Statement of | | |
| Assets and Liabilities | February 28, 2017 |
| | NCA | | | NCB | | | NKX | | | NAC | |
Assets | | | | | | | | | | | | |
Long-term investments, at value (cost $264,118,581, $45,989,334, $1,048,564,142 and $3,030,466,705, respectively) | | $ | 287,282,067 | | | $ | 51,872,450 | | | $ | 1,150,534,037 | | | $ | 3,315,594,466 | |
Short-term investments, at value (cost $—, $—, $— and $25,350,646, respectively) | | | — | | | | — | | | | — | | | | 26,566,106 | |
Cash | | | — | | | | 1,502,887 | | | | — | | | | — | |
Receivable for: | | | | | | | | | | | | | | | | |
Interest | | | 2,846,351 | | | | 569,765 | | | | 13,718,361 | | | | 42,329,700 | |
Investments sold | | | 1,298,278 | | | | 5,000 | | | | 6,275,524 | | | | 4,010,000 | |
Other assets | | | 31,512 | | | | 425 | | | | 412,678 | | | | 1,241,492 | |
Total assets | | | 291,458,208 | | | | 53,950,527 | | | | 1,170,940,600 | | | | 3,389,741,764 | |
Liabilities | | | | | | | | | | | | | | | | |
Borrowings | | | — | | | | — | | | | — | | | | 2,000,000 | |
Cash overdraft | | | 4,757,564 | | | | — | | | | 1,508,880 | | | | 686,075 | |
Floating rate obligations | | | — | | | | — | | | | — | | | | 45,725,000 | |
Payable for: | | | | | | | | | | | | | | | | |
Dividends | | | 891,742 | | | | 190,336 | | | | 2,978,852 | | | | 9,587,735 | |
Interest | | | — | | | | — | | | | — | | | | 185,678 | |
Investments purchased | | | 98,489 | | | | 98,489 | | | | 3,170,000 | | | | 9,083,015 | |
Offering costs | | | — | | | | — | | | | 14,025 | | | | — | |
Institutional MuniFund Term Preferred ("iMTP") Shares, net of deferred offering costs (liquidation preference $—, $—, $36,000,000 and $—, respectively) | | | — | | | | — | | | | 35,779,570 | | | | — | |
Variable Rate MuniFund Term Preferred ("VMTP") Shares, net of deferred offering costs (liquidation preference $—, $—, $—, and $145,000,000, respectively) | | | — | | | | — | | | | — | | | | 144,876,973 | |
Variable Rate Demand Preferred ("VRDP") Shares, net of deferred offering costs (liquidation preference $—, $—, $396,600,000, and $957,600,000, respectively) | | | — | | | | — | | | | 394,024,180 | | | | 953,560,371 | |
Accrued expenses: | | | | | | | | | | | | | | | | |
Management fees | | | 117,421 | | | | 25,287 | | | | 536,084 | | | | 1,493,277 | |
Directors/Trustees fees | | | 33,868 | | | | 598 | | | | 116,734 | | | | 472,082 | |
Professional fees | | | 24,704 | | | | 23,546 | | | | 32,283 | | | | 48,797 | |
Other | | | 43,677 | | | | 11,423 | | | | 131,261 | | | | 428,213 | |
Total liabilities | | | 5,967,465 | | | | 349,679 | | | | 438,291,869 | | | | 1,168,147,216 | |
Net assets applicable to common shares | | $ | 285,490,743 | | | $ | 53,600,848 | | | $ | 732,648,731 | | | $ | 2,221,594,548 | |
Common shares outstanding | | | 27,871,359 | | | | 3,292,668 | | | | 47,735,729 | | | | 145,105,059 | |
Net asset value ("NAV") per common share outstanding | | $ | 10.24 | | | $ | 16.28 | | | $ | 15.35 | | | $ | 15.31 | |
Net assets applicable to common shares consist of: | | | | | | | | | | | | | | | | |
Common shares, $0.01 par value per share | | $ | 278,714 | | | $ | 32,927 | | | $ | 477,357 | | | $ | 1,451,051 | |
Paid-in surplus | | | 264,526,849 | | | | 47,050,540 | | | | 640,604,676 | | | | 1,973,671,975 | |
Undistributed (Over-distribution of) net investment income | | | 6,343 | | | | 644,750 | | | | 700,459 | | | | 1,208,716 | |
Accumulated net realized gain (loss) | | | (2,484,649 | ) | | | (10,485 | ) | | | (11,103,656 | ) | | | (41,080,415 | ) |
Net unrealized appreciation (depreciation) | | | 23,163,486 | | | | 5,883,116 | | | | 101,969,895 | | | | 286,343,221 | |
Net assets applicable to common shares | | $ | 285,490,743 | | | $ | 53,600,848 | | | $ | 732,648,731 | | | $ | 2,221,594,548 | |
Authorized shares: | | | | | | | | | | | | | | | | |
Common | | | 250,000,000 | | | Unlimited | | | Unlimited | | | Unlimited | |
Preferred | | | N/ | A | | | N/ | A | | Unlimited | | | Unlimited | |
N/A – Fund is not authorized to issue Preferred shares.
See accompanying notes to financial statements.
Statement of | |
| Operations | Year Ended February 28, 2017 |
| | NCA | | | NCB | | | NKX | | | NAC | |
Investment Income | | $ | 13,335,322 | | | $ | 2,955,870 | | | $ | 50,317,139 | | | $ | 127,660,143 | |
Expenses | | | | | | | | | | | | | | | | |
Management fees | | | 1,458,197 | | | | 348,261 | | | | 7,026,493 | | | | 16,699,944 | |
Interest expense and amortization of offering costs | | | 26,071 | | | | — | | | | 2,883,853 | | | | 7,643,207 | |
Liquidity fees | | | — | | | | — | | | | 3,038,646 | | | | 6,535,743 | |
Remarketing fees | | | — | | | | — | | | | 366,816 | | | | 791,017 | |
Custodian fees | | | 39,204 | | | | 15,602 | | | | 124,211 | | | | 268,937 | |
Directors/Trustees fees | | | 8,260 | | | | 1,642 | | | | 33,121 | | | | 79,503 | |
Professional fees | | | 38,447 | | | | 26,377 | | | | 293,760 | | | | 511,133 | |
Shareholder reporting expenses | | | 34,515 | | | | 11,117 | | | | 54,966 | | | | 119,302 | |
Shareholder servicing agent fees | | | 19,480 | | | | 198 | | | | 16,555 | | | | 67,153 | |
Stock exchange listing fees | | | 13,434 | | | | 746 | | | | 17,810 | | | | 34,460 | |
Investor relations expenses | | | 19,572 | | | | 1,731 | | | | 100,027 | | | | 205,289 | |
Reorganization expenses | | | — | | | | — | | | | — | | | | 498,493 | |
Other | | | 39,373 | | | | 12,959 | | | | 173,036 | | | | 347,203 | |
Total expenses | | | 1,696,553 | | | | 418,633 | | | | 14,129,294 | | | | 33,801,384 | |
Net investment income (loss) | | | 11,638,769 | | | | 2,537,237 | | | | 36,187,845 | | | | 93,858,759 | |
Realized and Unrealized Gain (Loss) | | | | | | | | | | | | | | | | |
Net realized gain (loss) from investments | | | (535,868 | ) | | | 323,661 | | | | (11,055,503 | ) | | | (28,031,598 | ) |
Change in net unrealized appreciation (depreciation) of investments | | | (8,336,732 | ) | | | (2,729,459 | ) | | | (22,846,312 | ) | | | (74,873,407 | ) |
Net realized and unrealized gain (loss) | | | (8,872,600 | ) | | | (2,405,798 | ) | | | (33,901,815 | ) | | | (102,905,005 | ) |
Net increase (decrease) in net assets applicable to common shares from operations | | $ | 2,766,169 | | | $ | 131,439 | | | $ | 2,286,030 | | | $ | (9,046,246 | ) |
See accompanying notes to financial statements.
Statement of | |
| Changes in Net Assets |
| | NCA | | | NCB | |
| | Year | | | Year | | | Year | | | Year | |
| | Ended | | | Ended | | | Ended | | | Ended | |
| | 2/28/17 | | | 2/29/16 | | | 2/28/17 | | | 2/29/16 | |
Operations | | | | | | | | | | | | |
Net investment income (loss) | | $ | 11,638,769 | | | $ | 11,723,179 | | | $ | 2,537,237 | | | $ | 2,707,331 | |
Net realized gain (loss) from investments | | | (535,868 | ) | | | (136,942 | ) | | | 323,661 | | | | 439,298 | |
Change in net unrealized appreciation (depreciation) of investments | | | (8,336,732 | ) | | | 1,023,386 | | | | (2,729,459 | ) | | | (590,186 | ) |
Net increase (decrease) in net assets applicable to common shares from operations | | | 2,766,169 | | | | 12,609,623 | | | | 131,439 | | | | 2,556,443 | |
Distributions to Common Shareholders | | | | | | | | | | | | | | | | |
From net investment income | | | (12,200,503 | ) | | | (12,188,914 | ) | | | (2,605,187 | ) | | | (2,659,984 | ) |
From accumulated net realized gains | | | — | | | | — | | | | (671,947 | ) | | | (765,094 | ) |
Decrease in net assets applicable to common shares from distributions to common shareholders | | | (12,200,503 | ) | | | (12,188,914 | ) | | | (3,277,134 | ) | | | (3,425,078 | ) |
Capital Share Transactions | | | | | | | | | | | | | | | | |
Common shares: | | | | | | | | | | | | | | | | |
Issued in the Reorganizations | | | — | | | | — | | | | — | | | | — | |
Proceeds from shelf offering, net of offering costs | | | 14,620,324 | | | | 11,081,737 | | | | — | | | | — | |
Net proceeds from shares issued to shareholders due to reinvestment of distributions | | | 424,261 | | | | 328,525 | | | | 73,065 | | | | 9,662 | |
Net increase (decrease) in net assets applicable to common shares from capital share transactions | | | 15,044,585 | | | | 11,410,262 | | | | 73,065 | | | | 9,662 | |
Net increase (decrease) in net assets applicable to common shares | | | 5,610,251 | | | | 11,830,971 | | | | (3,072,630 | ) | | | (858,973 | ) |
Net assets applicable to common shares at the beginning of period | | | 279,880,492 | | | | 268,049,521 | | | | 56,673,478 | | | | 57,532,451 | |
Net assets applicable to common shares at the end of period | | $ | 285,490,743 | | | $ | 279,880,492 | | | $ | 53,600,848 | | | $ | 56,673,478 | |
Undistributed (Over-distribution of) net investment income at the end of period | | $ | 6,343 | | | $ | 568,478 | | | $ | 644,750 | | | $ | 751,985 | |
See accompanying notes to financial statements.
| | NKX | | NAC | |
| | | Year | | | Year | | | Year | | | Year | |
| | | Ended | | | Ended | | | Ended | | | Ended | |
| | | 2/28/17 | | | 2/29/16 | | | 2/28/17 | | | 2/29/16 | |
Operations | | | | | | | | | | | | | |
Net investment income (loss) | | $ | 36,187,845 | | $ | 39,277,932 | | $ | 93,858,759 | | $ | 94,833,177 | |
Net realized gain (loss) from investments | | | (11,055,503 | ) | | 6,736,377 | | | (28,031,598 | ) | | 14,266,694 | |
Change in net unrealized appreciation (depreciation) of investments | | | (22,846,312 | ) | | 6,110,249 | | | (74,873,407 | ) | | 1,798,438 | |
Net increase (decrease) in net assets applicable to common shares from operations | | | 2,286,030 | | | 52,124,558 | | | (9,046,246 | ) | | 110,898,309 | |
Distributions to Common Shareholders | | | | | | | | | | | | | |
From net investment income | | | (39,733,964 | ) | | (41,444,335 | ) | | (103,779,084 | ) | | (99,781,005 | ) |
From accumulated net realized gains | | | (1,828,278 | ) | | — | | | — | | | — | |
Decrease in net assets applicable to common shares from distributions to common shareholders | | | (41,562,242 | ) | | (41,444,335 | ) | | (103,779,084 | ) | | (99,781,005 | ) |
Capital Share Transactions | | | | | | | | | | | | | |
Common shares: | | | | | | | | | | | | | |
Issued in the Reorganizations | | | — | | | — | | | 600,903,986 | | | — | |
Proceeds from shelf offering, net of offering costs | | | — | | | — | | | 7,881,993 | | | — | |
Net proceeds from shares issued to shareholders due to reinvestment of distributions | | | 458,654 | | | — | | | 888,329 | | | — | |
Net increase (decrease) in net assets applicable to common shares from capital share transactions | | | 458,654 | | | — | | | 609,674,308 | | | — | |
Net increase (decrease) in net assets applicable to common shares | | | (38,817,558 | ) | | 10,680,223 | | | 496,848,978 | | | 11,117,304 | |
Net assets applicable to common shares at the beginning of period | | | 771,466,289 | | | 760,786,066 | | | 1,724,745,570 | | | 1,713,628,266 | |
Net assets applicable to common shares at the end of period | | $ | 732,648,731 | | $ | 771,466,289 | | $ | 2,221,594,548 | | $ | 1,724,745,570 | |
Undistributed (Over-distribution of) net investment income at the end of period | | $ | 700,459 | | $ | 4,026,162 | | $ | 1,208,716 | | $ | 9,020,920 | |
See accompanying notes to financial statements.
Statement of | | |
| Cash Flows | Year Ended February 28, 2017 |
| | NKX | | | NAC | |
Cash Flows from Operating Activities: | | | | | | |
Net Increase (Decrease) in Net Assets Applicable to Common Shares from Operations | | $ | 2,286,030 | | | $ | (9,046,246 | ) |
Adjustments to reconcile the net increase (decrease) in net assets applicable to common shares from operations to net cash provided by (used in) operating activities: | | | | | | | | |
Purchases of investments | | | (389,205,422 | ) | | | (823,892,461 | ) |
Proceeds from sales and maturities of investments | | | 284,465,697 | | | | 650,755,317 | |
Proceeds from (Purchases of) short-term investments, net | | | — | | | | 404,470 | |
Taxes paid | | | (15,822 | ) | | | (540 | ) |
Amortization (Accretion) of premiums and discounts, net | | | 84,731 | | | | 4,645,336 | |
Amortization of deferred offering costs | | | 265,623 | | | | 124,262 | |
(Increase) Decrease in: | | | | | | | | |
Receivable for interest | | | (902,160 | ) | | | 385,350 | |
Receivable for investments sold | | | 8,116,610 | | | | 38,625,263 | |
Other assets | | | (81,938 | ) | | | (140,935 | ) |
Increase (Decrease) in: | | | | | | | | |
Payable for interest | | | — | | | | 185,678 | |
Payable for investments purchased | | | 3,170,000 | | | | 9,083,015 | |
Payable for offering costs | | | 14,025 | | | | — | |
Accrued management fees | | | 4,886 | | | | 315,316 | |
Accrued Directors/Trustees fees | | | 12,100 | | | | 142,676 | |
Accrued professional fees | | | (1,251 | ) | | | 5,425 | |
Accrued other expenses | | | 39,162 | | | | (628,401 | ) |
Net realized (gain) loss from investments | | | 11,055,503 | | | | 28,031,598 | |
Change in net unrealized (appreciation) depreciation of investments | | | 22,846,312 | | | | 74,873,407 | |
Net cash provided by (used in) operating activities | | | (57,845,914 | ) | | | (26,131,470 | ) |
Cash Flows from Financing Activities: | | | | | | | | |
Proceeds from borrowings | | | — | | | | 99,395,809 | |
Repayments of borrowings | | | — | | | | (97,395,809 | ) |
Proceeds from VRDP Shares issued, at liquidation preference | | | 105,000,000 | | | | — | |
Proceeds from VMTP Shares issued, at liquidation preference | | | — | | | | 145,000,000 | |
(Payments for) deferred offering costs | | | (435,000 | ) | | | (145,000 | ) |
Increase (Decrease) in: | | | | | | | | |
Cash overdraft | | | (4,916,062 | ) | | | (6,161,539 | ) |
Floating rate obligations | | | (390,000 | ) | | | (35,765,000 | ) |
Cash distributions paid to common shareholders | | | (41,413,024 | ) | | | (101,091,738 | ) |
Proceeds from shelf offering, net of offering costs | | | — | | | | 7,881,993 | |
Net cash provided by (used in) financing activities | | | 57,845,914 | | | | 11,718,716 | |
Net Increase (Decrease) in Cash | | | — | | | | (14,412,754 | ) |
Cash at the beginning of period | | | — | | | | — | |
Cash acquired in connection with the Reorganizations | | | — | | | | 14,412,754 | |
Cash at the end of period | | $ | — | | | $ | — | |
Supplemental Disclosures of Cash Flow Information(1) | | NKX | | | NAC | |
Cash paid for interest (excluding amortization of offering costs) | | $ | 2,618,229 | | | $ | 7,270,854 | |
Non-cash financing activities not included herein consists of reinvestments of common share distributions | | | 458,654 | | | | 888,329 | |
(1) | See Notes to Financial Statements, Note 1 — General Information and Significant Accounting Policies, Fund Reorganizations for more information of the non-cash activities related to NAC Reorganizations. |
See accompanying notes to financial statements.
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Selected data for a common share outstanding throughout each period:
| | Investment Operations | | | Less Distributions to Common Shareholders | | | Common Share | |
| | | | | | | | | | | | | | | | | | | | | | | Premium | | | | | | | |
| | | | | | | | Net | | | | | | | | | From | | | | | | per | | | | | | | |
| | Beginning | | | Net | | | Realized/ | | | | | | From | | | Accumu- | | | | | | Share | | | | | | | |
| | Common | | | Investment | | | Unrealized | | | | | | Net | | lated Net | | | | | Sold through | | | | | | Ending | |
| | Share | | | Income | | | Gain | | | | | | Investment | | | Realized | | | | | | Shelf | | | Ending | | | Share | |
| | NAV | | | (Loss) | | | (Loss) | | | Total | | | Income | | | Gains | | | Total | | | Offering | | | NAV | | | Price | |
NCA | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended 2/28–2/29: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
2017 | | $ | 10.56 | | | $ | 0.42 | | | $ | (0.32 | ) | | $ | 0.10 | | | $ | (0.44 | ) | | $ | — | | | $ | (0.44 | ) | | $ | 0.02 | | | $ | 10.24 | | | $ | 10.21 | |
2016 | | | 10.54 | | | | 0.45 | | | | 0.03 | | | | 0.48 | | | | (0.47 | ) | | | — | | | | (0.47 | ) | | | 0.01 | | | | 10.56 | | | | 10.79 | |
2015 | | | 10.03 | | | | 0.46 | | | | 0.51 | | | | 0.97 | | | | (0.47 | ) | | | — | | | | (0.47 | ) | | | 0.01 | | | | 10.54 | | | | 10.64 | |
2014 | | | 10.45 | | | | 0.47 | | | | (0.42 | ) | | | 0.05 | | | | (0.47 | ) | | | — | | | | (0.47 | ) | | | — | | | | 10.03 | | | | 9.57 | |
2013 | | | 10.08 | | | | 0.47 | | | | 0.37 | | | | 0.84 | | | | (0.47 | ) | | | — | | | | (0.47 | ) | | | — | | | | 10.45 | | | | 10.45 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
NCB | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended 2/28–2/29: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
2017 | | | 17.23 | | | | 0.77 | | | | (0.73 | ) | | | 0.04 | | | | (0.79 | ) | | | (0.20 | ) | | | (0.99 | ) | | | — | | | | 16.28 | | | | 16.70 | |
2016 | | | 17.50 | | | | 0.82 | | | | (0.05 | ) | | | 0.77 | | | | (0.81 | ) | | | (0.23 | ) | | | (1.04 | ) | | | — | | | | 17.23 | | | | 17.70 | |
2015 | | | 16.80 | | | | 0.84 | | | | 0.76 | | | | 1.60 | | | | (0.79 | ) | | | (0.11 | ) | | | (0.90 | ) | | | — | | | | 17.50 | | | | 16.68 | |
2014 | | | 17.57 | | | | 0.83 | | | | (0.82 | ) | | | 0.01 | | | | (0.78 | ) | | | — | | | | (0.78 | ) | | | — | | | | 16.80 | | | | 15.53 | |
2013 | | | 16.66 | | | | 0.83 | | | | 0.89 | | | | 1.72 | | | | (0.80 | ) | | | (0.01 | ) | | | (0.81 | ) | | | — | | | | 17.57 | | | | 16.86 | |
(a) | Total Return Based on Common Share NAV is the combination of changes in common share NAV, reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest price for the last dividend declared in the period may often be based on the Fund's market price (and not its NAV), and therefore may be different from the price used in the calculation. Total returns are not annualized. |
| Total Return Based on Common Share Price is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized. |
| | | | | | | | | Common Share Supplemental Data/ | | | | |
| | | | | | | | | Ratios Applicable to Common Shares | | | | |
Common Share | | | | | | | | | | | | | |
Total Returns | | | | | | Ratios to Average Net Assets | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | Based | | | Ending | | | | | | | | | | |
Based | | | on | | | Net | | | | | | Net | | | Portfolio | |
on | | | Share | | | Assets | | | | | | Investment | | | Turnover | |
NAV | (a) | | Price | (a) | | | (000 | ) | | Expenses | (b) | | Income (Loss) | | | Rate | (d) |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| 1.12 | % | | | (1.32 | )% | | $ | 285,491 | | | | 0.58 | % | | | 4.00 | % | | | 25 | % |
| 4.81 | | | | 6.08 | | | | 279,880 | | | | 0.64 | | | | 4.35 | | | | 10 | |
| 9.91 | | | | 16.36 | | | | 268,050 | | | | 0.64 | (c) | | | 4.41 | (c) | | | 13 | |
| 0.62 | | | | (3.80 | ) | | | 253,639 | | | | 0.62 | | | | 4.73 | | | | 20 | |
| 8.48 | | | | 7.99 | | | | 264,094 | | | | 0.64 | | | | 4.55 | | | | 16 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| 0.25 | | | | 0.10 | | | | 53,601 | | | | 0.74 | | | | 4.52 | | | | 23 | |
| 4.57 | | | | 12.91 | | | | 56,673 | | | | 0.74 | | | | 4.78 | | | | 8 | |
| 9.68 | | | | 13.41 | | | | 57,532 | | | | 0.75 | | | | 4.84 | | | | 7 | |
| 0.22 | | | | (3.08 | ) | | | 55,236 | | | | 0.76 | | | | 5.00 | | | | 12 | |
| 10.54 | | | | 8.39 | | | | 57,769 | | | | 0.74 | | | | 4.81 | | | | 7 | |
(b) | The expense ratios reflect, among other things, the interest expense deemed to have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters held by the Fund, (as described in Note 3 – Portfolio Securities and Investments in Derivatives, Inverse Floating Rate Securities), where applicable, as follows: |
NCA | | |
Year Ended 2/28–2/29: | | |
2017 | 0.01 | % |
2016 | 0.01 | |
2015 | 0.01 | |
2014 | 0.01 | |
2013 | 0.01 | |
NCB | | |
Year Ended 2/28–2/29: | | |
2017 | — | % |
2016 | — | |
2015 | — | |
2014 | — | |
2013 | — | |
(c) | During the fiscal year ended February 28, 2015, the Adviser voluntarily reimbursed the Fund for certain expenses incurred in connection with its common shares equity shelf program. As a result the expenses and net investment income (loss) ratios to average net assets applicable to common shares reflect the voluntary expense reimbursement from Adviser. The expenses and net investment income (loss) ratios to average net assets applicable to common shares excluding this expense reimbursement from Adviser are as follows: |
| | Ratio to Average Net Assets | |
| | | | | Net Investment | |
NCA | | Expenses | | | Income (Loss | ) |
Year Ended 2/28-2/29: | | | | | | |
2015 | | | 0.67 | % | | | 4.38 | % |
(d) | Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 5 – Investment Transactions) divided by the average long-term market value during the period. |
See accompanying notes to financial statements.
Financial Highlights (continued)
Selected data for a common share outstanding throughout each period:
| | | | | | | | | | | | | | Less Distributions | | | | | | | | | | |
| | | | | Investment Operations | | | to Common Shareholders | | | Common Share | |
| | | | | | | | | | | | | | | | | | | | | | | Premium | | | | | | | |
| | | | | | | | | | | | | | | | | From | | | | | | per | | | | | | | |
| | | | | | | | Net | | | | | | | | | Accumu- | | | | | | Share | | | | | | | |
| | Beginning | | | Net | | | Realized/ | | | | | | From | | | lated | | | | | | Sold | | | | | | | |
| | Common | | | Investment | | | Unrealized | | | | | | Net | | | Net | | | | | | through | | | | | | Ending | |
| | Share | | | Income | | | Gain | | | | | | Investment | | | Realized | | | | | | Shelf | | | Ending | | | Share | |
| | NAV | | | (Loss) | | | (Loss) | | | Total | | | Income | | | Gains | | | Total | | | Offering | | | NAV | | | Price | |
NKX | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended 2/28-2/29: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
2017 | | $ | 16.17 | | | $ | 0.76 | | | $ | (0.71 | ) | | $ | 0.05 | | | $ | (0.83 | ) | | $ | (0.04 | ) | | $ | (0.87 | ) | | $ | — | | | $ | 15.35 | | | $ | 14.62 | |
2016 | | | 15.95 | | | | 0.82 | | | | 0.27 | | | | 1.09 | | | | (0.87 | ) | | | — | | | | (0.87 | ) | | | — | | | | 16.17 | | | | 15.63 | |
2015 | | | 14.50 | | | | 0.85 | | | | 1.45 | | | | 2.30 | | | | (0.85 | ) | | | — | | | | (0.85 | ) | | | — | | | | 15.95 | | | | 14.67 | |
2014 | | | 15.57 | | | | 0.84 | | | | (1.06 | ) | | | (0.22 | ) | | | (0.84 | ) | | | (0.01 | ) | | | (0.85 | ) | | | — | | | | 14.50 | | | | 13.25 | |
2013 | | | 14.73 | | | | 0.77 | | | | 0.97 | | | | 1.74 | | | | (0.88 | ) | | | (0.02 | ) | | | (0.90 | ) | | | — | | | | 15.57 | | | | 15.12 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
NAC | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended 2/28-2/29: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
2017 | | | 16.06 | | | | 0.78 | | | | (0.66 | ) | | | 0.12 | | | | (0.87 | ) | | | — | | | | (0.87 | ) | | | — | * | | | 15.31 | | | | 14.55 | |
2016 | | | 15.96 | | | | 0.88 | | | | 0.15 | | | | 1.03 | | | | (0.93 | ) | | | — | | | | (0.93 | ) | | | — | | | | 16.06 | | | | 15.84 | |
2015 | | | 14.68 | | | | 0.87 | | | | 1.34 | | | | 2.21 | | | | (0.93 | ) | | | — | | | | (0.93 | ) | | | — | | | | 15.96 | | | | 15.34 | |
2014 | | | 15.90 | | | | 0.84 | | | | (1.17 | ) | | | (0.33 | ) | | | (0.89 | ) | | | — | | | | (0.89 | ) | | | — | | | | 14.68 | | | | 14.07 | |
2013 | | | 14.87 | | | | 0.84 | | | | 1.11 | | | | 1.95 | | | | (0.92 | ) | | | — | | | | (0.92 | ) | | | — | | | | 15.90 | | | | 15.81 | |
(a) | Total Return Based on Common Share NAV is the combination of changes in common share NAV, reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest price for the last dividend declared in the period may often be based on the Fund's market price (and not its NAV), and therefore may be different from the price used in the calculation. Total returns are not annualized. |
| Total Return Based on Common Share Price is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.
|
* | Rounds to less than $0.01 per share. |
| | | | | | Common Share Supplemental Data/ | |
| | | | | | Ratios Applicable to Common Shares | |
Common Share | | | | | | | | | | | | | |
Total Returns | | | | | | Ratios to Average Net Assets(c) | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | Based | | | Ending | | | | | | | | | | |
Based | | | on | | | Net | | | | | | Net | | | Portfolio | |
on | | | Share | | | Assets | | | | | | Investment | | | Turnover | |
NAV | (a) | | Price | (a) | | | (000 | ) | | Expenses | (b) | | Income (Loss) | | | Rate | (e) |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| 0.21 | % | | | (1.10 | )% | | $ | 732,649 | | | | 1.83 | % | | | 4.70 | % | | | 25 | % |
| 7.09 | | | | 12.93 | | | | 771,466 | | | | 1.48 | | | | 5.22 | | | | 20 | |
| 16.16 | | | | 17.55 | | | | 760,786 | | | | 1.62 | (d) | | | 5.53 | (d) | | | 13 | |
| (1.10 | ) | | | (6.39 | ) | | | 606,852 | | | | 1.64 | | | | 5.93 | | | | 32 | |
| 12.08 | | | | 6.53 | | | | 651,402 | | | | 1.64 | | | | 5.48 | | | | 20 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| 0.63 | | | | (2.89 | ) | | | 2,221,595 | | | | 1.77 | | | | 4.93 | | | | 23 | |
| 6.73 | | | | 9.79 | | | | 1,724,746 | | | | 1.42 | | | | 5.62 | | | | 15 | |
| 15.39 | | | | 16.21 | | | | 1,713,628 | | | | 1.50 | (d) | | | 5.97 | (d) | | | 9 | |
| (1.81 | ) | | | (4.95 | ) | | | 345,463 | | | | 1.86 | | | | 5.79 | | | | 25 | |
| 13.39 | | | | 10.80 | | | | 374,096 | | | | 1.60 | | | | 5.44 | | | | 12 | |
(b) | The expense ratios reflect, among other things, all interest expense and other costs related to preferred shares (as described in Note 4 – Fund Shares, Preferred Shares) and/or the interest expense deemed to have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters held by the Fund (as described in Note 3 – Portfolio Securities and Investments in Derivatives, Inverse Floating Rate Securities), where applicable, as follows: |
NKX | | |
Year Ended 2/28-2/29: | | |
2017 | 0.82 | % |
2016 | 0.48 | |
2015 | 0.57 | |
2014 | 0.62 | |
2013 | 0.59 | |
NAC | | |
Year Ended 2/28-2/29: | | |
2017 | 0.79 | % |
2016 | 0.48 | |
2015 | 0.50 | |
2014 | 0.61 | |
2013 | 0.61 | |
(c) | Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to preferred shares issued by the Fund. |
(d) | During the fiscal year ended February 28, 2015, the Adviser voluntarily reimbursed the Fund for certain expenses incurred in connection with its common shares equity shelf program. The expenses and net investment income (loss) ratios to average net assets applicable to common shares excluding this expense reimbursement from Adviser are as follows: |
| | Ratio to Average Net Assets | |
| | | | | | Net Investment | |
NKX | | | Expenses | | | Income (Loss | ) |
Year Ended 2/28-2/29: | | | | | | | |
2015 | | | 1.63 | % | | 5.51 | % |
| | Ratio to Average Net Assets | |
| | | | | | Net Investment | |
NAC | | | Expenses | | | Income (Loss | ) |
Year Ended 2/28-2/29: | | | | | | | |
2015 | | | 1.53 | % | | 5.95 | % |
(e) | Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 5 – Investment Transactions) divided by the average long-term market value during the period. |
See accompanying notes to financial statements.
Financial Highlights (continued)
| | | | | | | | | | | | | | | | | | | | VMTP, iMTP and/or | |
| | VMTP Shares at the | | | iMTP Shares | | | VRDP Shares | | | VRDP Shares at | |
| | End of the Period | | | at the End of Period | | | at the End of Period | | | the End of Period | |
| | Aggregate | | | Asset | | | Aggregate | | | Asset | | | Aggregate | | | Asset | | | Asset Coverage | |
| | Amount | | | Coverage | | | Amount | | | Coverage | | | Amount | | | Coverage | | | Per $1 | |
| | Outstanding | | | Per $100,000 | | | Outstanding | | | Per $5,000 | | | Outstanding | | | Per $100,000 | | | Liquidation | |
| | | (000 | ) | | Share | | | | (000 | ) | | Share | | | | (000 | ) | | Share | | | Preference | |
NKX | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended 2/28-2/29: | | | | | | | | | | | | | | | | | | | | | |
2017 | | $ | — | | | $ | — | | | $ | 36,000 | | | $ | 13,468 | | | $ | 396,600 | | | $ | 269,359 | | | $ | 2.69 | |
2016 | | | — | | | | — | | | | 36,000 | | | | 16,775 | | | | 291,600 | | | | 335,490 | | | | 3.35 | |
2015(a) | | | — | | | | — | | | | 36,000 | | | | 16,612 | | | | 291,600 | | | | 332,230 | | | | 3.32 | |
2014 | | | — | | | | — | | | | — | | | | — | | | | 291,600 | | | | 308,111 | | | | — | |
2013 | | | — | | | | — | | | | — | | | | — | | | | 291,600 | | | | 323,389 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
NAC | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year Ended 2/28-2/29: | | | | | | | | | | | | | | | | | | | | | | | | | |
2017 | | | 145,000 | | | | 301,487 | | | | — | | | | — | | | | 957,600 | | | | 301,487 | | | | 3.01 | |
2016 | | | — | | | | — | | | | — | | | | — | | | | 699,600 | | | | 346,533 | | | | — | |
2015 | | | — | | | | — | | | | — | | | | — | | | | 699,600 | | | | 344,944 | | | | — | |
2014 | | | — | | | | — | | | | — | | | | — | | | | 136,200 | | | | 353,644 | | | | — | |
2013 | | | — | | | | — | | | | — | | | | — | | | | 136,200 | | | | 374,666 | | | | — | |
(a) | The Ending and Average Market Value Per Share for each Series of the Fund's MTP Shares were as follows: |
| | | 2015 | |
NKX | | | | |
Series 2015 (NKX PRC) | | | | |
Ending Market Value per Share | | $ | — | |
Average Market Value per Share | | | 10.03 | Ω |
Ω | For the period June 9, 2014 (effective date of the Reorganizations) through December 29, 2014. |
See accompanying notes to financial statements.
Notes to Financial Statements
1. General Information and Significant Accounting Policies
General Information
Fund Information
The funds covered in this report and their corresponding New York Stock Exchange ("NYSE") symbols are as follows (each a "Fund" and collectively, the "Funds"):
| | |
| • | Nuveen California Municipal Value Fund, Inc. (NCA) |
| • | Nuveen California Municipal Value Fund 2 (NCB) |
| • | Nuveen California AMT-Free Quality Municipal Income Fund (NKX) |
| • | Nuveen California Quality Municipal Income Fund (NAC) |
The Funds are registered under the Investment Company Act of 1940, as amended, as diversified closed-end management investment companies. Common shares of NCA, NCB, NKX and NAC are traded on the NYSE (common shares of NCB were formerly traded on the NYSE MKT). NCA was incorporated under the state laws of Minnesota on July 15, 1987. NCB, NKX and NAC were organized as Massachusetts business trusts on January 26, 2009, July 29, 2002 and December 1, 1998, respectively.
The end of the reporting period for the Funds is February 28, 2017, and the period covered by these Notes to Financial Statements is the fiscal year ended February 28, 2017 (the "current fiscal period").
Effective November 7, 2016, in conjunction with the reorganizations, NAC changed its name from Nuveen California Dividend Advantage Municipal Fund.
Effective December 28, 2016, NKX changed its name from Nuveen California AMT-Free Municipal Income Fund.
Investment Adviser
The Funds' investment adviser is Nuveen Fund Advisors, LLC (the "Adviser"), a subsidiary of Nuveen, LLC ("Nuveen"). Nuveen is the investment management arm of Teachers Insurance and Annuity Association of America (TIAA). The Adviser has overall responsibility for management of the Funds, oversees the management of the Funds' portfolios, manages the Funds' business affairs and provides certain clerical, bookkeeping and other administrative services, and, if necessary, asset allocation decisions. The Adviser has entered into sub-advisory agreements with Nuveen Asset Management, LLC, (the "Sub-Adviser"), a subsidiary of the Adviser, under which the Sub-Adviser manages the investment portfolios of the Funds.
Investment Objectives and Principal Investment Strategies
Each Fund seeks to provide current income exempt from both regular federal and California state income taxes, and in the case of NKX the alternative minimum tax ("AMT") applicable to individuals, by investing primarily in a portfolio of municipal obligations issued by state and local government authorities within the state of California or certain U.S. territories.
Effective August 5, 2016, NKX changed its investment policy to require the Fund to invest 100% (previously 80%) of its managed assets (as defined in Note 7 – Management Fees and Other Transactions with Affiliates) in securities exempt from AMT. In addition, effective August 5, 2016, NCA and NAC have each added an investment policy to limit the amount of securities subject to AMT to no more than 20% of each Fund's managed assets.
Fund Reorganizations
Effective prior to the opening of business on November 7, 2016, certain funds were reorganized into one, larger Fund included in this report (the "Reorganizations") as follows:
Target Funds | Acquiring Fund |
Nuveen California Dividend Advantage Municipal Fund 2 (NVX) | NAC |
Nuveen California Dividend Advantage Municipal Fund 3 (NZH) | |
For accounting and performance reporting purposes, the Acquiring Fund is the survivor.
Notes to Financial Statements (continued)
Upon the closing of the Reorganizations, the Target Funds transfered their assets to the Acquiring Fund in exchange for common and preferred shares of the Acquiring Fund and the assumption by the Acquiring Fund of the liabilities of the Target Funds. The Target Funds were then liquidated, dissolved and terminated in accordance with their Declaration of Trust. Shareholders of the Target Funds became shareholders of the Acquiring Fund. Holders of common shares of the Target Funds received newly issued common shares of the Acquiring Fund, the aggregate net asset value ("NAV") of which is equal to the aggregate NAV of the common shares of the Target Funds held immediately prior to the Reorganizations (including for this purpose fractional Acquiring Fund shares to which shareholders were entitled). Holders of preferred shares of the Target Funds receive on a one-for-one basis newly issued preferred shares of the Acquiring Fund, in exchange for preferred shares of the Target Funds held immediately prior to the Reorganizations. Details of the Reorganizations are further described in Note 9 – Fund Reorganizations.
Significant Accounting Policies
Each Fund is an investment company and follows accounting and reporting guidance under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 946 "Financial Services – Investment Companies." The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements in accordance with U.S. generally accepted accounting principles ("U.S. GAAP").
Investment Transactions
Investment transactions are recorded on a trade date basis. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same basis used for federal income tax purposes. Investments purchased on a when-issued/delayed delivery basis may have extended settlement periods. Any investments so purchased are subject to market fluctuation during this period. The Funds have earmarked securities in their portfolios with a current value at least equal to the amount of the when-issued/delayed delivery purchase commitments.
As of the end of the reporting period, the Funds' outstanding when-issued/delayed delivery purchase commitments were as follows:
| | | NCA | | | NCB | | | NKX | | | NAC | |
Outstanding when-issued/delayed delivery purchase commitments | | $ | 98,489 | | $ | 98,489 | | $ | 3,170,000 | | $ | 9,083,015 | |
Investment Income
Investment income, which reflects the amortization of premiums and accretion of discounts for financial reporting purposes, is recorded on an accrual basis. Investment income also reflects paydown gains and losses, if any.
Professional Fees
Professional fees presented on the Statement of Operations consist of legal fees incurred in the normal course of operations, audit fees, tax consulting fees and, in some cases, workout expenditures. Workout expenditures are incurred in an attempt to protect or enhance an investment or to pursue other claims or legal actions on behalf of Fund shareholders. If a refund is received for workout expenditures paid in a prior reporting period, such amounts will be recognized as "Legal fee refund" on the Statement of Operations.
Dividends and Distributions to Common Shareholders
Dividends from net investment income, if any, are declared monthly. Net realized capital gains and/or market discount from investment transactions, if any, are distributed to shareholders at least annually. Furthermore, capital gains are distributed only to the extent they exceed available capital loss carryforwards.
Distributions to common shareholders of net investment income, net realized capital gains and/or market discount, if any, are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP.
Indemnifications
Under the Funds' organizational documents, their officers and directors/trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts that provide general indemnifications to other parties. The Funds' maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote.
Compensation
The Funds pay no compensation directly to those of its directors/trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Funds from the Adviser or its affiliates. The Board has adopted a deferred compensation plan for independent directors/trustees that enables directors/trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen-advised funds.
Netting Agreements
In the ordinary course of business, the Funds may enter into transactions subject to enforceable International Swaps and Derivative Association, Inc. ("ISDA") master agreements or other similar arrangements ("netting agreements"). Generally, the right to offset in netting agreements allows each Fund to offset certain securities and derivatives with a specific counterparty, when applicable, as well as any collateral received or delivered to that counterparty based on the terms of the agreements. Generally, each Fund manages its cash collateral and securities collateral on a counterparty basis.
The Funds' investments subject to netting agreements as of the end of the reporting period, if any, are further described in Note 3 – Portfolio Securities and Investments in Derivatives.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets applicable to common shares from operations during the current fiscal period. Actual results may differ from those estimates.
2. Investment Valuation and Fair Value Measurements
The fair valuation input levels as described below are for fair value measurement purposes.
Fair value is defined as the price that would be received upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.
| | |
| Level 1 – | Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities. |
| Level 2 – | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| Level 3 – | Prices are determined using significant unobservable inputs (including management's assumptions in determining the fair value of investments). |
Prices of fixed income securities are provided by an independent pricing service ("pricing service") approved by the Funds' Board of Directors/Trustees (the "Board"). The pricing service establishes a security's fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor's credit characteristics considered relevant. These securities are generally classified as Level 2. In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about a security, its issuer or market activity, provided by the Adviser. These securities are generally classified as Level 2 or Level 3 depending on the observability of the significant inputs.
Certain securities may not be able to be priced by the pre-established pricing methods as described above. Such securities may be valued by the Board and/or its appointee at fair value. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; debt securities that have gone into default and for which there is no current market quotation; a security whose market price is not available from a pre-established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of a Fund's NAV (as may be the case in non-U.S. markets on which the security is primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, is not deemed to reflect the security's fair value. As a general principle, the fair value of a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor's credit characteristics considered relevant. These securities are generally classified as Level 2 or Level 3 depending on the observability of the significant inputs. Regardless of the method employed to value a particular security, all valuations are subject to review by the Board and/or its appointee.
Notes to Financial Statements (continued)
The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of each Fund's fair value measurements as of the end of the reporting period:
NCA | | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Long-Term Investments*: | | | | | | | | | | | | | |
Municipal Bonds | | $ | — | | $ | 287,282,067 | | $ | — | | $ | 287,282,067 | |
NCB | | | | | | | | | | | | | |
Long-Term Investments*: | | | | | | | | | | | | | |
Municipal Bonds | | $ | — | | $ | 51,872,450 | | $ | — | | $ | 51,872,450 | |
NKX | | | | | | | | | | | | | |
Long-Term Investments*: | | | | | | | | | | | | | |
Municipal Bonds | | $ | — | | $ | 1,150,534,037 | | $ | — | | $ | 1,150,534,037 | |
NAC | | | | | | | | | | | | | |
Long-Term Investments*: | | | | | | | | | | | | | |
Municipal Bonds | | $ | — | | $ | 3,315,594,466 | | $ | — | | $ | 3,315,594,466 | |
Short-Term Investments: | | | | | | | | | | | | | |
Municipal Bonds | | | — | | | 26,566,106 | | | — | | | 26,566,106 | |
Total | | $ | — | | $ | 3,342,160,572 | | $ | — | | $ | 3,342,160,572 | |
* | Refer to the Fund's Portfolio of Investments for industry classifications. |
The Board is responsible for the valuation process and has appointed the oversight of the daily valuation process to the Adviser's Valuation Committee. The Valuation Committee, pursuant to the valuation policies and procedures adopted by the Board, is responsible for making fair value determinations, evaluating the effectiveness of the Funds' pricing policies and reporting to the Board. The Valuation Committee is aided in its efforts by the Adviser's dedicated Securities Valuation Team, which is responsible for administering the daily valuation process and applying fair value methodologies as approved by the Valuation Committee. When determining the reliability of independent pricing services for investments owned by the Funds, the Valuation Committee, among other things, conducts due diligence reviews of the pricing services and monitors the quality of security prices received through various testing reports conducted by the Securities Valuation Team.
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making a fair value determination, based on the facts and circumstances specific to the portfolio instrument. Fair value determinations generally will be derived as follows, using public or private market information:
| (i) | If available, fair value determinations shall be derived by extrapolating from recent transactions or quoted prices for identical or comparable securities. |
| | |
| (ii) | If such information is not available, an analytical valuation methodology may be used based on other available information including, but not limited to: analyst appraisals, research reports, corporate action information, issuer financial statements and shelf registration statements. Such analytical valuation methodologies may include, but are not limited to: multiple of earnings, discount from market value of a similar freely-traded security, discounted cash flow analysis, book value or a multiple thereof, risk premium/yield analysis, yield to maturity and/or fundamental investment analysis. |
The purchase price of a portfolio instrument will be used to fair value the instrument only if no other valuation methodology is available or deemed appropriate, and it is determined that the purchase price fairly reflects the instrument's current value.
For each portfolio security that has been fair valued pursuant to the policies adopted by the Board, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such testing and fair valuation occurrences are reported to the Board.
3. Portfolio Securities and Investments in Derivatives
Portfolio Securities
Inverse Floating Rate Securities
Each Fund is authorized to invest in inverse floating rate securities. An inverse floating rate security is created by depositing a municipal bond (referred to as an "Underlying Bond"), typically with a fixed interest rate, into a special purpose tender option bond ("TOB") trust (referred to as the "TOB Trust") created by or at the direction of one or more Funds. In turn, the TOB Trust issues (a) floating rate certificates (referred to as "Floaters"), in face amounts equal to some fraction of the Underlying Bond's par amount or market value, and (b) an inverse floating rate certificate (referred to as an "Inverse Floater") that represents all remaining or residual interest in the TOB Trust. Floaters typically pay short-term tax-exempt interest rates to third
parties who are also provided a right to tender their certificate and receive its par value, which may be paid from the proceeds of a remarketing of the Floaters, by a loan to the TOB Trust from a third party liquidity provider ("Liquidity Provider"), or by the sale of assets from the TOB Trust. The Inverse Floater is issued to a long term investor, such as one or more of the Funds. The income received by the Inverse Floater holder varies inversely with the short-term rate paid to holders of the Floaters, and in most circumstances the Inverse Floater holder bears substantially all of the Underlying Bond's downside investment risk and also benefits disproportionately from any potential appreciation of the Underlying Bond's value. The value of an Inverse Floater will be more volatile than that of the Underlying Bond because the interest rate is dependent on not only the fixed coupon rate of the Underlying Bond but also on the short-term interest paid on the Floaters, and because the Inverse Floater essentially bears the risk of loss (and possible gain) of the greater face value of the Underlying Bond.
The Inverse Floater held by a Fund gives the Fund the right to (a) cause the holders of the Floaters to tender their certificates at par (or slightly more than par in certain circumstances), and (b) have the trustee of the TOB Trust (the "Trustee") transfer the Underlying Bond held by the TOB Trust to the Fund, thereby collapsing the TOB Trust.
The Fund may acquire an Inverse Floater in a transaction where it (a) transfers an Underlying Bond that it owns to a TOB Trust created by a third party or (b) transfers an Underlying Bond that it owns, or that it has purchased in a secondary market transaction for the purpose of creating an Inverse Floater, to a TOB Trust created at its direction, and in return receives the Inverse Floater of the TOB Trust (referred to as a "self-deposited Inverse Floater"). A Fund may also purchase an Inverse Floater in a secondary market transaction from a third party creator of the TOB Trust without first owning the Underlying Bond (referred to as an "externally-deposited Inverse Floater").
An investment in a self-deposited Inverse Floater is accounted for as a "financing" transaction (i.e., a secured borrowing). For a self-deposited Inverse Floater, the Underlying Bond deposited into the TOB Trust is identified in the Fund's Portfolio of Investments as "(UB) – Underlying bond of an inverse floating rate trust reflected as a financing transaction," with the Fund recognizing as liabilities, labeled "Floating rate obligations" on the Statement of Assets and Liabilities, (a) the liquidation value of Floaters issued by the TOB Trust, and (b) the amount of any borrowings by the TOB Trust from a Liquidity Provider to enable the TOB Trust to purchase outstanding Floaters in lieu of a remarketing. In addition, the Fund recognizes in "Investment Income" the entire earnings of the Underlying Bond, and recognizes (a) the interest paid to the holders of the Floaters or on the TOB Trust's borrowings, and (b) other expenses related to remarketing, administration, trustee, liquidity and other services to a TOB Trust, as a component of "Interest expense and amortization of offering costs" on the Statement of Operations.
In contrast, an investment in an externally-deposited Inverse Floater is accounted for as a purchase of the Inverse Floater and is identified in the Fund's Portfolio of Investments as "(IF) – Inverse floating rate investment." For an externally-deposited Inverse Floater, a Fund's Statement of Assets and Liabilities recognizes the Inverse Floater and not the Underlying Bond as an asset, and the Fund does not recognize the Floaters, or any related borrowings from a Liquidity Provider, as a liability. Additionally, the Fund reflects in "Investment Income" only the net amount of earnings on the Inverse Floater (net of the interest paid to the holders of the Floaters or the Liquidity Provider as lender, and the expenses of the Trust), and does not show the amount of that interest paid or the expenses of the TOB Trust as described above as interest expense on the Statement of Operations.
Fees paid upon the creation of a TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters are recognized as part of the cost basis of the Inverse Floater and are capitalized over the term of the TOB Trust.
As of the end of the reporting period, the aggregate value of Floaters issued by each Fund's TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as follows:
Floating Rate Obligations Outstanding | | | NCA | | | NCB | | | NKX | | | NAC | |
Floating rate obligations: self-deposited Inverse Floaters | | $ | — | | $ | — | | $ | — | | $ | 45,725,000 | |
Floating rate obligations: externally-deposited Inverse Floaters | | | — | | | 5,240,000 | | | 41,148,500 | | | 132,797,000 | |
Total | | $ | — | | $ | 5,240,000 | | $ | 41,148,500 | | $ | 178,522,000 | |
During the current fiscal period, the average amount of Floaters (including any borrowings from a Liquidity Provider) outstanding, and the average annual interest rate and fees related to self-deposited Inverse Floaters, were as follows:
Self-Deposited Inverse Floaters | | | NCA | | | NCB | | | NKX | | | NAC | |
Average floating rate obligations outstanding | | $ | 2,417,534 | | $ | — | | $ | 34,192 | | $ | 67,734,589 | |
Average annual interest rate and fees | | | 1.08 | % | | — | % | | 0.72 | % | | 1.09 | % |
TOB Trusts are supported by a liquidity facility provided by a Liquidity Provider pursuant to which the Liquidity Provider agrees, in the event that Floaters are (a) tendered to the Trustee for remarketing and the remarketing does not occur, or (b) subject to mandatory tender pursuant to the terms of the TOB Trust agreement, to either purchase Floaters or to provide the Trustee with an advance from a loan facility to fund the purchase of Floaters by the TOB Trust. In certain circumstances, the Liquidity Provider may otherwise elect to have the Trustee sell the Underlying Bond to retire the Floaters that were tendered and not remarketed prior to providing such a loan. In these circumstances, the Liquidity Provider remains obligated to provide a loan to the extent that the proceeds of the sale of the Underlying Bond is not sufficient to pay the purchase price of the Floaters.
Notes to Financial Statements (continued)
The size of the commitment under the loan facility for a given TOB Trust is at least equal to the balance of that TOB Trust's outstanding Floaters plus any accrued interest. In consideration of the loan facility, fee schedules are in place and are charged by the Liquidity Provider(s). Any loans made by the Liquidity Provider will be secured by the purchased Floaters held by the TOB Trust. Interest paid on any outstanding loan balances will be effectively borne by the Fund that owns the Inverse Floaters of the TOB Trust that has incurred the borrowing and may be at a rate that is greater than the rate that would have been paid had the Floaters been successfully remarketed.
As described above, any amounts outstanding under a liquidity facility are recognized as a component of "Floating rate obligations" on the Statement of Assets and Liabilities by the Fund holding the corresponding Inverse Floaters issued by the borrowing TOB Trust. As of the end of the reporting period, there were no loans outstanding under any such facility.
Each Fund may also enter into shortfall and forbearance agreements (sometimes referred to as a "recourse arrangement" or "credit recovery swap") (TOB Trusts involving such agreements are referred to herein as "Recourse Trusts"), under which a Fund agrees to reimburse the Liquidity Provider for the Trust's Floaters, in certain circumstances, for the amount (if any) by which the liquidation value of the Underlying Bond held by the TOB Trust may fall short of the sum of the liquidation value of the Floaters issued by the TOB Trust plus any amounts borrowed by the TOB Trust from the Liquidity Provider, plus any shortfalls in interest cash flows. Under these agreements, a Fund's potential exposure to losses related to or on an Inverse Floater may increase beyond the value of the Inverse Floater as a Fund may potentially be liable to fulfill all amounts owed to holders of the Floaters or the Liquidity Provider. Any such shortfall amount in the aggregate is recognized as "Unrealized depreciation on Recourse Trusts" on the Statement of Assets and Liabilities.
As of the end of the reporting period, each Fund's maximum exposure to the Floaters issued by Recourse Trusts for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as follows:
Floating Rate Obligations – Recourse Trusts | | | NCA | | | NCB | | | NKX | | | NAC | |
Maximum exposure to Recourse Trusts: self-deposited Inverse Floaters | | $ | — | | $ | — | | $ | — | | $ | 18,060,000 | |
Maximum exposure to Recourse Trusts: externally-deposited Inverse Floaters | | | — | | | — | | | 14,373,000 | | | 75,785,000 | |
Total | | $ | — | | $ | — | | $ | 14,373,000 | | $ | 93,845,000 | |
Zero Coupon Securities
A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.
Investments in Derivatives
In addition to the inverse floating rate securities in which each Fund may invest, which are considered portfolio securities for financial reporting purposes, each Fund is authorized to invest in certain other derivative instruments such as futures, options and swap contracts. Each Fund limits its investments in futures, options on futures and swap contracts to the extent necessary for the Adviser to claim the exclusion from registration by the Commodity Futures Trading Commission as a commodity pool operator with respect to the Fund. The Funds record derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Funds' investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes.
Although the Funds are authorized to invest in derivative instruments and may do so in future, they did not make any such investments during the current fiscal period.
Market and Counterparty Credit Risk
In the normal course of business each Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose each Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of each Fund's exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement of Assets and Liabilities.
Each Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of each Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed the custodian to
pledge assets of the Funds as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.
4. Fund Shares
Common Shares
Common Shares Equity Shelf Programs and Offering Costs
The following Funds have each filed a registration statement with the Securities and Exchange Commission ("SEC") authorizing the Funds to issue additional common shares through one or more equity shelf programs ("Shelf Offering"), which became effective with the SEC during the current and/or prior fiscal period.
Under these Shelf Offerings, the Funds, subject to market conditions, may raise additional equity capital by issuing additional shares from time to time in varying amounts and by different offering methods at a net price at or above each Fund's NAV per common share. In the event each Fund's Shelf Offering registration statement is no longer current, the Funds may not issue additional common shares until a post-effective amendment to the registration statement has been filed with the SEC.
Additional authorized common shares, common shares sold and offering proceeds, net of offering costs under each Fund's Shelf Offering during the Funds' current and/or prior fiscal period (unless otherwise noted), were as follows:
| | NCA | | | NAC | |
| | | Year | | | Year | | | Year | | | Year | |
| | | Ended | | | Ended | | | Ended | | | Ended | |
| | | 2/28/17 | | | 2/29/16 | | | 2/28/17 | * | | 2/29/16 | |
Additional authorized common shares | | | 5,200,000 | | | 2,500,000 | | | 2,300,000 | | | — | |
Common shares sold | | | 1,332,400 | | | 1,043,028 | | | 470,780 | | | — | |
Offering proceeds, net of offering costs | | $ | 14,620,324 | | $ | 11,081,737 | | $ | 7,881,993 | | | — | |
* | Represents additional authorized shares for the period May 9, 2016 through February 28, 2017. |
Costs incurred by the Funds in connection with their Shelf Offerings were recorded as a deferred charge and recognized as a component of "Deferred offering costs" on the Statement of Assets and Liabilities. The deferred asset is reduced during the one-year period that additional shares are sold by reducing the proceeds from such sales and recognized as a component of "Proceeds from shelf offering, net of offering costs" on the Statement of Changes in Net Assets. Any remaining deferred charges at the end of the one-year life of the Shelf Offering period will be expensed accordingly, as well as any additional Shelf Offering costs the Funds may incur. As Shelf Offering costs are expensed they are recognized as a component of "Other expenses" on the Statement of Operations.
During the current reporting period, NCA filed an initial registration statement with the SEC to issue an additional 2.7 million common shares through a Shelf Offering, which is not yet effective.
Common Share Transactions
Transactions in common shares during the Funds' current and prior fiscal period, where applicable were as follows:
| | NCA | | | NCB | | | NKX | |
| | Year | | | Year | | | Year | | | Year | | | Year | | | Year | |
| | Ended | | | Ended | | | Ended | | | Ended | | | Ended | | | Ended | |
| | 2/28/17 | | | 2/29/16 | | | 2/28/17 | | | 2/29/16 | | | 2/28/17 | | | 2/29/16 | |
Common shares: | | | | | | | | | | | | | | | | | | |
Sold through shelf offering | | | 1,332,400 | | | | 1,043,028 | | | | N/ | A | | | N/ | A | | | N/ | A | | | N/ | A |
Issued to shareholders due to reinvestment of distributions | | | 39,833 | | | | 31,373 | | | | 4,207 | | | | 561 | | | | 27,273 | | | | — | |
Weighted average common share: | | | | | | | | | | | | | | | | | | | | | | | | |
Premium to NAV per shelf offering share sold | | | 2.92 | % | | | 2.21 | % | | | N/ | A | | | N/ | A | | | N/ | A | | | N/ | A |
Notes to Financial Statements (continued)
| | NAC | |
| | Year | | | Year | |
| | Ended | | | Ended | |
| | 2/28/17 | | | 2/29/16 | |
Common shares: | | | | | | |
Issued in Reorganizations | | | 37,197,283 | | | | — | |
Sold through shelf offering | | | 470,780 | | | | — | |
Issued to shareholders due to reinvestment of distributions | | | 53,219 | | | | — | |
Weighted average common share: | | | | | | | | |
Premium to NAV per shelf offering share sold | | | 1.19 | % | | | — | |
N/A – The Fund is not authorized to issue additional common shares through a shelf offering.
Preferred Shares
Institutional MuniFund Term Preferred Shares
The following Fund has issued and has outstanding Institutional MuniFund Term Preferred ("iMTP") Shares, with a $5,000 liquidation preference per share. iMTP Shares are issued via private placement and are not publicly available.
As of the end of the reporting period, details of iMTP Shares outstanding were as follows:
| | | | | | Shares | | | Liquidation | |
Fund | | | Series | | | Outstanding | | | Preference | |
NKX | | | 2018 | | | 7,200 | | $ | 36,000,000 | |
The Fund is obligated to redeem its iMTP Shares by the date as specified in its offering document ("Term Redemption Date"), unless earlier redeemed by the Fund. iMTP Shares are subject to optional and mandatory redemption in certain circumstances. The iMTP Shares are not subject to redemption at the option of the Fund for approximately one year following the date of issuance, at which point the Fund may redeem at its option ("Optional Redemption Date") and any date thereafter. The Fund may be obligated to redeem a certain amount of iMTP Shares if the Fund fails to maintain certain asset coverage and leverage ratio requirements and such failures are not cured by the applicable cure date. The redemption price per share is equal to the sum of the liquidation preference per share plus any accumulated but unpaid dividends. The Term Redemption Date and Optional Redemption Date for the Fund's iMTP Shares are as follows:
| | Term | Optional | |
Fund | Series | Redemption Date | Redemption Date | |
NKX | 2018 | July 1, 2018 | July 1, 2016 | |
The average liquidation preference of iMTP Shares outstanding and annualized dividend rate for the Fund during the current fiscal period, were as follows:
| | | NKX | |
Average liquidation preference of iMTP Shares outstanding | | $ | 36,000,000 | |
Annualized dividend rate | | | 0.99 | % |
iMTP Shares are subject to restrictions on transfer and may only be sold or transferred to "qualified institutional buyers". iMTP Shares are short-term or short/intermediate-term instruments that pay a variable dividend rate tied to a short-term index, plus an additional fixed "spread" amount established at the time of issuance. The fair value of iMTP Shares is expected to be approximately their liquidation preference so long as the fixed "spread" on the iMTP Shares remains roughly in line with the "spread" being demanded by investors on instruments having similar terms in the current market environment. In present market conditions, the Fund's Adviser has determined that the fair value of iMTP Shares is approximately their liquidation preference, but their fair value could vary if market conditions change materially. For financial reporting purposes, the liquidation preference of iMTP Shares is recorded as a liability and recognized as a component of "Institutional MuniFund Term Preferred ("iMTP") Shares, net of deferred offering costs" on the Statement of Assets and Liabilities.
Dividends on the iMTP Shares (which are treated as interest payments for financial reporting purposes) are set weekly. Unpaid dividends on iMTP Shares are recognized as a component of "Interest payable" on the Statement of Assets and Liabilities, when applicable. Dividends accrued on iMTP Shares are recognized as a component of "Interest expense and amortization of offering costs" on the Statement of Operations.
Costs incurred by the Fund in connection with its offering of iMTP Shares were recorded as a deferred charge, which are amortized over the life of the shares and recognized as components of "Institutional MuniFund Term Preferred ("iMTP") Shares, net of deferred offering costs" on the Statement of Assets and Liabilities and "Interest expense and amortization of offering costs" on the Statement of Operations.
Variable Rate MuniFund Term Preferred Shares
The following Fund has issued and has outstanding Variable Rate MuniFund Term Preferred ("VMTP") Shares, with a $100,000 liquidation preference per share. VMTP Shares are issued via private placement and are not publicly available.
As of the end of the reporting period, VMTP Shares outstanding, at liquidation preference, for the Fund was as follows:
| | | | | | Shares | | | Liquidation | |
Fund | | | Series | | | Outstanding | | | Preference | |
NAC | | | 2019 | | | 1,450 | | $ | 145,000,000 | |
During the current reporting period, NAC issued $145,000,000 Series 2019 VMTP Shares at liquidation preference to be invested in accordance with its investment policies.
The Fund is obligated to redeem its VMTP Shares by the date as specified in its offering document ("Term Redemption Date"), unless earlier redeemed by the Fund. VMTP Shares are subject to optional and mandatory redemption in certain circumstances. The VMTP Shares may be redeemed at the option of the Fund, subject to payment of premium for approximately one year following the date of issuance ("Premium Expiration Date"), and at the redemption price per share thereafter. The redemption price per share is equal to the sum of the liquidation preference per share plus any accumulated but unpaid dividends. The Fund may be obligated to redeem a certain amount of the VMTP Shares if the Fund fails to maintain certain asset coverage and leverage ratio requirements and such failures are not cured by the applicable cure date. The Term Redemption Date and Premium Expiration Date for the Fund's VMTP Shares are as follows:
| | | | | | Term | | | | |
| | | | | | Redemption | | | Premium | |
Fund | | | Series | | | Date | | | Expiration Date | |
NAC | | | 2019 | | | July 1, 2019 | | | June 10, 2017 | |
The average liquidation preference of VMTP Shares outstanding and annualized dividend rate for each Fund during the current fiscal period were as follows:
| | | NAC | * |
Average liquidation preference of VMTP Shares outstanding | | $ | 145,000,000 | |
Annualized dividend rate | | | 1.52 | % |
* | For the period June 10, 2016 (first issuance date of shares) through February 28, 2017. |
VMTP Shares are subject to restrictions on transfer, generally do not trade, and market quotations are generally not available. VMTP Shares are short-term or short/intermediate-term instruments that pay a variable dividend rate tied to a short-term index, plus an additional fixed "spread" amount established at the time of issuance. The fair value of VMTP Shares is expected to be approximately their liquidation preference so long as the fixed "spread" on the VMTP Shares remains roughly in line with the "spread" being demanded by investors on instruments having similar terms in the current market environment. In present market conditions, the Fund's Adviser has determined that the fair value of VMTP Shares is approximately their liquidation preference, but their fair value could vary if market conditions change materially. For financial reporting purposes, the liquidation preference of VMTP Shares is a liability and is recognized as a component of "Variable Rate MuniFund Term Preferred ("VMTP") Shares, net of deferred offering costs" on the Statement of Assets and Liabilities.
Dividends on the VMTP Shares (which are treated as interest payments for financial reporting purposes) are set weekly. Unpaid dividends on VMTP Shares are recognized as a component of "Interest payable" on the Statement of Assets and Liabilities. Dividends accrued on VMTP Shares are recognized as a component of "Interest expense and amortization of offering costs" on the Statement of Operations.
Costs incurred in connection with each Fund's initial offering of VMTP Shares were recorded as a deferred charge, which are amortized over the life of the shares and are recognized as components of "Variable Rate MuniFund Term Preferred ("VMTP") shares, net of deferred offering costs" on the Statement of Assets and Liabilities and "Interest expense and amortization of offering costs" on the Statement of Operations. The Fund incurred offering costs of $145,000 in connection with its issuance of Series 2019 VMTP Shares.
Variable Rate Demand Preferred Shares
The following Funds have issued and have outstanding Variable Rate Demand Preferred ("VRDP") Shares, with a $100,000 liquidation preference per share. VRDP Shares are issued via private placement and are not publicly available.
Notes to Financial Statements (continued)
As of the end of the reporting period, details of each Fund's VRDP Shares outstanding were as follows:
| | | | | Shares | | | Liquidation | | |
Fund | | Series | | | Outstanding | | | Preference | | Maturity |
NKX | | | 2 | | | | 355 | | | $ | 35,500,000 | | June 1, 2040 |
| | | 3 | | | | 427 | | | | 42,700,000 | | March 1, 2040 |
| | | 4 | | | | 1,090 | | | | 109,000,000 | | December 1, 2040 |
| | | 5 | | | | 1,044 | | | | 104,400,000 | | June 1, 2041 |
| | | 6 | | | | 1,050 | | | | 105,000,000 | | June 1, 2046 |
| | | | | | | | | | | | | |
NAC | | | 1 | | | | 1,362 | | | $ | 136,200,000 | | June 1, 2041 |
| | | 2 | | | | 910 | | | | 91,000,000 | | December 1, 2040 |
| | | 3 | | | | 498 | | | | 49,800,000 | | March 1, 2040 |
| | | 4 | | | | 1,056 | | | | 105,600,000 | | December 1, 2042 |
| | | 5 | | | | 1,589 | | | | 158,900,000 | | August 1, 2040 |
| | | 6 | | | | 1,581 | | | | 158,100,000 | | August 1, 2040 |
| �� | | 7 | * | | | 980 | | | | 98,000,000 | | August 3, 2043 |
| | | 8 | * | | | 1,600 | | | | 160,000,000 | | November 6, 2026 |
* | VRDP Shares issued in connection with the Reorganization. |
During the current reporting period, NKX issued an additional $105,000,000 Series 6 VRDP Shares at liquidation preference to be invested in accordance with its investment policies.
VRDP Shares include a liquidity feature that allows VRDP shareholders to have their shares purchased by a liquidity provider with whom each Fund has contracted in the event that the VRDP Shares are not able to be successfully remarketed. Each Fund is required to redeem any VRDP Shares that are still owned by the liquidity provider after six months of continuous, unsuccessful remarketing. Each Fund pays an annual remarketing fee of 0.10% on the aggregate principal amount of all VRDP Shares outstanding. Each Fund's VRDP Shares have successfully remarketed since issuance.
Dividends on the VRDP Shares (which are treated as interest payments for financial reporting purposes) are set weekly at a rate established by a remarketing agent; therefore, the market value of the VRDP Shares is expected to approximate its liquidation preference. In the event that VRDP shares are unable to be successfully remarketed, the dividend rate will be the maximum rate which is designed to escalate according to a specified schedule in order to enhance the remarketing agent's ability to successfully remarket the VRDP Shares.
Subject to certain conditions, VRDP Shares may be redeemed, in whole or in part, at any time at the option of each Fund. Each Fund may also redeem certain of the VRDP Shares if the Fund fails to maintain certain asset coverage requirements and such failures are not cured by the applicable cure date. The redemption price per share is equal to the sum of the liquidation preference per share plus any accumulated but unpaid dividends.
The average liquidation preference of VRDP Shares outstanding and annualized dividend rate for the Fund during the current fiscal period were as follows:
| | | NKX | | | NAC | |
Average liquidation preference of VRDP Shares outstanding | | $ | 361,791,781 | | $ | 780,180,822 | |
Annualized dividend rate | | | 0.63 | % | | 0.66 | % |
For financial reporting purposes, the liquidation preference of VRDP Shares is a liability and is recognized as a component of "Variable Rate Demand Preferred ("VRDP") Shares, net of deferred offering costs" on the Statement of Assets and Liabilities. Unpaid dividends on VRDP Shares are recognized as a component of "Interest payable" on the Statement of Assets and Liabilities, when applicable. Dividends accrued on VRDP Shares are recognized as a component of "Interest expense and amortization of offering costs" on the Statement of Operations. Costs incurred by the Fund in connection with its offerings of VRDP Shares were recorded as a deferred charge, which are being amortized over the life of the shares and are recognized as a component of "Variable Rate Demand Preferred ("VRDP") Shares, net of deferred offering costs" on the Statement of Assets and Liabilities and "Interest expense and amortization of offerings costs" on the Statement of Operations. NKX incurred offering costs of $435,000 in connection with its issuance of Series 6 VRDP Shares. In addition to interest expense, the Fund also pays a per annum liquidity fee to the liquidity provider, as well as a remarketing fee, which are recognized as "Liquidity fees" and "Remarketing fees," respectively, on the Statement of Operations.
Preferred Share Transactions
Transactions in preferred shares for the Funds during the Funds' current and prior fiscal period, where applicable, are noted in the following tables.
Transactions in VMTP Shares for the Funds, where applicable, were as follows:
| Year Ended | |
| February 28, 2017 | |
NAC | Series | | Shares | | | Amount | |
VMTP Shares issued | 2019 | | | 1,450 | | | $ | 145,000,000 | |
Transactions in VRDP Shares for the Funds, where applicable, were as follows:
| Year Ended | |
| February 28, 2017 | |
NKX | | Series | | | Shares | | | Amount | |
VRDP Shares issued | | | 6 | | | | 1,050 | | | $ | 105,000,000 | |
| | Year Ended | |
| | February 28, 2017 | |
NAC | | Series | | | Shares | | | Amount | |
VRDP Shares issued in connection with the Reorganization | | | 7 | | | | 980 | | | $ | 98,000,000 | |
| | | 8 | | | | 1,600 | | | | 160,000,000 | |
Total | | | | | | | 2,580 | | | $ | 258,000,000 | |
5. Investment Transactions
Long-term purchases and sales (including maturities) during the current fiscal period were as follows:
| | NCA | | | NCB | | | NKX | | | NAC | |
Purchases | | $ | 88,540,402 | | | $ | 13,105,367 | | | $ | 389,205,422 | | | $ | 823,892,461 | |
Sales and maturities | | | 71,085,280 | | | | 12,871,255 | | | | 284,465,697 | | | | 650,755,317 | |
6. Income Tax Information
Each Fund is a separate taxpayer for federal income tax purposes. Each Fund intends to distribute substantially all of its net investment income and net capital gains to shareholders and to otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. Therefore, no federal income tax provision is required. Furthermore, each Fund intends to satisfy conditions that will enable interest from municipal securities, which is exempt from regular federal and California state income taxes, and in the case of NKX the AMT applicable to individuals, to retain such tax-exempt status when distributed to shareholders of the Funds. Net realized capital gains and ordinary income distributions paid by the Funds are subject to federal taxation.
For all open tax years and all major taxing jurisdictions, management of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Funds is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recognizing taxable market discount, timing differences in recognizing certain gains and losses on investment transactions and the treatment of investments in inverse floating rate securities reflected as financing transactions, if any. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification. Temporary and permanent differences do not impact the NAVs of the Funds.
Notes to Financial Statements (continued)
As of February 28, 2017, the cost and unrealized appreciation (depreciation) of investments, as determined on a federal income tax basis, were as follows:
| | NCA | | | NCB | | | NKX | | | NAC | |
Cost of investments | | $ | 264,063,349 | | | $ | 45,730,710 | | | $ | 1,047,325,103 | | | $ | 3,006,398,394 | |
Gross unrealized: | | | | | | | | | | | | | | | | |
Appreciation | | $ | 24,675,797 | | | $ | 6,493,379 | | | $ | 104,720,414 | | | $ | 292,627,275 | |
Depreciation | | | (1,457,079 | ) | | | (351,639 | ) | | | (1,511,480 | ) | | | (2,590,169 | ) |
Net unrealized appreciation (depreciation) of investments | | $ | 23,218,718 | | | $ | 6,141,740 | | | $ | 103,208,934 | | | $ | 290,037,106 | |
Permanent differences, primarily due to federal taxes paid, taxable market discount, nondeductible offering costs, nondeductible reorganization expenses, distribution reallocations, reorganization adjustments and expiration of capital loss carryforwards, resulted in reclassifications among the Funds' components of common share net assets as of February 28, 2017, the Funds' tax year end, as follows:
| | NCA | | | NCB | | | NKX | | | NAC | |
Paid-in-surplus | | $ | (1,426,925 | ) | | $ | — | | | $ | (253,436 | ) | | $ | (8,691,253 | ) |
Undistributed (Over-distribution of) net investment income | | | (401 | ) | | | (39,285 | ) | | | 220,416 | | | | 2,108,121 | |
Accumulated net realized gain (loss) | | | 1,427,326 | | | | 39,285 | | | | 33,020 | | | | 6,583,132 | |
The tax components of undistributed net tax-exempt income, net ordinary income and net long-term capital gains as of February 28, 2017, the Funds' tax year end, were as follows:
| | NCA | | | NCB | | | NKX | | | NAC | |
Undistributed net tax-exempt income1 | | $ | 620,775 | | | $ | 270,546 | | | $ | 2,463,658 | | | $ | 7,463,109 | |
Undistributed net ordinary income2 | | | 124,120 | | | | 313,140 | | | | 50,727 | | | | 267,517 | |
Undistributed net long-term capital gains | | | — | | | | — | | | | — | | | | — | |
1 | Undistributed net tax-exempt income (on a tax basis) has not been reduced for the dividend declared on February 1, 2017, paid on March 1, 2017. |
2 | Net ordinary income consists of taxable market discount income and net short-term capital gains, if any. |
The tax character of distributions paid during the Funds' tax years ended February 28, 2017 and February 29, 2016, was designated for purposes of the dividends paid deduction as follows:
2017 | | NCA | | | NCB | | | NKX | | | NAC | |
Distributions from net tax-exempt income3 | | $ | 12,270,923 | | | $ | 2,484,420 | | | $ | 42,512,284 | | | $ | 107,442,833 | |
Distributions from net ordinary income2 | | | 11,146 | | | | 137,195 | | | | 149,109 | | | | 1,102,798 | |
Distributions from net long-term capital gains4 | | | — | | | | 671,709 | | | | 1,827,150 | | | | — | |
2016 | | NCA | | | NCB | | | NKX | | | NAC | |
Distributions from net tax-exempt income | | $ | 12,050,691 | | | $ | 2,564,599 | | | $ | 41,789,520 | | | $ | 100,506,954 | |
Distributions from net ordinary income2 | | | 99,642 | | | | 95,349 | | | | 224,230 | | | | 558,396 | |
Distributions from net long-term capital gains | | | — | | | | 765,094 | | | | — | | | | — | |
2 | Net ordinary income consists of taxable market discount income and net short-term capital gains, if any. |
3 | The Funds hereby designate these amounts paid during the fiscal year ended February 28, 2017, as Exempt Interest Dividends. |
4 | The Funds designate as long-term capital gain dividend, pursuant to the Internal Revenue Code Section 852(b)(3), the amount necessary to reduce earnings and profits of the Funds related to net capital gain to zero for the tax year ended February 28, 2017. |
As of February 28, 2017, the Funds' tax year end, the following Funds had unused capital loss carryforwards available for federal income tax purposes to be applied against future capital gains, if any. If not applied, the carryforwards will expire as shown in the following table. The losses not subject to expiration will be utilized first by a Fund.
| | NCA | | | NKX | | | NAC5 | |
Expiration: | | | | | | | | | |
February 28, 2018 | | $ | 251,409 | | | $ | — | | | $ | 2,071,306 | |
Not subject to expiration | | | 2,079,398 | | | | 11,029,931 | | | | 39,109,658 | |
Total | | $ | 2,330,807 | | | $ | 11,029,931 | | | $ | 41,180,964 | |
5 | A portion of NAC's capital loss carryforward is subject to limitation under the Internal Revenue Code and related regulations. |
As of February 28, 2017, the Funds' tax year end, the following Funds' capital loss carryforwards expired as follows:
| | NCA | | | NAC | |
Expired capital loss carryforwards | | $ | 1,426,925 | | | $ | 25,215,905 | |
The Funds have elected to defer late-year losses in accordance with federal income tax rules. These losses are treated as having arisen on the first day of the following fiscal year. The following Fund has elected to defer losses as follows:
| | | NCB | |
Post-October capital losses6 | | $ | 10,485 | |
Late-year ordinary losses7 | | | — | |
6 | Capital losses incurred from November 1, 2016 through February 28, 2017, the Funds' tax year end. |
7 | Ordinary losses incurred from January 1, 2017 through February 28, 2017 and/or specified losses incurred from November 1, 2016 through February 28, 2017. |
7. Management Fees and Other Transactions with Affiliates
Management Fees
Each Fund's management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. The Sub-Adviser is compensated for its services to the Funds from the management fees paid to the Adviser.
Each Fund's management fee consists of two components – a fund-level fee, based only on the amount of assets within each individual Fund, and a complex-level fee, based on the aggregate amount of all eligible fund assets managed by the Adviser, and for NCA a gross interest income component. This pricing structure enables Fund shareholders to benefit from growth in the assets within their respective Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.
NCA pays an annual fund-level fee, payable monthly, of 0.15% of the average daily net assets of the Fund, as well as 4.125% of the gross interest income (excluding interest on bonds underlying a "self-deposited inverse floater" trust that is attributed to the Fund over and above the net interest earned on the inverse floater itself) of the Fund.
For the period March 1, 2016 through July 31, 2016, the annual Fund-level fee, payable monthly, for each Fund (excluding NCA) was calculated according to the following schedules:
| | NCB | |
Average Daily Managed Assets* | | Fund-Level Fee | |
For the first $125 million | | | 0.4000 | % |
For the next $125 million | | | 0.3875 | |
For the next $250 million | | | 0.3750 | |
For the next $500 million | | | 0.3625 | |
For the next $1 billion | | | 0.3500 | |
For managed assets over $2 billion | | | 0.3375 | |
| | NKX | |
| | NAC | |
Average Daily Managed Assets* | | Fund-Level Fee | |
For the first $125 million | | | 0.4500 | % |
For the next $125 million | | | 0.4375 | |
For the next $250 million | | | 0.4250 | |
For the next $500 million | | | 0.4125 | |
For the next $1 billion | | | 0.4000 | |
For managed assets over $2 billion | | | 0.3750 | |
Effective August 1, 2016, the annual Fund-level fee, payable monthly, for each Fund (excluding NCA) is calculated according to the following schedules:
| | NCB | |
Average Daily Managed Assets* | | Fund-Level Fee | |
For the first $125 million | | | 0.4000 | % |
For the next $125 million | | | 0.3875 | |
For the next $250 million | | | 0.3750 | |
For the next $500 million | | | 0.3625 | |
For the next $1 billion | | | 0.3500 | |
For the next $3 billion | | | 0.3250 | |
For managed assets over $5 billion | | | 0.3125 | |
Notes to Financial Statements (continued)
| | NKX | |
| | NAC | |
Average Daily Managed Assets* | | Fund-Level Fee | |
For the next $125 million | | | 0.4500 | |
For the next $125 million | | | 0.4375 | |
For the next $250 million | | | 0.4250 | |
For the next $500 million | | | 0.4125 | |
For the next $1 billion | | | 0.4000 | |
For the next $3 billion | | | 0.3750 | |
For managed assets over $5 billion | | | 0.3625 | |
The annual complex-level fee, payable monthly, for each Fund is calculated by multiplying the current complex-wide fee rate, determined according to the following schedule by the Fund's daily managed assets:
Complex-Level Managed Asset Breakpoint Level* | | Effective Rate at Breakpoint Level | |
$55 billion | | | 0.2000 | % |
$56 billion | | | 0.1996 | |
$57 billion | | | 0.1989 | |
$60 billion | | | 0.1961 | |
$63 billion | | | 0.1931 | |
$66 billion | | | 0.1900 | |
$71 billion | | | 0.1851 | |
$76 billion | | | 0.1806 | |
$80 billion | | | 0.1773 | |
$91 billion | | | 0.1691 | |
$125 billion | | | 0.1599 | |
$200 billion | | | 0.1505 | |
$250 billion | | | 0.1469 | |
$300 billion | | | 0.1445 | |
* | For the complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to certain types of leverage. For these purposes, leverage includes the funds' use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust's issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen funds that constitute "eligible assets." Eligible assets do not include assets attributable to investments in other Nuveen funds or assets in excess of a determined amount (originally $2 billion) added to the Nuveen fund complex in connection with the Adviser's assumption of the management of the former First American Funds effective January 1, 2011. As of February 28, 2017, the complex-level fee for each Fund was 0.1617%. |
Other Transactions with Affiliates
Each Fund is permitted to purchase or sell securities from or to certain other funds managed by the Adviser ("inter-fund trade") under specified conditions outlined in procedures adopted by the Board. These procedures have been designed to ensure that any inter-fund trades of securities by the Fund from or to another fund that is, or could be, considered an affiliate of the Fund under certain limited circumstances by virtue of having a common investment adviser (or affiliated investment adviser), common officer and/or common trustee complies with Rule 17a-7 of the 1940 Act. Further, as defined under these procedures, each inter-fund trade is effected at the current market price as provided by an independent pricing service. Unsettled inter-fund trades as of the end of the reporting period are recognized as a component of "Receivable for investments sold" and/or "Payable for investments purchased" on the Statement of Assets and Liabilities, when applicable.
During the current fiscal period, the following Fund engaged in inter-fund trades pursuant to these procedures as follows:
Inter-Fund Trades | | NKX | | | NAC | |
Purchases | | $ | 26,960,420 | | | $ | 49,108,621 | |
Sales | | | 25,624,231 | | | | 94,035,108 | |
8. Borrowing Arrangements
Uncommitted Line of Credit
During the current fiscal period, the Funds participated in an unsecured bank line of credit ("Unsecured Credit Line") under which outstanding balances would bear interest at a variable rate. On December 31, 2016, (the only date utilized during the current fiscal period) the Funds borrowed the following amounts from the Unsecured Credit Line, each at an annualized interest rate of 2.02% on their respective outstanding balance.
| | | NCA | | | NCB | | | NKX | | | NAC | |
Outstanding balance at December 31, 2016 | | $ | 1,238,760 | | $ | 671,155 | | $ | 5,894 | | $ | 12,395,809 | |
Committed Line of Credit
The Funds, along with certain other funds managed by the Adviser ("Participating Funds"), have established a 364-day, approximately $2.5 billion standby credit facility with a group of lenders, under which the Participating Funds may borrow for various purposes other than leveraging for investment purposes. A large portion of this facility's capacity (and its associated costs as described below) is currently dedicated for use by a small number of Participating Funds, which does not include any of the Funds covered by this shareholder report. The remaining capacity under the facility (and the corresponding portion of the facility's annual costs) is separately dedicated to most of the other open-end funds in the Nuveen fund family, along with a number of Nuveen closed-end funds, including all of the Funds covered by this shareholder report. The credit facility expires in July 2017 unless extended or renewed.
The credit facility has the following terms: a fee of 0.15% per annum on unused commitment amounts, and interest at a rate equal to the higher of (a) one-month LIBOR (London Inter-Bank Offered Rate) plus 1.25% per annum or (b) the Fed Funds rate plus 1.25% per annum on amounts borrowed. Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of "Other expenses" on the Statement of Operations, and along with commitment fees, have been allocated among such Participating Funds based upon the relative proportions of the facility's aggregate capacity reserved for them and other factors deemed relevant by the Adviser and the Board of each Participating Fund.
During the current fiscal period, NAC utilized this facility. The Fund's maximum outstanding balance during the utilization period was as follows:
| | | NAC | |
Maximum Outstanding Balance | | $ | 50,000,000 | |
During the current fiscal period, the average daily balance outstanding and average annual interest rate on the Funds' Borrowings during the utilization period were as follows:
| | | NAC | |
Average daily balance outstanding | | $ | 20,987,654 | |
Average annual interest rate | | | 1.83 | % |
Borrowings outstanding as of the end of the reporting period are recognized as "Borrowings" on the Statement of Assets and Liabilities, where applicable.
9. Fund Reorganizations
The Reorganizations were structured to qualify as tax-free reorganizations under the Internal Revenue Code for federal income tax purposes, and the Target Funds' shareholders recognized no gain or loss for federal income tax purposes as a result. Prior to the closing of the Reorganizations, the Target Funds distributed all of their net investment income and capital gains, if any. Such a distribution may be taxable to the Target Funds' shareholders for federal income tax purposes.
Investments
The cost, fair value and net unrealized appreciation (depreciation) of the investments of the Target Funds as of the date of the Reorganizations, were as follows:
| | | NVX | | | NZH | |
Cost of investments | | $ | 293,582,793 | | $ | 447,481,471 | |
Fair value of investments | | | 325,491,626 | | | 497,182,348 | |
Net unrealized appreciation (depreciation) of investments | | | 31,908,833 | | | 49,700,877 | |
Notes to Financial Statements (continued)
For financial reporting purposes, assets received and shares issued by the Acquiring Fund were recorded at fair value; however, the cost basis of the investments received from the Target Funds were carried forward to align ongoing reporting of the Acquiring Fund's realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.
Common Shares
The common shares outstanding, net assets applicable to common shares and NAV per common share outstanding immediately before and after the Reorganizations were as follows:
Target Funds – Prior to Reorganizations | | NVX | | | NZH | |
Common shares outstanding | | | 14,761,782 | | | | 24,164,683 | |
Net assets applicable to common shares | | $ | 238,757,076 | | | $ | 362,146,910 | |
NAV per common share outstanding | | $ | 16.17 | | | $ | 14.99 | |
Acquiring Fund – Prior to Reorganizations | | NAC | |
Common shares outstanding | | | 107,907,776 | |
Net assets applicable to common shares | | $ | 1,743,191,811 | |
NAV per common share outstanding | | $ | 16.15 | |
Acquiring Fund – Post Reorganizations | | NAC | |
Common shares outstanding | | | 145,105,059 | |
Net assets applicable to common shares | | $ | 2,344,095,797 | |
NAV per common share outstanding | | $ | 16.15 | |
Preferred Shares
In connection with the Reorganizations, holders of VRDP Shares of the Target Funds received on a one-for-one basis newly issued VRDP Shares of the Acquiring Fund, in exchange for VRDP Shares of the Target Funds held immediately prior to the Reorganizations.
Prior to the closing of the Reorganizations, details of the Target Funds' outstanding VRDP Shares were as follows:
| | | | | | Shares | | | Liquidation | | | | |
Target Funds | | | Series | | | Outstanding | | | Preference | | | Maturity | |
NVX | | | 1 | | | 980 | | $ | 98,000,000 | | | August 3, 2043 | |
| | | | | | | | | | | | | |
NZH | | | 1 | | | 1,600 | | $ | 160,000,000 | | | September 1, 2043 | |
Details of the Acquiring Fund's VRDP Shares issued in connection with the Reorganizations were as follows:
| | | | | | Shares | | | Liquidation | | | | |
Acquiring Fund | | | Series | | | Outstanding | | | Preference | | | Maturity | |
NAC | | | 7 | | | 980 | | $ | 98,000,000 | | | August 3, 2043 | |
| | | 8 | | | 1,600 | | | 160,000,000 | | | November 6, 2026 | |
Pro Forma Results of Operations (Unaudited)
The beginning of the Target Funds' current fiscal period was March 1, 2016. Assuming the Reorganizations had been completed on March 1, 2016, the beginning of the Acquiring Funds' current fiscal period, the pro forma results of operations for the current fiscal period, are as follows:
Acquiring Fund – Pro Forma Results from Operations | | | NAC | |
Net investment income (loss) | | $ | 113,621,474 | |
Net realized and unrealized gains (losses) | | | (95,710,362 | ) |
Change in net assets resulting from operations | | | 17,911,112 | |
Because the combined investment portfolios for the Reorganizations have been managed as a single integrated portfolio since the Reorganizations were completed, it is not practicable to separate the amounts of revenue and earnings of the Target Funds that have been included in the Statement of Operations for the Acquiring Fund since the Reorganizations were consummated.
Cost and Expenses
In connection with the Reorganizations, the Acquiring Fund incurred certain associated costs and expenses. Such amounts were included as components of "Accrued other expenses" on the Statement of Assets and Liabilities and "Reorganization expenses" on the Statement of Operations.
10. New Accounting Pronouncements
Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") 2015-03: Interest-Imputation of Interest
The Funds have adopted the disclosure provisions of ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30) — Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 requires debt issuance costs to be presented in the Statement of Assets and Liabilities as a direct deduction from the carrying amount of the associated debt liability. Prior to the issuance of ASU 2015-03, debt issuance costs were required to be presented in the Statement of Assets and Liabilities as a deferred charge (i.e., an asset). ASU 2015-03 is limited to simplifying the presentation of debt issuance costs. ASU 2015-03 does not affect the recognition and measurement of debt issuance costs.
Amendments to Regulation S-X
In October 2016, the Securities and Exchange Commission (SEC) adopted new rules and amended existing rules (together, the "final rules") intended to modernize the reporting and disclosure of information by registered investment companies. In part, the final rules amend Regulation S-X and require standardized, enhanced disclosure about derivatives in investment company financial statements, as well as other amendments. The compliance date of the amendments to Regulation S-X is August 1, 2017. Management is still evaluating the impact of the final rules, if any.
Additional Fund Information (Unaudited) |
Board of Directors/Trustees | | | | | |
William Adams IV* | Margo Cook* | Jack B. Evans | William C. Hunter | David J. Kundert | Albin F. Moschner |
John K. Nelson | William J. Schneider | Judith M. Stockdale | Carole E. Stone | Terence J. Toth | Margaret L. Wolff |
* Interested Board Member. |
Fund Manager | Custodian | Legal Counsel | Independent Registered | Transfer Agent and |
Nuveen Fund Advisors, LLC | State Street Bank | Chapman and Cutler LLP | Public Accounting Firm | Shareholder Services |
333 West Wacker Drive | & Trust Company | Chicago, IL 60603 | KPMG LLP | State Street Bank |
Chicago, IL 60606 | One Lincoln Street | | 200 East Randolph Drive | & Trust Company |
| Boston, MA 02111 | | Chicago, IL 60601 | Nuveen Funds |
| | | | | P.O. Box 43071 |
| | | | | Providence, RI 02940-3071 |
| | | | | (800) 257-8787 |
Quarterly Form N-Q Portfolio of Investments Information
Each Fund is required to file its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. You may obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov or in person at the SEC's Public Reference Room in Washington, D.C. Call the SEC toll-free at (800) SEC-0330 for room hours and operation.
Nuveen Funds' Proxy Voting Information
You may obtain (i) information regarding how each fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, without charge, upon request, by calling Nuveen toll-free at (800) 257-8787 or on Nuveen's website at www.nuveen.com and (ii) a description of the policies and procedures that each fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen toll free at (800) 257-8787. You may also obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov.
CEO Certification Disclosure
Each Fund's Chief Executive Officer (CEO) has submitted to the New York Stock Exchange (NYSE) the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual. Each Fund has filed with the SEC the certification of its CEO and Chief Financial Officer required by Section 302 of the Sarbanes –Oxley Act.
Common Share Repurchases
Each Fund intends to repurchase, through its open-market share repurchase program, shares of its own common stock at such times and in such amounts as is deemed advisable. During the period covered by this report, each Fund repurchased shares of its common stock as shown in the accompanying table. Any future repurchases will be reported to shareholders in the next annual or semi-annual report.
| | | | | |
| NCA | NCB | NKX | NAC | |
Common shares repurchased | — | — | — | — | |
FINRA BrokerCheck
The Financial Industry Regulatory Authority (FINRA) provides information regarding the disciplinary history of FINRA member firms and associated investment professionals. This information as well as an investor brochure describing FINRA BrokerCheck is available to the public by calling the FINRA BrokerCheck Hotline number at (800) 289-9999 or by visiting www.FINRA.org.
Glossary of Terms Used in this Report (Unaudited) |
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■ | Auction Rate Bond: An auction rate bond is a security whose interest payments are adjusted periodically through an auction process, which process typically also serves as a means for buying and selling the bond. Auctions that fail to attract enough buyers for all the shares offered for sale are deemed to have "failed," with current holders receiving a formula-based interest rate until the next scheduled auction. |
| |
■ | Average Annual Total Return: This is a commonly used method to express an investment's performance over a particular, usually multi-year time period. It expresses the return that would have been necessary each year to equal the investment's actual cumulative performance (including change in NAV or market price and reinvested dividends and capital gains distributions, if any) over the time period being considered. |
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■ | Duration: Duration is a measure of the expected period over which a bond's principal and interest will be paid, and consequently is a measure of the sensitivity of a bond's or bond fund's value to changes when market interest rates change. Generally, the longer a bond's or fund's duration, the more the price of the bond or fund will change as interest rates change. |
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■ | Effective Leverage: Effective leverage is a fund's effective economic leverage, and includes both regulatory leverage (see leverage) and the leverage effects of certain derivative investments in the fund's portfolio. Currently, the leverage effects of Tender Option Bond (TOB) inverse floater holdings are included in effective leverage values, in addition to any regulatory leverage. |
| |
■ | Gross Domestic Product (GDP): The total market value of all final goods and services produced in a country/region in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports. |
| |
■ | Inverse Floating Rate Securities: Inverse floating rate securities, also known as inverse floaters or tender option bonds (TOBs), are created by depositing a municipal bond, typically with a fixed interest rate, into a special purpose trust. This trust, in turn, (a) issues floating rate certificates typically paying short-term tax-exempt interest rates to third parties in amounts equal to some fraction of the deposited bond's par amount or market value, and (b) issues an inverse floating rate certificate (sometimes referred to as an "inverse floater") to an investor (such as a fund) interested in gaining investment exposure to a long-term municipal bond. The income received by the holder of the inverse floater varies inversely with the short-term rate paid to the floating rate certificates' holders, and in most circumstances the holder of the inverse floater bears substantially all of the underlying bond's downside investment risk. The holder of the inverse floater typically also benefits disproportionately from any potential appreciation of the underlying bond's value. Hence, an inverse floater essentially represents an investment in the underlying bond on a leveraged basis. |
| |
■ | Leverage: Leverage is created whenever a fund has investment exposure (both reward and/or risk) equivalent to more than 100% of the investment capital. |
| |
■ | Net Asset Value (NAV) Per Share: A fund's Net Assets is equal to its total assets (securities, cash, accrued earnings and receivables) less its total liabilities. NAV per share is equal to the fund's Net Assets divided by its number of shares outstanding. |
| |
■ | Pre-Refunding: Pre-Refunding, also known as advanced refundings or refinancings, is a procedure used by state and local governments to refinance municipal bonds to lower interest expenses. The issuer sells new bonds with a lower yield and uses the proceeds to buy U.S. Treasury securities, the interest from which is used to make payments on the higher-yielding bonds. Because of this collateral, pre-refunding generally raises a bond's credit rating and thus its value. |
■ | Regulatory Leverage: Regulatory leverage consists of preferred shares issued by or borrowings of a fund. Both of these are part of a fund's capital structure. Regulatory leverage is subject to asset coverage limits set in the Investment Company Act of 1940. |
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■ | S&P Municipal Bond California Index: An unleveraged, market value-weighted index designed to measure the performance of the tax-exempt, investment-grade California municipal bond market. Index returns assume reinvestment of distributions but do not reflect any applicable sales charges or management fees. |
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■ | S&P Municipal Bond Index: An unleveraged, market value-weighted index designed to measure the performance of the tax-exempt, investment-grade U.S. municipal bond market. Index returns assume reinvestment of distributions but do not reflect any applicable sales charges or management fees. |
| |
■ | Total Investment Exposure: Total investment exposure is a fund's assets managed by the Adviser that are attributable to financial leverage. For these purposes, financial leverage includes a fund's use of preferred stock and borrowings and investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust's issuance of floating rate securities. |
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■ | Zero Coupon Bond: A zero coupon bond does not pay a regular interest coupon to its holders during the life of the bond. Income to the holder of the bond comes from accretion of the difference between the original purchase price of the bond at issuance and the par value of the bond at maturity and is effectively paid at maturity. The market prices of zero coupon bonds generally are more volatile than the market prices of bonds that pay interest periodically. |
Reinvest Automatically, Easily and Conveniently |
Nuveen makes reinvesting easy. A phone call is all it takes to set up your reinvestment account.
Nuveen Closed-End Funds Automatic Reinvestment Plan
Nuveen Closed-End Fund allows you to conveniently reinvest distributions in additional Fund shares. By choosing to reinvest, you'll be able to invest money regularly and automatically, and watch your investment grow through the power of compounding. Just like distributions in cash, there may be times when income or capital gains taxes may be payable on distributions that are reinvested. It is important to note that an automatic reinvestment plan does not ensure a profit, nor does it protect you against loss in a declining market.
Easy and convenient
To make recordkeeping easy and convenient, each month you'll receive a statement showing your total distributions, the date of investment, the shares acquired and the price per share, and the total number of shares you own.
How shares are purchased
The shares you acquire by reinvesting will either be purchased on the open market or newly issued by the Fund. If the shares are trading at or above net asset value at the time of valuation, the Fund will issue new shares at the greater of the net asset value or 95% of the then-current market price. If the shares are trading at less than net as -set value, shares for your account will be purchased on the open market. If the Plan Agent begins purchasing Fund shares on the open market while shares are trading below net asset value, but the Fund's shares subsequently trade at or above their net asset value before the Plan Agent is able to complete its purchases, the Plan Agent may cease open-market purchases and may invest the uninvested portion of the distribution in newly-issued Fund shares at a price equal to the greater of the shares' net asset value or 95% of the shares' market value on the last business day imme -diately prior to the purchase date. Distributions received to purchase shares in the open market will normally be invested shortly after the distribution payment date. No interest will be paid on distributions awaiting reinvestment. Because the market price of the shares may increase before purchases are completed, the average purchase price per share may exceed the market price at the time of valuation, resulting in the acquisition of fewer shares than if the distribution had been paid in shares issued by the Fund. A pro rata portion of any applicable brokerage commissions on open market purchases will be paid by Plan participants. These commissions usually will be lower than those charged on individual transactions.
Flexible
You may change your distribution option or withdraw from the Plan at any time, should your needs or situation change. You can reinvest whether your shares are registered in your name, or in the name of a brokerage firm, bank, or other nominee. Ask your investment advisor if his or her firm will participate on your behalf. Participants whose shares are registered in the name of one firm may not be able to transfer the shares to another firm and continue to participate in the Plan. The Fund reserves the right to amend or terminate the Plan at any time. Although the Fund reserves the right to amend the Plan to include a service charge payable by the participants, there is no direct service charge to participants in the Plan at this time.
Call today to start reinvesting distributions
For more information on the Nuveen Automatic Reinvestment Plan or to enroll in or withdraw from the Plan, speak with your financial advisor or call us at (800) 257-8787.
Board Members & Officers (Unaudited) |
The management of the Funds, including general supervision of the duties performed for the Funds by the Adviser, is the responsibility of the Board of Trustees of the Funds. The number of trustees of the Funds is set at twelve. None of the trustees who are not "interested" persons of the Funds (referred to herein as "independent trustees") has ever been a director or employee of, or consultant to, Nuveen or its affiliates. The names and business addresses of the trustees and officers of the Funds, their principal occupations and other affiliations during the past five years, the number of portfolios each oversees and other directorships they hold are set forth below.
| Name, | | Position(s) Held | | Year First | | Principal | | Number |
| Year of Birth | | with the Funds | | Elected or | | Occupation(s) | | of Portfolios |
| & Address | | | | Appointed | | Including other | | in Fund Complex |
| | | | | and Term(1) | | Directorships | | Overseen by |
| | | | | | | During Past 5 Years | | Board Member |
| | | | | | | | | |
Independent Board Members: | | | | | | |
| | | | | | | | | |
■ | WILLIAM J. SCHNEIDER 1944 333 W. Wacker Drive Chicago, IL 6o6o6 | | Chairman and Board Member | | 1996 Class III | | Chairman of Miller-Valentine Partners, a real estate investment company; Board Member of WDPR Public Radio station; formerly, Senior Partner and Chief Operating Officer (retired (2004) of Miller-Valentine Group; formerly, Board member, Business Advisory Council of the Cleveland Federal Reserve Bank and University of Dayton Business School Advisory Council; past Chair and Director, Dayton Development Coalition. | | 181 |
| | | | | | | | | |
■ | JACK B. EVANS 1948 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 1999 Class III | | President, The Hall-Perrine Foundation, a private philanthropic corporation (since 1996); Director and Chairman, United Fire Group, a publicly held company; Director, The Gazette Company; Life Trustee of Coe College and the Iowa College Foundation; formerly, President Pro-Tem of the Board of Regents for the State of Iowa University System; formerly, Director, Alliant Energy; formerly, Director, Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer, SCI Financial Group, Inc., a regional financial services firm. | | 181 |
| | | | | | | | | |
■ | WILLIAM C. HUNTER 1948 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2003 Class I | | Dean Emeritus, formerly, Dean, Tippie College of Business, University of Iowa (2006-2012); Director (since 2004) of Xerox Corporation; past Director (2005- 2015), and past President (2010-2014) Beta Gamma Sigma, Inc., The International Business Honor Society; Director of Wellmark, Inc. (since 2009); formerly, Dean and Distinguished Professor of Finance, School of Business at the University of Connecticut (2003-2006); previously, Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago (1995-2003); formerly, Director (1997-2007), Credit Research Center at Georgetown University. | | 181 |
| | | | | | | | | |
■ | DAVID J. KUNDERT 1942 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2005 Class II | | Formerly, Director, Northwestern Mutual Wealth Management Company (2006-2013), retired (since 2004) as Chairman, JPMorgan Fleming Asset Management, President and CEO, Banc One Investment Advisors Corporation, and President, One Group Mutual Funds; prior thereto, Executive Vice President, Banc One Corporation and Chairman and CEO, Banc One Investment Management Group; Regent Emeritus, Member of Investment Committee, Luther College; member of the Wisconsin Bar Association; member of Board of Directors and Chair of Investment Committee, Greater Milwaukee Foundation; member of the Board of Directors (Milwaukee), College Possible; Board member of Milwaukee Repertory Theatre (since 2016). | | 181 |
| Name, | | Position(s) Held | | Year First | | Principal | | Number |
| Year of Birth | | with the Funds | | Elected or | | Occupation(s) | | of Portfolios |
| & Address | | | | Appointed | | Including other | | in Fund Complex |
| | | | | and Term(1) | | Directorships | | Overseen by |
| | | | | | | During Past 5 Years | | Board Member |
| | | | | | | | | |
Independent Board Members (continued): | | | | |
| | | | | | | | | |
■ | ALBIN F. MOSCHNER(2) 1952 333 W. Wacker Drive Chicago, IL 60606 | | Board Member | | 2016 Class III | | Founder and Chief Executive Officer, Northcroft Partners, LLC, a management consulting firm (since 2012); previously, held positions at Leap Wireless International, Inc., including Consultant (2011-2012), Chief Operating Officer (2008-2011), and Chief Marketing Officer (2004-2008); formerly, President, Verizon Card Services division of Verizon Communications, Inc. (2000-2003); formerly, President, One Point Services at One Point Communications (1999- 2000); formerly, Vice Chairman of the Board, Diba, Incorporated (1996-1997); formerly, various executive positions with Zenith Electronics Corporation (1991- 1996). Director, USA Technologies, Inc., a provider of solutions and services to facilitate electronic payment transactions (since 2012); formerly, Director, Wintrust Financial Corporation (1996-2016). | | 181 |
| | | | | | | | | |
■ | JOHN K. NELSON 1962 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2013 Class II | | Member of Board of Directors of Core12 LLC (since 2008), a private firm which develops branding, marketing and communications strategies for clients; Director of The Curran Center for Catholic American Studies (since 2009) and The President's Council, Fordham University (since 2010); formerly, senior external advisor to the financial services practice of Deloitte Consulting LLP (2012- 2014): formerly, Chairman of the Board of Trustees of Marian University (2010 as trustee, 2011-2014 as Chairman); formerly, Chief Executive Officer of ABN AMRO N.V. North America, and Global Head of its Financial Markets Division (2007-2008); prior senior positions held at ABN AMRO include Corporate Executive Vice President and Head of Global Markets-the Americas (2006-2007), CEO of Wholesale Banking North America and Global Head of Foreign Exchange and Futures Markets (2001-2006), and Regional Commercial Treasurer and Senior Vice President Trading-North America (1996-2001); formerly, Trustee at St. Edmund Preparatory School in New York City. | | 181 |
| | | | | | | | | |
■ | JUDITH M. STOCKDALE 1947 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 1997 Class I | | Board Member, Land Trust Alliance (since 2013) and U.S. Endowment for Forestry and Communities (since 2013); formerly, Executive Director (1994- 2012), Gaylord and Dorothy Donnelley Foundation; prior thereto, Executive Director, Great Lakes Protection Fund (1990-1994). | | 181 |
| | | | | | | | | |
■ | CAROLE E. STONE 1947 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2007 Class I | | Director, Chicago Board Options Exchange, Inc. (since 2006); Director, C2 Options Exchange, Incorporated (since 2009); Director, CBOE Holdings, Inc.(since 2010); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010). | | 181 |
| | | | | | | | | |
■ | TERENCE J. TOTH 1959 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2008 Class II | | Co-Founding Partner, Promus Capital (since 2008); Director, Fulcrum IT Service LLC (since 2010) and Quality Control Corporation (since 2012); member: Catalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (since 2012), and chair of its Investment Committee; formerly, Director, Legal & General Investment Management America, Inc.(2008-2013); formerly, CEO and President, Northern Trust Global Investments (2004-2007): Executive Vice President, Quantitative Management & Securities Lending (2000- 2004); prior thereto, various positions with Northern Trust Company (since 1994); formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003- 2007) and Northern Trust Hong Kong Board (1997-2004). | | 181 |
Board Members & Officers (Unaudited) (continued) |
| Name, | | Position(s) Held | | Year First | | Principal | | Number |
| Year of Birth | | with the Funds | | Elected or | | Occupation(s) | | of Portfolios |
| & Address | | | | Appointed | | Including other | | in Fund Complex |
| | | | | and Term(1) | | Directorships | | Overseen by |
| | | | | | | During Past 5 Years | | Board Member |
| | | | | | | | | |
Independent Board Members (continued): | | | | | | |
| | | | | | | | | |
■ | MARGARET L. WOLFF 1955 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2016 Class I | | Member of the Board of Directors (since 2013) of Travelers Insurance Company of Canada and The Dominion of Canada General Insurance Company (each, a part of Travelers Canada, the Canadian operation of The Travelers Companies, Inc.); formerly, Of Counsel, Skadden, Arps, Slate, Meagher & Flom LLP (Mergers & Acquisitions Group) (2005- 2014); Member of the Board of Trustees of New York-Presbyterian Hospital (since 2005); Member (since 2004) and Chair (since 2015) of the Board of Trustees of The John A. Hartford Foundation (a philanthropy dedicated to improving the care of older adults); formerly, Member (2005-2015) and Vice Chair (2011-2015) of the Board of Trustees of Mt. Holyoke College. | | 181 |
| | | | | | | | | |
Interested Board Members: | | | | | | |
| | | | | | | | | |
■ | WILLIAM ADAMS IV(3) 1955 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2013 Class II | | Co-Chief Executive Officer and Co-President (since March 2016), formerly, Senior Executive Vice President, Global Structured Products (2010-2016) of Nuveen Investments, Inc.; Executive Vice President (since February 2017) of Nuveen, LLC; Co-President of Nuveen Fund Advisors, LLC (since 2011); Co-Co-President, Global Products and Solutions (since January 2017), formerly, Chief Executive Officer (2016- 2017), formerly, Senior Executive Vice President of Nuveen Securities, LLC; President (since 2011), of Nuveen Commodities Asset Management, LLC; Board Member of the Chicago Symphony Orchestra and of Gilda's Club Chicago; formerly, Executive Vice President, U.S. Structured Products, of Nuveen Investments, Inc. (1999-2010). | | 181 |
| | | | | | | | | |
■ | MARGO L. COOK(2)(3) 1964 333 W. Wacker Drive Chicago, IL 6o6o6 | | Board Member | | 2016 Class III | | Co-Chief Executive Officer and Co-President (since March 2016), formerly, Senior Executive Vice President of Nuveen Investments, Inc.; Co-President, Global Products and Solutions (since January 2017), formerly, Co-Chief Executive Officer (2015-2016), formerly, Executive Vice President (2013-2015), of Nuveen Securities, LLC; Executive Vice President (since February 2017) of Nuveen, LLC; Co-President (since October 2016), formerly Senior Executive Vice President of Nuveen Fund Advisors, LLC (Executive Vice President since 2011); formerly, Managing Director of Nuveen Commodities Asset Management, LLC (2011-2016); Chartered Financial Analyst. | | 181 |
| Name, | | Position(s) Held | | Year First | | Principal | | Number |
| Year of Birth | | with the Funds | | Elected or | | Occupation(s) | | of Portfolios |
| & Address | | | | Appointed(4) | | During Past 5 Years | | in Fund Complex |
| | | | | | | | | Overseen |
| | | | | | | | | by Officer |
| | | | | | | | | |
Officers of the Funds: | | | | | | | |
| | | | | | | | | |
■ | CEDRIC H. ANTOSIEWICZ 1962 333 W. Wacker Drive Chicago, IL 6o6o6 | | Chief Administrative Officer | | 2007 | | Senior Managing Director (since January 2017), formerly, Managing Director (2004-2017) of Nuveen Securities, LLC; Senior Managing Director (since February 2017), formerly, Managing Director (2014-2017) of Nuveen Fund Advisors, LLC. | | 76 |
| | | | | | | | | |
■ | LORNA C. FERGUSON 1945 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President | | 1998 | | Managing Director (since 2004) of Nuveen. | | 182 |
| Name, | | Position(s) Held | | Year First | | Principal | | Number |
| Year of Birth | | with the Funds | | Elected or | | Occupation(s) | | of Portfolios |
| & Address | | | | Appointed(4) | | During Past 5 Years | | in Fund Complex |
| | | | | | | | | Overseen |
| | | | | | | | | by Officer |
| | | | | | | | | |
Officers of the Funds (continued): | | | | | | |
| | | | | | | | | |
■ | STEPHEN D. FOY 1954 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President and Controller | | 1998 | | Managing Director (since 2014), formerly, Senior Vice President (2013- 2014) and Vice President (2005-2013) of Nuveen Fund Advisors, LLC; Chief Financial Officer of Nuveen Commodities Asset Management, LLC (since 2010); Managing Director (since 2016) of Nuveen Securities, LLC; Certified Public Accountant. | | 182 |
| | | | | | | | | |
■ | NATHANIEL T. JONES 1979 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President and Treasurer | | 2016 | | Managing Director (since January 2017), formerly, Senior Vice President (2016-2017), formerly, Vice President (2011-2016) of Nuveen.; Chartered Financial Analyst. | | 182 |
| | | | | | | | | |
■ | WALTER M. KELLY 197o 333 W. Wacker Drive Chicago, IL 6o6o6 | | Chief Compliance Officer and Vice President | | 2003 | | Managing Director (since January 2017), formerly, Senior Vice President (2008-2017) of Nuveen. | | 182 |
| | | | | | | | | |
■ | DAVID J. LAMB 1963 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President | | 2015 | | Managing Director (since January 2017), formerly, Senior Vice President of Nuveen Investments Holdings, Inc. (since 2006), Vice President prior to 2006. | | 76 |
| | | | | | | | | |
■ | TINA M. LAZAR 1961 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President | | 2002 | | Managing Director (since January 2017), formerly, Senior Vice President (2014-2017) of Nuveen Securities, LLC. | | 182 |
| | | | | | | | | |
■ | KEVIN J. MCCARTHY 1966 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President and Assistant Secretary | | 2007 | | Senior Managing Director (since February 2017), formerly, Executive Vice President (2016-2017), Secretary (since 2016) and General Counsel (since 2016), formerly, Managing Director and Assistant Secretary of Nuveen Investments, Inc.; Senior Managing Director (since January 2017), formerly, Executive Vice President (2016-2017), formerly, Managing Director (2008-2016), and Assistant Secretary (since 2008) of Nuveen Securities, LLC; Senior Managing Director (since February 2017), formerly, Executive Vice President (2016-2017), and Secretary (since 2016), formerly, Managing Director (2008-2016) and Assistant Secretary (2007-2016), and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Senior Managing Director (since February 2017), formerly, Executive Vice President (2016-2017) and Secretary (since 2016), formerly, Managing Director, Assistant Secretary (2011-2016), and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Senior Managing Director (since February 2017), formerly, Executive Vice President (2016- 2017) and Secretary (since 2016) of Nuveen Investments Advisers, LLC; Vice President (since 2007) and Secretary (since 2016) of NWQ Investment Management Company, LLC, Symphony Asset Management LLC, Santa Barbara Asset Management, LLC and Winslow Capital Management, LLC (since 2010); Vice President (since 2010) and Secretary (since 2016), formerly, Assistant Secretary of Nuveen Commodities Asset Management, LLC. | | 182 |
| | | | | | | | | |
■ | KATHLEEN L. PRUDHOMME 1953 9o1 Marquette Avenue Minneapolis, MN 554o2 | | Vice President and Assistant Secretary | | 2011 | | Managing Director, Assistant Secretary and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director and Assistant Secretary (since 2011) of Nuveen Securities, LLC; formerly, Deputy General Counsel, FAF Advisors, Inc. (2004-2010). | | 182 |
Board Members & Officers (Unaudited) (continued)
| Name, | | Position(s) Held | | Year First | | Principal | | Number |
| Year of Birth | | with the Funds | | Elected or | | Occupation(s) | | of Portfolios |
| & Address | | | | Appointed(4) | | During Past 5 Years | | in Fund Complex |
| | | | | | | | | Overseen |
| | | | | | | | | by Officer |
| | | | | | | | | |
Officers of the Funds (continued): | | | | | | |
| | | | | | | | | |
■ | CHRISTOPHER M. ROHRBACHER 1971 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President and Assistant Secretary | | 2008 | | Managing Director (since January 2017) of Nuveen Securities, LLC; Managing Director (since January 2017), formerly, Senior Vice President (2016-2017) and Assistant Secretary (since October 2016) of Nuveen Fund Advisors, LLC; Vice President and Assistant Secretary (since 2010) of Nuveen Commodities Asset Management, LLC. | | 182 |
| | | | | | | | | |
■ | JOEL T. SLAGER 1978 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President and Assistant Secretary | | 2013 | | Fund Tax Director for Nuveen Funds (since 2013); previously, Vice President of Morgan Stanley Investment Management, Inc., Assistant Treasurer of the Morgan Stanley Funds (from 2010 to 2013). | | 182 |
| | | | | | | | | |
■ | GIFFORD R. ZIMMERMAN 1956 333 W. Wacker Drive Chicago, IL 6o6o6 | | Vice President and Secretary | | 1988 | | Managing Director (since 2002), and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; Managing Director (since 2002), Assistant Secretary (since 1997) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (since 2011); Vice President (since February 2017), formerly, Managing Director (2003-2017) and Assistant Secretary (since 2003) of Symphony Asset Management LLC; Managing Director and Assistant Secretary (since 2002) of Nuveen Investments Advisers, LLC; Vice President and Assistant Secretary of NWQ Investment Management Company, LLC (since 2002), Santa Barbara Asset Management, LLC (since 2006), and of Winslow Capital Management, LLC, (since 2010); Chartered Financial Analyst. | | 182 |
(1) | The Board of Trustees is divided into three classes, Class I, Class II, and Class III, with each being elected to serve until the third succeeding annual shareholders' meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed, except two board members are elected by the holders of Preferred Shares, when applicable, to serve until the next annual shareholders' meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed. The year first elected or appointed represents the year in which the board member was first elected or appointed to any fund in the Nuveen Complex. |
(2) | On June 22, 2016, Ms. Cook and Mr. Moschner were appointed as Board members, effective July 1, 2016. |
(3) | "Interested person" as defined in the 1940 Act, by reason of his position with Nuveen Investments, Inc. and certain of its subsidiaries, which are affiliates of the Nuveen Funds. |
(4) | Officers serve one year terms through August of each year. The year first elected or appointed represents the year in which the Officer was first elected or appointed to any fund in the Nuveen Complex. |
Notes
Nuveen:
Serving Investors for Generations
Since 1898, financial advisors and their clients have relied on Nuveen to provide dependable investment solutions through continued adherence to proven, long-term investing principles. Today, we offer a range of high quality equity and fixed-income solutions designed to be integral components of a well-diversified core portfolio.
Focused on meeting investor needs.
Nuveen helps secure the long-term goals of individual investors and the advisors who serve them, providing access to investment expertise from leading asset managers and solutions across traditional and alternative asset classes. Built on more than a century of industry leadership, Nuveen's teams of experts align with clients' specific financial needs and goals, demonstrating commitment to advisors and investors through market perspectives and wealth management and portfolio advisory services. Nuveen manages $236 billion in assets as of December 31, 2016.
Find out how we can help you.
To learn more about how the products and services of Nuveen may be able to help you meet your financial goals, talk to your financial advisor, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Investors should consider the investment objective and policies, risk considerations, charges and expenses of any investment carefully.
Where applicable, be sure to obtain a prospectus, which contains this and other relevant information. To obtain a prospectus, please contact your securities representative or Nuveen, 333 W. Wacker Dr., Chicago, IL 60606. Please read the prospectus carefully before you invest or send money.
Learn more about Nuveen Funds at: www.nuveen.com/cef
Securities offered through Nuveen Securities, LLC, member FINRA and SIPC | 333 West Wacker Drive Chicago, IL 60606 | www.nuveen.com | | EAN-A-0217D 138478 |
ITEM 2. CODE OF ETHICS.