UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-5851
MFS INTERMARKET INCOME TRUST I
(Exact name of registrant as specified in charter)
500 Boylston Street, Boston, Massachusetts 02116
(Address of principal executive offices) (Zip code)
Susan S. Newton
Massachusetts Financial Services Company
500 Boylston Street
Boston, Massachusetts 02116
(Name and address of agents for service)
Registrant’s telephone number, including area code: (617) 954-5000
Date of fiscal year end: November 30
Date of reporting period: May 31, 2012
ITEM 1. | REPORTS TO STOCKHOLDERS. |
MFS® InterMarket
Income Trust I
SEMIANNUAL REPORT
May 31, 2012
CMK-SEM
MFS® INTERMARKET INCOME TRUST I
New York Stock Exchange Symbol: CMK
NOT FDIC INSURED Ÿ MAY LOSE VALUE Ÿ NO BANK GUARANTEE
LETTER FROM THE CHAIRMAN AND CEO
Dear Shareholders:
World financial markets remain a venue of uncertainty. The focus has shifted most recently to the eurozone, where policymakers are attempting to develop a plan that will help debt-laden countries and prevent their woes from spreading across the region. Volatility is likely to continue as investors test the resolve of European officials to make the tough decisions needed to solve the crisis.
The U.S. economy is experiencing a period of growth. However, markets have been jittery in reaction to events in Europe and ahead of the U.S. presidential election. Voters in the United States are watching the economy closely and waiting to see if Congress agrees to cut the budget and extend the Bush administration tax cuts. Failure to do so could ultimately send the U.S. economy back into recession.
Amid this global uncertainty, managing risk becomes a top priority for investors and their advisors. At MFS® our global research platform is designed to ensure the smooth functioning
of our investment process in all business climates. Through this integrated approach, our investment staff shares ideas and evaluates opportunities across geographies, across both fundamental and quantitative disciplines, and across companies’ entire capital structure. We employ this uniquely collaborative approach to build better insights for our clients.
Additionally, we have a team of quantitative analysts that measures and assesses the risk profiles of our portfolios and securities on an ongoing basis. The chief investment risk officer, who oversees the team, reports directly to the firm’s president and chief investment officer so that the risk associated with each portfolio can be assessed objectively and independently of the portfolio management team.
We, like our investors, are mindful of the many economic challenges faced at the local, national, and international levels. It is in times such as these that we want to emphasize the merits of maintaining a long-term view, adhering to basic investing principles such as asset allocation and diversification, and working closely with investment advisors to research and identify appropriate investment opportunities.
Respectfully,
Robert J. Manning
Chairman and Chief Executive Officer
MFS Investment Management®
July 17, 2012
The opinions expressed in this letter are subject to change, may not be relied upon for investment advice, and no forecasts can be guaranteed.
1
PORTFOLIO COMPOSITION
Portfolio structure (i)
| | | | |
Fixed income sectors (i) | | | | |
High Grade Corporates | | | 59.1% | |
High Yield Corporates | | | 31.0% | |
Non-U.S. Government Bonds | | | 12.8% | |
Emerging Markets Bonds | | | 4.1% | |
Mortgage-Backed Securities | | | 2.0% | |
Asset-Backed Securities | | | 0.7% | |
Collateralized Debt Obligations | | | 0.5% | |
Floating Rate Loans | | | 0.1% | |
U.S. Government Agencies (o) | | | 0.0% | |
U.S. Treasury Securities | | | (5.6)% | |
| | | | |
Composition including fixed income credit quality (a)(i) | | | | |
AAA | | | 6.4% | |
AA | | | 4.2% | |
A | | | 26.2% | |
BBB | | | 38.6% | |
BB | | | 13.0% | |
B | | | 15.4% | |
CCC | | | 4.3% | |
CC | | | 0.1% | |
C | | | 0.1% | |
Federal Agencies | | | 2.0% | |
Not Rated | | | (5.6)% | |
Non-Fixed Income | | | 0.6% | |
Cash & Other | | | (5.3)% | |
| |
Portfolio facts (i) | | | | |
Average Duration (d) | | | 5.0 | |
Average Effective Maturity (m) | | | 6.9 yrs. | |
| |
Issuer country weightings (i)(x) | | | | |
United States | | | 62.3% | |
United Kingdom | | | 6.6% | |
Netherlands | | | 3.6% | |
Japan | | | 2.9% | |
France | | | 2.5% | |
Canada | | | 2.3% | |
Italy | | | 2.2% | |
Spain | | | 2.1% | |
Germany | | | 1.7% | |
Other Countries | | | 13.8% | |
2
Portfolio Composition – continued
(a) | For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). All ratings are subject to change. Federal Agencies includes rated and unrated U.S. Agency fixed-income securities, U.S. Agency mortgage-backed securities, and collateralized mortgage obligations of U.S. Agency mortgage-backed securities. Not Rated includes fixed income securities, including fixed income futures, which have not been rated by any rating agency. Non-Fixed Income includes equity securities (including convertible bonds and equity derivatives) and commodities. Cash & Other includes cash, other assets less liabilities, offsets to derivative positions, and short-term securities. The fund may not hold all of these instruments. The fund is not rated by these agencies. |
(d) | Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move. |
(i) | For purposes of this presentation, the components include the market value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. The bond component will include any accrued interest amounts. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than market value. Where the fund holds convertible bonds, these are treated as part of the equity portion of the portfolio. |
(m) | In determining an instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity. |
(x) | Represents the portfolio’s exposure to issuer countries as a percentage of a portfolio’s total net assets. |
From time to time “Cash & Other Net Assets” may be negative due to borrowings for leverage transactions, timing of cash receipts, and/or equivalent exposure from any derivative holdings.
Percentages are based on net assets as of 5/31/12.
The portfolio is actively managed and current holdings may be different.
3
PORTFOLIO MANAGERS’ PROFILES
| | | | |
William Adams | | — | | Investment Officer of MFS; employed in the investment management area of MFS since 2009. Portfolio manager of the fund since May 2011. |
| | |
Ward Brown | | — | | Investment Officer of MFS; employed in the investment management area of MFS since 2008. Portfolio Manager of the fund since February 2012. |
| | |
James Calmas | | — | | Investment Officer of MFS; employed in the investment management area of MFS since 1988. Portfolio manager of the fund since June 2007. |
| | |
David Cole | | — | | Investment Officer of MFS; employed in the investment management area of MFS since 2004. Portfolio Manager of the fund since December 2011. |
| | |
Matthew Ryan | | — | | Investment Officer of MFS; employed in the investment management area of MFS since 1997. Portfolio Manager of the fund since February 2012. |
Note to Shareholders: Effective December 30, 2011, David Cole became a co-manager of the fund. Effective February 3, 2012, Ward Brown and Matthew Ryan became co-managers of the fund.
OTHER NOTES
The fund’s shares may trade at a discount or premium to net asset value. Shareholders do not have the right to cause the fund to repurchase their shares at net asset value. When fund shares trade at a premium, buyers pay more than the net asset value of underlying fund shares, and shares purchased at a premium would receive less than the amount paid for them in the event of the fund’s liquidation. As a result, the total return that is calculated based on the net asset value and New York Stock Exchange price can be different.
The fund’s monthly distributions may include a return of capital to shareholders to the extent that distributions are in excess of the fund’s net investment income and net capital gains, determined in accordance with federal income tax regulations. Distributions that are treated for federal income tax purposes as a return of capital will reduce each shareholder’s basis in his or her shares and, to the extent the return of capital exceeds such basis, will be treated as gain to the shareholder from a sale of shares. Returns of shareholder capital have the effect of reducing the fund’s assets and increasing the fund’s expense ratio.
In accordance with Section 23(c) of the Investment Company Act of 1940, the fund hereby gives notice that it may from time to time repurchase shares of the fund in the open market at the option of the Board of Trustees and on such terms as the Trustees shall determine.
4
PORTFOLIO OF INVESTMENTS
5/31/12 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
| | | | | | | | |
Bonds - 108.3% | | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Aerospace - 0.8% | | | | | | | | |
BE Aerospace, Inc., 8.5%, 2018 | | $ | 90,000 | | | $ | 98,055 | |
Bombardier, Inc., 7.5%, 2018 (n) | | | 260,000 | | | | 283,400 | |
Bombardier, Inc., 7.75%, 2020 (n) | | | 55,000 | | | | 60,363 | |
CPI International, Inc., 8%, 2018 | | | 105,000 | | | | 93,975 | |
Huntington Ingalls Industries, Inc., 7.125%, 2021 | | | 190,000 | | | | 197,125 | |
Kratos Defense & Security Solutions, Inc., 10%, 2017 | | | 85,000 | | | | 90,100 | |
| | | | | | | | |
| | | | | | $ | 823,018 | |
Airlines - 0.5% | | | | | | | | |
Continental Airlines, Inc., FRN, 0.834%, 2013 | | $ | 474,329 | | | $ | 458,913 | |
| | |
Apparel Manufacturers - 0.5% | | | | | | | | |
Hanesbrands, Inc., 8%, 2016 | | $ | 50,000 | | | $ | 54,813 | |
Hanesbrands, Inc., 6.375%, 2020 | | | 55,000 | | | | 56,169 | |
Hanesbrands, Inc., FRN, 4.145%, 2014 | | | 45,000 | | | | 45,000 | |
Jones Group, Inc., 6.875%, 2019 | | | 60,000 | | | | 57,675 | |
Levi Strauss & Co., 6.875%, 2022 (n) | | | 15,000 | | | | 14,888 | |
Phillips-Van Heusen Corp., 7.375%, 2020 | | | 205,000 | | | | 223,963 | |
| | | | | | | | |
| | | | | | $ | 452,508 | |
Asset-Backed & Securitized - 1.2% | | | | | | | | |
Anthracite Ltd., “A”, CDO, FRN, 0.599%, 2019 (z) | | $ | 141,109 | | | $ | 121,354 | |
Capital Trust Realty Ltd., CDO, 5.16%, 2035 (n) | | | 206,275 | | | | 207,822 | |
Crest Ltd., “A1” CDO, FRN, 0.952%, 2018 (z) | | | 208,501 | | | | 187,651 | |
Equity One ABS, Inc., FRN, 4.205%, 2034 | | | 247,399 | | | | 245,813 | |
GMAC Mortgage Corp. Loan Trust, FRN, 5.865%, 2034 | | | 169,562 | | | | 127,273 | |
Hertz Global Holdings, Inc., 4.26%, 2014 (n) | | | 270,000 | | | | 275,411 | |
| | | | | | | | |
| | | | | | $ | 1,165,324 | |
Automotive - 2.6% | | | | | | | | |
Accuride Corp., 9.5%, 2018 | | $ | 185,000 | | | $ | 193,325 | |
Allison Transmission, Inc., 7.125%, 2019 (n) | | | 145,000 | | | | 151,525 | |
Daimler Finance North America LLC, FRN, 1.673%, 2013 (n) | | | 320,000 | | | | 322,088 | |
Ford Motor Co., 7.45%, 2031 | | | 35,000 | | | | 45,588 | |
Ford Motor Credit Co. LLC, 12%, 2015 | | | 595,000 | | | | 751,188 | |
General Motors Financial Co., Inc., 6.75%, 2018 | | | 155,000 | | | | 166,404 | |
Goodyear Tire & Rubber Co., 7%, 2022 | | | 40,000 | | | | 39,200 | |
Harley-Davidson Financial Services, 3.875%, 2016 (n) | | | 450,000 | | | | 475,325 | |
5
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Automotive - continued | | | | | | | | |
Jaguar Land Rover PLC, 8.125%, 2021 (n) | | $ | 150,000 | | | $ | 151,500 | |
Lear Corp., 8.125%, 2020 | | | 65,000 | | | | 72,800 | |
RCI Banque S.A., 4.6%, 2016 (n) | | | 238,000 | | | | 237,987 | |
| | | | | | | | |
| | | | | | $ | 2,606,930 | |
Basic Industry - 0.1% | | | | | | | | |
Trimas Corp., 9.75%, 2017 | | $ | 76,000 | | | $ | 83,030 | |
| | |
Broadcasting - 3.9% | | | | | | | | |
Allbritton Communications Co., 8%, 2018 | | $ | 50,000 | | | $ | 51,750 | |
AMC Networks, Inc., 7.75%, 2021 (n) | | | 64,000 | | | | 71,040 | |
CBS Corp., 5.75%, 2020 | | | 110,000 | | | | 128,356 | |
CBS Corp., 3.375%, 2022 | | | 536,000 | | | | 533,558 | |
Clear Channel Communications, Inc., 9%, 2021 | | | 103,000 | | | | 88,580 | |
Clear Channel Worldwide Holdings, Inc., 7.625%, 2020 (n) | | | 50,000 | | | | 47,750 | |
Clear Channel Worldwide Holdings, Inc., “A”, 7.625%, 2020 (n) | | | 5,000 | | | | 4,700 | |
Hughes Network Systems LLC, 7.625%, 2021 | | | 60,000 | | | | 62,100 | |
Inmarsat Finance PLC, 7.375%, 2017 (n) | | | 130,000 | | | | 138,450 | |
Intelsat Bermuda Ltd., 11.25%, 2017 | | | 180,000 | | | | 176,850 | |
Intelsat Bermuda Ltd., 11.5%, 2017 (p) | | | 235,000 | | | | 230,888 | |
Intelsat Jackson Holdings Ltd., 11.25%, 2016 | | | 29,000 | | | | 30,269 | |
LBI Media, Inc., 8.5%, 2017 (z) | | | 60,000 | | | | 12,000 | |
Liberty Media Corp., 8.5%, 2029 | | | 90,000 | | | | 91,350 | |
Liberty Media Corp., 8.25%, 2030 | | | 50,000 | | | | 50,875 | |
LIN Television Corp., 8.375%, 2018 | | | 30,000 | | | | 30,750 | |
Local TV Finance LLC, 9.25%, 2015 (p)(z) | | | 121,767 | | | | 124,050 | |
NBCUniversal Media LLC, 5.95%, 2041 | | | 367,000 | | | | 437,224 | |
Newport Television LLC, 13%, 2017 (n)(p) | | | 50,602 | | | | 52,120 | |
Nexstar Broadcasting Group, Inc., 8.875%, 2017 | | | 45,000 | | | | 47,025 | |
Sinclair Broadcast Group, Inc., 9.25%, 2017 (n) | | | 50,000 | | | | 55,000 | |
Sinclair Broadcast Group, Inc., 8.375%, 2018 | | | 15,000 | | | | 16,088 | |
SIRIUS XM Radio, Inc., 13%, 2013 (n) | | | 30,000 | | | | 33,675 | |
SIRIUS XM Radio, Inc., 8.75%, 2015 (n) | | | 60,000 | | | | 67,650 | |
SIRIUS XM Radio, Inc., 7.625%, 2018 (n) | | | 175,000 | | | | 187,250 | |
Townsquare Radio LLC, 9%, 2019 (z) | | | 40,000 | | | | 41,000 | |
Univision Communications, Inc., 6.875%, 2019 (n) | | | 125,000 | | | | 121,875 | |
Univision Communications, Inc., 7.875%, 2020 (n) | | | 145,000 | | | | 148,263 | |
Univision Communications, Inc., 8.5%, 2021 (n) | | | 75,000 | | | | 72,375 | |
Vivendi S.A., 4.75%, 2022 (n) | | | 330,000 | | | | 322,635 | |
WPP Finance, 8%, 2014 | | | 400,000 | | | | 454,161 | |
| | | | | | | | |
| | | | | | $ | 3,929,657 | |
6
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Brokerage & Asset Managers - 0.8% | | | | | | | | |
BlackRock, Inc., 3.375%, 2022 | | $ | 148,000 | | | $ | 149,818 | |
E*TRADE Financial Corp., 7.875%, 2015 | | | 75,000 | | | | 76,125 | |
E*TRADE Financial Corp., 12.5%, 2017 | | | 180,000 | | | | 206,550 | |
TD AMERITRADE Holding Corp., 5.6%, 2019 | | | 350,000 | | | | 396,574 | |
| | | | | | | | |
| | | | | | $ | 829,067 | |
Building - 0.9% | | | | | | | | |
Building Materials Holding Corp., 6.875%, 2018 (n) | | $ | 45,000 | | | $ | 46,463 | |
Building Materials Holding Corp., 7%, 2020 (n) | | | 200,000 | | | | 210,000 | |
Building Materials Holding Corp., 6.75%, 2021 (n) | | | 40,000 | | | | 40,900 | |
CRH PLC, 8.125%, 2018 | | | 210,000 | | | | 251,255 | |
HD Supply, Inc., 8.125%, 2019 (n) | | | 35,000 | | | | 36,488 | |
Masonite International Corp., 8.25%, 2021 (n) | | | 95,000 | | | | 96,663 | |
Nortek, Inc., 10%, 2018 | | | 25,000 | | | | 26,375 | |
Nortek, Inc., 8.5%, 2021 | | | 150,000 | | | | 145,500 | |
Roofing Supply Group LLC/Roofing Supply Finance, Inc., 10%, 2020 (z) | | | 30,000 | | | | 30,300 | |
USG Corp., 7.875%, 2020 (n) | | | 45,000 | | | | 46,013 | |
| | | | | | | | |
| | | | | | $ | 929,957 | |
Business Services - 0.7% | | | | | | | | |
Ceridian Corp., 12.25%, 2015 (p) | | $ | 65,000 | | | $ | 59,475 | |
Fidelity National Information Services, Inc., 7.625%, 2017 | | | 45,000 | | | | 48,994 | |
Fidelity National Information Services, Inc., 5%, 2022 (n) | | | 40,000 | | | | 38,850 | |
iGate Corp., 9%, 2016 | | | 190,000 | | | | 201,400 | |
Iron Mountain, Inc., 8.375%, 2021 | | | 115,000 | | | | 122,763 | |
SunGard Data Systems, Inc., 10.25%, 2015 | | | 60,000 | | | | 61,650 | |
SunGard Data Systems, Inc., 7.375%, 2018 | | | 140,000 | | | | 142,450 | |
| | | | | | | | |
| | | | | | $ | 675,582 | |
Cable TV - 2.5% | | | | | | | | |
Bresnan Broadband Holdings LLC, 8%, 2018 (n) | | $ | 25,000 | | | $ | 25,438 | |
CCH II LLC, 13.5%, 2016 | | | 105,000 | | | | 117,600 | |
CCO Holdings LLC, 7.875%, 2018 | | | 160,000 | | | | 171,600 | |
CCO Holdings LLC, 8.125%, 2020 | | | 105,000 | | | | 115,500 | |
Cequel Communications Holdings, 8.625%, 2017 (n) | | | 150,000 | | | | 158,063 | |
CSC Holdings LLC, 8.5%, 2014 | | | 60,000 | | | | 66,075 | |
DIRECTV Holdings LLC, 5.875%, 2019 | | | 160,000 | | | | 184,573 | |
DIRECTV Holdings LLC, 3.8%, 2022 | | | 410,000 | | | | 410,977 | |
DISH DBS Corp., 6.75%, 2021 | | | 55,000 | | | | 56,788 | |
EchoStar Corp., 7.125%, 2016 | | | 55,000 | | | | 58,850 | |
Time Warner Cable, Inc., 5.4%, 2012 | | | 330,000 | | | | 331,086 | |
Time Warner Cable, Inc., 8.25%, 2019 | | | 110,000 | | | | 143,560 | |
Time Warner Cable, Inc., 4%, 2021 | | | 170,000 | | | | 177,199 | |
7
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Cable TV - continued | | | | | | | | |
UPC Holding B.V., 9.875%, 2018 (n) | | $ | 100,000 | | | $ | 108,000 | |
UPCB Finance III Ltd., 6.625%, 2020 (n) | | | 150,000 | | | | 147,750 | |
Videotron Ltee, 5%, 2022 (n) | | | 50,000 | | | | 48,750 | |
Virgin Media Finance PLC, 9.5%, 2016 | | | 42,000 | | | | 46,515 | |
Ziggo Bond Co. B.V., 8%, 2018 (n) | | EUR | 100,000 | | | | 132,306 | |
| | | | | | | | |
| | | | | | $ | 2,500,630 | |
Chemicals - 1.6% | | | | | | | | |
Celanese U.S. Holdings LLC, 6.625%, 2018 | | $ | 165,000 | | | $ | 174,488 | |
Dow Chemical Co., 8.55%, 2019 | | | 540,000 | | | | 714,254 | |
Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, 8.875%, 2018 | | | 150,000 | | | | 149,250 | |
Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, 9%, 2020 | | | 25,000 | | | | 21,813 | |
Huntsman International LLC, 8.625%, 2021 | | | 75,000 | | | | 84,000 | |
Momentive Performance Materials, Inc., 12.5%, 2014 | | | 144,000 | | | | 150,840 | |
Momentive Performance Materials, Inc., 11.5%, 2016 | | | 83,000 | | | | 62,250 | |
Polypore International, Inc., 7.5%, 2017 | | | 95,000 | | | | 99,275 | |
Sociedad Quimica y Minera de Chile S.A., 5.5%, 2020 (n) | | | 140,000 | | | | 154,064 | |
| | | | | | | | |
| | | | | | $ | 1,610,234 | |
Computer Software - 0.6% | | | | | | | | |
Lawson Software, Inc., 11.5%, 2018 (n) | | $ | 110,000 | | | $ | 120,725 | |
Lawson Software, Inc., 9.375%, 2019 (n) | | | 10,000 | | | | 10,300 | |
Oracle Corp., 5.375%, 2040 | | | 244,000 | | | | 297,158 | |
Syniverse Holdings, Inc., 9.125%, 2019 | | | 125,000 | | | | 134,063 | |
TransUnion Holding Co., Inc., 9.625%, 2018 (n)(p) | | | 30,000 | | | | 31,650 | |
TransUnion LLC/TransUnion Financing Corp., 11.375%, 2018 | | | 15,000 | | | | 17,569 | |
| | | | | | | | |
| | | | | | $ | 611,465 | |
Computer Software - Systems - 0.5% | | | | | | | | |
Audatex North America, Inc., 6.75%, 2018 (n) | | $ | 45,000 | | | $ | 46,350 | |
CDW LLC/CDW Finance Corp., 12.535%, 2017 | | | 30,000 | | | | 32,100 | |
CDW LLC/CDW Finance Corp., 8.5%, 2019 | | | 135,000 | | | | 138,713 | |
CDW LLC/CDW Finance Corp., 8.5%, 2019 (n) | | | 25,000 | | | | 25,688 | |
DuPont Fabros Technology, Inc., REIT, 8.5%, 2017 | | | 195,000 | | | | 212,550 | |
| | | | | | | | |
| | | | | | $ | 455,401 | |
Conglomerates - 1.3% | | | | | | | | |
Amsted Industries, Inc., 8.125%, 2018 (n) | | $ | 175,000 | | | $ | 185,500 | |
Dynacast International LLC, 9.25%, 2019 (z) | | | 70,000 | | | | 72,100 | |
Griffon Corp., 7.125%, 2018 | | | 140,000 | | | | 140,700 | |
Ingersoll-Rand Global Holding Co. Ltd., 6%, 2013 | | | 290,000 | | | | 307,111 | |
Ingersoll-Rand Global Holding Co. Ltd., 9.5%, 2014 | | | 350,000 | | | | 399,889 | |
Tomkins LLC/Tomkins, Inc., 9%, 2018 | | | 153,000 | | | | 168,109 | |
| | | | | | | | |
| | | | | | $ | 1,273,409 | |
8
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Consumer Products - 1.0% | | | | | | | | |
ACCO Brands Corp., 6.75%, 2020 | | $ | 15,000 | | | $ | 15,413 | |
Easton-Bell Sports, Inc., 9.75%, 2016 | | | 80,000 | | | | 87,400 | |
Elizabeth Arden, Inc., 7.375%, 2021 | | | 90,000 | | | | 98,213 | |
FGI Operating Co./FGI Finance, Inc., 7.875%, 2020 (z) | | | 5,000 | | | | 5,138 | |
Jarden Corp., 7.5%, 2020 | | | 100,000 | | | | 108,250 | |
Libbey Glass, Inc., 10%, 2015 | | | 8,000 | | | | 8,520 | |
Libbey Glass, Inc., 6.875%, 2020 (z) | | | 30,000 | | | | 30,075 | |
Mattel, Inc., 5.45%, 2041 | | | 219,000 | | | | 246,048 | |
Newell Rubbermaid, Inc., 5.5%, 2013 | | | 360,000 | | | | 373,641 | |
| | | | | | | | |
| | | | | | $ | 972,698 | |
Consumer Services - 0.8% | | | | | | | | |
Realogy Corp., 11.5%, 2017 | | $ | 95,000 | | | $ | 84,075 | |
Service Corp. International, 6.75%, 2015 | | | 10,000 | | | | 10,800 | |
Service Corp. International, 7%, 2017 | | | 335,000 | | | | 372,688 | |
Western Union Co., FRN, 1.054%, 2013 | | | 340,000 | | | | 341,535 | |
| | | | | | | | |
| | | | | | $ | 809,098 | |
Containers - 0.3% | | | | | | | | |
Ball Corp., 5%, 2022 | | $ | 52,000 | | | $ | 52,520 | |
Reynolds Group, 7.125%, 2019 (n) | | | 200,000 | | | | 205,500 | |
Sealed Air Corp., 8.125%, 2019 (n) | | | 15,000 | | | | 16,275 | |
Sealed Air Corp., 8.375%, 2021 (n) | | | 15,000 | | | | 16,500 | |
Tekni-Plex, Inc., 9.75%, 2019 (z) | | | 15,000 | | | | 14,888 | |
| | | | | | | | |
| | | | | | $ | 305,683 | |
Defense Electronics - 0.3% | | | | | | | | |
BAE Systems Holdings, Inc., 6.375%, 2019 (n) | | $ | 150,000 | | | $ | 176,735 | |
ManTech International Corp., 7.25%, 2018 | | | 80,000 | | | | 84,400 | |
| | | | | | | | |
| | | | | | $ | 261,135 | |
Electrical Equipment - 0.4% | | | | | | | | |
Avaya, Inc., 9.75%, 2015 | | $ | 70,000 | | | $ | 57,750 | |
Avaya, Inc., 7%, 2019 (z) | | | 25,000 | | | | 22,375 | |
Ericsson, Inc., 4.125%, 2022 | | | 298,000 | | | | 300,778 | |
| | | | | | | | |
| | | | | | $ | 380,903 | |
Electronics - 1.1% | | | | | | | | |
Freescale Semiconductor, Inc., 9.25%, 2018 (n) | | $ | 100,000 | | | $ | 105,250 | |
Freescale Semiconductor, Inc., 8.05%, 2020 | | | 45,000 | | | | 42,750 | |
Nokia Corp., 5.375%, 2019 | | | 35,000 | | | | 28,566 | |
Sensata Technologies B.V., 6.5%, 2019 (n) | | | 260,000 | | | | 260,650 | |
Tyco Electronics Group S.A., 3.5%, 2022 | | | 126,000 | | | | 126,923 | |
9
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Electronics - continued | | | | | | | | |
Tyco Electronics Ltd., 6%, 2012 | | $ | 500,000 | | | $ | 508,579 | |
| | | | | | | | |
| | | | | | $ | 1,072,718 | |
Emerging Market Quasi-Sovereign - 1.9% | | | | | | | | |
Comision Federal de Electricidad, 5.75%, 2042 (n) | | $ | 202,000 | | | $ | 205,030 | |
Development Bank of Kazakhstan, 5.5%, 2015 (n) | | | 282,000 | | | | 289,755 | |
Gaz Capital S.A., 5.999%, 2021 (n) | | | 342,000 | | | | 357,219 | |
Petrobras International Finance Co., 7.875%, 2019 | | | 163,000 | | | | 197,144 | |
Petrobras International Finance Co., 6.75%, 2041 | | | 167,000 | | | | 192,460 | |
Petroleos Mexicanos, 5.5%, 2021 | | | 178,000 | | | | 195,800 | |
Petroleos Mexicanos, 4.875%, 2022 (n) | | | 110,000 | | | | 115,500 | |
Petroleos Mexicanos, 6.5%, 2041 (n) | | | 127,000 | | | | 142,558 | |
Ras Laffan Liquefied Natural Gas Co. Ltd., 5.832%, 2016 (n) | | | 188,442 | | | | 201,915 | |
| | | | | | | | |
| | | | | | $ | 1,897,381 | |
Emerging Market Sovereign - 0.5% | | | | | | | | |
Republic of Philippines, 6.375%, 2034 | | $ | 126,000 | | | $ | 154,980 | |
Republic of Slovakia, 4.375%, 2022 (z) | | | 200,000 | | | | 191,000 | |
Republic of South Africa, 6.25%, 2041 | | | 107,000 | | | | 125,859 | |
| | | | | | | | |
| | | | | | $ | 471,839 | |
Energy - Independent - 3.7% | | | | | | | | |
ATP Oil & Gas Corp., 11.875%, 2015 | | $ | 65,000 | | | $ | 34,613 | |
BreitBurn Energy Partners LP, 8.625%, 2020 | | | 45,000 | | | | 46,688 | |
BreitBurn Energy Partners LP, 7.875%, 2022 (n) | | | 55,000 | | | | 53,900 | |
Carrizo Oil & Gas, Inc., 8.625%, 2018 | | | 40,000 | | | | 41,800 | |
Chaparral Energy, Inc., 7.625%, 2022 (n) | | | 115,000 | | | | 117,588 | |
Chesapeake Energy Corp., 6.875%, 2020 | | | 55,000 | | | | 52,113 | |
Concho Resources, Inc., 8.625%, 2017 | | | 60,000 | | | | 65,400 | |
Concho Resources, Inc., 6.5%, 2022 | | | 115,000 | | | | 120,175 | |
Continental Resources, Inc., 8.25%, 2019 | | | 90,000 | | | | 99,900 | |
Denbury Resources, Inc., 8.25%, 2020 | | | 125,000 | | | | 135,000 | |
Energy XXI Gulf Coast, Inc., 9.25%, 2017 | | | 155,000 | | | | 166,625 | |
EQT Corp., 4.875%, 2021 | | | 198,000 | | | | 204,272 | |
Everest Acquisition LLC/Everest Acquisition Finance, Inc., 9.375%, 2020 (n) | | | 200,000 | | | | 205,000 | |
EXCO Resources, Inc., 7.5%, 2018 | | | 140,000 | | | | 118,300 | |
Harvest Operations Corp., 6.875%, 2017 (n) | | | 155,000 | | | | 162,363 | |
Hilcorp Energy I/Hilcorp Finance Co., 8%, 2020 (n) | | | 35,000 | | | | 37,275 | |
Laredo Petroleum, Inc., 9.5%, 2019 | | | 65,000 | | | | 72,150 | |
Laredo Petroleum, Inc., 7.375%, 2022 (n) | | | 15,000 | | | | 15,338 | |
LINN Energy LLC, 6.5%, 2019 (n) | | | 35,000 | | | | 33,950 | |
LINN Energy LLC, 8.625%, 2020 | | | 55,000 | | | | 58,300 | |
10
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Energy - Independent - continued | | | | | | | | |
LINN Energy LLC, 7.75%, 2021 | | $ | 72,000 | | | $ | 73,620 | |
Newfield Exploration Co., 6.625%, 2016 | | | 95,000 | | | | 97,138 | |
Newfield Exploration Co., 6.875%, 2020 | | | 115,000 | | | | 121,900 | |
OGX Petroleo e Gas Participacoes S.A., 8.5%, 2018 (n) | | | 293,000 | | | | 282,013 | |
Pioneer Natural Resources Co., 7.5%, 2020 | | | 190,000 | | | | 234,942 | |
Plains Exploration & Production Co., 8.625%, 2019 | | | 70,000 | | | | 75,950 | |
QEP Resources, Inc., 6.875%, 2021 | | | 180,000 | | | | 194,850 | |
Range Resources Corp., 8%, 2019 | | | 65,000 | | | | 70,850 | |
SandRidge Energy, Inc., 8%, 2018 (n) | | | 165,000 | | | | 165,000 | |
SM Energy Co., 6.5%, 2021 | | | 90,000 | | | | 92,025 | |
Southwestern Energy Co., 4.1%, 2022 (n) | | | 256,000 | | | | 259,489 | |
Swift Energy Co., 7.875%, 2022 | | | 40,000 | | | | 40,400 | |
Talisman Energy, Inc., 7.75%, 2019 | | | 50,000 | | | | 62,440 | |
Whiting Petroleum Corp., 6.5%, 2018 | | | 55,000 | | | | 57,475 | |
| | | | | | | | |
| | | | | | $ | 3,668,842 | |
Energy - Integrated - 1.4% | | | | | | | | |
BP Capital Markets PLC, 4.5%, 2020 | | $ | 106,000 | | | $ | 118,457 | |
BP Capital Markets PLC, 4.742%, 2021 | | | 240,000 | | | | 273,000 | |
Cenovus Energy, Inc., 4.5%, 2014 | | | 140,000 | | | | 149,902 | |
Hess Corp., 8.125%, 2019 | | | 120,000 | | | | 155,940 | |
Pacific Rubiales Energy Corp., 7.25%, 2021 (n) | | | 142,000 | | | | 151,940 | |
Petro-Canada, 6.05%, 2018 | | | 500,000 | | | | 591,111 | |
| | | | | | | | |
| | | | | | $ | 1,440,350 | |
Engineering - Construction - 0.1% | | | | | | | | |
B-Corp. Merger Sub, Inc., 8.25%, 2019 (n) | | $ | 75,000 | | | $ | 75,000 | |
| | |
Entertainment - 0.5% | | | | | | | | |
AMC Entertainment, Inc., 8.75%, 2019 | | $ | 155,000 | | | $ | 165,850 | |
AMC Entertainment, Inc., 9.75%, 2020 | | | 95,000 | | | | 102,125 | |
Cedar Fair LP, 9.125%, 2018 | | | 60,000 | | | | 66,450 | |
Cinemark USA, Inc., 8.625%, 2019 | | | 135,000 | | | | 146,813 | |
| | | | | | | | |
| | | | | | $ | 481,238 | |
Financial Institutions - 2.5% | | | | | | | | |
Ally Financial, Inc., 5.5%, 2017 | | $ | 190,000 | | | $ | 190,171 | |
CIT Group, Inc., 5.25%, 2014 (n) | | | 135,000 | | | | 137,363 | |
CIT Group, Inc., 5.25%, 2018 | | | 70,000 | | | | 68,950 | |
CIT Group, Inc., 6.625%, 2018 (n) | | | 207,000 | | | | 214,763 | |
CIT Group, Inc., 5.5%, 2019 (n) | | | 110,000 | | | | 106,975 | |
General Electric Capital Corp., 6%, 2019 | | | 130,000 | | | | 152,610 | |
General Electric Capital Corp., 5.5%, 2020 | | | 250,000 | | | | 286,119 | |
11
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Financial Institutions - continued | | | | | | | | |
General Electric Capital Corp., FRN, 1.319%, 2014 | | $ | 300,000 | | | $ | 301,041 | |
GMAC, Inc., 8%, 2031 | | | 20,000 | | | | 22,500 | |
Icahn Enterprises LP, 8%, 2018 | | | 45,000 | | | | 47,644 | |
International Lease Finance Corp., 4.875%, 2015 | | | 45,000 | | | | 44,343 | |
International Lease Finance Corp., 8.625%, 2015 | | | 45,000 | | | | 49,050 | |
International Lease Finance Corp., 8.75%, 2017 | | | 80,000 | | | | 88,800 | |
International Lease Finance Corp., 7.125%, 2018 (n) | | | 152,000 | | | | 167,200 | |
Nationstar Mortgage LLC/Capital Corp., 10.875%, 2015 | | | 155,000 | | | | 167,400 | |
Nationstar Mortgage LLC/Capital Corp., 9.625%, 2019 (n) | | | 35,000 | | | | 36,400 | |
PHH Corp., 9.25%, 2016 | | | 85,000 | | | | 88,400 | |
SLM Corp., 8.45%, 2018 | | | 145,000 | | | | 152,975 | |
SLM Corp., 8%, 2020 | | | 195,000 | | | | 199,587 | |
SLM Corp., 7.25%, 2022 | | | 15,000 | | | | 14,682 | |
| | | | | | | | |
| | | | | | $ | 2,536,973 | |
Food & Beverages - 3.8% | | | | | | | | |
Anheuser-Busch InBev S.A., 7.75%, 2019 | | $ | 370,000 | | | $ | 489,535 | |
ARAMARK Corp., 8.5%, 2015 | | | 300,000 | | | | 307,128 | |
B&G Foods, Inc., 7.625%, 2018 | | | 155,000 | | | | 165,850 | |
Conagra Foods, Inc., 5.875%, 2014 | | | 500,000 | | | | 542,247 | |
Del Monte Foods Co., 7.625%, 2019 | | | 15,000 | | | | 14,550 | |
JBS USA LLC/JBS USA Finance, 8.25%, 2020 (n) | | | 50,000 | | | | 47,750 | |
Kraft Foods, Inc., 6.75%, 2014 | | | 150,000 | | | | 163,913 | |
Kraft Foods, Inc., 6.125%, 2018 | | | 130,000 | | | | 156,805 | |
Kraft Foods, Inc., 3.5%, 2022 (z) | | | 528,000 | | | | 539,648 | |
Miller Brewing Co., 5.5%, 2013 (n) | | | 380,000 | | | | 398,633 | |
Pernod Ricard S.A., 5.75%, 2021 (n) | | | 156,000 | | | | 176,148 | |
Pernod-Ricard S.A., 4.45%, 2022 (n) | | | 151,000 | | | | 157,598 | |
Pinnacle Foods Finance LLC, 9.25%, 2015 | | | 125,000 | | | | 127,500 | |
Pinnacle Foods Finance LLC, 8.25%, 2017 | | | 25,000 | | | | 26,125 | |
SABMiller Holdings, Inc., 3.75%, 2022 (n) | | | 414,000 | | | | 438,684 | |
TreeHouse Foods, Inc., 7.75%, 2018 | | | 80,000 | | | | 86,400 | |
| | | | | | | | |
| | | | | | $ | 3,838,514 | |
Food & Drug Stores - 0.6% | | | | | | | | |
CVS Caremark Corp., 3.25%, 2015 | | $ | 180,000 | | | $ | 190,237 | |
CVS Caremark Corp., 5.75%, 2041 | | | 350,000 | | | | 415,482 | |
| | | | | | | | |
| | | | | | $ | 605,719 | |
Forest & Paper Products - 0.5% | | | | | | | | |
Boise, Inc., 8%, 2020 | | $ | 95,000 | | | $ | 104,025 | |
Cascades, Inc., 7.75%, 2017 | | | 65,000 | | | | 64,675 | |
Georgia-Pacific Corp., 8%, 2024 | | | 60,000 | | | | 79,730 | |
12
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Forest & Paper Products - continued | | | | | | | | |
Graphic Packaging Holding Co., 7.875%, 2018 | | $ | 60,000 | | | $ | 66,150 | |
Smurfit Kappa Group PLC, 7.75%, 2019 (n) | | EUR | 100,000 | | | | 129,833 | |
Tembec Industries, Inc., 11.25%, 2018 (n) | | $ | 40,000 | | | | 39,700 | |
| | | | | | | | |
| | | | | | $ | 484,113 | |
Gaming & Lodging - 2.0% | | | | | | | | |
Boyd Gaming Corp., 7.125%, 2016 | | $ | 65,000 | | | $ | 62,075 | |
Caesars Operating Escrow LLC, 8.5%, 2020 (n) | | | 125,000 | | | | 124,531 | |
Fontainebleau Las Vegas Holdings LLC, 10.25%, 2015 (a)(d)(n) | | | 115,000 | | | | 72 | |
GWR Operating Partnership LLP, 10.875%, 2017 | | | 50,000 | | | | 56,500 | |
Harrah’s Operating Co., Inc., 11.25%, 2017 | | | 195,000 | | | | 207,188 | |
Harrah’s Operating Co., Inc., 10%, 2018 | | | 4,000 | | | | 2,640 | |
Harrah’s Operating Co., Inc., 10%, 2018 | | | 81,000 | | | | 54,675 | |
Marriott International, Inc., 5.625%, 2013 | | | 230,000 | | | | 237,232 | |
MGM Mirage, 10.375%, 2014 | | | 15,000 | | | | 16,875 | |
MGM Mirage, 6.625%, 2015 | | | 35,000 | | | | 35,941 | |
MGM Mirage, 7.5%, 2016 | | | 20,000 | | | | 20,450 | |
MGM Resorts International, 11.375%, 2018 | | | 105,000 | | | | 121,013 | |
MGM Resorts International, 9%, 2020 | | | 185,000 | | | | 202,575 | |
Penn National Gaming, Inc., 8.75%, 2019 | | | 145,000 | | | | 159,863 | |
Pinnacle Entertainment, Inc., 8.75%, 2020 | | | 70,000 | | | | 76,125 | |
Pinnacle Entertainment, Inc., 7.75%, 2022 | | | 30,000 | | | | 31,650 | |
Rivers Pittsburgh Borrower LP/Rivers Pittsburgh Finance Corp., 9.5%, 2019 (z) | | | 15,000 | | | | 15,338 | |
Seven Seas Cruises S. de R.L., 9.125%, 2019 (n) | | | 115,000 | | | | 118,450 | |
Wyndham Worldwide Corp., 6%, 2016 | | | 1,000 | | | | 1,126 | |
Wyndham Worldwide Corp., 5.75%, 2018 | | | 250,000 | | | | 280,394 | |
Wyndham Worldwide Corp., 7.375%, 2020 | | | 55,000 | | | | 66,877 | |
Wynn Las Vegas LLC, 7.75%, 2020 | | | 115,000 | | | | 124,919 | |
| | | | | | | | |
| | | | | | $ | 2,016,509 | |
Industrial - 1.3% | | | | | | | | |
Altra Holdings, Inc., 8.125%, 2016 | | $ | 65,000 | | | $ | 69,388 | |
Cornell University, 4.35%, 2014 | | | 240,000 | | | | 254,597 | |
Johns Hopkins University, 5.25%, 2019 | | | 470,000 | | | | 572,338 | |
Mueller Water Products, Inc., 8.75%, 2020 | | | 71,000 | | | | 78,455 | |
Princeton University, 4.95%, 2019 | | | 310,000 | | | | 375,202 | |
| | | | | | | | |
| | | | | | $ | 1,349,980 | |
Insurance - 1.9% | | | | | | | | |
American International Group, Inc., 8.25%, 2018 | | $ | 100,000 | | | $ | 120,246 | |
American International Group, Inc., 8.175% to 2038, FRN to 2068 | | | 140,000 | | | | 145,425 | |
Metropolitan Life Global Funding I, 5.125%, 2014 (n) | | | 180,000 | | | | 193,769 | |
13
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Insurance - continued | | | | | | | | |
Principal Financial Group, Inc., 8.875%, 2019 | | $ | 250,000 | | | $ | 327,152 | |
Prudential Financial, Inc., 3.625%, 2012 | | | 230,000 | | | | 231,796 | |
Prudential Financial, Inc., 6.2%, 2015 | | | 450,000 | | | | 494,806 | |
Unum Group, 7.125%, 2016 | | | 370,000 | | | | 424,589 | |
| | | | | | | | |
| | | | | | $ | 1,937,783 | |
Insurance - Health - 0.4% | | | | | | | | |
AMERIGROUP Corp., 7.5%, 2019 | | $ | 80,000 | | | $ | 85,600 | |
WellPoint, Inc., 6.8%, 2012 | | | 320,000 | | | | 323,019 | |
| | | | | | | | |
| | | | | | $ | 408,619 | |
Insurance - Property & Casualty - 2.3% | | | | | | | | |
Aon Corp., 3.5%, 2015 | | $ | 350,000 | | | $ | 365,843 | |
CNA Financial Corp., 5.875%, 2020 | | | 390,000 | | | | 426,943 | |
Liberty Mutual Group, Inc., 4.95%, 2022 (n) | | | 299,000 | | | | 298,294 | |
Liberty Mutual Group, Inc., 10.75% to 2038, FRN to 2088 (n) | | | 150,000 | | | | 207,000 | |
PartnerRe Ltd., 5.5%, 2020 | | | 257,000 | | | | 274,441 | |
QBE Capital Funding III Ltd., FRN, 7.25%, 2041 (n) | | | 310,000 | | | | 283,650 | |
ZFS Finance USA Trust V, 6.5% to 2017, FRN to 2067 (n) | | | 500,000 | | | | 481,250 | |
| | | | | | | | |
| | | | | | $ | 2,337,421 | |
International Market Quasi-Sovereign - 2.5% | | | | | | | | |
EDF Energies Nouvelles S.A., 6.5%, 2019 (n) | | $ | 450,000 | | | $ | 531,409 | |
ING Bank N.V., 3.9%, 2014 (n) | | | 530,000 | | | | 556,732 | |
Irish Life & Permanent PLC, 3.6%, 2013 (e)(n) | | | 700,000 | | | | 674,904 | |
Israel Electric Corp. Ltd., 6.7%, 2017 (n) | | | 236,000 | | | | 245,626 | |
Vestjysk Bank A/S, FRN, 1.023%, 2013 (n) | | | 240,000 | | | | 240,796 | |
Westpac Banking Corp., 3.45%, 2014 (n) | | | 220,000 | | | | 232,181 | |
| | | | | | | | |
| | | | | | $ | 2,481,648 | |
International Market Sovereign - 10.2% | | | | | | | | |
Commonwealth of Australia, 5.75%, 2021 | | AUD | 80,000 | | | $ | 95,836 | |
Federal Republic of Germany, 3.75%, 2015 | | EUR | 512,000 | | | | 693,683 | |
Federal Republic of Germany, 4.25%, 2018 | | EUR | 207,000 | | | | 312,095 | |
Federal Republic of Germany, 6.25%, 2030 | | EUR | 173,000 | | | | 355,525 | |
Government of Bermuda, 5.603%, 2020 (n) | | $ | 115,000 | | | | 131,675 | |
Government of Canada, 4.5%, 2015 | | CAD | 171,000 | | | | 181,796 | |
Government of Canada, 4.25%, 2018 | | CAD | 90,000 | | | | 101,336 | |
Government of Canada, 5.75%, 2033 | | CAD | 31,000 | | | | 47,344 | |
Government of Japan, 1.7%, 2017 | | JPY | 71,000,000 | | | | 970,389 | |
Government of Japan, 1.1%, 2020 | | JPY | 37,000,000 | | | | 490,871 | |
Government of Japan, 2.1%, 2024 | | JPY | 17,000,000 | | | | 242,092 | |
Government of Japan, 2.2%, 2027 | | JPY | 39,000,000 | | | | 554,669 | |
14
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
International Market Sovereign - continued | | | | | | | | |
Government of Japan, 2.4%, 2037 | | JPY | 41,000,000 | | | $ | 592,222 | |
Kingdom of Belgium, 5.5%, 2017 | | EUR | 229,000 | | | | 331,474 | |
Kingdom of Denmark, 3%, 2021 | | DKK | 467,000 | | | | 91,272 | |
Kingdom of Spain, 4.6%, 2019 | | EUR | 357,000 | | | | 399,539 | |
Kingdom of Sweden, 5%, 2020 | | SEK | 335,000 | | | | 60,134 | |
Kingdom of the Netherlands, 3.75%, 2014 | | EUR | 400,000 | | | | 530,607 | |
Kingdom of the Netherlands, 5.5%, 2028 | | EUR | 46,000 | | | | 83,891 | |
Republic of Austria, 4.65%, 2018 | | EUR | 166,000 | | | | 240,112 | |
Republic of Finland, 3.875%, 2017 | | EUR | 46,000 | | | | 65,752 | |
Republic of France, 6%, 2025 | | EUR | 114,000 | | | | 191,961 | |
Republic of France, 4.75%, 2035 | | EUR | 242,000 | | | | 381,833 | |
Republic of Iceland, 4.875%, 2016 (n) | | $ | 166,000 | | | | 167,887 | |
Republic of Italy, 4.25%, 2015 | | EUR | 190,000 | | | | 232,361 | |
Republic of Italy, 5.25%, 2017 | | EUR | 572,000 | | | | 700,194 | |
Republic of Italy, 3.75%, 2021 | | EUR | 217,000 | | | | 233,679 | |
State of Israel, 4%, 2022 | | $ | 504,000 | | | | 517,130 | |
United Kingdom Treasury, 8%, 2015 | | GBP | 228,000 | | | | 445,876 | |
United Kingdom Treasury, 8%, 2021 | | GBP | 169,000 | | | | 406,822 | |
United Kingdom Treasury, 4.25%, 2036 | | GBP | 157,000 | | | | 302,146 | |
| | | | | | | | |
| | | | | | $ | 10,152,203 | |
Local Authorities - 0.3% | | | | | | | | |
Louisiana Gas & Fuels Tax Rev. (Build America Bonds), FRN, 3%, 2043 | | $ | 310,000 | | | $ | 312,992 | |
| | |
Machinery & Tools - 0.7% | | | | | | | | |
Case Corp., 7.25%, 2016 | | $ | 50,000 | | | $ | 54,625 | |
Case New Holland, Inc., 7.875%, 2017 | | | 350,000 | | | | 399,000 | |
NESCO LLC/NESCO Holdings Corp., 11.75%, 2017 (z) | | | 50,000 | | | | 50,500 | |
RSC Equipment Rental, Inc., 8.25%, 2021 | | | 115,000 | | | | 121,613 | |
UR Financing Escrow Corp., 5.75%, 2018 (n) | | | 45,000 | | | | 45,788 | |
UR Financing Escrow Corp., 7.625%, 2022 (n) | | | 45,000 | | | | 46,013 | |
| | | | | | | | |
| | | | | | $ | 717,539 | |
Major Banks - 9.6% | | | | | | | | |
ABN AMRO Bank N.V., 3%, 2014 (n) | | $ | 400,000 | | | $ | 401,107 | |
ABN AMRO Bank N.V., 4.25%, 2017 (n) | | | 400,000 | | | | 401,072 | |
Bank of America Corp., 7.375%, 2014 | | | 280,000 | | | | 302,103 | |
Bank of America Corp., 6.5%, 2016 | | | 430,000 | | | | 465,619 | |
Barclays Bank PLC, 5.125%, 2020 | | | 340,000 | | | | 364,589 | |
Barclays Bank PLC, FRN, 1.508%, 2014 | | | 190,000 | | | | 190,060 | |
Commonwealth Bank of Australia, 5%, 2019 (n) | | | 320,000 | | | | 354,822 | |
Credit Suisse New York, 5.5%, 2014 | | | 490,000 | | | | 520,703 | |
15
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Major Banks - continued | | | | | | | | |
Credit Suisse New York, FRN, 1.426%, 2014 | | $ | 250,000 | | | $ | 250,040 | |
DBS Bank Ltd., 2.35%, 2017 (n) | | | 400,000 | | | | 398,748 | |
Goldman Sachs Group, Inc., 6%, 2014 | | | 700,000 | | | | 735,585 | |
Goldman Sachs Group, Inc., 5.75%, 2022 | | | 409,000 | | | | 419,614 | |
HSBC USA, Inc., 4.875%, 2020 | | | 360,000 | | | | 369,415 | |
ING Bank N.V., 3.75%, 2017 (n) | | | 407,000 | | | | 400,163 | |
ING Bank N.V., FRN, 1.523%, 2013 (n) | | | 380,000 | | | | 379,807 | |
Intesa Sanpaolo S.p.A., FRN, 2.866%, 2014 (n) | | | 200,000 | | | | 187,217 | |
JPMorgan Chase & Co., 4.625%, 2021 | | | 360,000 | | | | 381,465 | |
JPMorgan Chase & Co., FRN, 1.223%, 2014 | | | 380,000 | | | | 378,049 | |
JPMorgan Chase Capital XXII, 6.45%, 2087 | | | 261,000 | | | | 257,741 | |
JPMorgan Chase Capital XXVII, 7%, 2039 | | | 69,000 | | | | 69,061 | |
Macquarie Bank Ltd., 5%, 2017 (n) | | | 167,000 | | | | 170,216 | |
Macquarie Group Ltd., 6%, 2020 (n) | | | 230,000 | | | | 230,388 | |
Merrill Lynch & Co., Inc., 6.4%, 2017 | | | 40,000 | | | | 42,508 | |
Morgan Stanley, 6%, 2014 | | | 160,000 | | | | 162,780 | |
Morgan Stanley, 7.3%, 2019 | | | 110,000 | | | | 114,040 | |
Morgan Stanley, 5.625%, 2019 | | | 180,000 | | | | 171,744 | |
Morgan Stanley, FRN, 2.065%, 2014 | | | 260,000 | | | | 250,239 | |
Royal Bank of Scotland Group PLC, 7.648% to 2031, FRN to 2049 | | | 150,000 | | | | 114,375 | |
Royal Bank of Scotland PLC, 6.125%, 2021 | | | 200,000 | | | | 213,400 | |
Standard Chartered PLC, 3.85%, 2015 (n) | | | 290,000 | | | | 302,620 | |
Wells Fargo & Co., 4.375%, 2013 | | | 410,000 | | | | 419,706 | |
Wells Fargo & Co., 7.98% to 2018, FRN to 2049 | | | 141,000 | | | | 153,338 | |
| | | | | | | | |
| | | | | | $ | 9,572,334 | |
Medical & Health Technology & Services - 2.8% | | | | | | | | |
Aristotle Holding, Inc., 3.9%, 2022 (n) | | $ | 200,000 | | | $ | 207,521 | |
Biomet, Inc., 10%, 2017 | | | 60,000 | | | | 63,825 | |
Biomet, Inc., 10.375%, 2017 (p) | | | 45,000 | | | | 47,897 | |
Biomet, Inc., 11.625%, 2017 | | | 65,000 | | | | 68,900 | |
Cardinal Health, Inc., 5.8%, 2016 | | | 279,000 | | | | 324,454 | |
Davita, Inc., 6.375%, 2018 | | | 160,000 | | | | 162,000 | |
Davita, Inc., 6.625%, 2020 | | | 95,000 | | | | 96,188 | |
Fresenius Medical Care AG & Co. KGaA, 9%, 2015 (n) | | | 65,000 | | | | 74,263 | |
Fresenius Medical Care Capital Trust III, 5.625%, 2019 (n) | | | 30,000 | | | | 29,775 | |
HCA, Inc., 8.5%, 2019 | | | 205,000 | | | | 226,269 | |
HCA, Inc., 7.5%, 2022 | | | 110,000 | | | | 115,294 | |
HCA, Inc., 5.875%, 2022 | | | 45,000 | | | | 44,663 | |
HealthSouth Corp., 8.125%, 2020 | | | 305,000 | | | | 325,588 | |
Hospira, Inc., 6.05%, 2017 | | | 130,000 | | | | 146,853 | |
IASIS Healthcare LLC/IASIS Capital Corp., 8.375%, 2019 | | | 65,000 | | | | 61,100 | |
McKesson Corp., 3.25%, 2016 | | | 340,000 | | | | 366,442 | |
16
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Medical & Health Technology & Services - continued | | | | | | | | |
Physio-Control International, Inc., 9.875%, 2019 (z) | | $ | 55,000 | | | $ | 58,300 | |
Tenet Healthcare Corp., 9.25%, 2015 | | | 65,000 | | | | 71,744 | |
Truven Health Analytics, Inc., 10.625%, 2020 (z) | | | 25,000 | | | | 25,125 | |
Universal Health Services, Inc., 7%, 2018 | | | 70,000 | | | | 74,900 | |
Universal Hospital Services, Inc., 8.5%, 2015 (p) | | | 145,000 | | | | 147,719 | |
USPI Finance Corp., 9%, 2020 (n) | | | 30,000 | | | | 31,125 | |
Vanguard Health Systems, Inc., 8%, 2018 | | | 60,000 | | | | 58,800 | |
| | | | | | | | |
| | | | | | $ | 2,828,745 | |
Metals & Mining - 1.8% | | | | | | | | |
ArcelorMittal, 5.5%, 2021 | | $ | 393,000 | | | $ | 374,243 | |
Cloud Peak Energy, Inc., 8.25%, 2017 | | | 175,000 | | | | 178,938 | |
Cloud Peak Energy, Inc., 8.5%, 2019 | | | 125,000 | | | | 128,750 | |
Consol Energy, Inc., 8%, 2017 | | | 165,000 | | | | 165,413 | |
Consol Energy, Inc., 8.25%, 2020 | | | 45,000 | | | | 45,000 | |
Fortescue Metals Group Ltd., 8.25%, 2019 (n) | | | 210,000 | | | | 216,825 | |
Gold Fields Orogen Holding Ltd., 4.875%, 2020 (n) | | | 207,000 | | | | 195,908 | |
Peabody Energy Corp., 6%, 2018 (n) | | | 40,000 | | | | 39,900 | |
Peabody Energy Corp., 6.25%, 2021 (n) | | | 40,000 | | | | 39,900 | |
Vale Overseas Ltd., 4.375%, 2022 | | | 281,000 | | | | 280,880 | |
Vale Overseas Ltd., 6.875%, 2039 | | | 117,000 | | | | 134,746 | |
| | | | | | | | |
| | | | | | $ | 1,800,503 | |
Mortgage-Backed - 2.0% | | | | | | | | |
Fannie Mae, 6.5%, 2036 (f) | | $ | 401,601 | | | $ | 456,202 | |
Fannie Mae, 6%, 2037 | | | 279,844 | | | | 308,898 | |
Freddie Mac, 4.224%, 2020 | | | 275,759 | | | | 313,275 | |
Ginnie Mae, 9%, 2016 | | | 26,422 | | | | 29,467 | |
Ginnie Mae, 11%, 2018 - 2019 | | | 1,761 | | | | 1,769 | |
Ginnie Mae, 5.612%, 2058 | | | 461,691 | | | | 492,126 | |
Ginnie Mae, 6.357%, 2058 | | | 396,136 | | | | 424,531 | |
| | | | | | | | |
| | | | | | $ | 2,026,268 | |
Natural Gas - Distribution - 0.1% | | | | | | | | |
AmeriGas Finance LLC, 6.75%, 2020 | | $ | 45,000 | | | $ | 44,325 | |
Ferrellgas LP/Ferrellgas Finance Corp., 6.5%, 2021 | | | 55,000 | | | | 49,225 | |
| | | | | | | | |
| | | | | | $ | 93,550 | |
Natural Gas - Pipeline - 3.0% | | | | | | | | |
Atlas Pipeline Partners LP, 8.75%, 2018 | | $ | 150,000 | | | $ | 159,000 | |
Colorado Interstate Gas Co., 6.8%, 2015 | | | 32,000 | | | | 37,202 | |
Crosstex Energy, Inc., 8.875%, 2018 | | | 145,000 | | | | 152,250 | |
El Paso Corp., 7%, 2017 | | | 145,000 | | | | 162,739 | |
17
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Natural Gas - Pipeline - continued | | | | | | | | |
El Paso Corp., 7.75%, 2032 | | $ | 150,000 | | | $ | 171,201 | |
Enbridge Energy Partners LP, 4.2%, 2021 | | | 400,000 | | | | 426,904 | |
Energy Transfer Equity LP, 7.5%, 2020 | | | 125,000 | | | | 135,000 | |
Energy Transfer Partners LP, 6.5%, 2042 | | | 348,000 | | | | 369,435 | |
Enterprise Products Operating LP, 5.65%, 2013 | | | 500,000 | | | | 517,569 | |
Enterprise Products Partners LP, 8.375% to 2016, FRN to 2066 | | | 59,000 | | | | 63,720 | |
Enterprise Products Partners LP, 7.034% to 2018, FRN to 2068 | | | 38,000 | | | | 40,470 | |
Kinder Morgan Energy Partners LP, 5.85%, 2012 | | | 271,000 | | | | 274,234 | |
Kinder Morgan Energy Partners LP, 6.375%, 2041 | | | 360,000 | | | | 410,502 | |
Rockies Express Pipeline LLC, 5.625%, 2020 (n) | | | 48,000 | | | | 42,480 | |
| | | | | | | | |
| | | | | | $ | 2,962,706 | |
Network & Telecom - 3.0% | | | | | | | | |
AT&T, Inc., 3.875%, 2021 | | $ | 480,000 | | | $ | 524,409 | |
British Telecommunications PLC, 5.15%, 2013 | | | 255,000 | | | | 261,547 | |
Centurylink, Inc., 7.65%, 2042 | | | 267,000 | | | | 254,454 | |
Cincinnati Bell, Inc., 8.25%, 2017 | | | 30,000 | | | | 30,600 | |
Citizens Communications Co., 9%, 2031 | | | 60,000 | | | | 54,900 | |
France Telecom, 4.375%, 2014 | | | 240,000 | | | | 253,053 | |
Frontier Communications Corp., 8.125%, 2018 | | | 70,000 | | | | 71,225 | |
Qwest Communications International, Inc., 7.125%, 2018 (n) | | | 95,000 | | | | 100,361 | |
Qwest Corp., 7.5%, 2014 | | | 95,000 | | | | 106,412 | |
Telefonica Emisiones S.A.U., 2.582%, 2013 | | | 500,000 | | | | 493,161 | |
Verizon Communications, Inc., 8.75%, 2018 | | | 440,000 | | | | 601,510 | |
Windstream Corp., 8.125%, 2018 | | | 15,000 | | | | 15,563 | |
Windstream Corp., 7.75%, 2020 | | | 175,000 | | | | 175,000 | |
Windstream Corp., 7.75%, 2021 | | | 35,000 | | | | 35,088 | |
| | | | | | | | |
| | | | | | $ | 2,977,283 | |
Oil Services - 0.3% | | | | | | | | |
Chesapeake Energy Corp., 6.625%, 2019 (n) | | $ | 35,000 | | | $ | 30,275 | |
Dresser-Rand Group, Inc., 6.5%, 2021 | | | 40,000 | | | | 40,800 | |
Pioneer Drilling Co., 9.875%, 2018 | | | 125,000 | | | | 131,250 | |
Pioneer Drilling Co., 9.875%, 2018 (n) | | | 10,000 | | | | 10,500 | |
Unit Corp., 6.625%, 2021 | | | 60,000 | | | | 59,700 | |
| | | | | | | | |
| | | | | | $ | 272,525 | |
Oils - 0.3% | | | | | | | | |
Phillips 66, 4.3%, 2022 (n) | | $ | 243,000 | | | $ | 253,067 | |
| | |
Other Banks & Diversified Financials - 6.3% | | | | | | | | |
American Express Centurion Bank, 5.5%, 2013 | | $ | 250,000 | | | $ | 259,726 | |
Bancolombia S.A., 5.95%, 2021 | | | 102,000 | | | | 105,570 | |
18
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Other Banks & Diversified Financials - continued | | | | | | | | |
BB&T Corp., 2.05%, 2014 | | $ | 300,000 | | | $ | 306,106 | |
BBVA Senior Finance S.A. Unipersonal, FRN, 2.59%, 2014 | | | 300,000 | | | | 282,907 | |
Capital One Financial Corp., FRN, 1.616%, 2014 | | | 370,000 | | | | 367,154 | |
Citigroup, Inc., 6.375%, 2014 | | | 230,000 | | | | 246,668 | |
Citigroup, Inc., 6.01%, 2015 | | | 200,000 | | | | 214,281 | |
Citigroup, Inc., 8.5%, 2019 | | | 204,000 | | | | 249,853 | |
Danske Bank A/S, 3.75%, 2015 (n) | | | 510,000 | | | | 503,914 | |
Groupe BPCE S.A., 12.5% to 2019, FRN to 2049 (n) | | | 243,000 | | | | 235,717 | |
HSBC Holdings PLC, 4%, 2022 | | | 352,000 | | | | 358,288 | |
LBG Capital No. 1 PLC, 7.875%, 2020 (n) | | | 100,000 | | | | 87,305 | |
Lloyds TSB Bank PLC, 5.8%, 2020 (n) | | | 205,000 | | | | 211,048 | |
Rabobank Nederland N.V., 3.375%, 2017 | | | 242,000 | | | | 247,989 | |
Santander Holdings USA, Inc., 4.625%, 2016 | | | 50,000 | | | | 48,676 | |
Santander International Debt S.A., 2.991%, 2013 (n) | | | 500,000 | | | | 471,724 | |
Santander UK PLC, 8.963% to 2030, FRN to 2049 | | | 200,000 | | | | 194,000 | |
SunTrust Banks, Inc., 3.5%, 2017 | | | 288,000 | | | | 297,061 | |
Svenska Handelsbanken AB, 4.875%, 2014 (n) | | | 580,000 | | | | 613,152 | |
UBS Preferred Funding Trust V, 6.243% to 2016, FRN to 2049 | | | 349,000 | | | | 320,382 | |
Union Bank, 3%, 2016 | | | 690,000 | | | | 725,389 | |
| | | | | | | | |
| | | | | | $ | 6,346,910 | |
Pharmaceuticals - 1.2% | | | | | | | | |
Celgene Corp., 2.45%, 2015 | | $ | 130,000 | | | $ | 132,952 | |
Celgene Corp., 3.95%, 2020 | | | 300,000 | | | | 315,932 | |
Pfizer, Inc., 6.2%, 2019 | | | 500,000 | | | | 631,024 | |
Valeant Pharmaceuticals International, Inc., 6.5%, 2016 (n) | | | 35,000 | | | | 35,700 | |
Valeant Pharmaceuticals International, Inc., 7%, 2020 (n) | | | 75,000 | | | | 72,563 | |
| | | | | | | | |
| | | | | | $ | 1,188,171 | |
Pollution Control - 0.4% | | | | | | | | |
Heckmann Corp., 9.875%, 2018 (z) | | $ | 60,000 | | | $ | 57,000 | |
Republic Services, Inc., 5.25%, 2021 | | | 320,000 | | | | 368,871 | |
| | | | | | | | |
| | | | | | $ | 425,871 | |
Printing & Publishing - 0.4% | | | | | | | | |
American Media, Inc., 13.5%, 2018 (z) | | $ | 9,917 | | | $ | 8,529 | |
Nielsen Finance LLC, 11.5%, 2016 | | | 45,000 | | | | 50,850 | |
Nielsen Finance LLC, 7.75%, 2018 | | | 85,000 | | | | 91,375 | |
Pearson Funding Four PLC, 3.75%, 2022 (n) | | | 201,000 | | | | 203,829 | |
| | | | | | | | |
| | | | | | $ | 354,583 | |
Railroad & Shipping - 0.0% | | | | | | | | |
Kansas City Southern de Mexico S.A. de C.V., 6.125%, 2021 | | $ | 40,000 | | | $ | 43,300 | |
19
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Real Estate - 1.5% | | | | | | | | |
Boston Properties LP, REIT, 3.7%, 2018 | | $ | 193,000 | | | $ | 201,552 | |
Boston Properties LP, REIT, 3.85%, 2023 | | | 377,000 | | | | 378,565 | |
CNL Lifestyle Properties, Inc., REIT, 7.25%, 2019 | | | 45,000 | | | | 40,275 | |
Entertainment Properties Trust, REIT, 7.75%, 2020 | | | 85,000 | | | | 92,838 | |
HCP, Inc., REIT, 5.375%, 2021 | | | 283,000 | | | | 316,043 | |
Kennedy Wilson, Inc., 8.75%, 2019 | | | 40,000 | | | | 41,200 | |
Kimco Realty Corp., REIT, 6.875%, 2019 | | | 82,000 | | | | 97,633 | |
MPT Operating Partnership LP, REIT, 6.875%, 2021 | | | 80,000 | | | | 82,400 | |
WEA Finance LLC, REIT, 6.75%, 2019 (n) | | | 250,000 | | | | 297,508 | |
| | | | | | | | |
| | | | | | $ | 1,548,014 | |
Retailers - 2.5% | | | | | | | | |
Academy Ltd., 9.25%, 2019 (n) | | $ | 65,000 | | | $ | 68,575 | |
AutoZone, Inc., 6.5%, 2014 | | | 420,000 | | | | 456,000 | |
AutoZone, Inc., 3.7%, 2022 | | | 78,000 | | | | 80,488 | |
Burlington Coat Factory Warehouse Corp., 10%, 2019 | | | 95,000 | | | | 98,088 | |
Gap, Inc., 5.95%, 2021 | | | 379,000 | | | | 391,332 | |
J. Crew Group, Inc., 8.125%, 2019 | | | 80,000 | | | | 80,300 | |
Limited Brands, Inc., 6.9%, 2017 | | | 70,000 | | | | 77,875 | |
Limited Brands, Inc., 7%, 2020 | | | 35,000 | | | | 38,675 | |
Limited Brands, Inc., 6.95%, 2033 | | | 40,000 | | | | 38,400 | |
Macy’s, Inc., 7.875%, 2015 | | | 330,000 | | | | 388,175 | |
Neiman Marcus Group, Inc., 10.375%, 2015 | | | 85,000 | | | | 88,932 | |
QVC, Inc., 7.375%, 2020 (n) | | | 70,000 | | | | 76,300 | |
Rite Aid Corp., 9.25%, 2020 (z) | | | 45,000 | | | | 43,088 | |
Sally Beauty Holdings, Inc., 6.875%, 2019 (n) | | | 40,000 | | | | 42,600 | |
Staples, Inc., 9.75%, 2014 | | | 260,000 | | | | 292,821 | |
Toys “R” Us Property Co. II LLC, 8.5%, 2017 | | | 55,000 | | | | 56,581 | |
Toys “R” Us, Inc., 10.75%, 2017 | | | 145,000 | | | | 157,688 | |
Yankee Acquisition Corp., 8.5%, 2015 | | | 2,000 | | | | 2,050 | |
YCC Holdings LLC/Yankee Finance, Inc., 10.25%, 2016 (p) | | | 45,000 | | | | 45,113 | |
| | | | | | | | |
| | | | | | $ | 2,523,081 | |
Specialty Chemicals - 0.3% | | | | | | | | |
Ecolab, Inc., 4.35%, 2021 | | $ | 240,000 | | | $ | 262,266 | |
Koppers, Inc., 7.875%, 2019 | | | 35,000 | | | | 37,363 | |
| | | | | | | | |
| | | | | | $ | 299,629 | |
Specialty Stores - 0.2% | | | | | | | | |
Michaels Stores, Inc., 11.375%, 2016 | | $ | 70,000 | | | $ | 74,376 | |
Michaels Stores, Inc., 7.75%, 2018 | | | 140,000 | | | | 145,950 | |
| | | | | | | | |
| | | | | | $ | 220,326 | |
20
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Supermarkets - 0.7% | | | | | | | | |
Delhaize Group, 5.875%, 2014 | | $ | 290,000 | | | $ | 306,659 | |
Safeway, Inc., 6.25%, 2014 | | | 400,000 | | | | 430,876 | |
| | | | | | | | |
| | | | | | $ | 737,535 | |
Telecommunications - Wireless - 2.3% | | | | | | | | |
American Tower Corp., 4.625%, 2015 | | $ | 180,000 | | | $ | 191,108 | |
American Tower Corp., REIT, 4.7%, 2022 | | | 328,000 | | | | 340,486 | |
Clearwire Corp., 12%, 2015 (n) | | | 135,000 | | | | 117,788 | |
Cricket Communications, Inc., 7.75%, 2020 | | | 120,000 | | | | 109,800 | |
Crown Castle International Corp., 9%, 2015 | | | 65,000 | | | | 70,688 | |
Crown Castle International Corp., 7.125%, 2019 | | | 250,000 | | | | 268,438 | |
Crown Castle Towers LLC, 6.113%, 2020 (n) | | | 363,000 | | | | 424,178 | |
MetroPCS Wireless, Inc., 7.875%, 2018 | | | 50,000 | | | | 50,500 | |
Rogers Communications, Inc., 6.8%, 2018 | | | 200,000 | | | | 246,604 | |
Sprint Capital Corp., 6.875%, 2028 | | | 75,000 | | | | 55,688 | |
Sprint Nextel Corp., 6%, 2016 | | | 110,000 | | | | 100,650 | |
Sprint Nextel Corp., 8.375%, 2017 | | | 95,000 | | | | 91,200 | |
Sprint Nextel Corp., 9%, 2018 (n) | | | 25,000 | | | | 27,063 | |
Wind Acquisition Finance S.A., 11.75%, 2017 (n) | | | 230,000 | | | | 195,500 | |
| | | | | | | | |
| | | | | | $ | 2,289,691 | |
Telephone Services - 0.4% | | | | | | | | |
Cogent Communications Group, Inc., 8.375%, 2018 (n) | | $ | 40,000 | | | $ | 42,900 | |
Level 3 Financing, Inc., 9.375%, 2019 | | | 85,000 | | | | 90,313 | |
Level 3 Financing, Inc., 8.625%, 2020 (n) | | | 40,000 | | | | 40,800 | |
Oi S.A., 5.75%, 2022 (n) | | | 216,000 | | | | 211,140 | |
| | | | | | | | |
| | | | | | $ | 385,153 | |
Tobacco - 1.9% | | | | | | | | |
Altria Group, Inc., 9.25%, 2019 | | $ | 410,000 | | | $ | 563,323 | |
B.A.T. International Finance PLC, 3.25%, 2022 (z) | | | 618,000 | | | | 612,216 | |
Lorillard Tobacco Co., 8.125%, 2019 | | | 141,000 | | | | 175,830 | |
Lorillard Tobacco Co., 6.875%, 2020 | | | 170,000 | | | | 201,445 | |
Reynolds American, Inc., 6.75%, 2017 | | | 300,000 | | | | 361,301 | |
| | | | | | | | |
| | | | | | $ | 1,914,115 | |
Transportation - 0.1% | | | | | | | | |
Navios South American Logistics, Inc., 9.25%, 2019 | | $ | 79,000 | | | $ | 72,680 | |
| | |
Transportation - Services - 1.3% | | | | | | | | |
ACL I Corp., 10.625%, 2016 (n)(p) | | $ | 99,927 | | | $ | 95,455 | |
Avis Budget Car Rental LLC, 8.25%, 2019 | | | 45,000 | | | | 46,575 | |
Avis Budget Car Rental LLC, 8.25%, 2019 (n) | | | 20,000 | | | | 20,700 | |
21
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Transportation - Services - continued | | | | | | | | |
Avis Budget Car Rental LLC, 9.75%, 2020 | | $ | 35,000 | | | $ | 38,325 | |
CEVA Group PLC, 8.375%, 2017 (n) | | | 155,000 | | | | 150,738 | |
Commercial Barge Line Co., 12.5%, 2017 | | | 185,000 | | | | 209,513 | |
Erac USA Finance Co., 6.375%, 2017 (n) | | | 340,000 | | | | 397,338 | |
Hertz Corp., 7.5%, 2018 | | | 31,000 | | | | 32,279 | |
Navios Maritime Acquisition Corp., 8.625%, 2017 | | | 115,000 | | | | 108,100 | |
Navios Maritime Holdings, Inc., 8.875%, 2017 | | | 50,000 | | | | 51,250 | |
Swift Services Holdings, Inc., 10%, 2018 | | | 140,000 | | | | 150,500 | |
| | | | | | | | |
| | | | | | $ | 1,300,773 | |
U.S. Government Agencies and Equivalents - 0.0% | | | | | | | | |
National Credit Union Administration Guaranteed Note, 2.9%, 2020 | | $ | 20,000 | | | $ | 21,200 | |
| | |
Utilities - Electric Power - 6.4% | | | | | | | | |
AES Corp., 8%, 2017 | | $ | 260,000 | | | $ | 288,600 | |
Allegheny Energy, Inc., 5.75%, 2019 (n) | | | 340,000 | | | | 370,135 | |
Atlantic Power Corp., 9%, 2018 (z) | | | 55,000 | | | | 55,825 | |
Calpine Corp., 8%, 2016 (n) | | | 105,000 | | | | 112,613 | |
Calpine Corp., 7.875%, 2020 (n) | | | 225,000 | | | | 238,500 | |
CMS Energy Corp., 4.25%, 2015 | | | 250,000 | | | | 260,591 | |
CMS Energy Corp., 5.05%, 2022 | | | 196,000 | | | | 203,043 | |
Covanta Holding Corp., 7.25%, 2020 | | | 70,000 | | | | 75,987 | |
Covanta Holding Corp., 6.375%, 2022 | | | 25,000 | | | | 25,922 | |
Dolphin Subsidiary ll, Inc., 7.25%, 2021 (n) | | | 70,000 | | | | 76,125 | |
Duke Energy Corp., 3.35%, 2015 | | | 380,000 | | | | 402,808 | |
Edison Mission Energy, 7%, 2017 | | | 85,000 | | | | 45,475 | |
EDP Finance B.V., 6%, 2018 (n) | | | 380,000 | | | | 334,544 | |
Enel Finance International S.A., 5.7%, 2013 (n) | | | 300,000 | | | | 304,817 | |
Enel Finance International S.A., 6.25%, 2017 (n) | | | 260,000 | | | | 264,854 | |
Energy Future Holdings Corp., 10%, 2020 | | | 120,000 | | | | 127,500 | |
Energy Future Holdings Corp., 10%, 2020 | | | 330,000 | | | | 355,575 | |
Energy Future Holdings Corp., 11.75%, 2022 (n) | | | 60,000 | | | | 61,200 | |
Exelon Generation Co. LLC, 5.2%, 2019 | | | 150,000 | | | | 168,605 | |
GenOn Energy, Inc., 9.875%, 2020 | | | 155,000 | | | | 143,375 | |
Georgia Power Co., 6%, 2013 | | | 150,000 | | | | 161,174 | |
Iberdrola Finance Ireland Ltd., 3.8%, 2014 (n) | | | 440,000 | | | | 434,009 | |
NRG Energy, Inc., 7.375%, 2017 | | | 60,000 | | | | 61,950 | |
NRG Energy, Inc., 8.25%, 2020 | | | 235,000 | | | | 231,475 | |
Oncor Electric Delivery Co., 5.95%, 2013 | | | 430,000 | | | | 457,538 | |
Oncor Electric Delivery Co., 4.1%, 2022 (n) | | | 302,000 | | | | 306,698 | |
PPL WEM Holdings PLC, 3.9%, 2016 (n) | | | 370,000 | | | | 389,847 | |
Progress Energy, Inc., 3.15%, 2022 | | | 452,000 | | | | 456,557 | |
22
Portfolio of Investments (unaudited) – continued
| | | | | | | | |
Issuer | | Shares/Par | | | Value ($) | |
| | | | | | | | |
Bonds - continued | | | | | | | | |
Utilities - Electric Power - continued | | | | | | | | |
Texas Competitive Electric Holdings Co. LLC, 11.5%, 2020 (n) | | $ | 45,000 | | | $ | 30,150 | |
| | | | | | | | |
| | | | | | $ | 6,445,492 | |
Total Bonds (Identified Cost, $103,713,738) | | | | | | $ | 108,325,528 | |
| | |
Preferred Stocks - 0.2% | | | | | | | | |
Other Banks & Diversified Financials - 0.2% | | | | | | | | |
Ally Financial, Inc., 7% (z) | | | 50 | | | $ | 42,872 | |
Ally Financial, Inc., “A”, 8.5% | | | 4,301 | | | | 93,762 | |
GMAC Capital Trust I, 8.125% | | | 3,075 | | | | 70,479 | |
Total Preferred Stocks (Identified Cost, $238,342) | | | | | | $ | 207,113 | |
| | |
Convertible Bonds - 0.1% | | | | | | | | |
Network & Telecom - 0.1% | | | | | | | | |
Nortel Networks Corp., 2.125%, 2014 (a)(d) (Identified Cost, $93,781) | | $ | 95,000 | | | $ | 94,050 | |
| | |
Floating Rate Loans (g)(r) - 0.1% | | | | | | | | |
Broadcasting - 0.0% | | | | | | | | |
Gray Television, Inc., Term Loan B, 3.74%, 2014 | | $ | 39,277 | | | $ | 38,884 | |
| | |
Financial Institutions - 0.1% | | | | | | | | |
Springleaf Finance Corp., Term Loan, 5.5%, 2017 | | $ | 43,780 | | | $ | 40,186 | |
Total Floating Rate Loans (Identified Cost, $70,935) | | | | | | $ | 79,070 | |
| | |
Common Stocks - 0.1% | | | | | | | | |
Automotive - 0.0% | | | | | | | | |
Accuride Corp. (a) | | | 2,303 | | | $ | 13,634 | |
| | |
Broadcasting - 0.1% | | | | | | | | |
New Young Broadcasting Holding Co., Inc. (a) | | | 10 | | | $ | 29,250 | |
| | |
Printing & Publishing - 0.0% | | | | | | | | |
American Media Operations, Inc. (a) | | | 2,541 | | | $ | 14,103 | |
| | |
Special Products & Services - 0.0% | | | | | | | | |
Mark IV Industries LLC, Common Units, “A” (a) | | | 275 | | | $ | 9,625 | |
Total Common Stocks (Identified Cost, $145,999) | | | | | | $ | 66,612 | |
| | |
Convertible Preferred Stocks - 0.1% | | | | | | | | |
Automotive - 0.1% | | | | | | | | |
General Motors Co., 4.75% (Identified Cost, $78,500) | | | 1,570 | | | $ | 57,650 | |
23
Portfolio of Investments (unaudited) – continued
| | | | | | | | | | | | | | | | |
Warrants - 0.1% | | | | | | | | | | | | | | | | |
Issuer | | Strike Price | | | First Exercise | | | Shares/Par | | | Value ($) | |
| | | | | | | | | | | | | | | | |
Broadcasting - 0.1% | | | | | | | | | | | | | | | | |
New Young Broadcasting Holding Co., Inc. (1 share for 1 warrant) (a) (Identified Cost, $40,124) | | $ | 0.01 | | | | 7/14/10 | | | | 21 | | | $ | 61,425 | |
| | | | |
Money Market Funds - 4.6% | | | | | | | | | | | | | | | | |
MFS Institutional Money Market Portfolio, 0.13%, at Cost and Net Asset Value (v) | | | | | | | | 4,653,454 | | | $ | 4,653,454 | |
Total Investments (Identified Cost, $109,034,873) | | | | | | | $ | 113,544,902 | |
| | |
Other Assets, Less Liabilities - (13.6)% | | | | | | | | (13,552,161 | ) |
Net Assets - 100.0% | | | | | | | | | | | | | | $ | 99,992,741 | |
(a) | Non-income producing security. |
(d) | In default. Interest and/or scheduled principal payment(s) have been missed. |
(e) | Guaranteed by Minister for Finance of Ireland. |
(f) | All or a portion of the security has been segregated as collateral for open futures contracts. |
(g) | The rate shown represents a weighted average coupon rate on settled positions at period end, unless otherwise indicated. |
(n) | Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $27,560,957, representing 27.56% of net assets. |
(p) | Payment-in-kind security. |
(r) | Remaining maturities of floating rate loans may be less than stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty. These loans may be subject to restrictions on resale. Floating rate loans generally have rates of interest which are determined periodically by reference to a base lending rate plus a premium. |
(v) | Underlying affiliated fund that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end. |
(z) | Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. The fund holds the following restricted securities: |
| | | | | | | | | | |
Restricted Securities | | Acquisition Date | | Cost | | | Value | |
Ally Financial, Inc., 7% (Preferred Stock) | | 4/13/11-4/14/11 | | | $46,875 | | | | $42,872 | |
American Media, Inc., 13.5%, 2018 | | 12/22/10 | | | 10,056 | | | | 8,529 | |
Anthracite Ltd., “A”, CDO, FRN, 0.599%, 2019 | | 1/28/10 | | | 107,982 | | | | 121,354 | |
Atlantic Power Corp., 9%, 2018 | | 10/26/11-3/02/12 | | | 54,723 | | | | 55,825 | |
Avaya, Inc., 7%, 2019 | | 5/24/12 | | | 22,876 | | | | 22,375 | |
B.A.T. International Finance PLC, 3.25%, 2022 | | 5/31/12 | | | 612,216 | | | | 612,216 | |
24
Portfolio of Investments (unaudited) – continued
| | | | | | | | | | | | |
Restricted Securities - continued | | Acquisition Date | | | Cost | | | Value | |
Crest Ltd., “A1” CDO, FRN, 0.952%, 2018 | | | 1/21/10 | | | | $165,399 | | | | $187,651 | |
Dynacast International LLC, 9.25%, 2019 | | | 7/12/11-7/15/11 | | | | 70,703 | | | | 72,100 | |
FGI Operating Co./FGI Finance, Inc., 7.875%, 2020 | | | 4/12/12 | | | | 5,000 | | | | 5,138 | |
Heckmann Corp., 9.875%, 2018 | | | 4/04/12 | | | | 59,671 | | | | 57,000 | |
Kraft Foods, Inc., 3.5%, 2022 | | | 5/30/12 | | | | 523,248 | | | | 539,648 | |
LBI Media, Inc., 8.5%, 2017 | | | 7/18/07 | | | | 59,386 | | | | 12,000 | |
Libbey Glass, Inc., 6.875%, 2020 | | | 5/11/12 | | | | 30,000 | | | | 30,075 | |
Local TV Finance LLC, 9.25%, 2015 | | | 5/02/07-11/30/10 | | | | 122,401 | | | | 124,050 | |
NESCO LLC/NESCO Holdings Corp., 11.75%, 2017 | | | 4/05/12 | | | | 49,101 | | | | 50,500 | |
Physio-Control International, Inc., 9.875%, 2019 | | | 1/13/12-1/30/12 | | | | 55,894 | | | | 58,300 | |
Republic of Slovakia, 4.375%, 2022 | | | 5/10/12 | | | | 198,168 | | | | 191,000 | |
Rite Aid Corp., 9.25%, 2020 | | | 5/03/12-5/21/12 | | | | 44,613 | | | | 43,088 | |
Rivers Pittsburgh Borrower LP/Rivers Pittsburgh Finance Corp., 9.5%, 2019 | | | 5/30/12 | | | | 15,000 | | | | 15,338 | |
Roofing Supply Group LLC/Roofing Supply Finance, Inc., 10%, 2020 | | | 5/24/12 | | | | 30,000 | | | | 30,300 | |
Tekni-Plex, Inc., 9.75%, 2019 | | | 5/10/12 | | | | 14,814 | | | | 14,888 | |
Townsquare Radio LLC, 9%, 2019 | | | 3/30/12 | | | | 39,607 | | | | 41,000 | |
Truven Health Analytics, Inc., 10.625%, 2020 | | | 5/24/12-5/25/12 | | | | 25,010 | | | | 25,125 | |
Total Restricted Securities | | | | | | | | | | | $2,360,372 | |
% of Net Assets | | | | | | | | | | | 2.4% | |
The following abbreviations are used in this report and are defined:
CDO | | Collateralized Debt Obligation |
FRN | | Floating Rate Note. Interest rate resets periodically and may not be the rate reported at period end. |
PLC | | Public Limited Company |
REIT | | Real Estate Investment Trust |
Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:
25
Portfolio of Investments (unaudited) – continued
Derivative Contracts at 5/31/12
Forward Foreign Currency Exchange Contracts at 5/31/12
| | | | | | | | | | | | | | | | | | | | | | |
Type | | Currency | | Counterparty | | Contracts to Deliver/ Receive | | | Settlement Date Range | | In Exchange For | | | Contracts at Value | | | Net Unrealized Appreciation (Depreciation) | |
Asset Derivatives | | | | | | | | | | | | |
SELL | | AUD | | Westpac Banking Corp. | | | 91,435 | | | 7/13/12 | | $ | 93,135 | | | $ | 88,753 | | | $ | 4,382 | |
SELL | | CAD | | Merrill Lynch International Bank | | | 331,015 | | | 7/13/12 | | | 330,206 | | | | 320,193 | | | | 10,013 | |
SELL | | DKK | | Goldman Sachs International | | | 518,529 | | | 7/13/12 | | | 91,138 | | | | 86,340 | | | | 4,798 | |
SELL | | EUR | | JPMorgan Chase Bank N.A. | | | 754,537 | | | 7/13/12 | | | 986,542 | | | | 933,181 | | | | 53,361 | |
SELL | | GBP | | Barclays Bank PLC | | | 348,521 | | | 7/13/12 | | | 552,393 | | | | 537,047 | | | | 15,346 | |
SELL | | GBP | | Deutsche Bank AG | | | 348,521 | | | 7/13/12 | | | 552,291 | | | | 537,047 | | | | 15,244 | |
SELL | | IDR | | JPMorgan Chase Bank N.A. | | | 1,361,190,000 | | | 6/04/12 | | | 146,129 | | | | 144,807 | | | | 1,322 | |
BUY | | JPY | | Credit Suisse Group | | | 62,995,955 | | | 7/13/12 | | | 779,055 | | | | 804,256 | | | | 25,201 | |
SELL | | SEK | | Credit Suisse Group | | | 410,578 | | | 7/13/12 | | | 60,144 | | | | 56,435 | | | | 3,709 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | $ | 133,376 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Liability Derivatives | | | | | | | | | | | | | | |
BUY | | IDR | | JPMorgan Chase Bank N.A. | | | 1,361,663,000 | | | 6/04/12 | | $ | 148,087 | | | $ | 144,858 | | | $ | (3,229 | ) |
SELL | | IDR | | JPMorgan Chase Bank N.A. | | | 473,000 | | | 6/04/12 | | | 49 | | | | 50 | | | | (1 | ) |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | $ | (3,230 | ) |
| | | | | | | | | | | | | | | | | | | | | | |
Futures Contracts Outstanding at 5/31/12
| | | | | | | | | | | | | | | | | | |
Description | | Currency | | | Contracts | | | Value | | Expiration Date | | | Unrealized Appreciation (Depreciation) | |
Liability Derivatives | | | | | | | | | | | | | | | | | | |
Interest Rate Futures Contracts | | | | | | | | | | | | | | | | | | |
U.S. Treasury Note 10 yr (Short) | | | USD | | | | 42 | | | $5,625,375 | | | September - 2012 | | | | $(38,866 | ) |
| | | | | | | | | | | | | | | | | | |
Swap Agreements at 5/31/12
| | | | | | | | | | | | | | | | |
Expiration | | Notional Amount | | | Counterparty | | Cash Flows to Receive | | Cash Flows to Pay | | | Fair Value | |
Asset Derivatives | |
Credit Default Swap Agreements | |
9/20/14 | | | USD 460,000(a) | | | Goldman Sachs International | | 1.00% (fixed rate) | | | (1) | | | $ | 6,517 | |
| | | | | | | | | | | | | | | | |
(1) | Fund, as protection seller, to pay notional amount upon a defined credit event by Cargill Inc., 7.375%, 10/01/25, an A rated bond. The fund entered into the contract to gain issuer exposure. |
26
Portfolio of Investments (unaudited) – continued
(a) | Net unamortized premiums received by the fund amounted to $491. |
The credit ratings presented here are an indicator of the current payment/performance risk of the related swap, the reference obligation for which may be either a single security or, in the case of a credit default index, a basket of securities issued by corporate or sovereign issuers. Ratings are assigned to each reference security, including each individual security within a reference basket of securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy. If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). The ratings for a credit default index are calculated by MFS as a weighted average of the external credit ratings of the individual securities that compose the index’s reference basket of securities.
At May 31, 2012, the fund had liquid securities with an aggregate value of $51,774 to cover any commitments for certain derivative contracts.
See Notes to Financial Statements
27
Financial Statements
STATEMENT OF ASSETS AND LIABILITIES
At 5/31/12 (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
| | | | |
Assets | | | | |
Investments- | | | | |
Non-affiliated issuers, at value (identified cost, $104,381,419) | | | $108,891,448 | |
Underlying affiliated funds, at cost and value | | | 4,653,454 | |
Total investments, at value (identified cost, $109,034,873) | | | $113,544,902 | |
Cash | �� | | 23 | |
Receivables for | | | | |
Forward foreign currency exchange contracts | | | 133,376 | |
Investments sold | | | 503,263 | |
Interest and dividends | | | 1,514,979 | |
Swap agreements, at value (net unamortized premiums received, $491) | | | 6,517 | |
Other assets | | | 16,338 | |
Total assets | | | $115,719,398 | |
Liabilities | | | | |
Notes payable | | | $14,100,000 | |
Payables for | | | | |
Distributions | | | 25,407 | |
Forward foreign currency exchange contracts | | | 3,230 | |
Daily variation margin on open futures contracts | | | 9,844 | |
Investments purchased | | | 1,551,640 | |
Payable to affiliates | | | | |
Investment adviser | | | 4,226 | |
Transfer agent and dividend disbursing costs | | | 556 | |
Payable for independent Trustees’ compensation | | | 1,714 | |
Accrued interest expense | | | 13,047 | |
Accrued expenses and other liabilities | | | 16,993 | |
Total liabilities | | | $15,726,657 | |
Net assets | | | $99,992,741 | |
Net assets consist of | | | | |
Paid-in capital | | | $101,509,602 | |
Unrealized appreciation (depreciation) on investments and translation of assets and liabilities in foreign currencies | | | 4,600,358 | |
Accumulated net realized gain (loss) on investments and foreign currency | | | (6,083,167 | ) |
Accumulated distributions in excess of net investment income | | | (34,052 | ) |
Net assets | | | $99,992,741 | |
Shares of beneficial interest outstanding | | | 10,842,500 | |
Net asset value per share (net assets of $99,992,741 / 10,842,500 shares of beneficial interest outstanding) | | | $9.22 | |
See Notes to Financial Statements
28
Financial Statements
STATEMENT OF OPERATIONS
Six months ended 5/31/12 (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
| | | | |
Net investment income | | | | |
Income | | | | |
Interest | | | $2,948,087 | |
Dividends | | | 14,868 | |
Dividends from underlying affiliated funds | | | 518 | |
Total investment income | | | $2,963,473 | |
Expenses | | | | |
Management fee | | | $373,817 | |
Transfer agent and dividend disbursing costs | | | 11,821 | |
Administrative services fee | | | 12,524 | |
Independent Trustees’ compensation | | | 8,234 | |
Stock exchange fee | | | 11,847 | |
Custodian fee | | | 8,342 | |
Interest expense | | | 63,788 | |
Shareholder communications | | | 16,876 | |
Audit and tax fees | | | 32,446 | |
Legal fees | | | 2,716 | |
Miscellaneous | | | 17,820 | |
Total expenses | | | $560,231 | |
Fees paid indirectly | | | (31 | ) |
Reduction of expenses by investment adviser | | | (214 | ) |
Net expenses | | | $559,986 | |
Net investment income | | | $2,403,487 | |
Realized and unrealized gain (loss) on investments and foreign currency | | | | |
Realized gain (loss) (identified cost basis) | | | | |
Investments | | | $1,092,686 | |
Futures contracts | | | (131,216 | ) |
Swap agreements | | | 2,432 | |
Foreign currency | | | 18,284 | |
Net realized gain (loss) on investments and foreign currency | | | $982,186 | |
Change in unrealized appreciation (depreciation) | | | | |
Investments | | | $2,312,170 | |
Futures contracts | | | (38,866 | ) |
Swap agreements | | | (437 | ) |
Translation of assets and liabilities in foreign currencies | | | 158,061 | |
Net unrealized gain (loss) on investments and foreign currency translation | | | $2,430,928 | |
Net realized and unrealized gain (loss) on investments and foreign currency | | | $3,413,114 | |
Change in net assets from operations | | | $5,816,601 | |
See Notes to Financial Statements
29
Financial Statements
STATEMENTS OF CHANGES IN NET ASSETS
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
| | | | | | | | |
| | Six months ended 5/31/12 | | | Year ended 11/30/11 | |
Change in net assets | | (unaudited) | | | | |
From operations | | | | | | | | |
Net investment income | | | $2,403,487 | | | | $4,639,116 | |
Net realized gain (loss) on investments and foreign currency | | | 982,186 | | | | 1,105,770 | |
Net unrealized gain (loss) on investments and foreign currency translation | | | 2,430,928 | | | | (3,019,524 | ) |
Change in net assets from operations | | | $5,816,601 | | | | $2,725,362 | |
Distributions declared to shareholders | | | | | | | | |
From net investment income | | | $(2,764,838 | ) | | | $(5,229,114 | ) |
Change in net assets from fund share transactions | | | $— | | | | $(520,365 | ) |
Total change in net assets | | | $3,051,763 | | | | $(3,024,117 | ) |
Net assets | | | | | | | | |
At beginning of period | | | 96,940,978 | | | | 99,965,095 | |
At end of period (including accumulated distributions in excess of net investment income of $34,052 and undistributed net investment income of $327,299, respectively) | | | $99,992,741 | | | | $96,940,978 | |
See Notes to Financial Statements
30
Financial Statements
STATEMENT OF CASH FLOWS
Six months ended 5/31/12 (unaudited)
This statement provides a summary of cash flows from investment activity for the fund.
| | | | |
Cash flows from operating activities: | | | | |
Net increase in net assets from operations | | | $5,816,601 | |
Adjustments to reconcile change in net assets from operations to net cash provided by operating activities: | | | | |
Purchase of investment securities | | | (29,693,835 | ) |
Proceeds from disposition of investment securities | | | 29,464,720 | |
Proceeds from futures contracts and swap agreements | | | (128,784 | ) |
Purchases of short-term investments, net | | | (4,653,454 | ) |
Realized gain/loss on investments | | | (1,092,686 | ) |
Unrealized appreciation/depreciation on investments | | | (2,312,170 | ) |
Unrealized appreciation/depreciation on foreign currency contracts | | | (160,206 | ) |
Unrealized appreciation/depreciation on swap agreements | | | 437 | |
Net amortization/accretion of income | | | 157,330 | |
Decrease in dividends and interest receivable | | | 41,703 | |
Decrease in accrued expenses and other liabilities | | | (39,536 | ) |
Increase in payable for daily variation margin on open futures contracts | | | 9,844 | |
Increase in other assets | | | (11,535 | ) |
Realized gain/loss on futures contracts and swap agreements | | | 128,784 | |
Net cash used by operating activities | | | $(2,472,787 | ) |
Cash flows from financing activities: | | | | |
Distributions paid in cash | | | (2,768,721 | ) |
Increase in notes payable | | | 5,000,000 | |
Increase in interest payable | | | 5,353 | |
Net cash provided by financing activities | | | $2,236,632 | |
Net decrease in cash | | | $(236,155 | ) |
Cash: | | | | |
Beginning of period | | | $236,178 | |
End of period | | | $23 | |
Supplementary disclosure of cash flow information: cash paid during the year for interest $58,435.
See Notes to Financial Statements
31
Financial Statements
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund’s financial performance for the semiannual period and the past 5 fiscal years. Certain information reflects financial results for a single fund share. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the fund share class (assuming reinvestment of all distributions) held for the entire period.
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six months ended 5/31/12 (unaudited) | | | Years ended 11/30 | |
| | | 2011 | | | 2010 | | | 2009 | | | 2008 | | | 2007 | |
| | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $8.94 | | | | $9.17 | | | | $8.86 | | | | $7.62 | | | | $9.03 | | | | $9.21 | |
Income (loss) from investment operations | | | | | | | | | | | | | | | | | | | | | |
Net investment income (d) | | | $0.22 | | | | $0.43 | | | | $0.47 | | | | $0.49 | | | | $0.46 | | | | $0.47 | |
Net realized and unrealized gain (loss) on investments and foreign currency | | | 0.32 | | | | (0.19 | ) | | | 0.33 | | | | 1.50 | | | | (1.36 | ) | | | (0.00 | )(w) |
Total from investment operations | | | $0.54 | | | | $0.24 | | | | $0.80 | | | | $1.99 | | | | $(0.90 | ) | | | $0.47 | |
Less distributions declared to shareholders | | | | | | | | | | | | | | | | | | | | | |
From net investment income | | | $(0.26 | ) | | | $(0.48 | ) | | | $(0.49 | ) | | | $(0.63 | ) | | | $(0.51 | ) | | | $(0.65 | ) |
From tax return of capital | | | — | | | | — | | | | — | | | | (0.12 | ) | | | — | | | | — | |
Total distributions declared to shareholders | | | $(0.26 | ) | | | $(0.48 | ) | | | $(0.49 | ) | | | $(0.75 | ) | | | $(0.51 | ) | | | $(0.65 | ) |
Net increase from repurchase of capital shares | | | $— | | | | $0.01 | | | | $— | | | | $0.00 | (w) | | | $0.00 | (w) | | | $— | |
Net asset value, end of period (x) | | | $9.22 | | | | $8.94 | | | | $9.17 | | | | $8.86 | | | | $7.62 | | | | $9.03 | |
Market value, end of period | | | $8.33 | | | | $8.10 | | | | $8.38 | | | | $7.98 | | | | $5.94 | | | | $8.19 | |
Total return at market value (%) | | | 6.00 | (n) | | | 2.45 | | | | 11.47 | | | | 48.70 | | | | (22.46 | ) | | | 4.84 | |
Total return at net asset value (%) (j)(r)(s)(x) | | | 6.30 | (n) | | | 3.33 | | | | 9.86 | | | | 28.70 | | | | (9.78 | ) | | | 5.93 | |
Ratios (%) (to average net assets) and Supplemental data: | | | | | | | | | | | | | | | | | | | | | | | | |
Expenses before expense reductions (f) | | | 1.12 | (a) | | | 1.07 | | | | 1.11 | | | | 1.18 | | | | 1.17 | | | | 1.02 | |
Expenses after expense reductions (f) | | | 1.12 | (a) | | | 1.07 | | | | 1.10 | | | | 1.18 | | | | 1.17 | | | | 1.02 | |
Net investment income | | | 4.82 | (a) | | | 4.67 | | | | 5.23 | | | | 6.05 | | | | 5.35 | | | | 5.15 | |
Portfolio turnover | | | 24 | | | | 38 | | | | 50 | | | | 63 | | | | 63 | | | | 88 | |
Net assets at end of period (000 omitted) | | | $99,993 | | | | $96,941 | | | | $99,965 | | | | $96,625 | | | | $83,554 | | | | $99,405 | |
32
Financial Highlights – continued
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six months ended 5/31/12 (unaudited) | | | Years ended 11/30 | |
| | | 2011 | | | 2010 | | | 2009 | | | 2008 | | | 2007 | |
| | | | | | | | | | | | | | | | |
Supplemental Ratios (%): | | | | | | | | | | | | | | | | | | | | | | | | |
Ratio of expenses to average net assets after expense reductions and excluding interest expense (f) | | | 1.00 | (a) | | | 0.98 | | | | 1.00 | | | | 1.09 | | | | N/A | | | | N/A | |
Senior Securities: | | | | | | | | | | | | | | | | | | | | | | | | |
Total notes payable outstanding (000 omitted) | | | $14,100 | | | | $9,100 | | | | $8,000 | | | | $8,000 | | | | $1,000 | | | | N/A | |
Asset coverage per $1,000 of indebtedness (k) | | | $8,092 | | | | $11,653 | | | | $13,496 | | | | $13,078 | | | | $84,554 | | | | N/A | |
(d) | Per share data is based on average shares outstanding. |
(f) | Ratios do not reflect reductions from fees paid indirectly, if applicable. |
(j) | Total return at net asset value is calculated using the net asset value of the fund, not the publicly traded price and therefore may be different than the total return at market value. |
(k) | Calculated by subtracting the fund’s total liabilities (not including notes payable) from the fund’s total assets and dividing this number by the notes payable outstanding and then multiplying by 1,000. |
(r) | Certain expenses have been reduced without which performance would have been lower. |
(s) | From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower. |
(w) | Per share amount was less than $0.01. |
(x) | The net asset values per share and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes. |
See Notes to Financial Statements
33
NOTES TO FINANCIAL STATEMENTS
(unaudited)
(1) | | Business and Organization |
MFS InterMarket Income Trust I (the fund) is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company.
(2) | | Significant Accounting Policies |
General – The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in high-yield securities rated below investment grade. Investments in high-yield securities involve greater degrees of credit and market risk than investments in higher-rated securities and tend to be more sensitive to economic conditions. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s legal, political, and economic environment.
In December 2011, the Financial Accounting Standards Board issued Accounting Standards Update 2011-11, Balance Sheet (Topic 210) – Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). Effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods, ASU 2011-11 is intended to enhance disclosure requirements on the offsetting of financial assets and liabilities. Although still evaluating the potential impacts of ASU 2011-11 to the fund, management expects that the impact of the fund’s adoption will be limited to additional financial statement disclosures.
Investment Valuations – Debt instruments and floating rate loans (other than short-term instruments), including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are
34
Notes to Financial Statements (unaudited) – continued
primarily traded. Equity securities held short, for which there were no sales reported for that day, are generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on which such futures contracts are primarily traded. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swap agreements are generally valued at valuations provided by a third-party pricing service. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. The adviser generally relies on third-party pricing services or other
35
Notes to Financial Statements (unaudited) – continued
information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund’s assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures contracts, forward foreign currency exchange contracts, and swap agreements. The following is a summary of the levels used as of May 31, 2012 in valuing the fund’s assets or liabilities:
| | | | | | | | | | | | | | | | |
Investments at Value | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Equity Securities | | | $235,525 | | | | $143,172 | | | | $14,103 | | | | $392,800 | |
U.S. Treasury Bonds & U.S. Government Agency & Equivalents | | | — | | | | 21,200 | | | | — | | | | 21,200 | |
Non-U.S. Sovereign Debt | | | — | | | | 15,003,071 | | | | — | | | | 15,003,071 | |
Corporate Bonds | | | — | | | | 68,093,037 | | | | — | | | | 68,093,037 | |
Residential Mortgage-Backed Securities | | | — | | | | 2,399,354 | | | | — | | | | 2,399,354 | |
Asset-Backed Securities (including CDOs) | | | — | | | | 792,238 | | | | — | | | | 792,238 | |
Foreign Bonds | | | — | | | | 22,110,678 | | | | — | | | | 22,110,678 | |
Floating Rate Loans | | | — | | | | 79,070 | | | | — | | | | 79,070 | |
Mutual Funds | | | 4,653,454 | | | | — | | | | — | | | | 4,653,454 | |
Total Investments | | | $4,888,979 | | | | $108,641,820 | | | | $14,103 | | | | $113,544,902 | |
36
Notes to Financial Statements (unaudited) – continued
| | | | | | | | | | | | | | | | |
Other Financial Instruments | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Futures Contracts | | | $(38,866 | ) | | | $— | | | | $— | | | | $(38,866 | ) |
Swap Agreements | | | — | | | | 6,517 | | | | — | | | | 6,517 | |
Forward Foreign Currency Exchange Contracts | | | — | | | | 130,146 | | | | — | | | | 130,146 | |
For further information regarding security characteristics, see the Portfolio of Investments.
The following is a reconciliation of level 3 assets for which significant unobservable inputs were used to determine fair value. The fund’s policy is to recognize transfers between the levels as of the end of the period. The table presents the activity of level 3 securities held at the beginning and the end of the period.
| | | | |
| | Equity Securities | |
Balance as of 11/30/11 | | | $30,212 | |
Change in unrealized appreciation (depreciation) | | | (16,109 | ) |
Balance as of 5/31/12 | | | $14,103 | |
The net change in unrealized appreciation (depreciation) from investments still held as level 3 at May 31, 2012 is $(16,109).
Foreign Currency Translation – Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Derivatives – The fund uses derivatives for different purposes, primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund were futures contracts, forward foreign currency exchange contracts, and swap agreements. The fund’s period
37
Notes to Financial Statements (unaudited) – continued
end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract Tables, generally are indicative of the volume of its derivative activity during the period.
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at May 31, 2012 as reported in the Statement of Assets and Liabilities:
| | | | | | | | | | |
| | | | Fair Value (a) | |
Risk | | Derivative Contracts | | Asset Derivatives | | | Liability Derivatives | |
Interest Rate | | Interest Rate Futures | | | $— | | | | $(38,866) | |
Foreign Exchange | | Forward Foreign Currency Exchange | | | 133,376 | | | | (3,230 | ) |
Credit | | Credit Default Swaps | | | 6,517 | | | | — | |
Total | | | | | $139,893 | | | | $(42,096) | |
(a) | The value of futures contracts outstanding includes cumulative appreciation (depreciation) as reported in the fund’s Portfolio of Investments. Only the current day variation margin for futures contracts is separately reported within the fund’s Statement of Assets and Liabilities. |
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended May 31, 2012 as reported in the Statement of Operations:
| | | | | | | | | | | | |
Risk | | Futures Contracts | | | Swap Agreements | | | Foreign Currency | |
Interest Rate | | | $(131,216 | ) | | | $— | | | | $— | |
Foreign Exchange | | | — | | | | — | | | | 28,830 | |
Credit | | | — | | | | 2,432 | | | | — | |
Total | | | $(131,216 | ) | | | $2,432 | | | | $28,830 | |
The following table presents, by major type of derivative contract, the change in unrealized appreciation (depreciation) on derivatives held by the fund for the six months ended May 31, 2012 as reported in the Statement of Operations:
| | | | | | | | | | | | |
Risk | | Futures Contracts | | | Swap Agreements | | | Translation of Assets and Liabilities in Foreign Currencies | |
Interest Rate | | | $(38,866 | ) | | | $— | | | | $— | |
Foreign Exchange | | | — | | | | — | | | | 160,206 | |
Credit | | | — | | | | (437 | ) | | | — | |
Total | | | $(38,866 | ) | | | $(437 | ) | | | $160,206 | |
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain over-the-counter derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an International Swaps and Derivatives
38
Notes to Financial Statements (unaudited) – continued
Association (ISDA) Master Agreement on a bilateral basis with each of the counterparties with whom it undertakes a significant volume of transactions. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the credit quality of the other party. The ISDA Master Agreement gives the fund the right, upon an event of default by the applicable counterparty or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund’s credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any. However, absent an event of default by the counterparty or a termination of the agreement, the ISDA Master Agreement does not result in an offset of reported amounts of assets and liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty.
Collateral requirements differ by type of derivative. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (i.e., futures contracts and exchange-traded options) while collateral terms are contract specific for over-the-counter traded derivatives (i.e., forward foreign currency exchange contracts, swap agreements and over-the-counter options). For derivatives traded under an ISDA Master Agreement, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. Cash collateral that has been pledged to cover obligations of the fund under derivative contracts, if any, will be reported separately on the Statement of Assets and Liabilities as “Restricted cash.” Securities collateral pledged for the same purpose, if any, is noted in the Portfolio of Investments.
Futures Contracts – The fund entered into futures contracts which may be used to hedge against or obtain broad market, interest rate, duration, or currency exposure. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a certain percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
39
Notes to Financial Statements (unaudited) – continued
The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund’s maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.
Forward Foreign Currency Exchange Contracts – The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on foreign currency.
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, an industry accepted settlement system. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and for posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Swap Agreements – The fund entered into swap agreements. A swap agreement is generally an exchange of cash payments, at specified intervals or upon the occurrence of specified events, between the fund and a counterparty. The net cash payments exchanged are recorded as a realized gain or loss on swap agreements in the Statement of Operations. The value of the swap
40
Notes to Financial Statements (unaudited) – continued
agreement, which is adjusted daily and includes any related interest accruals to be paid or received by the fund, is recorded on the Statement of Assets and Liabilities. The daily change in value, including any related interest accruals to be paid or received, is recorded as unrealized appreciation or depreciation on swap agreements in the Statement of Operations. Amounts paid or received at the inception of the swap agreement are reflected as premiums paid or received on the Statement of Assets and Liabilities and are amortized using the effective interest method over the term of the agreement. A liquidation payment received or made upon early termination is recorded as a realized gain or loss on swap agreements in the Statement of Operations.
Risks related to swap agreements include the possible lack of a liquid market, unfavorable market and interest rate movements of the underlying instrument and the failure of the counterparty to perform under the terms of the agreements. To address counterparty risk, swap agreements are limited to only highly-rated counterparties. The risk is further mitigated by having an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
The fund entered into credit default swap agreements in order to manage its exposure to the market or certain sectors of the market, to reduce its credit risk exposure to defaults of corporate and sovereign issuers or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. In a credit default swap agreement, the protection buyer can make an upfront payment and will make a stream of payments based on a fixed percentage applied to the agreement notional amount to the protection seller in exchange for the right to receive a specified return upon the occurrence of a defined credit event on the reference obligation (which may be either a single security or a basket of securities issued by corporate or sovereign issuers) and, with respect to the rare cases where physical settlement applies, the delivery by the buyer to the seller of a defined deliverable obligation. Although agreement-specific, credit events generally consist of a combination of the following: bankruptcy, failure to pay, restructuring, obligation acceleration, obligation default, or repudiation/moratorium, each as defined in the 2003 ISDA Credit Derivatives Definitions as amended by the relevant agreement. Restructuring is generally not applicable when the reference obligation is issued by a North American corporation and obligation acceleration, obligation default, or repudiation/moratorium are generally only applicable when the reference obligation is issued by a sovereign entity or an entity in an emerging country. Upon determination of the final price for the deliverable obligation (or upon delivery of the deliverable obligation in the case of physical settlement), the difference
41
Notes to Financial Statements (unaudited) – continued
between the value of the deliverable obligation and the swap agreement’s notional amount is recorded as realized gain or loss on swap agreements in the Statement of Operations.
Credit default swap agreements are considered to have credit-risk-related contingent features since they trigger payment by the protection seller to the protection buyer upon the occurrence of a defined credit event. As discussed earlier in this note, any collateral requirements for these swap agreements are based generally on the market value of the swap agreement netted against collateral requirements for other types of over-the-counter derivatives traded under each counterparty’s ISDA Master Agreement. The maximum amount of future, undiscounted payments that the fund, as protection seller, could be required to make is equal to the swap agreement’s notional amount. The protection seller’s payment obligation would be offset to the extent of the value of the agreement’s deliverable obligation. At May 31, 2012, the fund did not hold any credit default swap agreements at an unrealized loss where it is the protection seller.
The fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the agreement. This risk is mitigated by having an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Loans and Other Direct Debt Instruments – The fund invests in loans and loan participations or other receivables. These investments may include standby financing commitments, including revolving credit facilities, which obligate the fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary.
Statement of Cash Flows – Information on financial transactions which have been settled through the receipt or disbursement of cash is presented in the Statement of Cash Flows. The cash amount shown in the Statement of Cash Flows is the amount included within the fund’s Statement of Assets and Liabilities and includes cash on hand at its custodian bank and does not include any short term investments.
Indemnifications – Under the fund’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund’s maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
42
Notes to Financial Statements (unaudited) – continued
Investment Transactions and Income – Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. The fund earns certain fees in connection with its floating rate loan purchasing activities. These fees are in addition to interest payments earned and may include amendment fees, commitment fees, facility fees, consent fees, and prepayment fees. Commitment fees are recorded on an accrual basis as income in the accompanying financial statements. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date. Debt obligations may be placed on non-accrual status or set to accrue at a rate of interest less than the contractual coupon when the collection of all or a portion of interest has become doubtful. Interest income for those debt obligations may be further reduced by the write-off of the related interest receivables when deemed uncollectible.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Fees Paid Indirectly – The fund’s custody fee may be reduced according to an arrangement that measures the value of cash deposited with the custodian by the fund. This amount, for the six months ended May 31, 2012, is shown as a reduction of total expenses on the Statement of Operations.
Tax Matters and Distributions – The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Foreign taxes have been accrued by the fund in the accompanying financial statements.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These
43
Notes to Financial Statements (unaudited) – continued
adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary overdistributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
Book/tax differences primarily relate to amortization and accretion of debt securities.
The tax character of distributions made during the current period will be determined at fiscal year end. The tax character of distributions declared to shareholders for the last fiscal year is as follows:
| | | | |
| | 11/30/11 | |
Ordinary income (including any short-term capital gains) | | | $5,229,114 | |
The federal tax cost and the tax basis components of distributable earnings were as follows:
| | | | |
As of 5/31/12 | | | |
Cost of investments | | | $109,565,475 | |
Gross appreciation | | | 6,114,447 | |
Gross depreciation | | | (2,135,020 | ) |
Net unrealized appreciation (depreciation) | | | $3,979,427 | |
| |
As of 11/30/11 | | | |
Undistributed ordinary income | | | 343,555 | |
Capital loss carryforwards | | | (6,658,231 | ) |
Post-October capital loss deferral | | | (6,216 | ) |
Other temporary differences | | | (45,605 | ) |
Net unrealized appreciation (depreciation) | | | 1,797,873 | |
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after November 30, 2011 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.
44
Notes to Financial Statements (unaudited) – continued
As of November 30, 2011, the fund had capital loss carryforwards available to offset future realized gains. Such losses expire as follows:
| | | | |
Pre-enactment losses: | | | | |
11/30/14 | | | $(961,130 | ) |
11/30/16 | | | (1,946,452 | ) |
11/30/17 | | | (3,750,649 | ) |
Total | | | $(6,658,231 | ) |
(3) | | Transactions with Affiliates |
Investment Adviser – The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at an annual rate of 0.75% of the fund’s average daily net assets.
Transfer Agent – The fund engages Computershare Trust Company, N.A. (“Computershare”) as the sole transfer agent for the fund. MFS Service Center, Inc. (MFSC) monitors and supervises the activities of Computershare for an agreed upon fee approved by the Board of Trustees. For the six months ended May 31, 2012, these fees paid to MFSC amounted to $3,360.
Administrator – MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund partially reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended May 31, 2012 was equivalent to an annual effective rate of 0.0251% of the fund’s average daily net assets.
Trustees’ and Officers’ Compensation – The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration for their services to the fund from MFS. Certain officers and Trustees of the fund are officers or directors of MFS and MFSC.
Deferred Trustee Compensation – Prior to MFS’ appointment as investment adviser to the fund, the fund’s former independent Trustees participated in a Deferred Compensation Plan (the “Former Colonial Trustees Plan” or “Plan”). The fund’s current independent Trustees are not allowed to defer compensation under the Former Colonial Trustees Plan. Amounts deferred under the Plan are invested in shares of certain non-MFS funds selected by the former independent Trustees as notional investments. Deferred amounts represent an unsecured obligation of the fund until distributed in accordance
45
Notes to Financial Statements (unaudited) – continued
with the Plan. Included in “Other assets” and “Payable for independent Trustees’ compensation” on the Statement of Assets and Liabilities is $1,670 of deferred Trustees’ compensation. There is no current year expense associated with the Former Colonial Trustees Plan.
Other – This fund and certain other funds managed by MFS (the funds) have entered into services agreements (the Agreements) which provide for payment of fees by the funds to Tarantino LLC and Griffin Compliance LLC in return for the provision of services of an Independent Chief Compliance Officer (ICCO) and Assistant ICCO, respectively, for the funds. The ICCO and Assistant ICCO are officers of the funds and the sole members of Tarantino LLC and Griffin Compliance LLC, respectively. The funds can terminate the Agreements with Tarantino LLC and Griffin Compliance LLC at any time under the terms of the Agreements. For the six months ended May 31, 2012, the aggregate fees paid by the fund to Tarantino LLC and Griffin Compliance LLC were $629 and are included in “Miscellaneous” expense on the Statement of Operations. MFS has agreed to reimburse the fund for a portion of the payments made by the fund in the amount of $214, which is shown as a reduction of total expenses in the Statement of Operations. Additionally, MFS has agreed to bear all expenses associated with office space, other administrative support, and supplies provided to the ICCO and Assistant ICCO.
The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks a high level of current income consistent with preservation of capital and liquidity. Income earned on this investment is included in “Dividends from underlying affiliated funds” on the Statement of Operations. This money market fund does not pay a management fee to MFS.
Purchases and sales of investments, other than purchased option transactions and short-term obligations, were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
U.S. Government securities | | | $— | | | | $233,961 | |
Investments (non-U.S. Government securities) | | | $27,768,129 | | | | $26,123,108 | |
46
Notes to Financial Statements (unaudited) – continued
(5) | | Shares of Beneficial Interest |
The fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. The Trustees have authorized the repurchase by the fund of up to 10% annually of its own shares of beneficial interest. During the six months ended May 31, 2012, there were no transactions in fund shares. The fund repurchased and retired 63,300 shares of beneficial interest during the year ended November 30, 2011 at an average price per share of $8.22 and a weighted average discount of 10.64% per share. Transactions in fund shares were as follows:
| | | | | | | | | | | | | | | | |
| | Six months ended 5/31/12 | | | Year ended 11/30/11 | |
| | Shares | | | Amount | | | Shares | | | Amount | |
Treasury shares reacquired | | | — | | | | $— | | | | (63,300 | ) | | | $(520,365 | ) |
The fund has a credit agreement with a bank for a revolving secured line of credit that can be drawn upon up to $20,000,000. At May 31, 2012, the fund had outstanding borrowings under this agreement in the amount of $14,100,000, which are secured by a lien on the fund’s assets. The loan’s carrying value on the fund’s Statement of Assets and Liabilities approximates its fair value. The loan value as of the reporting date is considered Level 2 under the fair value hierarchy. The credit agreement matures on February 8, 2013. Borrowing under the agreement can be made for liquidity or leverage purposes. Interest is charged at a rate per annum equal to LIBOR plus an agreed upon spread or an alternate rate, at the option of the borrower, stated as the greater of Overnight LIBOR or the Federal Funds Rate each plus an agreed upon spread. The fund incurred interest expense of $63,788 during the period. The fund paid a commitment fee of $3,647 based on the average daily unused portion of the revolving line of credit which is reported in “Miscellaneous” expense on the Statement of Operations. For the six months ended May 31, 2012, the average loan balance was $11,531,694 at a weighted average annual interest rate of 1.11%. The fund is subject to certain covenants including, but not limited to, requirements with respect to asset coverage, portfolio diversification and liquidity.
47
Notes to Financial Statements (unaudited) – continued
(7) | | Transactions in Underlying Affiliated Funds-Affiliated Issuers |
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be an affiliated issuer:
| | | | | | | | | | | | | | | | |
Underlying Affiliated Fund | | Beginning Shares/Par Amount | | | Acquisitions Shares/Par Amount | | | Dispositions Shares/Par Amount | | | Ending Shares/Par Amount | |
MFS Institutional Money Market Portfolio | | | — | | | | 15,689,532 | | | | (11,036,078 | ) | | | 4,653,454 | |
| | | | |
Underlying Affiliated Fund | | Realized Gain (Loss) | | | Capital Gain Distributions | | | Dividend Income | | | Ending Value | |
MFS Institutional Money Market Portfolio | | | $— | | | | $— | | | | $518 | | | | $4,653,454 | |
48
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees and Shareholders of the MFS InterMarket Income Trust I:
We have reviewed the accompanying statement of assets and liabilities of the MFS InterMarket Income Trust I (the Fund), including the portfolio of investments, as of May 31, 2012, and the related statements of operations, changes in net assets, cash flows, and financial highlights for the six-month period ended May 31, 2012. These interim financial statements and financial highlights are the responsibility of the Fund’s management.
We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should be made to the accompanying interim financial statements and financial highlights for them to be in conformity with U.S. generally accepted accounting principles.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the statement of changes in net assets for the year ended November 30, 2011, and the financial highlights for each of the five years in the period ended November 30, 2011, and in our report dated January 13, 2012, we expressed an unqualified opinion on such statement of changes in net assets and financial highlights.
Boston, Massachusetts
July 17, 2012
49
BOARD REVIEW OF INVESTMENT ADVISORY AGREEMENT
A discussion regarding the Board’s most recent review and renewal of the fund’s Investment Advisory Agreement with MFS is available by clicking on the fund’s name under “Closed End Funds” in the “Products and Performance” section of the MFS Web site (mfs.com).
PROXY VOTING POLICIES AND INFORMATION
A general description of the MFS funds’ proxy voting policies and procedures is available without charge, upon request, by calling 1-800-225-2606, by visiting the Proxy Voting section of mfs.com or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the twelve-month period ended June 30, 2011 is available without charge by visiting the Proxy Voting section of mfs.com or by visiting the SEC’s Web site at http://www.sec.gov.
QUARTERLY PORTFOLIO DISCLOSURE
The fund will file a complete schedule of portfolio holdings with the Securities and Exchange Commission (the Commission) for the first and third quarters of each fiscal year on Form N-Q. A shareholder can obtain the quarterly portfolio holdings report at mfs.com. The fund’s Form N-Q is also available on the EDGAR database on the Commission’s Internet Web site at http://www.sec.gov, and may be reviewed and copied at the:
Public Reference Room
Securities and Exchange Commission
100 F Street, NE, Room 1580
Washington, D.C. 20549
Information on the operation of the Public Reference Room may be obtained
by calling the Commission at 1-800-SEC-0330. Copies of the fund’s Form N-Q
also may be obtained, upon payment of a duplicating fee, by electronic request
at the following e-mail address: publicinfo@sec.gov or by writing the Public Reference Section at the above address.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS funds on the MFS web site (mfs.com). This information is available by visiting the “News & Commentary” section of mfs.com or by clicking on the fund’s name under “Closed End Funds” in the “Products and Performance” section of mfs.com.
50
CONTACT US
Transfer agent, Registrar, and
Dividend Disbursing Agent
Call
1-800-637-2304
9 a.m. to 5 p.m. Eastern time
Write
Computershare Trust Company, N.A.
P.O. Box 43078
Providence, RI 02940-3078
New York Stock Exchange Symbol: CMK
During the period covered by this report, the Registrant has not amended any provision in its Code of Ethics (the “Code”) that relates to an element of the Code’s definitions enumerated in paragraph (b) of Item 2 of this Form N-CSR. During the period covered by this report, the Registrant did not grant a waiver, including an implicit waiver, from any provision of the Code.
ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
Not applicable for semi-annual reports.
ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
Not applicable for semi-annual reports.
ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
Not applicable for semi-annual reports.
ITEM 6. | SCHEDULE OF INVESTMENTS. |
A schedule of investments for each series of the Registrant is included as part of the report to shareholders of such series under Item 1 of this Form N-CSR.
ITEM 7. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable for semi-annual reports.
ITEM 8. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
General. Information regarding the portfolio manager(s) of the MFS InterMarket Income Trust I (the “Fund”) is set forth below.
| | | | | | |
Portfolio Manager | | Primary Role | | Since | | Title and Five Year History |
James J. Calmas | | Portfolio Manager | | 2007 | | Investment Officer of MFS; employed in the investment area of MFS since 1988. |
| | | |
William J. Adams | | High Yield Corporate Debt Securities Portfolio Manager | | 2011 | | Investment Officer of MFS; employed in the investment area of MFS since 2009; Credit Analyst at MFS from 1997 to 2005. |
| | | |
David P. Cole | | High Yield Corporate Debt Securities Portfolio Manager | | December 2011 | | Investment Officer of MFS; employed in the investment area of MFS since 2004. |
| | | |
Matthew W. Ryan | | Emerging Markets Debt Securities Portfolio Manager | | February 2012 | | Investment Officer of MFS; employed in the investment area of MFS since 1997. |
| | | |
Ward Brown | | Emerging Markets Debt Securities Portfolio Manager | | February 2012 | | Investment Officer of MFS; employed in the investment area of MFS since 2005. |
Compensation. Portfolio manager compensation is reviewed annually. As of December 31, 2011, portfolio manager total cash compensation is a combination of base salary and performance bonus:
Base Salary – Base salary represents a smaller percentage of portfolio manager total cash compensation than performance bonus.
Performance Bonus – Generally, the performance bonus represents more than a majority of portfolio manager total cash compensation.
The performance bonus is based on a combination of quantitative and qualitative factors, generally with more weight given to the former and less weight given to the latter.
The quantitative portion is based on the pre-tax performance of assets managed by the portfolio manager over one-, three-, and five-year periods relative to peer group universes and/or indices (“benchmarks”). As of December 31, 2011, the following benchmarks were used to measure the portfolio manager’s performance for the Fund and/or comparable accounts:
| | |
Portfolio Manager | | Benchmark(s) |
James J. Calmas | | Barclay’s U.S. Credit Bond Index Barclay’s U.S. High-Yield Corporate Bond Index JP Morgan Emerging Market Bond Index Global Citigroup World Government Bond Non-Dollar Hedged Index Citigroup World Government Bond Non-Dollar Index Barclay’s U.S. Government/Mortgage Bond Index |
| |
William J. Adams | | Barclay’s U.S. High Yield Corporate Credit Index |
| |
David P. Cole | | Barclay’s Capital U.S. High Yield Corporate Credit Index |
| |
Matthew W. Ryan | | JP Morgan EMBI Global Index |
| |
Ward Brown | | JP Morgan EMBI Global Index |
Additional or different benchmarks, including versions of indices and custom indices may also be used. Primary weight is given to portfolio performance over a three-year time period with lesser consideration given to portfolio performance over one-year and five-year periods (adjusted as appropriate if the portfolio manager has served for less than five years).
The qualitative portion is based on the results of an annual internal peer review process (conducted by other portfolio managers, analysts, and traders) and management’s assessment of overall portfolio manager contributions to investor relations and the investment process (distinct from fund and other account performance). This performance bonus may be in the form of cash and/or a deferred cash award, at the discretion of management. A deferred cash award is issued for a cash value and becomes payable over a three-year vesting period if the portfolio manager remains in the continuous employ of MFS or its affiliates. During the vesting period, the value of the unfunded deferred cash award will fluctuate as though the portfolio manager had invested the cash value of the award in an MFS Fund(s) selected by the portfolio manager. A selected fund may be, but is not required to be, a fund that is managed by the portfolio manager.
Portfolio managers also typically benefit from the opportunity to participate in the MFS Equity Plan. Equity interests and/or options to acquire equity interests in MFS or its parent company are awarded by management, on a discretionary basis, taking into account tenure at MFS, contribution to the investment process, and other factors.
Finally, portfolio managers also participate in benefit plans (including a defined contribution plan and health and other insurance plans) and programs available generally to other employees of MFS. The percentage such benefits represent of any portfolio manager’s compensation depends upon the length of the individual’s tenure at MFS and salary level, as well as other factors.
Ownership of Fund Shares. The following table shows the dollar range of equity securities of the Fund beneficially owned by the Fund’s portfolio manager(s) as of the fund’s fiscal year ended November 30, 2011. The following dollar ranges apply:
N. None
A. $1 - $10,000
B. $10,001 - $50,000
C. $50,001 - $100,000
D. $100,001 - $500,000
E. $500,001 - $1,000,000
F. Over $1,000,000
| | |
Name of Portfolio Manager | | Dollar Range of Equity Securities in Fund |
James J. Calmas | | N |
William J. Adams | | N |
David P. Cole | | N |
Matthew W. Ryan | | N |
Ward Brown | | N |
Other Accounts. In addition to the Fund, the Fund’s portfolio manager is named as a portfolio manager of certain other accounts managed or subadvised by MFS or an affiliate, the number and assets of which, as of fiscal year ended November 30, 2011 were as follows:
| | | | | | | | | | | | | | | | | | |
| | Registered Investment Companies | | | Other Pooled Investment Vehicles | | | Other Accounts | |
Name | | Number of Accounts* | | Total Assets* | | | Number of Accounts | | Total Assets | | | Number of Accounts | | Total Assets | |
James J. Calmas | | 8 | | $ | 2.8 billion | | | 3 | | $ | 1.1 billion | | | 0 | | | N/A | |
William J. Adams | | 14 | | $ | 4.3 billion | | | 5 | | $ | 1.4 billion | | | 0 | | | N/A | |
David P. Cole^ | | 13 | | $ | 4.4 billion | | | 3 | | $ | 819.3 million | | | 0 | | | N/A | |
Matthew W. Ryan^^ | | 12 | | $ | 7.6 billion | | | 8 | | $ | 3.3 billion | | | 7 | | $ | 5.1 billion | |
Ward Brown^^ | | 4 | | $ | 4.6 billion | | | 8 | | $ | 3.3 billion | | | 7 | | $ | 5.1 billion | |
^ | As of December 31, 2011. |
^^ | As of February 29, 2012. |
Advisory fees are not based upon performance of any of the accounts identified in the table above.
Potential Conflicts of Interest.
The Adviser seeks to identify potential conflicts of interest resulting from a portfolio manager’s management of both the Fund and other accounts, and has adopted policies and procedures designed to address such potential conflicts.
The management of multiple funds and accounts (including proprietary accounts) gives rise to potential conflicts of interest if the funds and accounts have different objectives and strategies, benchmarks, time horizons and fees as a portfolio manager must allocate his or her time and investment ideas across multiple funds and accounts. In certain instances there are securities which are suitable for the Fund’s portfolio as well as for accounts of the Adviser or its subsidiaries with similar investment objectives. The Fund’s trade allocation policies may give rise to conflicts of interest if the Fund’s orders do not get fully executed or are delayed in getting executed due to being aggregated with those of other accounts of the Adviser or its subsidiaries. A portfolio manager may execute transactions for another fund or account that may adversely affect the value of the Fund’s investments. Investments selected for funds or accounts other than the Fund may outperform investments selected for the Fund.
When two or more clients are simultaneously engaged in the purchase or sale of the same security, the securities are allocated among clients in a manner believed by the Adviser to be fair and equitable to each. It is recognized that in some cases this system could have a detrimental effect on the price or volume of the security as far as the Fund is concerned. In most cases, however, the Adviser believes that the Fund’s ability to participate in volume transactions will produce better executions for the Fund.
The Adviser and/or a portfolio manager may have a financial incentive to allocate favorable or limited opportunity investments or structure the timing of investments to favor accounts other than the Fund, for instance, those that pay a higher advisory fee and/or have a performance adjustment, and/or include an investment by the portfolio manager.
ITEM 9. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
MFS InterMarket Income Trust I
| | | | | | | | | | | | | | | | |
Period | | (a) Total number of Shares Purchased | | | (b) Average Price Paid per Share | | | (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | (d) Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased under the Plans or Programs | |
12/01/11-12/31/11 | | | 0 | | | | N/A | | | | 0 | | | | 1,027,280 | |
1/01/12-1/31/12 | | | 0 | | | | N/A | | | | 0 | | | | 1,027,280 | |
2/01/12-2/28/12 | | | 0 | | | | N/A | | | | 0 | | | | 1,027,280 | |
3/01/12-3/31/12 | | | 0 | | | | N/A | | | | 0 | | | | 1,084,250 | |
4/01/12-4/30/12 | | | 0 | | | | N/A | | | | 0 | | | | 1,084,250 | |
5/01/12-5/31/12 | | | 0 | | | | N/A | | | | 0 | | | | 1,084,250 | |
| | | | | | | | | | | | | | | | |
Total | | | 0 | | | | | | | | 0 | | | | | |
| | | | | | | | | | | | | | | | |
Note: The Board of Trustees approves procedures to repurchase shares annually. The notification to shareholders of the program is part of the semi-annual and annual reports sent to shareholders. These annual programs begin on March 1st of each year. The programs conform to the conditions of Rule 10b-18 of the securities Exchange Act of 1934 and limit the aggregate number of shares that may be purchased in each annual period (March 1 through the following February 28) to 10% of the Registrant’s outstanding shares as of the first day of the plan year (March 1). The aggregate number of shares available for purchase for the March 1, 2012 plan year is 1,084,250.
ITEM 10. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
There were no material changes to the procedures by which shareholders may send recommendations to the Board for nominees to the Registrant’s Board since the Registrant last provided disclosure as to such procedures in response to the requirements of Item 407 (c)(2)(iv) of Regulation S-K or this Item.
ITEM 11. | CONTROLS AND PROCEDURES. |
(a) | Based upon their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as conducted within 90 days of the filing date of this Form N-CSR, the registrant’s principal financial officer and principal executive officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. |
(b) | There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
(a) | File the exhibits listed below as part of this form. Letter or number the exhibits in the sequence indicated. |
| (1) | Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit. |
| (2) | A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2): Attached hereto. |
(b) | If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for the purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference: Attached hereto. |
Notice
A copy of the Agreement and Declaration of Trust, as amended, of the Registrant is on file with the Secretary of State of the Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and the obligations of or arising out of this instrument are not binding upon any of the Trustees or shareholders individually, but are binding only upon the assets and property of the respective constituent series of the Registrant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant MFS INTERMARKET INCOME TRUST I
| | |
By (Signature and Title)* | | JOHN M. CORCORAN |
| | John M. Corcoran, President |
Date: July 17, 2012
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | |
By (Signature and Title)* | | JOHN M. CORCORAN |
| | John M. Corcoran, President (Principal Executive Officer) |
Date: July 17, 2012
| | |
By (Signature and Title)* | | DAVID L. DILORENZO |
| | David L. DiLorenzo, Treasurer (Principal Financial Officer and Accounting Officer) |
Date: July 17, 2012
* | Print name and title of each signing officer under his or her signature. |