | 1,038,000 | |
| 1,124 | | | W&T Offshore, Inc., Global Company Guaranteed Notes (Callable 06/15/15 @ 104.25) | | (B-, B3) | | | 06/15/19 | | | | 8.500 | | | | 741,840 | |
| 650 | | | Whiting Petroleum Corp., Company Guaranteed Notes (Callable 12/15/20 @ 100.00)§ | | (BB+, Ba2) | | | 03/15/21 | | | | 5.750 | | | | 604,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 10,740,365 | |
| | | | | | | | | | | | | | | | | | |
| Food - Wholesale (0.3%) | | | | | | | | | | | | | | |
| 600 | | | Smithfield Foods, Inc., Rule 144A, Senior Unsecured Notes (Callable 08/01/16 @ 104.41)‡ | | (BB-, B2) | | | 08/01/21 | | | | 5.875 | | | | 613,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Forestry & Paper (0.0%) | | | | | | | | | | | | | | |
| 1,000 | | | Stone & Webster, Inc.^K• | | (NR, NR) | | | 10/23/19 | | | | 0.000 | | | | 3,750 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Gaming (0.8%) | | | | | | | | | | | | | | |
| 580 | | | Choctaw Resort Development Enterprise, Rule 144A, Senior Unsecured Notes (Callable 02/02/15 @ 100.00)‡ | | (B-, Caa1) | | | 11/15/19 | | | | 7.250 | | | | 577,100 | |
| 750 | | | Safari Holding Verwaltungs GmbH, Rule 144A, Senior Secured Notes (Callable 02/15/17 @ 104.13)‡€ | | (B, B2) | | | 02/15/21 | | | | 8.250 | | | | 921,151 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,498,251 | |
| | | | | | | | | | | | | | | | | | |
| Gas Distribution (2.5%) | | | | | | | | | | | | | | |
| 1,500 | | | Energy Transfer Equity LP, Senior Secured Notes | | (BB, Ba2) | | | 10/15/20 | | | | 7.500 | | | | 1,672,500 | |
| 350 | | | Genesis Energy Finance Corp., Global Company Guaranteed Notes (Callable 02/15/17 @ 102.88) | | (B, B1) | | | 02/15/21 | | | | 5.750 | | | | 327,250 | |
| 750 | | | Genesis Energy LP, Company Guaranteed Notes (Callable 06/15/19 @ 102.81) | | (B, B1) | | | 06/15/24 | | | | 5.625 | | | | 678,750 | |
| 2,000 | | | Holly Energy Finance Corp., Global Company Guaranteed Notes (Callable 03/01/16 @ 103.25) | | (BB-, B1) | | | 03/01/20 | | | | 6.500 | | | | 1,990,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 4,668,500 | |
| | | | | | | | | | | | | | | | | | |
See Accompanying Notes to Financial Statements.
5
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| CORPORATE BONDS | | | | | | | | | | | | | | |
| Health Facilities (1.5%) | | | | | | | | | | | | | | |
$ | 1,725 | �� | | Covenant Surgical Partners, Inc., Rule 144A, Senior Secured Notes (Callable 08/01/16 @ 106.56)‡ | | (B-, B3) | | | 08/01/19 | | | | 8.750 | | | $ | 1,750,875 | |
| 1,000 | | | Tenet Healthcare Corp., Global Senior Unsecured Notes | | (CCC+, B3) | | | 04/01/22 | | | | 8.125 | | | | 1,120,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 2,870,875 | |
| | | | | | | | | | | | | | | | | | |
| Insurance Brokerage (1.7%) | | | | | | | | | | | | | | |
| 1,850 | | | A-S Merger Sub LLC, Rule 144A, Senior Unsecured Notes (Callable 12/15/15 @ 103.94)‡ | | (CCC+, Caa2) | | | 12/15/20 | | | | 7.875 | | | | 1,896,250 | |
| 550 | | | Hockey Merger Sub 2, Inc., Rule 144A, Senior Unsecured Notes (Callable 10/01/16 @ 105.91)‡ | | (CCC+, Caa1) | | | 10/01/21 | | | | 7.875 | | | | 548,625 | |
| 775 | | | Hub Holdings Finance, Inc., 8.125% Cash, 8.875% PIK, Rule 144A, Senior Unsecured Notes (Callable 07/15/15 @ 102.00)‡1 | | (CCC+, Caa2) | | | 07/15/19 | | | | 17.000 | | | | 771,125 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 3,216,000 | |
| | | | | | | | | | | | | | | | | | |
| Investments & Misc. Financial Services (2.0%) | | | | | | | | | | | | | | |
| 750 | | | Cabot Financial Luxembourg S.A., Rule 144A, Senior Secured Notes (Callable 10/01/15 @ 107.78)‡£ | | (B+, B2) | | | 10/01/19 | | | | 10.375 | | | | 1,277,564 | |
| 1,450 | | | Jefferies Finance LLC, Rule 144A, Senior Unsecured Notes (Callable 04/01/16 @ 105.53)‡ | | (B, B1) | | | 04/01/20 | | | | 7.375 | | | | 1,355,750 | |
| 400 | | | Jefferies Finance LLC, Rule 144A, Senior Unsecured Notes (Callable 04/15/17 @ 105.16)‡ | | (B, B1) | | | 04/15/22 | | | | 6.875 | | | | 368,000 | |
| 750 | | | Rialto Corp., Rule 144A, Company Guaranteed Notes (Callable 12/01/15 @ 103.50)‡ | | (B, B2) | | | 12/01/18 | | | | 7.000 | | | | 762,656 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 3,763,970 | |
| | | | | | | | | | | | | | | | | | |
| Leisure (0.5%) | | | | | | | | | | | | | | |
| 1,000 | | | Six Flags Entertainment Corp., Rule 144A, Company Guaranteed Notes (Callable 01/15/16 @ 103.94)‡ | | (BB-, B3) | | | 01/15/21 | | | | 5.250 | | | | 1,005,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Media - Broadcast (0.9%) | | | | | | | | | | | | | | |
| 573 | | | Sinclair Television Group, Inc., Global Company Guaranteed Notes (Callable 10/01/17 @ 103.06)§ | | (B+, B1) | | | 10/01/22 | | | | 6.125 | | | | 585,892 | |
| 1,000 | | | Sinclair Television Group, Inc., Global Company Guaranteed Notes (Callable 11/01/16 @ 104.78) | | (B+, B1) | | | 11/01/21 | | | | 6.375 | | | | 1,035,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,620,892 | |
| | | | | | | | | | | | | | | | | | |
| Media - Cable (3.0%) | | | | | | | | | | | | | | |
| 800 | | | Altice Financing S.A., Rule 144A, Senior Secured Notes (Callable 12/15/16 @ 104.88)‡ | | (BB-, B1) | | | 01/15/22 | | | | 6.500 | | | | 784,000 | |
| 1,750 | | | Block Communications, Inc., Rule 144A, Senior Unsecured Notes (Callable 02/01/16 @ 103.63)‡ | | (B+, B1) | | | 02/01/20 | | | | 7.250 | | | | 1,793,750 | |
| 600 | | | Cablevision Systems Corp., Senior Unsecured Notes§ | | (B, B1) | | | 04/15/20 | | | | 8.000 | | | | 680,250 | |
| 1,000 | | | DISH DBS Corp., Global Company Guaranteed Notes | | (BB-, Ba3) | | | 06/01/21 | | | | 6.750 | | | | 1,077,500 | |
| 230 | | | DISH DBS Corp., Rule 144A, Company Guaranteed Notes‡ | | (BB-, Ba3) | | | 11/15/24 | | | | 5.875 | | | | 231,725 | |
| 1,000 | | | Harron Finance Corp., Rule 144A, Senior Unsecured Notes (Callable 04/01/16 @ 104.56)‡ | | (BB-, B3) | | | 04/01/20 | | | | 9.125 | | | | 1,095,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 5,662,225 | |
| | | | | | | | | | | | | | | | | | |
| Media - Services (1.6%) | | | | | | | | | | | | | | |
| 425 | | | Clear Channel Worldwide Holdings, Inc., Global Company Guaranteed Notes (Callable 11/15/17 @ 103.25) | | (B, B1) | | | 11/15/22 | | | | 6.500 | | | | 434,563 | |
| 1,475 | | | Clear Channel Worldwide Holdings, Inc., Series B, Global Company Guaranteed Notes (Callable 11/15/17 @ 103.25) | | (B, B1) | | | 11/15/22 | | | | 6.500 | | | | 1,526,625 | |
| 1,045 | | | Southern Graphics, Inc. Rule 144A, Company Guaranteed Notes (Callable 10/15/15 @ 106.28)‡ | | (CCC+, Caa1) | | | 10/15/20 | | | | 8.375 | | | | 1,052,837 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 3,014,025 | |
| | | | | | | | | | | | | | | | | | |
| Medical Products (0.5%) | | | | | | | | | | | | | | |
| 1,000 | | | STHI Holding Corp., Rule 144A, Secured Notes (Callable 02/02/15 @ 106.00)‡ | | (B, B2) | | | 03/15/18 | | | | 8.000 | | | | 1,046,250 | |
| | | | | | | | | | | | | | | | | | |
See Accompanying Notes to Financial Statements.
6
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| CORPORATE BONDS | | | | | | | | | | | | | | |
| Metals & Mining - Excluding Steel (5.0%) | | | | | | | | | | | | | | |
$ | 1,350 | | | Boart Longyear Management Pty. Ltd., Rule 144A, Company Guaranteed Notes (Callable 04/01/16 @ 103.50)§‡ | | (CCC, Caa2) | | | 04/01/21 | | | | 7.000 | | | $ | 1,073,250 | |
| 230 | | | Boart Longyear Management Pty. Ltd., Rule 144A, Senior Secured Notes‡ | | (B-, B3) | | | 10/01/18 | | | | 10.000 | | | | 241,500 | |
| 1,050 | | | Eldorado Gold Corp., Rule 144A, Senior Unsecured Notes (Callable 12/15/16 @ 103.06)§‡ | | (BB, Ba3) | | | 12/15/20 | | | | 6.125 | | | | 1,023,750 | |
| 1,100 | | | Global Brass & Copper, Inc., Global Senior Secured Notes (Callable 06/01/16 @ 104.75) | | (B+, B3) | | | 06/01/19 | | | | 9.500 | | | | 1,193,500 | |
| 1,841 | | | KGHM International Ltd., Rule 144A, Company Guaranteed Notes (Callable 06/15/15 @ 103.88)‡ | | (BB-, B1) | | | 06/15/19 | | | | 7.750 | | | | 1,905,435 | |
| 1,500 | | | Noranda Aluminum Acquisition Corp., Global Company Guaranteed Notes (Callable 03/01/16 @ 105.50) | | (CCC, Caa2) | | | 06/01/19 | | | | 11.000 | | | | 1,481,250 | |
| 1,700 | | | Taseko Mines Ltd., Company Guaranteed Notes (Callable 04/15/15 @ 103.88)§ | | (B, B3) | | | 04/15/19 | | | | 7.750 | | | | 1,538,500 | |
| 1,500 | | | Xinergy Corp., Rule 144A, Senior Secured Notes (Callable 05/15/15 @ 104.63)‡ | | (NR, NR) | | | 05/15/19 | | | | 9.250 | | | | 1,072,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 9,529,685 | |
| | | | | | | | | | | | | | | | | | |
| Oil Field Equipment & Services (4.8%) | | | | | | | | | | | | | | |
| 1,900 | | | Calfrac Holdings LP, Rule 144A, Company Guaranteed Notes (Callable 12/01/15 @ 103.75)§‡ | | (BB-, B1) | | | 12/01/20 | | | | 7.500 | | | | 1,615,000 | |
| 1,825 | | | FTS International, Inc., Rule 144A, Senior Secured Notes (Callable 05/01/17 @ 104.69)‡ | | (B, B2) | | | 05/01/22 | | | | 6.250 | | | | 1,359,625 | |
| 1,200 | | | Pacific Drilling S.A., Reg S, Senior Unsecured Notes2 | | (NR, NR) | | | 02/23/15 | | | | 8.250 | | | | 1,197,000 | |
| 600 | | | Pacific Drilling V Ltd., Rule 144A, Senior Secured Notes (Callable 12/01/15 @ 103.63)‡ | | (B+, B2) | | | 12/01/17 | | | | 7.250 | | | | 546,000 | |
| 950 | | | Parker Drilling Co., Global Company Guaranteed Notes (Callable 01/15/18 @ 103.38) | | (B+, B1) | | | 07/15/22 | | | | 6.750 | | | | 722,000 | |
| 700 | | | Pioneer Energy Services Corp., Global Company Guaranteed Notes (Callable 03/15/17 @ 104.59) | | (B+, B2) | | | 03/15/22 | | | | 6.125 | | | | 539,000 | |
| 1,500 | | | Shelf Drilling Holdings Ltd., Rule 144A, Secured Notes (Callable 05/01/15 @ 104.31)§‡ | | (B+, Ba3) | | | 11/01/18 | | | | 8.625 | | | | 1,245,000 | |
| 1,500 | | | Sidewinder Drilling, Inc., Rule 144A, Senior Unsecured Notes (Callable 11/15/16 @ 104.88)‡ | | (B-, Caa1) | | | 11/15/19 | | | | 9.750 | | | | 851,250 | |
| 1,000 | | | Trinidad Drilling Ltd., Rule 144A, Company Guaranteed Notes (Callable 01/15/15 @ 103.94)‡ | | (BB, B1) | | | 01/15/19 | | | | 7.875 | | | | 935,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 9,009,875 | |
| | | | | | | | | | | | | | | | | | |
| Oil Refining & Marketing (2.9%) | | | | | | | | | | | | | | |
| 500 | | | CITGO Petroleum Corp., Rule 144A, Senior Secured Notes (Callable 08/15/17 @ 104.69)‡ | | (B+, B1) | | | 08/15/22 | | | | 6.250 | | | | 511,250 | |
| 2,000 | | | Coffeyville Finance, Inc., Global Secured Notes (Callable 11/01/17 @ 103.25) | | (B+, B2) | | | 11/01/22 | | | | 6.500 | | | | 1,910,000 | |
| 975 | | | Northern Tier Finance Corp., Global Senior Secured Notes (Callable 11/15/15 @ 105.34) | | (BB-, B1) | | | 11/15/20 | | | | 7.125 | | | | 989,625 | |
| 1,850 | | | PBF Finance Corp., Global Senior Secured Notes (Callable 02/15/16 @ 104.13)§ | | (BB+, Ba3) | | | 02/15/20 | | | | 8.250 | | | | 1,868,500 | |
| 300 | | | Western Refining, Inc., Global Company Guaranteed Notes (Callable 04/01/17 @ 103.13) | | (B+, B3) | | | 04/01/21 | | | | 6.250 | | | | 294,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 5,573,375 | |
| | | | | | | | | | | | | | | | | | |
| Packaging (2.4%) | | | | | | | | | | | | | | |
| 1,000 | | | Ardagh Holdings U.S.A., Inc., Rule 144A, Company Guaranteed Notes (Callable 01/31/17 @ 103.38)§‡ | | (CCC+, Caa1) | | | 01/31/21 | | | | 6.750 | | | | 997,500 | |
| 88 | | | Ardagh Holdings U.S.A., Inc., Rule 144A, Senior Unsecured Notes (Callable 11/15/16 @ 103.50)‡ | | (NR, Caa1) | | | 11/15/20 | | | | 7.000 | | | | 89,559 | |
| 300 | | | Ardagh Packaging Finance PLC, Rule 144A, Company Guaranteed Notes (Callable 10/15/15 @ 104.63)‡€ | | (CCC+, Caa1) | | | 10/15/20 | | | | 9.250 | | | | 384,796 | |
| 900 | | | Owens-Brockway Glass Container, Inc., Rule 144A, Company Guaranteed Notes‡ | | (BB+, Ba3) | | | 01/15/25 | | | | 5.375 | | | | 910,125 | |
| 1,850 | | | Reynolds Group Issuer LLC, Global Company Guaranteed Notes (Callable 02/15/16 @ 104.13) | | (CCC+, Caa2) | | | 02/15/21 | | | | 8.250 | | | | 1,905,500 | |
| 330 | | | Signode Industrial Group U.S., Inc., Rule 144A, Senior Unsecured Notes (Callable 05/01/17 @ 104.78)‡ | | (CCC+, Caa1) | | | 05/01/22 | | | | 6.375 | | | | 323,400 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 4,610,880 | |
| | | | | | | | | | | | | | | | | | |
| Packaging & Containers (0.5%) | | | | | | | | | | | | | | |
| 900 | | | York Risk Services Holding Corp., Rule 144A, Company Guaranteed Notes (Callable 10/01/17 @ 106.38)‡ | | (CCC+, Caa2) | | | 10/01/22 | | | | 8.500 | | | | 903,375 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Pharmaceuticals (0.6%) | | | | | | | | | | | | | | |
| 800 | | | Capsugel S.A., 7.000 Cash%, 7.750% PIK, Rule 144A, Senior Unsecured Notes (Callable 01/16/15 @ 102.00)‡1 | | (B-, Caa1) | | | 05/15/19 | | | | 14.750 | | | | 809,500 | |
See Accompanying Notes to Financial Statements.
7
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| CORPORATE BONDS | | | | | | | | | | | | | | |
| Pharmaceuticals | | | | | | | | | | | | | | |
$ | 232 | | | inVentiv Health, Inc., 10.000% Cash, 12.000% PIK, Rule 144A, Company Guaranteed Notes (Callable 08/15/15 @ 105.00)‡1 | | (CCC, Caa2) | | | 08/15/18 | | | | 22.000 | | | $ | 219,240 | |
| 168 | | | inVentiv Health, Inc., Rule 144A, Company Guaranteed Notes (Callable 02/02/15 @ 105.00)‡ | | (CCC, Caa3) | | | 08/15/18 | | | | 11.000 | | | | 147,420 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,176,160 | |
| | | | | | | | | | | | | | | | | | |
| Printing & Publishing (1.0%) | | | | | | | | | | | | | | |
| 1,790 | | | Harland Clarke Holdings Corp., Rule 144A, Senior Secured Notes (Callable 08/01/15 @ 104.88)‡ | | (B+, B1) | | | 08/01/18 | | | | 9.750 | | | | 1,901,875 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Real Estate Investment Trusts (3.4%) | | | | | | | | | | | | | | |
| 2,000 | | | CNL Lifestyle Properties, Inc., Global Company Guaranteed Notes (Callable 04/15/15 @ 103.63) | | (B, Ba3) | | | 04/15/19 | | | | 7.250 | | | | 2,040,000 | |
| 1,398 | | | iStar Financial, Inc., Senior Unsecured Notes (Callable 07/01/16 @ 102.50) | | (B+, B2) | | | 07/01/19 | | | | 5.000 | | | | 1,363,050 | |
| 500 | | | MPT Finance Corp., Company Guaranteed Notes (Callable 02/15/17 @ 103.19) | | (BBB-, Ba1) | | | 02/15/22 | | | | 6.375 | | | | 533,750 | |
| 1,360 | | | MPT Finance Corp., Global Company Guaranteed Notes (Callable 05/01/16 @ 103.44) | | (BBB-, Ba1) | | | 05/01/21 | | | | 6.875 | | | | 1,462,000 | |
| 425 | | | QTS Finance Corp., Rule 144A, Company Guaranteed Notes (Callable 08/01/17 @ 104.41)‡ | | (B+, B2) | | | 08/01/22 | | | | 5.875 | | | | 428,188 | |
| 575 | | | The Geo Group, Inc., Global Company Guaranteed Notes (Callable 02/15/16 @ 103.31) | | (BB-, Ba3) | | | 02/15/21 | | | | 6.625 | | | | 605,187 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 6,432,175 | |
| | | | | | | | | | | | | | | | | | |
| Restaurants (0.4%) | | | | | | | | | | | | | | |
| 650 | | | New Red Finance, Inc., Rule 144A, Secured Notes (Callable 10/01/17 @ 103.00)‡ | | (B-, Caa1) | | | 04/01/22 | | | | 6.000 | | | | 669,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Software - Services (4.6%) | | | | | | | | | | | | | | |
| 1,850 | | | Epicor Software Corp., Global Company Guaranteed Notes (Callable 05/01/15 @ 104.31) | | (CCC+, B3) | | | 05/01/19 | | | | 8.625 | | | | 1,951,750 | |
| 625 | | | Infor U.S., Inc., Global Company Guaranteed Notes (Callable 04/01/15 @ 107.50)€ | | (B-, Caa1) | | | 04/01/19 | | | | 10.000 | | | | 824,347 | |
| 1,523 | | | MedAssets, Inc., Global Company Guaranteed Notes (Callable 02/02/15 @ 104.00) | | (B, B3) | | | 11/15/18 | | | | 8.000 | | | | 1,591,535 | |
| 1,500 | | | NeuStar, Inc., Global Company Guaranteed Notes (Callable 01/15/18 @ 102.25)§ | | (BB-, B2) | | | 01/15/23 | | | | 4.500 | | | | 1,316,250 | |
| 500 | | | Sophia Finance, Inc., Rule 144A, Company Guaranteed Notes (Callable 01/15/15 @ 107.31)‡ | | (CCC+, Caa1) | | | 01/15/19 | | | | 9.750 | | | | 535,625 | |
| 1,250 | | | Sungard Availability Services Capital, Inc., Rule 144A, Company Guaranteed Notes (Callable 04/01/19 @ 104.38)‡ | | (CCC+, Caa1) | | | 04/01/22 | | | | 8.750 | | | | 743,750 | |
| 1,698 | | | Syniverse Holdings, Inc., Global Company Guaranteed Notes (Callable 02/02/15 @ 104.56) | | (B-, Caa1) | | | 01/15/19 | | | | 9.125 | | | | 1,778,655 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 8,741,912 | |
| | | | | | | | | | | | | | | | | | |
| Specialty Retail (1.0%) | | | | | | | | | | | | | | |
| 237 | | | Beverages & More, Inc., Rule 144A, Senior Secured Notes (Callable 11/15/15 @ 105.00)‡ | | (CCC+, Caa2) | | | 11/15/18 | | | | 10.000 | | | | 221,299 | |
| 1,000 | | | Express Finance Corp., Global Company Guaranteed Notes (Callable 02/02/15 @ 104.38) | | (BB, B1) | | | 03/01/18 | | | | 8.750 | | | | 1,032,500 | |
| 150 | | | IT Holding Finance S.A., Company Guaranteed NotesK€ø | | (NR, NR) | | | 11/15/25 | | | | 9.875 | | | | 1,788 | |
| 350 | | | Penske Automotive Group, Inc., Company Guaranteed Notes (Callable 12/01/19 @ 102.69) | | (B+, B1) | | | 12/01/24 | | | | 5.375 | | | | 356,125 | |
| 500 | | | Takko Luxembourg 2 S.C.A., Rule 144A, Senior Secured Notes (Callable 04/15/16 @ 104.94)‡€ | | (CCC, Caa1) | | | 04/15/19 | | | | 9.875 | | | | 217,809 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,829,521 | |
| | | | | | | | | | | | | | | | | | |
| Steel Producers/Products (0.6%) | | | | | | | | | | | | | | |
| 1,200 | | | JMC Steel Group, Inc., Rule 144A, Senior Unsecured Notes (Callable 02/02/15 @ 106.19)§‡ | | (B-, Caa1) | | | 03/15/18 | | | | 8.250 | | | | 1,144,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Support - Services (4.0%) | | | | | | | | | | | | | | |
| 1,075 | | | CoreLogic, Inc., Global Company Guaranteed Notes (Callable 06/01/16 @ 103.63) | | (B+, B1) | | | 06/01/21 | | | | 7.250 | | | | 1,134,125 | |
| 750 | | | Garda World Security Corp., Rule 144A, Company Guaranteed Notes (Callable 11/15/16 @ 105.44)‡ | | (B-, Caa1) | | | 11/15/21 | | | | 7.250 | | | | 746,250 | |
| 1,731 | | | H&E Equipment Services, Inc., Global Company Guaranteed Notes (Callable 09/01/17 @ 103.50)§ | | (BB-, B3) | | | 09/01/22 | | | | 7.000 | | | | 1,789,421 | |
| 800 | | | Light Tower Rentals, Inc., Rule 144A, Senior Secured Notes (Callable 08/01/16 @ 106.09)§‡ | | (B, B2) | | | 08/01/19 | | | | 8.125 | | | | 626,000 | |
| 1,000 | | | NCSG Crane & Heavy Haul Services, Rule 144A, Secured Notes (Callable 08/15/17 @ 109.50)§‡ | | (B, B3) | | | 08/15/19 | | | | 9.500 | | | | 860,000 | |
See Accompanying Notes to Financial Statements.
8
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| CORPORATE BONDS | | | | | | | | | | | | | | |
| Support - Services | | | | | | | | | | | | | | |
$ | 600 | | | Outerwall, Inc., Rule 144A, Company Guaranteed Notes (Callable 06/15/17 @ 104.41)‡ | | (BB-, Ba3) | | | 06/15/21 | | | | 5.875 | | | $ | 562,500 | |
| 950 | | | Safway Finance Corp., Rule 144A, Secured Notes (Callable 05/15/15 @ 103.50)‡ | | (B+, B3) | | | 05/15/18 | | | | 7.000 | | | | 907,250 | |
| 915 | | | United Rentals North America, Inc., Global Company Guaranteed Notes (Callable 05/15/16 @ 103.69) | | (BB-, B1) | | | 05/15/20 | | | | 7.375 | | | | 992,775 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 7,618,321 | |
| | | | | | | | | | | | | | | | | | |
| Telecom - Integrated/Services (3.5%) | | | | | | | | | | | | | | |
| 925 | | | Altice S.A., Rule 144A, Senior Secured Notes (Callable 05/15/17 @ 105.81)‡ | | (B, B3) | | | 05/15/22 | | | | 7.750 | | | | 929,047 | |
| 350 | | | Hellas Telecommunications Luxembourg II S.C.A., Rule 144A, Subordinated Notes‡^K•ø | | (NR, NR) | | | 01/15/15 | | | | 0.000 | | | | — | |
| 322 | | | Hughes Satellite Systems Corp., Global Company Guaranteed Notes | | (B-, B3) | | | 06/15/21 | | | | 7.625 | | | | 355,810 | |
| 600 | | | Intelsat Jackson Holdings S.A., Global Company Guaranteed Notes (Callable 04/01/15 @ 103.63) | | (B+, B3) | | | 04/01/19 | | | | 7.250 | | | | 628,500 | |
| 750 | | | Intelsat Jackson Holdings S.A., Global Company Guaranteed Notes (Callable 04/01/16 @ 103.75) | | (B+, B3) | | | 04/01/21 | | | | 7.500 | | | | 805,313 | |
| 250 | | | Intelsat Luxembourg S.A., Global Company Guaranteed Notes (Callable 06/01/15 @ 103.38) | | (B-, Caa2) | | | 06/01/18 | | | | 6.750 | | | | 256,250 | |
| 800 | | | Intelsat Luxembourg S.A., Global Company Guaranteed Notes (Callable 06/01/17 @ 103.88)§ | | (B-, Caa2) | | | 06/01/21 | | | | 7.750 | | | | 805,000 | |
| 700 | | | Numericable-SFR, Rule 144A, Senior Secured Notes (Callable 05/15/17 @ 104.50)‡ | | (B+, Ba3) | | | 05/15/22 | | | | 6.000 | | | | 704,725 | |
| 1,200 | | | Numericable-SFR, Rule 144A, Senior Secured Notes (Callable 05/15/19 @ 103.13)§‡ | | (B+, Ba3) | | | 05/15/24 | | | | 6.250 | | | | 1,210,500 | |
| 925 | | | Windstream Corp., Global Company Guaranteed Notes (Callable 02/02/15 @ 104.06) | | (B, B1) | | | 09/01/18 | | | | 8.125 | | | | 960,612 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 6,655,757 | |
| | | | | | | | | | | | | | | | | | |
| Telecom - Wireless (1.2%) | | | | | | | | | | | | | | |
| 650 | | | Sprint Corp., Global Company Guaranteed Notes | | (BB-, B2) | | | 06/15/24 | | | | 7.125 | | | | 607,750 | |
| 1,575 | | | T-Mobile U.S.A., Inc., Company Guaranteed Notes (Callable 09/01/19 @ 103.19) | | (BB, Ba3) | | | 03/01/25 | | | | 6.375 | | | | 1,604,137 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 2,211,887 | |
| | | | | | | | | | | | | | | | | | |
| Telecommunications Equipment (1.8%) | | | | | | | | | | | | | | |
| 1,200 | | | Avaya, Inc., Rule 144A, Senior Secured Notes (Callable 04/01/15 @ 103.50)‡ | | (B, B1) | | | 04/01/19 | | | | 7.000 | | | | 1,176,000 | |
| 1,700 | | | Brightstar Corp., Rule 144A, Company Guaranteed Notes (Callable 02/02/15 @ 104.75)‡ | | (BB+, Ba1) | | | 12/01/16 | | | | 9.500 | | | | 1,787,125 | |
| 525 | | | CDW Finance Corp., Company Guaranteed Notes (Callable 06/01/24 @ 100.00) | | (B+, B3) | | | 12/01/24 | | | | 5.500 | | | | 526,969 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 3,490,094 | |
| | | | | | | | | | | | | | | | | | |
| Theaters & Entertainment (2.8%) | | | | | | | | | | | | | | |
| 775 | | | AMC Entertainment, Inc., Global Company Guaranteed Notes (Callable 02/15/17 @ 104.41)§ | | (B-, B3) | | | 02/15/22 | | | | 5.875 | | | | 790,500 | |
| 857 | | | AMC Entertainment, Inc., Global Company Guaranteed Notes (Callable 12/01/15 @ 104.88) | | (B-, B3) | | | 12/01/20 | | | | 9.750 | | | | 936,273 | |
| 1,815 | | | National CineMedia LLC, Global Senior Unsecured Notes (Callable 07/15/16 @ 103.94) | | (B, B2) | | | 07/15/21 | | | | 7.875 | | | | 1,919,362 | |
| 1,650 | | | WMG Acquisition Corp., Rule 144A, Senior Secured Notes (Callable 01/15/16 @ 104.50)‡ | | (B+, B1) | | | 01/15/21 | | | | 6.000 | | | | 1,658,250 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 5,304,385 | |
| | | | | | | | | | | | | | | | | | |
| Transportation - Excluding Air/Rail (0.7%) | | | | | | | | | | | | | | |
| 400 | | | Navios Maritime Finance II U.S., Inc., Rule 144A, Senior Secured Notes (Callable 01/15/17 @ 105.53)‡ | | (BB-, B1) | | | 01/15/22 | | | | 7.375 | | | | 368,000 | |
| 1,000 | | | Teekay Offshore Finance Corp., Global Senior Unsecured Notes§ | | (NR, NR) | | | 07/30/19 | | | | 6.000 | | | | 923,750 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,291,750 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| TOTAL CORPORATE BONDS (Cost $155,513,831) | | | | | | | | | | | | | 148,492,966 | |
| | | | | | | | | | | | | | | | | | |
See Accompanying Notes to Financial Statements.
9
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| BANK LOANS (11.6%) | | | | | | | | | | | | | | |
| Auto Parts & Equipment (0.4%) | | | | | | | | | | | | | | |
$ | 750 | | | Jason, Inc.# | | (CCC+, Caa1) | | | 06/30/22 | | | | 9.000 | | | $ | 720,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Building Materials (0.6%) | | | | | | | | | | | | | | |
| 1,167 | | | Panolam Industries International, Inc.# | | (BB-, B2) | | | 08/23/17 | | | | 7.500 | | | | 1,149,616 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Chemicals (2.5%) | | | | | | | | | | | | | | |
| 1,750 | | | AZ Chem U.S., Inc.# | | (B-, B1) | | | 06/12/22 | | | | 7.500 | | | | 1,721,930 | |
| 1,985 | | | Ravago Holdings America, Inc.# | | (BB+, B2) | | | 12/20/20 | | | | 5.500 | | | | 1,994,925 | |
| 1,000 | | | Royal Adhesives and Sealants LLC# | | (CCC+, Caa2) | | | 01/31/19 | | | | 9.750 | | | | 1,008,335 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 4,725,190 | |
| | | | | | | | | | | | | | | | | | |
| Electronics (0.7%) | | | | | | | | | | | | | | |
| 1,444 | | | FIDJI Luxembourg (BC4) Sarl# | | (BB-, B1) | | | 12/24/20 | | | | 6.250 | | | | 1,442,848 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Food - Wholesale (0.2%) | | | | | | | | | | | | | | |
| 500 | | | Del Monte Foods, Inc.# | | (CCC+, Caa1) | | | 08/18/21 | | | | 8.250 | | | | 430,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Gaming (0.4%) | | | | | | | | | | | | | | |
| 750 | | | CBAC Borrower LLC# | | (B-, B3) | | | 07/02/20 | | | | 8.250 | | | | 742,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Health Services (1.0%) | | | | | | | | | | | | | | |
| 1,133 | | | Creganna-Tactx Medical# | | (CCC+, Caa1) | | | 11/18/19 | | | | 9.000 | | | | 1,139,000 | |
| 750 | | | Phillips-Medisize Corp.# | | (CCC+, Caa2) | | | 06/16/22 | | | | 8.250 | | | | 738,750 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 1,877,750 | |
| | | | | | | | | | | | | | | | | | |
| Investments & Misc. Financial Services (1.3%) | | | | | | | | | | | | | | |
| 1,000 | | | Ascensus, Inc.# | | (CCC+, Caa1) | | | 12/02/20 | | | | 9.000 | | | | 995,005 | |
| 488 | | | Liquidnet Holdings, Inc.# | | (B, B3) | | | 05/22/19 | | | | 7.750 | | | | 469,219 | |
| 1,000 | | | Mergermarket U.S.A., Inc.# | | (CCC+, Caa2) | | | 02/04/22 | | | | 7.500 | | | | 947,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 2,411,724 | |
| | | | | | | | | | | | | | | | | | |
| Leisure (0.5%) | | | | | | | | | | | | | | |
| 990 | | | Abercrombie & Kent U.S. Group Holdings, Inc.^K# | | (NR, NR) | | | 12/09/18 | | | | 5.000 | | | | 925,650 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Machinery (0.7%) | | | | | | | | | | | | | | |
| 1,250 | | | CPM Acquisition Corp.# | | (B, Caa1) | | | 03/01/18 | | | | 10.250 | | | | 1,256,250 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Media - Broadcast (0.3%) | | | | | | | | | | | | | | |
| 500 | | | DLG Acquisitions Ltd.€# | | (B-, Caa2) | | | 06/30/22 | | | | 8.250 | | | | 599,731 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Oil Field Equipment & Services (0.4%) | | | | | | | | | | | | | | |
| 1,000 | | | Shelf Drilling Holdings Ltd.# | | (B+, B1) | | | 10/08/18 | | | | 10.000 | | | | 755,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Software - Services (0.5%) | | | | | | | | | | | | | | |
| 993 | | | Intralinks, Inc. K# | | (BB, B2) | | | 02/21/19 | | | | 7.250 | | | | 980,094 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Specialty Retail (0.8%) | | | | | | | | | | | | | | |
| 1,500 | | | BJ’s Wholesale Club, Inc.# | | (CCC, Caa2) | | | 03/26/20 | | | | 8.500 | | | | 1,478,625 | |
| | | | | | | | | | | | | | | | | | |
See Accompanying Notes to Financial Statements.
10
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Par
(000) | | | | | Ratings† (S&P/Moody’s) | | Maturity | | | Rate% | | | Value | |
| | | | |
| BANK LOANS | | | | | | | | | | | | | | |
| Telecom - Integrated/Services (0.5%) | | | | | | | | | | | | | | |
$ | 1,000 | | | Omnitracs, Inc.# | | (CCC+, Caa1) | | | 05/25/21 | | | | 8.750 | | | $ | 972,500 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Telecom - Wireless (0.4%) | | | | | | | | | | | | | | |
| 789 | | | Maritime Telecommunications Network, Inc.# | | (B+, NR) | | | 03/04/16 | | | | 7.500 | | | | 769,284 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Theaters & Entertainment (0.4%) | | | | | | | | | | | | | | |
| 1,000 | | | CKX, Inc.# | | (B+, B2) | | | 06/21/17 | | | | 9.000 | | | | 775,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| TOTAL BANK LOANS (Cost $22,534,174) | | | | | | | | | | | | | 22,011,762 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| ASSET BACKED SECURITIES (6.6%) | | | | | | | | | | | | | | |
| Collateralized Debt Obligations (6.6%) | | | | | | | | | | | | | | |
| 1,000 | | | Carlyle Global Market Strategies CLO Ltd., 2012-4A, Rule 144A‡• | | (NR, NR) | | | 01/20/25 | | | | 0.000 | | | | 818,029 | |
| 2,000 | | | CIFC Funding Ltd., 2012-2X, Reg S2# | | (BB-, NR) | | | 12/05/24 | | | | 6.235 | | | | 1,926,848 | |
| 1,000 | | | ECP CLO Ltd., 2013-5A, Rule 144A‡# | | (BB, NR) | | | 01/20/25 | | | | 4.431 | | | | 878,535 | |
| 1,000 | | | Galaxy XIV CLO Ltd., 2012-14A, Rule 144A‡# | | (BB, NR) | | | 11/15/24 | | | | 5.632 | | | | 934,648 | |
| 1,000 | | | Halcyon Loan Advisors Funding Ltd., 2012-2A, Rule 144A‡# | | (BB, NR) | | | 12/20/24 | | | | 5.647 | | | | 916,059 | |
| 1,000 | | | ING Investment Management CLO Ltd., 2012-1RA, Rule 144A‡# | | (B, NR) | | | 03/14/22 | | | | 6.741 | | | | 991,004 | |
| 1,000 | | | Jamestown CLO III Ltd., 2013-3A, Rule 144A‡# | | (BB-, NR) | | | 01/15/26 | | | | 4.831 | | | | 853,101 | |
| 1,000 | | | JFIN CLO Ltd., 2013-1A, Rule 144A‡# | | (BB, NR) | | | 01/20/25 | | | | 4.981 | | | | 876,272 | |
| 1,500 | | | Ocean Trails CLO IV, 2013-4A, Rule 144A‡# | | (B, NR) | | | 08/13/25 | | | | 6.133 | | | | 1,298,362 | |
| 1,000 | | | Shackleton I CLO Ltd., 2012-1A, Rule 144A‡# | | (BB, NR) | | | 08/14/23 | | | | 6.433 | | | | 952,180 | |
| 1,325 | | | Venture XVII CLO Ltd., 2014-17A, Rule 144A‡# | | (NR, Ba2) | | | 07/15/26 | | | | 5.231 | | | | 1,153,651 | |
| 1,000 | | | WhiteHorse VIII Ltd., 2014-1A, Rule 144A‡# | | (NR, Ba3) | | | 05/01/26 | | | | 4.782 | | | | 866,228 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| TOTAL ASSET BACKED SECURITIES (Cost $13,033,615) | | | | | | | | | | | | | 12,464,917 | |
| | | | | | | | | | | | | | | | | | |
| | | | | |
Number of Shares | | | | | | | | | | | | | | |
| COMMON STOCK (0.2%) | | | | | | | | | | | | | | |
| Building & Construction (0.1%) | | | | | | | | | | | | | | |
| 14,400 | | | Ashton Woods U.S.A. LLC, Class B^K* | | | | | | | | | | | | | 188,208 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Building Materials (0.0%) | | | | | | | | | | | | | | |
| 372 | | | Dayton Superior Corp.^K* | | | | | | | | | | | | | — | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| Gaming (0.0%) | | | | | | | | | | | | | | |
| 36,250 | | | Majestic Holdco LLC^K* | | | | | | | | | | | | | 20,844 | |
| 1,500 | | | Progressive Gaming International Corp.K* | | | | | | | | | | | | | 4 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 20,848 | |
| | | | | | | | | | | | | | | | | | |
| Media - Broadcast (0.1%) | | | | | | | | | | | | | | |
| 26,986 | | | Cumulus Media, Inc., Class A§* | | | | | | | | | | | | | 114,151 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| TOTAL COMMON STOCK (Cost $323,430) | | | | | | | | | | | | | 323,207 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| PREFERRED STOCK (0.0%) | | | | | | | | | | | | | | |
| Building Materials (0.0%) | | | | | | | | | | | | | | |
| 413 | | | Dayton Superior Corp.^K* (Cost $156,000) | | | | | | | | | | | | | — | |
| | | | | | | | | | | | | | | | | | |
See Accompanying Notes to Financial Statements.
11
Credit Suisse Asset Management Income Fund, Inc.
Schedule of Investments (continued)
December 31, 2014
| | | | | | | | | | | | | | | | | | |
Number of
Shares | | | | | | | | | | | | | Value | |
| | | | |
| SHORT-TERM INVESTMENTS (13.6%) | | | | | | | | | | | | | | |
| 23,258,830 | | | State Street Navigator Prime Portfolio, 0.18%§§ | | | | | | | | | | | | $ | 23,258,830 | |
| | | | | |
Par (000) | | | | | | | Maturity | | | Rate% | | | | |
$ | 2,471 | | | State Street Bank and Trust Co. Euro Time Deposit | | | | | 01/02/15 | | | | 0.010 | | | | 2,471,000 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| TOTAL SHORT-TERM INVESTMENTS (Cost $25,729,830) | | | | | | | | | | | | | 25,729,830 | |
| | | | | | | | | | | | | | | | | | |
| | | | |
| TOTAL INVESTMENTS AT VALUE (110.4%) (Cost $217,290,880) | | | | | | | | | | | | | 209,022,682 | |
| | | | |
| LIABILITIES IN EXCESS OF OTHER ASSETS (-10.4%) | | | | | | | | | | | | | (19,679,899 | ) |
| | | | | | | | | | | | | | | | | | |
| | | | |
| NET ASSETS (100.0%) | | | | | | | | | | | | $ | 189,342,783 | |
| | | | | | | | | | | | | | | | | | |
INVESTMENT ABBREVIATION
NR = Not Rated
† | Credit ratings given by the Standard & Poor’s Division of The McGraw-Hill Companies, Inc. (“S&P”) and Moody’s Investors Service, Inc. (“Moody’s”) are unaudited. |
§ | Security or portion thereof is out on loan (See note 2-l). |
‡ | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At December 31, 2014, these securities amounted to a value of $76,283,463 or 40.3% of net assets. |
^ | Not readily marketable security; security is valued at fair value as determined in good faith by, or under the direction of, the Board of Directors. |
L | Par value of security held is less than 1,000. |
1 | Payment-in-kind security for which part of the income earned may be paid as additional principal. |
2 | REG S: Securities sold under Regulation S may not be offered, sold or delivered within the United States or to, or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933. |
€ | This security is denominated in Euro. |
£ | This security is denominated in British Pound. |
Ø | Bond is currently in default. |
# | Variable rate obligations - The interest rate is the rate as of December 31, 2014. |
* | Non-income producing security. |
§§ | Represents security purchased with cash collateral received for securities on loan. The rate shown is the annualized one-day yield at December 31, 2014. |
Forward Foreign Currency Contracts
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Forward Foreign Currency to be Purchased (Local) | | | Forward Foreign Currency to be Sold (Local) | | | Expiration Date | | | Counterparty | | Value on Settlement Date | | | Current Value/Notional | | | Net Unrealized Appreciation (Depreciation) | |
EUR | | | 750,000 | | | USD | | | 938,123 | | | | 01/15/15 | | | Morgan Stanley | | $ | 938,123 | | | $ | 907,635 | | | $ | (30,488 | ) |
EUR | | | 179,000 | | | USD | | | 224,289 | | | | 01/15/15 | | | Morgan Stanley | | | 224,289 | | | | 216,622 | | | | (7,667 | ) |
GBP | | | 30,000 | | | USD | | | 48,479 | | | | 01/15/15 | | | Morgan Stanley | | | 48,479 | | | | 46,774 | | | | (1,705 | ) |
GBP | | | 200,000 | | | USD | | | 315,056 | | | | 01/15/15 | | | Morgan Stanley | | | 315,056 | | | | 311,826 | | | | (3,230 | ) |
USD | | | 4,523,760 | | | EUR | | | 3,580,000 | | | | 01/15/15 | | | Morgan Stanley | | | (4,523,760 | ) | | | (4,332,442 | ) | | | 191,318 | |
USD | | | 1,620,581 | | | GBP | | | 1,010,000 | | | | 01/15/15 | | | Morgan Stanley | | | (1,620,581 | ) | | | (1,574,718 | ) | | | 45,863 | |
USD | | | 204,175 | | | GBP | | | 130,000 | | | | 01/15/15 | | | Morgan Stanley | | | (204,175 | ) | | | (202,686 | ) | | | 1,489 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | $ | 195,580 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Currency Abbreviations:
EUR = Euro
GBP = British Pound
USD = United States Dollar
See Accompanying Notes to Financial Statements.
12
Credit Suisse Asset Management Income Fund, Inc.
Statement of Assets and Liabilities
December 31, 2014
| | | | |
Assets | | | | |
Investments at value, including collateral for securities on loan of $23,258,830 (Cost $217,290,880) (Note 2) | | $ | 209,022,6821 | |
Cash | | | 25,941 | |
Foreign currency at value (cost $164,276) | | | 162,251 | |
Dividend and interest receivable | | | 3,267,815 | |
Unrealized appreciation on forward currency contracts (Note 2) | | | 238,670 | |
Receivable for investments sold | | | 238,040 | |
Prepaid expenses and other assets | | | 9,481 | |
| | | | |
Total Assets | | | 212,964,880 | |
| | | | |
Liabilities | | | | |
Investment advisory fee payable (Note 3) | | | 221,569 | |
Administrative services fee payable (Note 3) | | | 327 | |
Payable upon return of securities loaned (Note 2) | | | 23,258,830 | |
Unrealized depreciation on forward currency contracts (Note 2) | | | 43,090 | |
Directors’ fee payable | | | 4,812 | |
Accrued expenses | | | 93,469 | |
| | | | |
Total Liabilities | | | 23,622,097 | |
| | | | |
Net Assets | | | | |
Applicable to 52,257,211 shares outstanding | | $ | 189,342,783 | |
| | | | |
Net Assets | | | | |
Capital stock, $.001 par value (Note 6) | | | 52,257 | |
Paid-in capital (Note 6) | | | 234,038,673 | |
Accumulated net investment loss | | | (111,953 | ) |
Accumulated net realized loss on investments and foreign currency transactions | | | (36,558,500 | ) |
Net unrealized depreciation from investments and foreign currency translations | | | (8,077,694 | ) |
| | | | |
Net Assets | | $ | 189,342,783 | |
| | | | |
Net Asset Value Per Share ($189,342,783 / 52,257,211) | | | $3.62 | |
| | | | |
Market Price Per Share | | | $3.29 | |
| | | | |
1 | Including $22,856,863 of securities on loan. |
See Accompanying Notes to Financial Statements.
13
Credit Suisse Asset Management Income Fund, Inc.
Statement of Operations
For the Year Ended December 31, 2014
| | | | |
Investment Income | | | | |
Interest | | $ | 14,529,224 | |
Dividends | | | 20,369 | |
Securities lending (net of rebates) | | | 56,619 | |
| | | | |
Total investment income | | | 14,606,212 | |
| | | | |
Expenses | | | | |
Investment advisory fees (Note 3) | | | 924,519 | |
Administrative services fees (Note 3) | | | 56,711 | |
Directors’ fees | | | 138,103 | |
Printing fees (Note 3) | | | 85,087 | |
Transfer agent fees | | | 53,707 | |
Audit and tax fees | | | 51,100 | |
Legal fees | | | 47,838 | |
Custodian fees | | | 30,476 | |
Stock exchange listing fees | | | 17,411 | |
Insurance expense | | | 6,806 | |
Commitment fees (Note 4) | | | 5,657 | |
Miscellaneous expense | | | 6,061 | |
| | | | |
Total expenses | | | 1,423,476 | |
| | | | |
Net investment income | | | 13,182,736 | |
| | | | |
Net Realized and Unrealized Gain (Loss) from Investments and Foreign Currency Related Items | | | | |
Net realized gain from investments | | | 1,807,229 | |
Net realized gain from foreign currency transactions | | | 316,052 | |
Net change in unrealized appreciation (depreciation) from investments | | | (12,781,008 | ) |
Net change in unrealized appreciation (depreciation) from foreign currency translations | | | 394,523 | |
| | | | |
Net realized and unrealized loss from investments and foreign currency related items | | | (10,263,204 | ) |
| | | | |
Net increase in net assets resulting from operations | | $ | 2,919,532 | |
| | | | |
See Accompanying Notes to Financial Statements.
14
Credit Suisse Asset Management Income Fund, Inc.
Statements of Changes in Net Assets
| | | | | | | | |
| | For the Year Ended December 31, 2014 | | | For the Year Ended December 31, 2013 | |
From Operations | | | | | | | | |
Net investment income | | $ | 13,182,736 | | | $ | 14,669,454 | |
Net realized gain (loss) from investments and foreign currency transactions | | | 2,123,281 | | | | (877,591 | ) |
Net change in unrealized appreciation (depreciation) from investments and foreign currency translations | | | (12,386,485 | ) | | | 3,324,678 | |
| | | | | | | | |
Net increase in net assets resulting from operations | | | 2,919,532 | | | | 17,116,541 | |
| | | | | | | | |
From Dividends and Distributions | | | | | | | | |
Dividends from net investment income | | | (14,153,373 | ) | | | (14,699,374 | ) |
Return of Capital | | | (265,864 | ) | | | (654,087 | ) |
| | | | | | | | |
Total dividends and distributions | | | (14,419,237 | ) | | | (15,353,461 | ) |
| | | | | | | | |
From Capital Share Transactions (Note 6) | | | | | | | | |
Issuance of 16,858 and 15,453 shares through the directors compensation plan (Note 3) | | | 62,984 | | | | 59,121 | |
Net proceeds from at-the-market offering cost (Note 7) | | | — | | | | 8,300,803 | |
At-the-market offering costs | | | — | | | | (186,016 | ) |
Reinvestment of dividends | | | — | | | | 170,002 | |
| | | | | | | | |
Net increase in net assets from capital share transactions | | | 62,984 | | | | 8,343,910 | |
| | | | | | | | |
Net increase (decrease) in net assets | | | (11,436,721 | ) | | | 10,106,990 | |
Net Assets | | | | | | | | |
Beginning of year | | | 200,779,504 | | | | 190,672,514 | |
| | | | | | | | |
End of year | | $ | 189,342,783 | | | $ | 200,779,504 | |
| | | | | | | | |
| | |
Accumulated net investment loss | | $ | (111,953 | ) | | $ | (109,272 | ) |
| | | | | | | | |
See Accompanying Notes to Financial Statements.
15
Credit Suisse Asset Management Income Fund, Inc.
Financial Highlights
| | | | | | | | | | | | | | | | | | | | |
| | For the Year Ended December 31, | |
| | 2014 | | | 2013 | | | 2012 | | | 2011 | | | 2010 | |
Per share operating performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 3.84 | | | $ | 3.80 | | | $ | 3.60 | | | $ | 3.70 | | | $ | 3.56 | |
| | | | | | | | | | | | | | | | | | | | |
INVESTMENT OPERATIONS | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.25 | | | | 0.28 | | | | 0.32 | | | | 0.30 | | | | 0.32 | |
Net gain (loss) on investments and foreign currency related items (both realized and unrealized) | | | (0.19 | ) | | | 0.05 | | | | 0.20 | | | | (0.11 | ) | | | 0.17 | |
| | | | | | | | | | | | | | | | | | | | |
Total from investment activities | | | 0.06 | | | | 0.33 | | | | 0.52 | | | | 0.19 | | | | 0.49 | |
| | | | | | | | | | | | | | | | | | | | |
LESS DIVIDENDS AND DISTRIBUTIONS | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.27 | ) | | | (0.29 | ) | | | (0.32 | ) | | | (0.29 | ) | | | (0.35 | ) |
Return of capital | | | (0.01 | ) | | | (0.01 | ) | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
Total dividends and distributions | | | (0.28 | ) | | | (0.30 | ) | | | (0.32 | ) | | | (0.29 | ) | | | (0.35 | ) |
| | | | | | | | | | | | | | | | | | | | |
CAPITAL SHARE TRANSACTIONS | | | | | | | | | | | | | | | | | | | | |
Increase to Net Asset Value due to Shares Issued through at-the-market offerings | | | — | | | | 0.01 | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
Net asset value, end of year | | $ | 3.62 | | | $ | 3.84 | | | $ | 3.80 | | | $ | 3.60 | | | $ | 3.70 | |
| | | | | | | | | | | | | | | | | | | | |
Per share market value, end of year | | $ | 3.29 | | | $ | 3.56 | | | $ | 4.03 | | | $ | 3.65 | | | $ | 3.56 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENT RETURN1 | | | | | | | | | | | | | | | | | | | | |
Net asset value | | | 1.92 | % | | | 9.34 | % | | | 14.95 | % | | | 5.35 | % | | | 14.71 | % |
Market value | | | (0.09 | )% | | | (4.42 | )% | | | 20.24 | % | | | 11.02 | % | | | 16.94 | % |
RATIOS AND SUPPLEMENTAL DATA | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000s omitted) | | $ | 189,343 | | | $ | 200,780 | | | $ | 190,673 | | | $ | 180,011 | | | $ | 184,943 | |
Ratio of expenses to average net assets | | | 0.71 | % | | | 0.76 | % | | | 0.75 | % | | | 0.73 | % | | | 0.76 | % |
Ratio of net investment income to average net assets | | | 6.60 | % | | | 7.40 | % | | | 8.49 | % | | | 8.09 | % | | | 8.76 | % |
Portfolio turnover rate | | | 67 | % | | | 69 | % | | | 67 | % | | | 57 | % | | | 86 | % |
1 | Total investment return at net asset value is based on changes in the net asset value of Fund shares and assumes reinvestment of dividends and distributions, if any, at actual prices pursuant to the Fund’s dividend reinvestment program. Total investment return at market value is based on changes in the market price at which the Fund’s shares traded on the stock exchange during the period and assumes reinvestment of dividends and distributions, if any, at actual prices pursuant to the Fund’s dividend reinvestment program. Because the Fund’s shares trade in the stock market based on investor demand, the Fund may trade at a price higher or lower than its NAV. Therefore, returns are calculated based on share price and NAV. |
See Accompanying Notes to Financial Statements.
16
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements
December 31, 2014
Note 1. Organization
Credit Suisse Asset Management Income Fund, Inc. (the “Fund”) was incorporated on February 11, 1987 and is registered as a diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The investment objective of the Fund is to provide current income consistent with the preservation of capital.
Note 2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies are in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Fund is considered an investment company for financial reporting purposes under GAAP and follows Accounting Standard Codification (“ASC”) topic 946 - Investment Companies.
A) SECURITY VALUATION — The net asset value of the Fund is determined daily as of the close of regular trading on the New York Stock Exchange, Inc. (the “Exchange”) on each day the Exchange is open for business. The valuations for fixed income securities (which may include, but are not limited to, corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and certain derivative instruments are typically the prices supplied by independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Structured note agreements are valued in accordance with a dealer-supplied valuation based on changes in the value of the underlying index. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. Forward contracts are valued at the London closing spot rates and the London closing forward point rates on a daily basis. The currency forward contract pricing model derives the differential in point rates to the expiration date of the forward and calculates its present value. Equity securities for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade. The Fund may utilize a service provided by an independent third party which has been approved by the Board of Directors (the “Board”) to fair value certain securities. When fair value pricing is employed, the prices of securities used by the Fund to calculate its net asset value may differ from quoted or published prices for the same securities. If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the investment adviser to be unreliable, the market price may be determined by the investment adviser using quotations from one or more broker/dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities as determined in accordance with procedures approved and established by the Fund’s Board.
The Fund uses valuation techniques to measure fair value that are consistent with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.
17
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
GAAP established a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at each measurement date. These inputs are summarized in the three broad levels listed below:
| • | | Level 1 — quoted prices in active markets for identical investments |
| • | | Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
| • | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of December 31, 2014 in valuing the Fund’s assets and liabilities carried at fair value:
| | | | | | | | | | | | | | | | |
Assets | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Investments in Securities | | | | | | | | | | | | | | | | |
Corporate Bonds | | $ | — | | | $ | 148,489,197 | | | $ | 3,769 | | | $ | 148,492,966 | |
Bank Loans | | | — | | | | 20,311,112 | | | | 1,700,650 | | | | 22,011,762 | |
Asset Backed Securities | | | — | | | | 12,464,917 | | | | — | | | | 12,464,917 | |
Common Stock | | | 114,155 | | | | — | | | | 209,052 | | | | 323,207 | |
Preferred Stocks | | | — | | | | — | | | | — | 1 | | | — | 1 |
Short-term Investments | | | — | | | | 25,729,830 | | | | — | | | | 25,729,830 | |
| | | | | | | | | | | | | | | | |
| | | 114,155 | | | | 206,995,056 | | | | 1,913,471 | | | | 209,022,682 | |
| | | | | | | | | | | | | | | | |
Other Financial Instruments* | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | $ | — | | | $ | 238,670 | | | $ | — | | | $ | 238,670 | |
| | | | |
Liabilities | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Other Financial Instruments* | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | $ | — | | | $ | 43,090 | | | $ | — | | | $ | 43,090 | |
| 1 | Included a zero valued security. |
| * | Other financial instruments include unrealized appreciation (depreciation) on forward foreign currency contracts. |
The following is a reconciliation of investments as of December 31, 2014 in which significant unobservable inputs were used in determining value. Transfers in or out of Level 3 represent the end of the period value of any security or instrument where a change in the level has occurred from the beginning to the end of the period.
| | | | | | | | | | | | | | | | | | | | |
| | Corporate Bonds | | | Bank Loans | | | Common Stocks | | | Preferred Stock | | | Total | |
Balance as of December 31, 2013 | | $ | 3,943 | | | $ | 6,992,382 | | | $ | 214,704 | | | $ | — | | | $ | 7,211,029 | |
Accrued discounts (premiums) | | | 5 | | | | 122,482 | | | | — | | | | — | | | | 122,487 | |
Purchases | | | 38 | | | | 944,792 | | | | — | | | | — | | | | 944,830 | |
Sales | | | (4,045 | ) | | | (3,038,790 | ) | | | — | | | | — | | | | (3,042,835 | ) |
Realized gain (loss) | | | (849,933 | ) | | | 155,455 | | | | (225 | ) | | | — | | | | (694,703 | ) |
Change in unrealized appreciation (depreciation) | | | 850,011 | | | | (455,132 | ) | | | (26,271 | ) | | | — | | | | 368,608 | |
Transfers into Level 3 | | | 3,750 | | | | — | | | | 20,844 | | | | — | | | | 24,594 | |
Transfers out of Level 3 | | | — | | | | (3,020,539 | ) | | | — | | | | — | | | | (3,020,539 | ) |
| | | | | | | | | | | | | | | | | | | | |
Balance as of December 31, 2014 | | $ | 3,769 | | | $ | 1,700,650 | | | $ | 209,052 | | | $ | — | | | $ | 1,913,471 | |
| | | | | | | | | | | | | | | | | | | | |
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2014 | | $ | 46 | | | $ | (195,368 | ) | | $ | (26,496 | ) | | $ | — | | | $ | (221,818 | ) |
18
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
Quantitative Disclosure About Significant Unobservable Inputs
| | | | | | | | | | | | | | | | |
Asset Class | | Fair Value at 12/31/2014 | | | Valuation Technique(s) | | | Unobservable Input | | | Range | |
Corporate Bonds | | $ | 3,769 | | | | Third Party Vendors | | | | Single Broker Quote | | | | NA | |
Bank Loans | | $ | 1,700,650 | | | | Third Party Vendors | | | | Single Broker Quote | | | | NA | |
Common Stocks | | $ | 209,052 | | | | Third Party Vendor | | | | Single Broker Quote | | | | NA | |
Each fair value determination is based on a consideration of relevant factors, including both observable and unobservable inputs. Observable and unobservable inputs the Adviser considers may include (i) the existence of any contractual restrictions on the disposition of securities; (ii) information obtained from the company, which may include an analysis of the company’s financial statements, the company’s products or intended markets or the company’s technologies; (iii) the price of the same or similar security negotiated at arm’s length in an issuer’s completed subsequent round of financing; (iv) the price and extent of public trading in similar securities of the issuer or of comparable companies; or (v) a probability and time value adjusted analysis of contractual term. Where available and appropriate, multiple valuation methodologies are applied to confirm fair value. Significant unobservable inputs identified by the Adviser are often used in the fair value determination. A significant change in any of these inputs may result in a significant change in the fair value measurement. Due to the uncertainty inherent in the valuation process, such estimates of fair value may differ significantly from the values that would have been used had a ready market for the investments existed, and differences could be material. Additionally, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different from the valuations used at the date of these financial statements.
The Fund follows Financial Accounting Standards Board (“FASB”) amendments to authoritative guidance which requires the Fund to disclose details of transfers in and out of Level 1 and Level 2 measurements and Level 2 and Level 3 measurements and the reasons for the transfers. For the year ended December 31, 2014, there were no significant transfers in and out of Level 1 and Level 2, but there were $24,594 transferred in from Level 2 to Level 3 due to lack of observable market data because of decrease in market activity and $3,020,539 transferred out from Level 3 to Level 2 as a result of the availability of a pricing source supported by observable inputs. All transfers, if any, are assumed to occur at the end of the reporting period.
B) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES — The Fund adopted amendments to authoritative guidance on disclosures about derivative instruments and hedging activities which require that a fund disclose (a) how and why an entity uses derivative instruments, (b) how derivative instruments and hedging activities are accounted for and (c) how derivative instruments and related hedging activities affect a fund’s financial position, financial performance and cash flows. For the year ended December 31, 2014, the Fund’s derivatives did not qualify for hedge accounting as they are held at fair value.
Fair Values of Derivative Instruments as of December 31, 2014
| | | | | | | | | | | | | | |
| | Asset Derivatives | | | | | Liability Derivatives | |
| | Balance Sheet Location | | Fair Value | | | | | Balance Sheet Location | | Fair Value | |
Currency Contracts | | Unrealized appreciation on forward currency contracts | | $ | 238,670 | | | | | Unrealized depreciation on forward currency contracts | | $ | 43,090 | |
| | | | | | | | | | | | | | |
19
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
Effect of Derivative Instruments on the Statement of Operations
| | | | | | | | | | | | | | |
| | Location | | Realized Gain (Loss) | | | | | Location | | Net Unrealized Appreciation (Depreciation) | |
Currency Contracts | | Net realized gain from forward currency transactions* | | $ | 427,844 | | | | | Net change in unrealized appreciation (depreciation) from forward currency translations* | | $ | 405,193 | |
| | | | | | | | | | | | | | |
| * | Statement of Operations includes both forward currency contracts and foreign currency transactions/translations. |
The notional amount of forward foreign currency contracts at the year ended December 31, 2014 is reflected in the Schedule of Investments. For the year ended December 31, 2014, the Fund had an average monthly value on a net basis of $9,439,066 in forward foreign currency contracts.
The Fund is a party to International Swap and Derivatives Association, Inc. (“ISDA”) Master Agreements (“Master Agreements”) with certain counterparties that govern over-the-counter derivative (including Total Return, Credit Default and Interest Rate Swaps) and foreign exchange contracts entered into by the Fund. The Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. Termination events applicable to the Fund may occur upon a decline in the Fund’s net assets below a specified threshold over a certain period of time.
The following table presents by counterparty the Fund’s derivative assets net of related collateral held by the Fund at December 31, 2014:
| | | | | | | | | | | | | | | | | | | | |
Counterparty | | Gross Amounts of Assets Presented in the Statement of Assets and Liabilities(a) | | | Financial Instruments and Derivatives Available for Offset | | | Non-Cash Collateral Received | | | Cash Collateral Received | | | Net Amount of Derivative Assets | |
Morgan Stanley | | $ | 238,670 | | | $ | (43,090 | ) | | $ | — | | | $ | — | | | $ | 195,580 | |
| | | | | | | | | | | | | | | | | | | | |
The following table presents by counterparty the Fund’s derivative liabilities net of related collateral pledged by the Fund at December 31, 2014:
| | | | | | | | | | | | | | | | | | | | |
Counterparty | | Gross Amounts of Liabilities Presented in the Statement of Assets and Liabilities(a) | | | Financial Instruments and Derivatives Available for Offset | | | Non-Cash Collateral Pledged | | | Cash Collateral Pledged | | | Net Amount of Derivative Liabilities | |
Morgan Stanley | | $ | 43,090 | | | $ | (43,090 | ) | | $ | — | | | $ | — | | | $ | — | |
| | | | | | | | | | | | | | | | | | | | |
| (a) | Forward foreign currency exchange contracts are included. |
C) FOREIGN CURRENCY TRANSACTIONS — The books and records of the Fund are maintained in U.S. dollars. Transactions denominated in foreign currencies are recorded at the current prevailing exchange rates. All assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the current exchange rate at the end of the period. Translation gains or losses resulting from changes in the exchange rate during the reporting period and realized gains and losses on the settlement of foreign currency transactions are reported in the results of operations for the current period. The Fund does not isolate that portion of realized gains and losses on investments in equity securities which is due to changes in the foreign exchange rate from that which is due to changes in market prices of equity securities. The Fund isolates that portion of realized gains
20
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
and losses on investments in debt securities which is due to changes in the foreign exchange rate from that which is due to changes in market prices of debt securities.
D) SECURITY TRANSACTIONS AND INVESTMENT INCOME/EXPENSE — Security transactions are accounted for on a trade date basis. Interest income/expense is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts using the effective interest method. Dividend income/expense is recorded on the ex-dividend date. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes.
E) DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — The Fund declares and pays dividends on a monthly basis and records them on ex-date. Distributions of net realized capital gains, if any, are declared and paid at least annually. However, to the extent that a net realized capital gain can be reduced by a capital loss carryforward, such gain will not be distributed. Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
The Fund’s dividend policy is to distribute substantially all of its net investment income to its shareholders on a monthly basis. However, in order to provide shareholders with a more consistent yield to the current trading price of shares of common stock of the Fund, the Fund may at times pay out less than the entire amount of net investment income earned in any particular month and may at times in any month pay out such accumulated but undistributed income in addition to net investment income earned in that month. As a result, the dividends paid by the Fund for any particular month may be more or less than the amount of net investment income earned by the Fund during such month.
F) FEDERAL INCOME TAXES — No provision is made for federal taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”), and to make the requisite distributions to its shareholders, which will be sufficient to relieve it from federal income and excise taxes.
In order to qualify as a RIC under the Code, the Fund must meet certain requirements regarding the source of its income, the diversification of its assets and the distribution of its income. One of these requirements is that the Fund derive at least 90% of its gross income for each taxable year from dividends, interest, payments with respect to certain securities loans, gains from the sale or other disposition of stock, securities or foreign currencies, other income derived with respect to its business of investing in such stock, securities or currencies or net income derived from interests in certain publicly traded partnerships (“Qualifying Income”).
The Fund adopted the authoritative guidance for uncertainty in income taxes and recognizes a tax benefit or liability from an uncertain position only if it is more likely than not that the position is sustainable based solely on its technical merits and consideration of the relevant taxing authority’s widely understood administrative practices and procedures. The Fund has reviewed its current tax positions and has determined that no provision for income tax is required in the Fund’s financial statements. The Fund’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service.
G) SHORT-TERM INVESTMENTS — The Fund, together with other funds/portfolios advised by Credit Suisse, pools available cash into a short-term variable rate time deposit issued by State Street Bank and Trust Company (“SSB”), the Fund’s custodian. The short-term time deposit issued by SSB is a variable rate account classified as a short-term investment.
H) FORWARD FOREIGN CURRENCY CONTRACTS — The Fund may enter into forward foreign currency contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise
21
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency. The Fund will enter into forward foreign currency contracts primarily for hedging foreign currency risk. Forward foreign currency contracts are adjusted by the daily forward exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or an offsetting position is entered into. The Fund’s open forward foreign currency contracts at December 31, 2014 are disclosed in the Schedule of Investments.
I) SECURITIES LENDING — Loans of securities are required at all times to be secured by collateral at least equal to 102% of the market value of domestic securities on loan (including any accrued interest thereon) and 105% of the market value of foreign securities on loan (including any accrued interest thereon). Cash collateral received by the Fund in connection with securities lending activity may be pooled together with cash collateral for other funds/portfolios advised by Credit Suisse and may be invested in a variety of investments, including funds advised by SSB, the Fund’s securities lending agent or money market instruments. However, in the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral may be subject to legal proceedings.
SSB has been engaged by the Fund to act as the Fund’s securities lending agent. As of December 31, 2014, the Fund had investment securities on loan with a fair value of $22,856,863 and a related liability of $23,258,830 for collateral received on securities loaned, both of which are presented gross on the Statement of Assets and Liabilities. The collateral for securities loaned is valued consistently to the other investments held by the Fund and is included in level 2 of the fair value hierarchy. For the year ended December 31, 2014, the value of the related collateral exceeded the value of the securities loaned.
The Fund’s securities lending arrangement provides that the Fund and SSB will share the net income earned from securities lending activities. During the year ended December 31, 2014, total earnings from the Fund’s investment in cash collateral received in connection with securities lending arrangements was $66,924, of which $275 was rebated to borrowers (brokers). The Fund retained $56,619 in income from the cash collateral investment, and SSB, as lending agent, was paid $10,030. Securities lending income is accrued as earned.
J) OTHER — Lower-rated debt securities (commonly known as “junk bonds”) possess speculative characteristics and are subject to greater market fluctuations and risk of lost income and principal than higher-rated debt securities for a variety of reasons. Also, during an economic downturn or substantial period of rising interest rates, highly leveraged issuers may experience financial stress which would adversely affect their ability to service their principal and interest payment obligations, to meet projected business goals and to obtain additional financing.
In the normal course of business the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to a transaction to perform (credit risk). Similar to credit risk, the Fund may be exposed to counterparty risk, or the risk that an institution or other entity with which the Fund has unsettled or open transactions will default. The potential loss could exceed the value of the financial assets recorded in the financial statements. Financial assets, which potentially expose the Fund to credit risk, consist principally of cash due from counterparties and investments. The extent of the Fund’s exposure to credit and counterparty risks in respect to these financial assets approximates their carrying value as recorded in the Fund’s Statement of Assets and Liabilities.
In addition, periods of economic uncertainty and changes can be expected to result in increased volatility of market prices of lower-rated debt securities and the Fund’s net asset value.
22
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
K) NEW ACCOUNTING PRONOUNCEMENTS — In June 2014, FASB issued ASU No. 2014-11, Transfers and Servicing (Topic 860), Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures. The ASU changes the accounting for certain repurchase agreements and expands disclosure requirements related to repurchase agreements, securities lending, repurchase-to-maturity and similar transactions. The ASU is effective for interim and annual reporting periods beginning after December 15, 2014. Management is currently evaluating the impact, if any, of applying this provision.
L) SUBSEQUENT EVENTS — In preparing the financial statements as of December 31, 2014, management considered the impact of subsequent events for potential recognition or disclosure in these financial statements through the date of release of this report. No such events requiring recognition or disclosure were identified through the date of the release of this report.
Note 3. Transactions with Affiliates and Related Parties
Credit Suisse serves as investment adviser for the Fund. For its investment advisory services, Credit Suisse is entitled to receive a fee from the Fund at a rate per annum, computed weekly and paid quarterly as follows: 0.50% of the lower of the weekly stock price (market value) of the Fund’s outstanding shares or its average weekly net assets. For the year ended December 31, 2014, investment advisory fees earned were $924,519.
SSB serves as Accounting and Administrative Agent for the Fund. For its administrative services, SSB receives a fee, exclusive of out-of-pocket expenses, calculated in total for all the Credit Suisse funds/portfolios co-administered by SSB and allocated based upon the relative average net assets of each fund/portfolio, subject to an annual minimum fee. For the year ended December 31, 2014, administrative services fees earned by SSB (including out-of-pocket expenses) with respect to the Fund were $56,711.
The Independent Directors receive fifty percent (50%) of their annual retainer in the form of shares. During the years ended December 31, 2014 and December 31, 2013, 16,858 shares and 15,453 shares were issued through the Directors’ compensation plan, respectively. Directors as a group own less than 1% of the Fund’s outstanding shares.
Merrill Corporation (“Merrill”), formerly an affiliate of Credit Suisse, has been engaged by the Fund to provide certain financial printing services. For the year ended December 31, 2014, Merrill was paid $20,542 for its services by the Fund. This amount was included in the printing fees presented on the Statement of Operations. Effective July 23, 2014, Merrill was no longer considered an affiliate.
Note 4. Line of Credit
The Fund, together with other funds/portfolios advised by Credit Suisse (collectively, the “Participating Funds”), participates in a committed, unsecured line of credit facility (“Credit Facility”), in an aggregated amount of $200 million for temporary or emergency purposes with SSB under a first come first serve basis. Under the terms of the Credit Facility, the Participating Funds pay an aggregate commitment fee on the average unused amount of the Credit Facility, which is allocated among the Participating Funds in such manner as is determined by the governing Boards of the Participating Funds. In addition, the Participating Funds pay interest on borrowings at either the Overnight Federal Funds rate or the Overnight LIBOR rate plus a spread. At December 31, 2014, the Fund had no borrowings outstanding under the Credit Facility.
Note 5. Purchases and Sales of Securities
For the year ended December 31, 2014, purchases and sales of investment securities (excluding short-term investments) were $130,719,605 and $130,819,299, respectively.
23
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
Note 6. Fund Shares
The Fund offers a Dividend Reimbursement Plan (the “Plan”) to its common stockholders. By participating in the Plan, dividends and distributions will be promptly paid to stockholders in additional shares of common stock of the Fund. The number of shares to be issued will be determined by dividing the total amount of the distribution payable by the greater of (i) the net asset value per share (“NAV”) of the Fund’s common stock on the payment date, or (ii) 95% of the market price per share of the Fund’s common stock on the payment date. If the NAV of the Fund’s common stock is greater than the market price (plus estimated brokerage commissions) on the payment date, then Computershare (or a broker-dealer selected by Computershare) shall endeavor to apply the amount of such distribution to purchase shares of Fund common stock in the open market.
The Fund has one class of shares of common stock, par value $.001 per share; one hundred million shares are authorized. Transactions in shares of common stock were as follows:
| | | | | | | | |
| | For the Year Ended December 31, 2014 | | | For the Year Ended December 31, 2013 | |
Shares issued through the Directors compensation plan | | | 16,858 | | | | 15,453 | |
Shares issued through at-the-market offerings | | | — | | | | 2,034,748 | |
Shares issued through reinvestment of dividends | | | — | | | | 43,793 | |
| | | | | | | | |
Net increase | | | 16,858 | | | | 2,093,994 | |
| | | | | | | | |
Note 7. Shelf Offering
On January 22, 2013, the Fund’s “shelf” registration was declared effective by the SEC. The shelf registration statement enables the Fund to issue up to $40 million in shares of common stocks through one or more public offerings. Shares may be offered at prices and terms to be set forth in one or more supplements to the Fund’s prospectus included in the shelf registration statement. On February 1, 2013, the Fund filed a prospectus supplement relating to an at-the-market offering of the Fund’s shares of common stock. Any proceeds raised through such offering will be used for investment purposes. For the year ended December 31, 2013, the Fund had offered and sold 2,034,748 shares of common stock in at-the-market offerings, resulting in proceeds (net of commissions) of $8,300,803. The Fund did not have an effective “shelf” registration statement during the year ended December 31, 2014.
Note 8. Federal Income Taxes
Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
The tax characteristics of dividends and distributions paid during the years ended December 31, 2014 and 2013, respectively, by the Fund were as follows:
| | | | | | | | | | | | |
Ordinary Income | | | Return of Capital Gain | |
2014 | | 2013 | | | 2014 | | | 2013 | |
$14,153,373 | | $ | 14,699,374 | | | $ | 265,864 | | | $ | 654,087 | |
24
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
The tax basis components of distributable earnings differ from the amounts reflected in the Statement of Assets and Liabilities by temporary book/tax differences. These differences are primarily due to differing treatments of wash sales, partnership basis adjustments, income from defaulted bonds and marked to market of forward contracts. At December 31, 2014, the components of distributable earnings on a tax basis were as follows:
| | | | |
Late year ordinary loss deferral | | $ | (93,807 | ) |
Accumulated realized loss | | | (36,346,616 | ) |
Unrealized depreciation | | | (8,307,724 | ) |
| | | | |
| | $ | (44,748,147 | ) |
| | | | |
At December 31, 2014, the Fund had short-term capital loss carryforwards available to offset possible future capital gains as follows:
| | | | | | | | |
Expires December 31, | |
2016 | | 2017 | | | 2018 | |
$16,896,140 | | $ | 18,951,117 | | | $ | 499,359 | |
During the tax year ended December 31, 2014, the Fund utilized $2,685,394 of the capital loss carryforwards and $9,514,642 of the capital loss carryforwards were expired.
At December 31, 2014, the cost of investments (excluding foreign currency related transactions) and net
unrealized appreciation (depreciation) for income tax purposes were as follows:
| | | | |
Cost of Investments | | $ | 217,325,329 | |
| | | | |
Unrealized appreciation | | $ | 2,564,177 | |
Unrealized depreciation | | | (10,866,824 | ) |
| | | | |
Net unrealized appreciation (depreciation) | | $ | (8,302,647 | ) |
| | | | |
At December 31, 2014, the Fund reclassified $1,233,820 from Net Investment Loss and $9,647,673 from accumulated realized loss into Paid in Capital, to adjust for current period permanent book/tax differences which arose principally from differing book/tax treatment of foreign currency gain (loss), defaulted bonds, distribution in excess of current earnings, adjustments to prior period accumulated balances and expired capital loss carryforwards. Net assets were not affected by these reclassifications.
Note 9. Contingencies
In the normal course of business, the Fund may provide general indemnifications pursuant to certain contracts and organizational documents. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated; however, based on experience, the risk of loss from such claims is considered remote.
Note 10. Other Matters
On May 19, 2014, the U.S. Department of Justice (the “Department of Justice”) filed a one-count criminal information (the “Information”) in the District Court for the Eastern District of Virginia charging Credit Suisse AG (“CSAG”) with conspiracy to commit tax fraud related to accounts CSAG established for cross-border clients. The Department of Justice and CSAG entered into a plea agreement (the “Plea Agreement”) settling the action pursuant to which CSAG pleaded guilty to the charge set out in the Information.
25
Credit Suisse Asset Management Income Fund, Inc.
Notes to Financial Statements (continued)
December 31, 2014
The Plea Agreement requires CSAG to pay over $1.8 billion to the U.S. government, including the U.S. Internal Revenue Service. The Plea Agreement also requires CSAG to lawfully undertake certain remedial actions to address the conduct described in the Plea Agreement.
CSAG has entered into other settlements relating to the conduct set out in the Plea Agreement. CSAG has entered into a Consent Order with the Federal Reserve Board (the “Federal Reserve”) to resolve certain findings by the Federal Reserve, including that the activities of CSAG regarding opening of foreign accounts for U.S. taxpayers, provision of investment services to U.S. clients, and operation of CSAG’s New York representative office prior to 2009 lacked adequate enterprise-wide risk management and compliance policies and procedures sufficient to ensure that all of its activities comply with U.S. laws and regulations. In addition, CSAG has entered into a Consent Order with the New York State Department of Financial Services (the “DFS”) to resolve the DFS’s investigation into the conduct described in the Plea Agreement. The settlement with the Federal Reserve requires CSAG to pay $100 million to the Federal Reserve, and the settlement with the DFS requires CSAG to pay $715 million to the DFS.
These settlements follow a settlement by Credit Suisse Group AG (“CS Group”), the parent company of CSAG, with the Securities and Exchange Commission (the “Commission”) on February 21, 2014 to resolve an investigation by the Commission into solicitation and provision of broker-dealer and investment advisory services to certain U.S. cross-border clients by CS Group while not registered with the Commission as a broker-dealer or investment adviser. As part of the settlement, CS Group retained an independent consultant to evaluate its policies and procedures and examine its broker-dealer and investment adviser activities to fully verify that the business that was the subject of the Commission investigation has been completely exited. CS Group also agreed to pay $196,511,014, which includes $82,170,990 in disgorgement, $64,340,024 in interest and a $50,000,000 penalty.
CSAG is the indirect parent company of Credit Suisse and CSSU. Neither Credit Suisse, CSSU nor the Fund was named in the Plea Agreement (as defined above) or other settlements relating to the conduct set out in the Plea Agreement. The conduct set out in the Plea Agreement did not involve the Fund, Credit Suisse or CSSU with respect to its investment adviser and distribution activities relating to the Fund.
Credit Suisse, CSSU and certain of their affiliates have received a permanent exemptive order from the Commission to permit them to continue serving as investment advisers and principal underwriters for U.S.-registered investment companies, such as the Fund. Due to a provision in the law governing the operation of U.S.-registered investment companies, they would otherwise have become ineligible to perform these activities as a result of the plea in the Plea Agreement. The permanent exemptive order permits Credit Suisse and CSSU to continue to provide services to the Fund, so long as, among other things, no current or former employee of CSAG or any affiliate of CSAG who previously has been or who subsequently may be identified by CSAG or any U.S. or non-U.S. regulatory or enforcement agencies as having been responsible for the conduct described in the Plea Agreement will be employed by Credit Suisse and certain of its affiliates. Credit Suisse and CSSU have informed the Fund that, Credit Suisse and CSSU believe the Settlements will not have any material impact on the Fund or on the ability of Credit Suisse or CSSU to perform services for the Fund.
On November 21, 2014, at the sentencing hearing, the court accepted and implemented the sentence as set out in the plea agreement. The court imposed no additional conditions beyond those contained in the agreement.
26
Credit Suisse Asset Management Income Fund, Inc.
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and the Shareholders of
Credit Suisse Asset Management Income Fund, Inc.:
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Credit Suisse Asset Management Income Fund, Inc. (the “Fund”) at December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, 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 (United 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 at December 31, 2014 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, New York
February 26, 2015
27
Credit Suisse Asset Management Income Fund, Inc.
Board Approval of Investment Advisory Agreement (unaudited)
In approving the renewal of the current Advisory Agreement for the Credit Suisse Asset Management Income Fund, Inc. (the “Fund”), the Board of Directors of the Fund (the “Board”), including all of the Directors who are not “interested persons” of the Fund as defined in the Investment Company Act of 1940 (the “Independent Directors”), at a meeting held on November 17 and 18, 2014, considered the following factors:
Investment Advisory Fee Rates and Expenses
The Board reviewed and considered the contractual investment advisory fee rate of 0.50% (the “Contractual Advisory Fee”) for the Fund in light of the extent and quality of the advisory services provided by Credit Suisse Asset Management, LLC (“Credit Suisse”). The Board noted that Credit Suisse had contractually agreed to base its current investment advisory fee upon the lower of the Fund’s average weekly stock price or its average weekly net assets.
Additionally, the Board considered information comparing the Contractual Advisory Fee less waivers and/or reimbursements (the “Net Advisory Fee”) and the Fund’s overall expenses with those of funds in both the relevant expense group (“Expense Group”) and universe of funds (“Expense Universe”) provided by Lipper Inc., an independent provider of investment company data. The Board observed that the Net Advisory Fee was lower than the median rates of funds in the Expense Group. The Board was provided with a description of the methodology used to arrive at the funds included in the Expense Group and the Expense Universe. The Board also received and considered information regarding the co-adminstration fees paid by the Fund.
Nature, Extent and Quality of the Services under the Advisory Agreement
The Board received and considered information regarding the nature, extent and quality of services provided to the Fund by Credit Suisse under the Advisory Agreement. The Board also noted information received at regular meetings throughout the year related to the services rendered by Credit Suisse. The Board reviewed background information about Credit Suisse, including its Form ADV Part 2 – Disclosure Brochure and Brochure Supplement. The Board considered the background and experience of Credit Suisse’s senior management and the expertise of, and the amount of attention given to the Fund by, senior personnel of Credit Suisse. In addition, the Board reviewed the qualifications, backgrounds and responsibilities of the Fund management team primarily responsible for the day-to-day portfolio management of the Fund and the extent of the resources devoted to research and analysis of actual and potential investments. The Board evaluated the ability of Credit Suisse, based on its resources, reputation and other attributes, to attract and retain qualified investment professionals, including research, advisory, and supervisory personnel. The Board also received and considered information about the nature, extent and quality of services and fee rates offered to other Credit Suisse clients for comparable services.
Fund Performance
The Board considered the performance results of the Fund over time, along with comparison to both the relevant performance group (“Performance Group”) and a universe of funds for the Fund (the “Performance Universe”). The Board was provided with a description of the methodology used to arrive at the funds included in the Performance Group and the Performance Universe.
Credit Suisse Profitability
The Board received and considered a profitability analysis of Credit Suisse based on the fees payable under the Advisory Agreement for the Fund, as well as other relationships between the Fund on the one hand and Credit Suisse affiliates on the other. The Board also considered Credit Suisse’s methodology for allocating costs to the Fund, recognizing that cost allocation methodologies are inherently subjective.
28
Credit Suisse Asset Management Income Fund, Inc.
Board Approval of Investment Advisory Agreement (unaudited) (continued)
Economies of Scale
The Board considered information regarding whether there have been economies of scale with respect to the management of the Fund, whether the Fund has appropriately benefited from any economies of scale, and whether there is potential for realization of any further economies of scale. Accordingly, the Board considered whether breakpoints in the Fund’s advisory fee structure would be appropriate or reasonable taking into consideration economies of scale or other efficiencies that might accrue from increases in the Fund’s asset levels.
Other Benefits to Credit Suisse
The Board considered other benefits received by Credit Suisse and its affiliates as a result of their relationship with the Fund. Such benefits include, among others, benefits potentially derived from an increase in Credit Suisse’s businesses as a result of its relationship with the Fund (such as the ability to market to shareholders other financial products offered by Credit Suisse and its affiliates).
The Board considered the standards applied in seeking best execution and reviewed Credit Suisse’s method for allocating portfolio investment opportunities among its advisory clients.
Other Factors and Broader Review
As discussed above, the Board reviews detailed materials received from Credit Suisse as part of the annual re-approval process. The Board also reviews and assesses the quality of the services that the Fund receives throughout the year. In this regard, the Board reviews reports of Credit Suisse at least quarterly, which include, among other things, detailed portfolio and market reviews, detailed fund performance reports and Credit Suisse’s compliance procedures.
Conclusions
In selecting Credit Suisse, and approving the renewal of the Advisory Agreement and the investment advisory fee under such agreement, the Board concluded that:
| • | | The Fund’s Contractual Advisory Fee and Net Advisory Fee were each the lowest in the Expense Group. In addition, the Fund’s actual total expenses were the lowest in the Expense Group. In addition, the Directors concluded that the advisory fees are based on services provided that will be in addition to, rather than duplicative of, the services provided under the advisory contracts of any underlying fund in which the Fund may invest. The Board considered the fees reasonable. |
| • | | Performance Information was shown for the one, two, three, four, five and ten year periods ended August 31, 2014. The Fund’s performance was below the median of its Performance Group for the one, two, three and five year periods, at the median for the four year period and above the median for the ten year period. The Fund’s performance was below the median of its Performance Universe for the one, two, three and five-year periods and above the median for the four and ten year periods. |
| • | | The Board was satisfied with the nature, extent and quality of the investment advisory services provided to the Fund by Credit Suisse and that, based on dialogue with management and counsel, the services provided by Credit Suisse under the Advisory Agreement are typical of, and consistent with, those provided to similar mutual funds by other investment advisers. |
| • | | In light of the costs of providing investment management and other services to the Fund and Credit Suisse’s ongoing commitment to the Fund and willingness to waive fees, Credit Suisse’s profitability based on fees payable under the Advisory Agreement, as well as other ancillary benefits that Credit Suisse and its affiliates received, were considered reasonable. |
29
Credit Suisse Asset Management Income Fund, Inc.
Board Approval of Investment Advisory Agreement (unaudited) (continued)
| • | | In light of the information received and considered by the Board, the Fund’s current fee structure was considered. |
No single factor reviewed by the Board was identified by the Board as the principal factor in determining whether to approve the renewal of the Advisory Agreement. The Independent Directors were advised by separate independent legal counsel throughout the process.
30
Credit Suisse Asset Management Income Fund, Inc.
Information Concerning Directors and Officers (unaudited)
| | | | | | | | | | |
Name, Address (Year of Birth) | | Position(s) Held with Fund | | Term of Office and Length of Time Served | | Principal Occupation(s) During Past Five Years | | Number of Portfolios in Fund Complex Overseen by Trustee | | Other Directorships Held by Trustee |
| | | |
Independent Directors | | | | | | |
| | | | | |
Enrique R. Arzac c/o Credit Suisse Asset Management, LLC Attn: General Counsel One Madison Avenue New York, New York 10010 (1941) | | Director; Audit Committee Chairman and Nominating Committee Member | | Director since 1990; current term ends at the 2014 annual meeting | | Professor of Finance and Economics, Graduate School of Business, Columbia University since 1971. | | 13 | | Director of The Adams Express Company, Petroleum and Resources Corporation, Aberdeen Chile Fund, Inc., Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc., Aberdeen Israel Fund, Inc., Aberdeen Indonesia Fund, Inc. and Aberdeen Latin America Equity Fund, Inc. (each a closed-end investment company); Director of Aberdeen Asia-Pacific Income Investment Company Limited (a Canadian closed-end fund); Trustee of Mirae Asset Discovery Funds (6 open-end portfolios); Director of Starcomms PLC. (telecommunications company) from 2008 to 2011; Director of Epoch Holding Corporation (an investment management and investment advisory services company) from 2006 to March 2013. |
| | | | | |
Terry F. Bovarnick c/o Credit Suisse Asset Management, LLC Attn: General Counsel One Madison Avenue New York, New York 10010 (1958) | | Director; Audit and Nominating Committee Member | | Since 2006; current term ends at the 2014 annual meeting | | Currently retired. | | 2 | | None |
31
Credit Suisse Asset Management Income Fund, Inc.
Information Concerning Directors and Officers (unaudited) (continued)
| | | | | | | | | | |
Name, Address (Year of Birth) | | Position(s) Held with Fund | | Term of Office and Length of Time Served | | Principal Occupation(s) During Past Five Years | | Number of Portfolios in Fund Complex Overseen by Trustee | | Other Directorships Held by Trustee |
James Cattano c/o Credit Suisse Asset Management, LLC Attn: General Counsel One Madison Avenue New York, New York 10010 (1943) | | Director; Audit Committee Member and Nominating Committee Member | | Since 2006; current term ends at the 2015 annual meeting | | President of Coastal Trading Corp. since October 2011; President, Primary Resources, Inc. (an international trading and manufacturing company specializing in the sale of agricultural commodities throughout Latin American markets) since October 1996 to October 2011. | | 2 | | Director of Aberdeen Chile Fund, Inc., Aberdeen Indonesia Fund, Inc., Aberdeen Israel Fund, Inc., Aberdeen Latin America Equity Fund, Inc., and Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. (each a closed-end investment company). |
| | | | | |
Lawrence Fox c/o Credit Suisse Asset Management, LLC Attn: General Counsel One Madison Avenue New York, New York 10010 (1943) | | Director and Nominating Committee Member | | Since 1990; current term ends at the 2016 annual meeting | | Partner of Drinker Biddle & Reath (law firm) since 1972. Lecturer at Yale Law School since 2009. | | 2 | | Director of Aberdeen Chile Fund, Inc., Aberdeen Indonesia Fund, Inc., Aberdeen Israel Fund, Inc., Aberdeen Latin America Equity Fund, Inc. (each a closed-end investment company); Director of Dynasil Corporation (a manufacturing company). |
| | | | | |
Steven N. Rappaport Lehigh Court, LLC 555 Madison Avenue 29th Floor New York, New York 10022 (1948) | | Chairman of the Board of Director; Audit Committee Member and Nominating Committee Chairman | | Chairman from 2012 and Director since 2005; current term ends at the 2015 annual meeting | | Partner of Lehigh Court, LLC and RZ Capital (private investment firms) from July 2002 to present. | | 13 | | Director of iCAD, Inc. (surgical and medical instruments and apparatus company); Director of Aberdeen Chile Fund, Inc., Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc., Aberdeen Israel Fund, Inc., Aberdeen Indonesia Fund, Inc. and Aberdeen Latin America Equity Fund, Inc. (each a closed-end investment company); Director of Presstek, Inc. (digital imaging technologies company) from 2003 to 2012; Director of Wood Resources, LLC. (plywood manufacturing company) from 2003 to October 2013; Partner of Backstage Acquisition Holding, LLC (Publication Job Postings) from November 2013 to present. |
32
Credit Suisse Asset Management Income Fund, Inc.
Information Concerning Directors and Officers (unaudited) (continued)
| | | | | | | | | | |
Name, Address (Year of Birth) | | Position(s) Held with Fund | | Term of Office and Length of Time Served | | Principal Occupation(s) During Past Five Years | | Number of Portfolios in Fund Complex Overseen by Trustee | | Other Directorships Held by Trustee |
| | | | |
Interested Director | | | | | | | | |
| | | | | |
John G. Popp* Credit Suisse Asset Management, LLC One Madison Avenue New York, New York 10010 (1956) | | Chief Executive Officer and President | | Since 2013; current term ends at the 2016 annual meeting | | Managing Director of Credit Suisse; Global Head and Chief Investment Officer of the Credit Suisse Investment Group; Associated with Credit Suisse or its predecessor since 1997; Officer of other Credit Suisse Funds; Trustee of Credit Suisse High Yield Bond Fund; Director of Credit Suisse Asset Management Income Fund, Inc. | | None | | None |
33
Credit Suisse Asset Management Income Fund, Inc.
Information Concerning Directors and Officers (unaudited) (continued)
| | | | | | |
Name, Address (Year of Birth) | | Position(s) Held with Fund | | Term of Office and Length of Time Served | | Principal Occupation(s) During Past Five Years |
| | | |
Officers** | | | | | | |
| | | |
Thomas J. Flannery Credit Suisse Asset Management, LLC One Madison Avenue New York, New York 10010 (1974) | | Chief Investment Officer | | Since 2010 | | Managing Director of Credit Suisse and Head of the Credit Suisse U.S. High Yield Management Team; Associated with Credit Suisse Group AG since 2000; Officer of other Credit Suisse Funds. |
| | | |
Bruce Rosenberg Credit Suisse Asset Management, LLC One Madison Avenue New York, New York 10010 (1961) | | Chief Financial Officer | | Since 2012 | | Director of Credit Suisse; Director of Liquid Accounting of Credit Suisse; Associated with Credit Suisse since 2008; Officer of other Credit Suisse Funds. |
| | | |
Emidio Morizio Credit Suisse Asset Management, LLC One Madison Avenue New York, New York 10010 (1966) | | Chief Compliance Officer | | Since 2004 | | Managing Director and Global Head of Compliance of Credit Suisse since 2010; Director and Global Head of Compliance of Credit Suisse from January 2005 to December 2009; Associated with Credit Suisse since July 2000; Officer of other Credit Suisse Funds. |
| | | |
Joanne Doldo Credit Suisse Asset Management, LLC One Madison Avenue New York, New York 10010 (1959) | | Chief Legal Officer | | Since 2013 | | Vice President of Credit Suisse; Associated with Credit Suisse since September 2011; Officer of other Credit Suisse Funds; Associated with Morgan Stanley Investment Management from 2002 - 2008. |
| | | |
Rocco DelGuercio Credit Suisse Asset Management, LLC One Madison Avenue New York, New York 10010 (1963) | | Treasurer | | Since 2013 | | Vice President of Credit Suisse since 2013; Independent Consultant from February 2012 to April 2013; Director of Legg Mason & Co., LLC from March 2004 to January 2012; Associated with Credit Suisse from June 1996 to March 2004; Officer of other Credit Suisse Funds. |
| | | |
Karen Regan Credit Suisse Asset Management, LLC One Madison Avenue New York, New York 10010 (1963) | | Senior Vice President and Secretary | | Since 2010 | | Vice President of Credit Suisse; Associated with Credit Suisse since December 2004; Officer of other Credit Suisse Funds. |
* | Mr. Popp is an “interested person” of the Fund as defined in the 1940 Act by virtue of his current position as an officer of Credit Suisse. |
** | The officers of the Fund shown are officers that make policy decisions. |
34
Credit Suisse Asset Management Income Fund, Inc.
Proxy Voting and Portfolio Holdings Information (unaudited)
Information regarding how the Fund voted proxies related to its portfolio securities during the 12 month period ended June 30 of each year, as well as the policies and procedures that the Fund uses to determine how to vote proxies relating to its portfolio securities are available:
| • | | By calling 1-800-293-1232 |
| • | | On the Fund’s website, www.credit-suisse.com/us/funds |
| • | | On the website of the Securities and Exchange Commission, www.sec.gov. |
The Fund files a complete schedule of its portfolio holdings for the first and third quarters of its fiscal year with the SEC on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the SEC’s Public Reference Room may be obtained by calling 1-202-551-8090.
Funds Managed by Credit Suisse Asset Management, LLC
CLOSED-END FUNDS
Fixed Income
Credit Suisse Asset Management Income Fund, Inc. (NYSE Amex: CIK)
Credit Suisse High Yield Bond Fund (NYSE Amex: DHY)
Literature Request — Call today for free descriptive information on the closed-ended funds listed above at 1-800-293-1232 or visit our website at www.credit-suisse.com/us/funds.
OPEN-END FUNDS
| | |
Credit Suisse Commodity Return Strategy Fund | | Credit Suisse Strategic Income Fund |
Credit Suisse Floating Rate High Income Fund | | Credit Suisse Commodity ACCESS Strategy Fund |
Credit Suisse Multialternative Strategy Fund | | Credit Suisse Managed Futures Strategy Fund |
Credit Suisse Emerging Market Equity Fund | | Credit Suisse Volaris US Strategies Fund |
Fund shares are not deposits or other obligation of Credit Suisse Asset Management, LLC or any affiliate, are not FDIC-insured and are not guaranteed by Credit Suisse Asset Management, LLC or any affiliate. Fund investments are subject to investment risks, including loss of your investment. There are special risk considerations associated with international, global, emerging-markets, small-company, private equity, high-yield debt, single-industry, single-country and other special, aggressive or concentrated investment strategies. Past performance cannot guarantee future results.
More complete information about a fund, including charges and expenses, is provided in the Prospectus, which should be read carefully before investing. You may obtain copies by calling Credit Suisse Funds at 1-877-870-2874. Performance information current to the most recent month-end is available at www.credit-suisse.com/us/funds.
Credit Suisse Securities (USA) LLC, Distributor.
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Credit Suisse Asset Management Income Fund, Inc.
Dividend Reinvestment and Cash Purchase Plan (unaudited)
Credit Suisse Asset Management Income Fund, Inc. (the “Fund”) offers a Dividend Reinvestment and Cash Purchase Plan (the “Plan”) to its common stockholders. The Plan offers common stockholders a prompt and simple way to reinvest net investment income dividends and capital gains and other periodic distributions in shares of the Fund’s common stock. Computershare Trust Company, N.A. (“Computershare”) acts as Plan Agent for stockholders in administering the Plan.
If your shares of common stock of the Fund are registered in your own name, you will automatically participate in the Plan, unless you have indicated that you do not wish to participate and instead wish to receive dividends and capital gains distributions in cash. If you are a beneficial owner of the Fund having your shares registered in the name of a bank, broker or other nominee, you must first make arrangements with the organization in whose name your shares are registered to have the shares transferred into your own name. Registered shareholders can join the Plan via the Internet by going to www.computershare.com, authenticating your online account, agreeing to the Terms and Conditions of online “Account Access” and completing an online Plan Enrollment Form. Alternatively, you can complete the Plan Enrollment Form and return it to Computershare at the address below.
By participating in the Plan, your dividends and distributions will be promptly paid to you in additional shares of common stock of the Fund. The number of shares to be issued to you will be determined by dividing the total amount of the distribution payable to you by the greater of (i) the net asset value per share (“NAV”) of the Fund’s common stock on the payment date, or (ii) 95% of the market price per share of the Fund’s common stock on the payment date. If the NAV of the Fund’s common stock is greater than the market price (plus estimated brokerage commissions) on the payment date, then Computershare (or a broker-dealer selected by Computershare) shall endeavor to apply the amount of such distribution on your shares to purchase shares of Fund common stock in the open market.
You should be aware that all net investment income dividends and capital gain distributions are taxable to you as ordinary income and capital gain, respectively, whether received in cash or reinvested in additional shares of the Fund’s common stock.
The Plan also permits participants to purchase shares of the Fund through Computershare. You may invest $100 or more monthly, with a maximum of $100,000 in any annual period. Computershare will purchase shares for you on the open market on the 25th of each month or the next trading day if the 25th is not a trading day.
There is no service fee payable by Plan participants for dividend reinvestment. For voluntary cash payments, Plan participants must pay a service fee of $5.00 per transaction. Plan participants will also be charged a pro rata share of the brokerage commissions for all open market purchases ($0.03 per share as of October 2006). Participants will also be charged a service fee of $5.00 for each sale and brokerage commissions of $0.03 per share (as of October 2006).
You may terminate your participation in the Plan at any time by notifying Computershare or requesting a sale of your shares held in the Plan. Your withdrawal will be effective immediately if your notice is received by Computershare prior to any dividend or distribution record date; otherwise, such termination will be effective only with respect to any subsequent dividend or distribution. Your dividend participation option will remain the same unless you withdraw all of your whole and fractional Plan shares, in which case your participation in the Plan will be terminated and you will receive subsequent dividends and capital gains distributions in cash instead of shares.
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Credit Suisse Asset Management Income Fund, Inc.
Dividend Reinvestment and Cash Purchase Plan (unaudited) (continued)
If you want further information about the Plan, including a brochure describing the Plan in greater detail, please contact Computershare as follows:
| By Internet: | www.computershare.com |
| By phone: | (800) 730-6001 (U.S. and Canada) |
| | (781) 575-3100 (Outside U.S. and Canada) |
Customer service associates are available from 9:00 a.m. to 5:00 p.m. Eastern time, Monday through Friday
| By mail: | Credit Suisse Asset Management Income Fund, Inc. |
| | College Station, TX 77842-3170 |
Overnight correspondence should be sent to:
| | 211 Quality Circle, Suite 210 |
| | College Station, TX 77845 |
All notices, correspondence, questions or other communications sent by mail should be sent by registered or certified mail, return receipt requested.
The Plan may be terminated by the Fund or Computershare upon notice in writing mailed to each participant at least 30 days prior to any record date for the payment of any dividend or distribution.
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This report, including the financial statements herein, is sent to the shareholders of the Fund for their information. It is not a prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or of any securities mentioned in this report.
CIK-AR-1214
Item 2. Code of Ethics.
The registrant has adopted a code of ethics applicable to its Chief Executive Officer, President, Chief Financial Officer and Chief Accounting Officer, or persons performing similar functions. A copy of the code is filed as Exhibit 12(a)(1) to this Form. There were no amendments to the code during the fiscal year ended December 31, 2014. There were no waivers or implicit waivers from the code granted by the registrant during the fiscal year ended December 31, 2014.
Item 3. Audit Committee Financial Expert.
The registrant’s governing board has determined that it has two audit committee financial experts serving on its audit committee: Enrique R. Arzac and Steven N. Rappaport. Each audit committee financial expert is “independent” for purposes of this item.
Item 4. Principal Accountant Fees and Services.
(a) through (d). The information in the table below is provided for services rendered to the registrant by its independent registered public accounting firm, PricewaterhouseCoopers LLP (“PwC”), for its fiscal years ended December 31, 2013 and December 31, 2014.
| | | | |
| | 2013 | | 2014 |
Audit Fees | | $44,300 | | $44,300 |
Audit-Related Fees1 | | $3,600 | | $3,700 |
Tax Fees2 | | $3,000 | | $3,100 |
All Other Fees | | -- | | -- |
Total | | $50,900 | | $51,100 |
1 Services include agreed-upon procedures in connection with the registrant’s semi-annual financial statements ($3,600 in 2013 and $3,700 in 2014).
2 Tax services in connection with the registrant’s excise tax calculations and review of the registrant’s applicable tax returns.
The information in the table below is provided with respect to non-audit services that directly relate to the registrant’s operations and financial reporting and that were rendered by PwC to the registrant’s investment adviser, Credit Suisse Asset Management, LLC (“Credit Suisse”), and any service provider to the registrant controlling, controlled by or under common control with Credit Suisse that provided ongoing services to the registrant (“Covered Services Provider”), for the registrant’s fiscal years ended December 31, 2013 and December 31, 2014.
| | | | |
| | 2013 | | 2014 |
Audit-Related Fees | | N/A | | N/A |
Tax Fees | | N/A | | N/A |
All Other Fees | | N/A | | N/A |
Total | | N/A | | N/A |
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(e)(1) Pre-Approval Policies and Procedures. The Audit Committee (“Committee”) of the registrant is responsible for pre-approving (i) all audit and permissible non-audit services to be provided by the independent registered public accounting firm to the registrant and (ii) all permissible non-audit services to be provided by the independent registered public accounting firm to Credit Suisse and any Covered Services Provider if the engagement relates directly to the operations and financial reporting of the registrant. The Committee may delegate its responsibility to pre-approve any such audit and permissible non-audit services to the Chairperson of the Committee, and the Chairperson shall report to the Committee, at its next regularly scheduled meeting after the Chairperson’s pre-approval of such services, his or her decision(s). The Committee may also establish detailed pre-approval policies and procedures for pre-approval of such services in accordance with applicable laws, including the delegation of some or all of the Committee’s pre-approval responsibilities to other persons (other than Credit Suisse or the registrant’s officers). Pre-approval by the Committee of any permissible non-audit services shall not be required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the registrant, Credit Suisse and any Covered Services Provider constitutes not more than 5% of the total amount of revenues paid by the registrant to its independent registered public accounting firm during the fiscal year in which the permissible non-audit services are provided; (ii) the permissible non-audit services were not recognized by the registrant at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.
(e)(2) The information in the table below sets forth the percentages of fees for services (other than audit, review or attest services) rendered by PwC to the registrant for which the pre-approval requirement was waived pursuant to Rule 2-01(c)(7)(i)(C) of Regulation S-X:
| | | | |
| | 2013 | | 2014 |
Audit-Related Fees | | N/A | | N/A |
Tax Fees | | N/A | | N/A |
All Other Fees | | N/A | | N/A |
Total | | N/A | | N/A |
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The information in the table below sets forth the percentages of fees for services (other than audit, review or attest services) rendered by PwC to Credit Suisse and any Covered Services Provider required to be approved pursuant to Rule 2-01(c)(7)(ii)of Regulation S-X, for the registrant’s fiscal years ended December 31, 2013 and December 31, 2014:
| | | | |
| | 2013 | | 2014 |
Audit-Related Fees | | N/A | | N/A |
Tax Fees | | N/A | | N/A |
All Other Fees | | N/A | | N/A |
Total | | N/A | | N/A |
(f) Not Applicable.
(g) The aggregate fees billed by PwC for non-audit services rendered to the registrant, Credit Suisse and Covered Service Providers for the fiscal years ended December 31, 2013 and December 31, 2014 were $0 and $0, respectively.
(h) Not Applicable.
Item 5. Audit Committee of Listed Registrants.
The registrant has a separately designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended. The members of the committee are Enrique R. Arzac, Terry Bovarnick, James J. Cattano and Steven N. Rappaport.
Item 6. Schedule of Investments.
Included as part of the report to shareholders filed under Item 1 of this Form.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
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CREDIT SUISSE ASSET MANAGEMENT, LLC
CREDIT SUISSE FUNDS
CREDIT SUISSE CLOSED-END FUNDS
PROXY VOTING POLICY AND PROCEDURES
Introduction
Credit Suisse Asset Management, LLC (“Credit Suisse”) is a fiduciary that owes each of its client’s duties of care and loyalty with respect to proxy voting. The duty of care requires Credit Suisse to monitor corporate events and to vote proxies. To satisfy its duty of loyalty, Credit Suisse must cast proxy votes in the best interests of each of its clients.
The Credit Suisse Funds, and Credit Suisse Closed-End Funds (the “Funds”), which have engaged Credit Suisse Asset Management, LLC as their investment adviser, are of the belief that the proxy voting process is a means of addressing corporate governance issues and encouraging corporate actions both of which can enhance shareholder value.
Policy
The Proxy Voting Policy (the “Policy”) set forth below is designed to ensure that proxies are voted in the best interests of Credit Suisse’s clients. The Policy addresses particular issues and gives a general indication of how Credit Suisse will vote proxies. The Policy is not exhaustive and does not include all potential issues.
Proxy Voting Committee
The Proxy Voting Committee will consist of a member of a disinterested member of the Portfolio Management Department, a member of the Legal and Compliance Department, a member of the Operations Department (or their designees), and a member of Fund Administration. The purpose of the Proxy Voting Committee is to administer the voting of all clients’ proxies in accordance with the Policy. The Proxy Voting Committee will review the Policy annually to ensure that it is designed to promote the best interests of Credit Suisse’s clients.
For the reasons disclosed below under “Conflicts,” the Proxy Voting Committee has engaged the services of an independent third party (initially, Risk Metrics Group’s ISS Governance Services Unit (“ISS”)) to assist in issue analysis and vote recommendation for proxy proposals. Proxy proposals addressed by the Policy will be voted in accordance with the Policy. Proxy proposals addressed by the Policy that require a case-by-case analysis will be voted in accordance with the vote recommendation of ISS. Proxy proposals not addressed by the Policy will also be voted in
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accordance with the vote recommendation of ISS. To the extent that the Proxy Voting Committee proposes to deviate from the Policy or the ISS vote recommendation, the Committee shall obtain client consent as described below.
Credit Suisse investment professionals may submit a written recommendation to the Proxy Voting Committee to vote in a manner inconsistent with the Policy and/or the recommendation of ISS. Such recommendation will set forth its basis and rationale. In addition, the investment professional must confirm in writing that he/she is not aware of any conflicts of interest concerning the proxy matter or provide a full and complete description of the conflict.
In the event a Portfolio Manager (“PM”) desires to deviate from the stated voting parameters outlined in the Policy, the PM is required to submit a memo detailing the request and rationale for the deviation to the Chair of the Proxy Voting Committee. The Chair of the Proxy Voting Committee (“Committee”) will convene a meeting where the PM will present their recommendation. In the event an in person or telephonic meeting cannot be organized, the Chair of the Committee will circulate the PM’s request for an exception to the Proxy Voting Committee for consideration.
Should such Policy exception be approved by the Proxy Voting Committee, the Committee will forward the instructions to ISS for processing and will minute the meeting.
Conflicts
Credit Suisse is the part of the asset management business of Credit Suisse, one of the world’s leading banks. As part of a global, full service investment-bank, broker-dealer, and wealth-management organization, Credit Suisse and its affiliates and personnel may have multiple advisory, transactional, financial, and other interests in securities, instruments, and companies that may be purchased or sold by Credit Suisse for its clients’ accounts. The interests of Credit Suisse and/or its affiliates and personnel may conflict with the interests of Credit Suisse’s clients in connection with any proxy issue. In addition, Credit Suisse may not be able to identify all of the conflicts of interest relating to any proxy matter.
Consent
In each and every instance in which the Proxy Voting Committee favors voting in a manner that is inconsistent with the Policy or the vote recommendation of ISS (including proxy proposals addressed and not addressed by the Policy), it shall disclose to the client conflicts of interest information and obtain client consent to vote. Where the client is a Fund, disclosure shall be made to any one director who is not an “interested person,” as that term is defined under the Investment Company Act of 1940, as amended, of the Fund.
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Recordkeeping
Credit Suisse is required to maintain in an easily accessible place for six years all records relating to proxy voting.
These records include the following:
| • | | a copy of each proxy statement received on behalf of Credit Suisse clients; |
| • | | a record of each vote cast on behalf of Credit Suisse clients; |
| • | | a copy of all documents created by Credit Suisse personnel that were material to making a decision on a vote or that memorializes the basis for the decision; and |
| • | | a copy of each written request by a client for information on how Credit Suisse voted proxies, as well as a copy of any written response. |
Credit Suisse reserves the right to maintain certain required proxy records with ISS in accordance with all applicable regulations.
Disclosure
Credit Suisse will describe the Policy to each client. Upon request, Credit Suisse will provide any client with a copy of the Policy. Credit Suisse will also disclose to its clients how they can obtain information on their proxy votes.
ISS will capture data necessary for Funds to file Form N-PX on an annual basis concerning their proxy voting record in accordance with applicable law.
Procedures
The Proxy Voting Committee will administer the voting of all client proxies. Credit Suisse has engaged ISS as an independent third party proxy voting service to assist in the voting of client proxies. ISS will coordinate with each client’s custodian to ensure that proxy materials reviewed by the custodians are processed in a timely fashion. ISS will provide Credit Suisse with an analysis of proxy issues and a vote recommendation for proxy proposals. ISS will refer proxies to the Proxy Voting Committee for instructions when the application of the Policy is not clear. The Proxy Voting Committee will notify ISS of any changes to the Policy or deviating thereof.
PROXY VOTING POLICY
Operational Items
Adjourn Meeting
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Proposals to provide management with the authority to adjourn an annual or special meeting will be determined on a case-by-case basis.
Amend Quorum Requirements
Proposals to reduce quorum requirements for shareholder meetings below a majority of the shares outstanding will be determined on a case-by-case basis.
Amend Minor Bylaws
Generally vote for bylaw or charter changes that are of a housekeeping nature.
Change Date, Time, or Location of Annual Meeting
Generally vote for management proposals to change the date/time/location of the annual meeting unless the proposed change is unreasonable. Generally vote against shareholder proposals to change the date/time/location of the annual meeting unless the current scheduling or location is unreasonable.
Ratify Auditors
Generally vote for proposals to ratify auditors unless: (1) an auditor has a financial interest in or association with the company, and is therefore not independent; (2) fees for non-audit services are excessive, or (3) there is reason to believe that the independent auditor has rendered an opinion, which is neither accurate nor indicative of the company’s financial position. Generally vote on a case-by-case basis on shareholder proposals asking companies to prohibit their auditors from engaging in non-audit services (or capping the level of non-audit services). Generally vote on a case-by-case basis on auditor rotation proposals taking into consideration: (1) tenure of audit firm; (2) establishment and disclosure of a renewal process whereby the auditor is regularly evaluated for both audit quality and competitive price; (3) length of the rotation period advocated in the proposal, and (4) significant audit related issues.
Board of Directors
Voting on Director Nominees in Uncontested Elections
Generally votes on director nominees on a case-by-case basis. Votes may be withheld: from directors who (1) attended less than 75% of the board and committee meetings without a valid reason for the absences; (2) implemented or renewed a dead-hand poison pill; (3) ignored a shareholder proposal that was approved by a majority of the votes cast for two consecutive years; (4) ignored a shareholder proposal approved by a majority of the shares outstanding; (5) have failed to act on takeover offers where the majority of the shareholders have tendered their
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shares; (6) are inside directors or affiliated outside directors and sit on the audit, compensation, or nominating committee; (7) are inside directors or affiliated outside directors and the full board serves as the audit, compensation, or nominating committee or the company does not have one of these committees; or (8) are audit committee members and the non-audit fees paid to the auditor are excessive.
Cumulative Voting
Proposals to eliminate cumulative voting will be determined on a case-by-case basis. Proposals to restore or provide for cumulative voting in the absence of sufficient good governance provisions and/or poor relative shareholder returns will be determined on a case-by-case basis.
Director and Officer Indemnification and Liability Protection
Proposals on director and officer indemnification and liability protection generally evaluated on a case-by-case basis. Generally vote against proposals that would: (1) eliminate entirely directors’ and officers’ liability for monetary damages for violating the duty of care; or (2) expand coverage beyond just legal expenses to acts, such as negligence, that are more serious violations of fiduciary obligation than mere carelessness. Generally vote for only those proposals providing such expanded coverage in cases when a director’s or officer’s legal defense was unsuccessful if: (1) the director was found to have acted in good faith and in a manner that he reasonably believed was in the best interests of the company, and (2) only if the director’s legal expenses would be covered.
Filling Vacancies/Removal of Directors
Generally vote against proposals that provide that directors may be removed only for cause. Generally vote for proposals to restore shareholder ability to remove directors with or without cause. Proposals that provide that only continuing directors may elect replacements to fill board vacancies will be determined on a case-by-case basis. Generally vote for proposals that permit shareholders to elect directors to fill board vacancies.
Independent Chairman (Separate Chairman/CEO)
Generally vote for shareholder proposals requiring the position of chairman be filled by an independent director unless there are compelling reasons to recommend against the proposal, including: (1) designated lead director, elected by and from the independent board members with clearly delineated duties; (2) 2/3 independent board; (3) all independent key committees; or (4) established governance guidelines.
Majority of Independent Directors
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Generally vote for shareholder proposals requiring that the board consist of a majority or substantial majority (two-thirds) of independent directors unless the board composition already meets the adequate threshold. Generally vote for shareholder proposals requiring the board audit, compensation, and/or nominating committees be composed exclusively of independent directors if they currently do not meet that standard. Generally withhold votes from insiders and affiliated outsiders sitting on the audit, compensation, or nominating committees. Generally withhold votes from insiders and affiliated outsiders on boards that are lacking any of these three panels. Generally withhold votes from insiders and affiliated outsiders on boards that are not at least majority independent.
Term Limits
Generally vote against shareholder proposals to limit the tenure of outside directors.
Proxy Contests
Voting on Director Nominees in Contested Elections
Votes in a contested election of directors should be decided on a case-by-case basis, with shareholders determining which directors are best suited to add value for shareholders. The major decision factors are: (1) company performance relative to its peers; (2) strategy of the incumbents versus the dissidents; (3) independence of directors/nominees; (4) experience and skills of board candidates; (5) governance profile of the company; (6) evidence of management entrenchment; (7) responsiveness to shareholders; or (8) whether takeover offer has been rebuffed.
Amend Bylaws without Shareholder Consent
Proposals giving the board exclusive authority to amend the bylaws will be determined on a case-by-case basis. Proposals giving the board the ability to amend the bylaws in addition to shareholders will be determined on a case-by-case basis.
Confidential Voting
Generally vote for shareholder proposals requesting that corporations adopt confidential voting, use independent vote tabulators and use independent inspectors of election, as long as the proposal includes a provision for proxy contests as follows: In the case of a contested election, management should be permitted to request that the dissident group honor its confidential voting policy. If the dissidents agree, the policy may remain in place. If the dissidents will not agree, the confidential voting policy may be waived. Generally vote for management proposals to adopt confidential voting.
Cumulative Voting
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Proposals to eliminate cumulative voting will be determined on a case-by-case basis. Proposals to restore or provide for cumulative voting in the absence of sufficient good governance provisions and/or poor relative shareholder returns will be determined on a case-by-case basis.
Antitakeover Defenses and Voting Related Issues
Advance Notice Requirements for Shareholder Proposals/Nominations
Votes on advance notice proposals are determined on a case-by-case basis.
Amend Bylaws without Shareholder Consent
Proposals giving the board exclusive authority to amend the bylaws will be determined on a case-by-case basis. Generally vote for proposals giving the board the ability to amend the bylaws in addition to shareholders.
Poison Pills (Shareholder Rights Plans)
Generally vote for shareholder proposals requesting that the company submit its poison pill to a shareholder vote or redeem it. Votes regarding management proposals to ratify a poison pill should be determined on a case-by-case basis. Plans should embody the following attributes: (1) 20% or higher flip-in or flip-over; (2) two to three year sunset provision; (3) no dead-hand or no-hand features; or (4) shareholder redemption feature.
Shareholders’ Ability to Act by Written Consent
Generally vote against proposals to restrict or prohibit shareholders’ ability to take action by written consent. Generally vote for proposals to allow or make easier shareholder action by written consent.
Shareholders’ Ability to Call Special Meetings
Proposals to restrict or prohibit shareholders’ ability to call special meetings or that remove restrictions on the right of shareholders to act independently of management will be determined on a case-by-case basis.
Supermajority Vote Requirements
Proposals to require a supermajority shareholder vote will be determined on a case-by-case basis. Proposals to lower supermajority vote requirements will be determined on a case-by-case basis.
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Merger and Corporate Restructuring
Appraisal Rights
Generally vote for proposals to restore, or provide shareholders with, rights of appraisal.
Asset Purchases
Generally vote case-by-case on asset purchase proposals, taking into account: (1) purchase price, including earn out and contingent payments; (2) fairness opinion; (3) financial and strategic benefits; (4) how the deal was negotiated; (5) conflicts of interest; (6) other alternatives for the business; or (7) noncompletion risk (company’s going concern prospects, possible bankruptcy).
Asset Sales
Votes on asset sales should be determined on a case-by-case basis after considering: (1) impact on the balance sheet/working capital; (2) potential elimination of diseconomies; (3) anticipated financial and operating benefits; (4) anticipated use of funds; (5) value received for the asset; fairness opinion (if any); (6) how the deal was negotiated; or (6) conflicts of interest
Conversion of Securities
Votes on proposals regarding conversion of securities are determined on a case-by-case basis. When evaluating these proposals, should review (1) dilution to existing shareholders’ position; (2) conversion price relative to market value; (3) financial issues: company’s financial situation and degree of need for capital; effect of the transaction on the company’s cost of capital; (4) control issues: change in management; change in control; standstill provisions and voting agreements; guaranteed contractual board and committee seats for investor; veto power over certain corporate actions; (5) termination penalties; (6) conflict of interest: arm’s length transactions, managerial incentives. Generally vote for the conversion if it is expected that the company will be subject to onerous penalties or will be forced to file for bankruptcy if the transaction is not approved.
Corporate Reorganization
Votes on proposals to increase common and/or preferred shares and to issue shares as part of a debt restructuring plan are determined on a case-by-case basis, after evaluating: (1) dilution to existing shareholders’ position; (2) terms of the offer; (3) financial issues; (4) management’s efforts to pursue other alternatives; (5) control issues; (6) conflict of interest. Generally vote for the debt restructuring if it is expected that the company will file for bankruptcy if the transaction is not approved.
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Reverse Leveraged Buyouts
Votes on proposals to increase common and/or preferred shares and to issue shares as part of a debt restructuring plan are determined on a case-by-case basis, after evaluating: (1) dilution to existing shareholders’ position; (2) terms of the offer; (3) financial issues; (4) management’s efforts to pursue other alternatives; (5) control issues; (6) conflict of interest. Generally vote for the debt restructuring if it is expected that the company will file for bankruptcy if the transaction is not approved.
Formation of Holding Company
Votes on proposals regarding the formation of a holding company should be determined on a case-by-case basis taking into consideration: (1) the reasons for the change; (2) any financial or tax benefits; (3) regulatory benefits; (4) increases in capital structure; (5) changes to the articles of incorporation or bylaws of the company. Absent compelling financial reasons to recommend the transaction, generally vote against the formation of a holding company if the transaction would include either of the following: (1) increases in common or preferred stock in excess of the allowable maximum as calculated a model capital structure; (2) adverse changes in shareholder rights; (3) going private transactions; (4) votes going private transactions on a case-by-case basis, taking into account: (a) offer price/premium; (b) fairness opinion; (c) how the deal was negotiated; (d) conflicts of interest; (e) other alternatives/offers considered; (f) noncompletion risk.
Joint Ventures
Vote on a case-by-case basis on proposals to form joint ventures, taking into account: (1) percentage of assets/business contributed; (2) percentage ownership; (3) financial and strategic benefits; (4) governance structure; (5) conflicts of interest; (6) other alternatives; (7) noncompletion risk; (8) liquidations. Votes on liquidations should be determined on a case-by-case basis after reviewing: (1) management’s efforts to pursue other alternatives such as mergers; (2) appraisal value of the assets (including any fairness opinions); (3) compensation plan for executives managing the liquidation. Generally vote for the liquidation if the company will file for bankruptcy if the proposal is not approved.
Mergers and Acquisitions
Votes on mergers and acquisitions should be considered on a case-by-case basis, determining whether the transaction enhances shareholder value by giving consideration to: (1) prospects of the combined companies; (2) anticipated financial and operating benefits; (3) offer price; (4) fairness opinion; (5) how the deal was negotiated; (6) changes in corporate governance and their impact on shareholder rights; (7) change in the capital structure; (8) conflicts of interest.
Private Placements
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Votes on proposals regarding private placements should be determined on a case-by-case basis. When evaluating these proposals, should review: (1) dilution to existing shareholders’ position; (2) terms of the offer; (3) financial issues; (4) management’s efforts to pursue alternatives such as mergers; (5) control issues; (6) conflict of interest. Generally vote for the private placement if it is expected that the company will file for bankruptcy if the transaction is not approved.
Prepackaged Bankruptcy Plans
Votes on proposals to increase common and/or preferred shares and to issue shares as part of a debt restructuring plan are determined on a case-by-case basis, after evaluating: (1) dilution to existing shareholders’ position; (2) terms of the offer; (3) financial issues; (4) management’s efforts to pursue other alternatives; (5) control issues; (6) conflict of interest. Generally vote for the debt restructuring if it is expected that the company will file for bankruptcy if the transaction is not approved.
Recapitalization
Votes case-by-case on recapitalizations (reclassifications of securities), taking into account: (1) more simplified capital structure; (2) enhanced liquidity; (3) fairness of conversion terms, including fairness opinion; (4) impact on voting power and dividends; (5) reasons for the reclassification; (6) conflicts of interest; (7) other alternatives considered.
Reverse Stock Splits
Generally vote for management proposals to implement a reverse stock split when the number of authorized shares will be proportionately reduced. Generally vote for management proposals to implement a reverse stock split to avoid delisting. Votes on proposals to implement a reverse stock split that do not proportionately reduce the number of shares authorized for issue should be determined on a case-by-case basis.
Spinoffs
Votes on spinoffs should be considered on a case-by-case basis depending on: (1) tax and regulatory advantages; (2) planned use of the sale proceeds; (3) valuation of spinoff; fairness opinion; (3) benefits that the spinoff may have on the parent company including improved market focus; (4) conflicts of interest; managerial incentives; (5) any changes in corporate governance and their impact on shareholder rights; (6) change in the capital structure.
Value Maximization Proposals
Vote case-by-case on shareholder proposals seeking to maximize shareholder value.
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Capital Structure
Adjustments to Par Value of Common Stock
Generally vote for management proposals to reduce the par value of common stock unless the action is being taken to facilitate an antitakeover device or some other negative corporate governance action. Generally vote for management proposals to eliminate par value.
Common Stock Authorization
Votes on proposals to increase the number of shares of common stock authorized for issuance are determined on a case-by-case basis. Generally vote against proposals at companies with dual-class capital structures to increase the number of authorized shares of the class of stock that has superior voting rights. Generally vote for proposals to approve increases beyond the allowable increase when a company’s shares are in danger of being delisted or if a company’s ability to continue to operate as a going concern is uncertain.
Dual-class Stock
Generally vote against proposals to create a new class of common stock with superior voting rights. Generally vote for proposals to create a new class of nonvoting or subvoting common stock if: (1) it is intended for financing purposes with minimal or no dilution to current shareholders; (2) it is not designed to preserve the voting power of an insider or significant shareholder.
Issue Stock for Use with Rights Plan
Generally vote against proposals that increase authorized common stock for the explicit purpose of implementing a shareholder rights plan.
Preemptive Rights
Votes regarding shareholder proposals seeking preemptive rights should be determined on a case-by-case basis after evaluating: (1) the size of the company; (2) the shareholder base; (3) the liquidity of the stock
Preferred Stock
Generally vote against proposals authorizing the creation of new classes of preferred stock with unspecified voting, conversion, dividend distribution, and other rights (“blank check” preferred stock). Generally vote for proposals to create “declawed” blank check preferred stock (stock that cannot be used as a takeover defense). Generally vote for proposals to authorize preferred stock in cases where the company specifies the voting, dividend,
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conversion, and other rights of such stock and the terms of the preferred stock appear reasonable. Generally vote against proposals to increase the number of blank check preferred stock authorized for issuance when no shares have been issued or reserved for a specific purpose. Generally vote case-by-case on proposals to increase the number of blank check preferred shares after analyzing the number of preferred shares available for issue given a company’s industry and performance in terms of shareholder returns.
Recapitalization
Vote case-by-case on recapitalizations (reclassifications of securities), taking into account: (1) more simplified capital structure; (2) enhanced liquidity; (3) fairness of conversion terms, including fairness opinion; (4) impact on voting power and dividends; (5) reasons for the reclassification; (6) conflicts of interest; (7) other alternatives considered.
Reverse Stock Splits
Generally vote for management proposals to implement a reverse stock split when the number of authorized shares will be proportionately reduced. Generally vote for management proposals to implement a reverse stock split to avoid delisting. Votes on proposals to implement a reverse stock split that do not proportionately reduce the number of shares authorized for issue should be determined on a case-by-case basis.
Share Repurchase Programs
Generally vote for management proposals to institute open-market share repurchase plans in which all shareholders may participate on equal terms.
Stock Distributions: Splits and Dividends
Generally vote for management proposals to increase the common share authorization for a stock split or share dividend, provided that the increase in authorized shares would not result in an excessive number of shares available for issuance.
Tracking Stock
Votes on the creation of tracking stock are determined on a case-by-case basis, weighing the strategic value of the transaction against such factors as: (1) adverse governance changes; (2) excessive increases in authorized capital stock; (3) unfair method of distribution; (4) diminution of voting rights; (5) adverse conversion features; (6) negative impact on stock option plans; (7) other alternatives such as a spinoff.
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Executive and Director Compensation
Executive and Director Compensation
Votes on compensation plans for directors are determined on a case-by-case basis.
Stock Plans in Lieu of Cash
Votes for plans which provide participants with the option of taking all or a portion of their cash compensation in the form of stock are determined on a case-by-case basis. Generally vote for plans which provide a dollar-for-dollar cash for stock exchange. Votes for plans which do not provide a dollar-for-dollar cash for stock exchange should be determined on a case-by-case basis.
Director Retirement Plans
Generally vote against retirement plans for nonemployee directors. Generally vote for shareholder proposals to eliminate retirement plans for nonemployee directors.
Management Proposals Seeking Approval to Reprice Options
Votes on management proposals seeking approval to reprice options are evaluated on a case-by-case basis giving consideration to the following: (1) historic trading patterns; (2) rationale for the repricing; (3) value-for-value exchange; (4) option vesting; (5) term of the option; (6) exercise price; (7) participants; (8) employee stock purchase plans. Votes on employee stock purchase plans should be determined on a case-by-case basis. Generally vote for employee stock purchase plans where: (1) purchase price is at least 85 percent of fair market value; (2) offering period is 27 months or less, and (3) potential voting power dilution (VPD) is ten percent or less. Generally vote against employee stock purchase plans where either: (1) purchase price is less than 85 percent of fair market value; (2) Offering period is greater than 27 months, or (3) VPD is greater than ten percent
Incentive Bonus Plans and Tax Deductibility Proposals
Generally vote for proposals that simply amend shareholder-approved compensation plans to include administrative features or place a cap on the annual grants any one participant may receive. Generally vote for proposals to add performance goals to existing compensation plans. Votes to amend existing plans to increase shares reserved and to qualify for favorable tax treatment considered on a case-by-case basis. Generally vote for cash or cash and stock bonus plans that are submitted to shareholders for the purpose of exempting compensation from taxes if no increase in shares is requested.
Employee Stock Ownership Plans (ESOPs)
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Generally vote for proposals to implement an ESOP or increase authorized shares for existing ESOPs, unless the number of shares allocated to the ESOP is excessive (more than five percent of outstanding shares.)
401(k) Employee Benefit Plans
Generally vote for proposals to implement a 401(k) savings plan for employees.
Shareholder Proposals Regarding Executive and Director Pay
Generally vote for shareholder proposals seeking additional disclosure of executive and director pay information, provided the information requested is relevant to shareholders’ needs, would not put the company at a competitive disadvantage relative to its industry, and is not unduly burdensome to the company. Generally vote against shareholder proposals seeking to set absolute levels on compensation or otherwise dictate the amount or form of compensation. Generally vote against shareholder proposals requiring director fees be paid in stock only. Generally vote for shareholder proposals to put option repricings to a shareholder vote. Vote for shareholders proposals to exclude pension fund income in the calculation of earnings used in determining executive bonuses/compensation. Vote on a case-by-case basis for all other shareholder proposals regarding executive and director pay, taking into account company performance, pay level versus peers, pay level versus industry, and long term corporate outlook.
Performance-Based Option Proposals
Generally vote for shareholder proposals advocating the use of performance-based equity awards (indexed, premium-priced, and performance-vested options), unless: (1) the proposal is overly restrictive; or (2) the company demonstrates that it is using a substantial portion of performance-based awards for its top executives.
Stock Option Expensing
Generally vote for shareholder proposals asking the company to expense stock options unless the company has already publicly committed to start expensing by a specific date.
Golden and Tin Parachutes
Generally vote for shareholder proposals to require golden and tin parachutes to be submitted for shareholder ratification, unless the proposal requires shareholder approval prior to entering into employment contracts. Vote on a case-by-case basis on proposals to ratify or cancel golden or tin parachutes.
May 20, 2014
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Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Information pertaining to the Chief Investment Officer and Portfolio Manager of the Credit Suisse Asset Management Income Fund, as of December 31, 2014, is set forth below.
| | |
Thomas J. Flannery Chief Investment Officer Since 2010 Year of Birth: 1974 | | Managing Director of Credit Suisse and Head of the Credit Suisse US High Yield Management Team; Associated with Credit Suisse Group A.G. since 1998; Officer of other Credit Suisse Funds |
| |
Wing Chan Portfolio Manager Year of Birth: 1976 | | Director of Credit Suisse and a member of the US High Yield Management Team; Associated with Credit Suisse since 2005 |
Registered Investment Companies, Pooled Investment Vehicles and Other Accounts Managed
As reported to the Registrant, the information in the following table reflects the number of registered investment companies, pooled investment vehicles and other accounts managed by Mr. Flannery and Ms. Chan and the total assets managed within each category as of December 31, 2014.
| | | | | | | | | | | | | | | | | | | | |
| | | | |
| | Registered Investment Companies | | Other Pooled Investment Vehicles | | Other Accounts | |
| |
Thomas J. Flannery* | | | 4 | | | $2,412 million
| | | 43 | | | $21,054 million
| | | 17 | | | | $7,844 million
| |
| | | | | | |
Wing Chan | | | 4 | | | $2,412 million | | | 6 | | | $4,727 million | | | 17 | | |
| $7,844
million |
|
*As of December 31, 2014, Mr. Flannery manages 34 accounts which have total assets under management of $12,741 million, and which have additional fees based on the performance of the accounts.
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Potential Conflicts of Interest
It is possible that conflicts of interest may arise in connection with the portfolio managers’ management of the Funds’ investments on the one hand and the investments of other accounts on the other. For example, the portfolio managers may have conflicts of interest in allocating management time, resources and investment opportunities among the Funds and other accounts they advise. In addition due to differences in the investment strategies or restrictions between the Funds and the other accounts, the portfolio managers may take action with respect to another account that differs from the action taken with respect to the Funds. Credit Suisse has adopted policies and procedures that are designed to minimize the effects of these conflicts.
If Credit Suisse believes that the purchase or sale of a security is in the best interest of more than one client, it may (but is not obligated to) aggregate the orders to be sold or purchased to seek favorable execution or lower brokerage commissions, to the extent permitted by applicable laws and regulations. Credit Suisse may aggregate orders if all participating client accounts benefit equally (i.e., all receive an average price of the aggregated orders). In the event Credit Suisse aggregates an order for participating accounts, the method of allocation will generally be determined prior to the trade execution. Although no specific method of allocation of transactions (as well as expenses incurred in the transactions) is expected to be used, allocations will be designed to ensure that over time all clients receive fair treatment consistent with Credit Suisse’s fiduciary duty to its clients (including its duty to seek to obtain best execution of client trades). The accounts aggregated may include registered and unregistered investment companies managed by Credit Suisse’s affiliates and accounts in which Credit Suisse’s officers, directors, agents, employees or affiliates own interests. Credit Suisse may not be able to aggregate securities transactions for clients who direct the use of a particular broker-dealer, and the client also may not benefit from any improved execution or lower commissions that may be available for such transactions.
Compensation
Thomas J. Flannery and Wing Chan are compensated for their services by Credit Suisse. Their compensation consists of a fixed base salary and a discretionary bonus that is not tied by formula to the performance of any fund or account. The factors taken into account in determining each of their bonuses includes the Fund’s performance, assets held in the Fund and other accounts managed by each of them, business growth, team work, management, corporate citizenship, etc.
A portion of the bonus may be paid in phantom shares of Credit Suisse Group AG stock as deferred compensation. Phantom shares are shares representing an unsecured right to receive on a particular date a specified number of registered shares subject to certain terms and conditions. A portion of the bonus will receive the notional return of the fund(s) the portfolio manager manages and a portion of the bonus will receive the notional return of a basket of other Credit Suisse funds along the product line of the portfolio manager.
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Like all employees of Credit Suisse, portfolio managers participate in Credit Suisse Group AG’s profit sharing and 401 (k) plans.
Securities Ownership. As of December 31, 2014, Mr. Flannery and Ms. Chan did not own any shares of the registrant.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
None.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors since the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(g) of Schedule 14A in its definitive proxy statement dated March 13, 2014.
Item 11. Controls and Procedures.
(a) As of a date within 90 days from the filing date of this report, the principal executive officer and principal financial officer concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) were effective based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934.
(b) There were no changes in registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
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Item 12. Exhibits.
(a)(1) Registrant’s Code of Ethics is an exhibit to this report.
(a)(2) The certifications of the registrant as required by Rule 30a-2(a) under the Act are exhibits to this report.
(a)(3) Not applicable.
(b) | The certifications of the registrant as required by Rule 30a-2(b) under the Act are an exhibit to this report. |
(other) Iran related activities disclosure requirement.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CREDIT SUISSE ASSET MANAGEMENT INCOME FUND, INC.
/s/ John G. Popp
Name: John G. Popp
Title: Chief Executive Officer and President
Date: March 3, 2015
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.
/s/ John G. Popp
Name: John G. Popp
Title: Chief Executive Officer and President
Date: March 3, 2015
/s/ Bruce S. Rosenberg
Name: Bruce S. Rosenberg
Title: Chief Financial Officer
Date: March 3, 2015
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