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: 811-08876
Senior Debt Portfolio
(Exact Name of Registrant as Specified in Charter)
Two International Place, Boston, Massachusetts 02110
(Address of Principal Executive Offices)
Maureen A. Gemma
Two International Place, Boston, Massachusetts 02110
(Name and Address of Agent for Services)
(617) 482-8260
(Registrant’s Telephone Number)
October 31
Date of Fiscal Year End
October 31, 2014
Date of Reporting Period
Item 1. Reports to Stockholders
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments
| | | | | | | | | | |
Senior Floating-Rate Interests — 120.0%(1) | |
| | | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Aerospace and Defense — 2.0% | |
Atlantic Aviation FBO Inc. | | | | | | | | | | |
Term Loan, 3.25%, Maturing June 1, 2020 | | | | | 8,534 | | | $ | 8,430,622 | |
DAE Aviation Holdings, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing November 2, 2018 | | | | | 5,002 | | | | 5,005,421 | |
Ducommun Incorporated | | | | | | | | | | |
Term Loan, 4.75%, Maturing June 28, 2017 | | | | | 756 | | | | 755,625 | |
IAP Worldwide Services, Inc. | | | | | | | | | | |
Revolving Loan, Maturing July 18, 2018(2) | | | | | 944 | | | | 943,758 | |
Term Loan - Second Lien, 8.00%, Maturing July 18, 2019(3) | | | | | 1,303 | | | | 1,042,084 | |
Silver II US Holdings, LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 13, 2019 | | | | | 40,830 | | | | 40,026,170 | |
Standard Aero Limited | | | | | | | | | | |
Term Loan, 5.00%, Maturing November 2, 2018 | | | | | 2,268 | | | | 2,269,124 | |
Transdigm, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing February 28, 2020 | | | | | 58,039 | | | | 57,204,840 | |
Term Loan, 3.75%, Maturing June 4, 2021 | | | | | 16,160 | | | | 15,933,946 | |
| |
| | | | | | | | $ | 131,611,590 | |
| |
|
Automotive — 4.8% | |
Affinia Group Intermediate Holdings Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing April 27, 2020 | | | | | 11,175 | | | $ | 11,133,018 | |
Allison Transmission, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing August 23, 2019 | | | | | 39,317 | | | | 39,071,377 | |
Chrysler Group LLC | | | | | | | | | | |
Term Loan, 3.50%, Maturing May 24, 2017 | | | | | 29,212 | | | | 29,090,032 | |
Term Loan, 3.25%, Maturing December 31, 2018 | | | | | 39,392 | | | | 39,084,270 | |
CS Intermediate Holdco 2 LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 4, 2021 | | | | | 6,683 | | | | 6,624,772 | |
Dayco Products, LLC | | | | | | | | | | |
Term Loan, 5.25%, Maturing December 12, 2019 | | | | | 9,477 | | | | 9,483,298 | |
Federal-Mogul Holdings Corporation | | | | | | | | | | |
Term Loan, 4.75%, Maturing April 15, 2021 | | | | | 39,002 | | | | 38,812,660 | |
Goodyear Tire & Rubber Company (The) | | | | | | | | | | |
Term Loan - Second Lien, 4.75%, Maturing April 30, 2019 | | | | | 39,075 | | | | 39,221,531 | |
INA Beteiligungsgesellschaft GmbH | | | | | | | | | | |
Term Loan, Maturing May 15, 2020(2) | | | | | 9,325 | | | | 9,231,750 | |
MPG Holdco I Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing October 20, 2021 | | | | | 25,025 | | | | 25,001,552 | |
Remy International, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing March 5, 2020 | | | | | 6,895 | | | | 6,851,440 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Automotive (continued) | |
TI Group Automotive Systems, LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 2, 2021 | | | | | 8,354 | | | $ | 8,291,407 | |
Tower Automotive Holdings USA, LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 23, 2020 | | | | | 15,298 | | | | 15,131,785 | |
Veyance Technologies, Inc. | | | | | | | | | | |
Term Loan, 5.25%, Maturing September 8, 2017 | | | | | 24,755 | | | | 24,673,891 | |
Visteon Corporation | | | | | | | | | | |
Term Loan, 3.50%, Maturing April 9, 2021 | | | | | 9,022 | | | | 8,932,151 | |
| |
| | | | | | | | $ | 310,634,934 | |
| |
|
Beverage and Tobacco — 0.1% | |
Flavors Holdings Inc. | | | | | | | | | | |
Term Loan, 6.75%, Maturing April 3, 2020 | | | | | 7,425 | | | $ | 7,183,688 | |
Term Loan - Second Lien, 11.00%, Maturing October 3, 2021 | | | | | 2,000 | | | | 1,930,000 | |
| |
| | | | | | | | $ | 9,113,688 | |
| |
|
Brokerage / Securities Dealers / Investment Houses — 0.1% | |
American Beacon Advisors, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing November 22, 2019 | | | | | 4,199 | | | $ | 4,188,495 | |
| |
| | | | | | | | $ | 4,188,495 | |
| |
|
Building and Development — 1.6% | |
ABC Supply Co., Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing April 16, 2020 | | | | | 11,791 | | | $ | 11,541,744 | |
Capital Automotive L.P. | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 10, 2019 | | | | | 3,536 | | | | 3,522,297 | |
CPG International Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing September 30, 2020 | | | | | 5,519 | | | | 5,491,654 | |
Gates Global, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 5, 2021 | | | | | 14,750 | | | | 14,606,453 | |
Ply Gem Industries, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing February 1, 2021 | | | | | 11,443 | | | | 11,295,899 | |
Quikrete Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing September 28, 2020 | | | | | 13,992 | | | | 13,869,757 | |
Term Loan - Second Lien, 7.00%, Maturing March 26, 2021 | | | | | 2,500 | | | | 2,521,875 | |
RE/MAX International, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing July 31, 2020 | | | | | 12,777 | | | | 12,597,565 | |
Realogy Corporation | | | | | | | | | | |
Term Loan, 2.20%, Maturing October 10, 2016 | | | | | 140 | | | | 136,776 | |
Term Loan, 3.75%, Maturing March 5, 2020 | | | | | 25,305 | | | | 25,070,449 | |
Summit Materials Companies I, LLC | | | | | | | | | | |
Term Loan, 5.00%, Maturing January 30, 2019 | | | | | 4,530 | | | | 4,537,527 | |
| | | | |
| | 21 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Building and Development (continued) | |
WireCo WorldGroup, Inc. | | | | | | | | | | |
Term Loan, 6.00%, Maturing February 15, 2017 | | | | | 2,451 | | | $ | 2,459,499 | |
| |
| | | | | | | | $ | 107,651,495 | |
| |
|
Business Equipment and Services — 11.3% | |
Acosta Holdco, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing September 26, 2021 | | | | | 31,900 | | | $ | 31,933,112 | |
Altisource Solutions S.a.r.l. | | | | | | | | | | |
Term Loan, 4.50%, Maturing December 9, 2020 | | | | | 12,747 | | | | 11,472,608 | |
AVSC Holding Corp. | | | | | | | | | | |
Term Loan, 4.50%, Maturing January 24, 2021 | | | | | 4,303 | | | | 4,283,653 | |
BakerCorp International, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing February 14, 2020 | | | | | 11,604 | | | | 11,278,038 | |
Brickman Group Ltd. LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 18, 2020 | | | | | 14,072 | | | | 13,837,106 | |
Brock Holdings III, Inc. | | | | | | | | | | |
Term Loan, 6.00%, Maturing March 16, 2017 | | | | | 2,733 | | | | 2,690,529 | |
CCC Information Services, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 20, 2019 | | | | | 13,194 | | | | 12,998,644 | |
Ceridian LLC | | | | | | | | | | |
Term Loan, 4.12%, Maturing May 9, 2017 | | | | | 5,429 | | | | 5,430,790 | |
Term Loan, 4.50%, Maturing September 15, 2020 | | | | | 5,662 | | | | 5,623,515 | |
ClientLogic Corporation | | | | | | | | | | |
Term Loan, 7.48%, Maturing January 30, 2017 | | | | | 3,293 | | | | 3,194,059 | |
Term Loan, 7.76%, Maturing January 30, 2017 | | GBP | | | 3,341 | | | | 5,023,272 | |
Corporate Capital Trust, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 15, 2019 | | | | | 9,900 | | | | 9,906,190 | |
CPM Acquisition Corp. | | | | | | | | | | |
Term Loan, 6.25%, Maturing August 29, 2017 | | | | | 1,862 | | | | 1,860,055 | |
Crossmark Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing December 20, 2019 | | | | | 18,734 | | | | 18,320,218 | |
Education Management LLC | | | | | | | | | | |
Revolving Loan, 4.16%, Maturing June 1, 2015(4) | | | | | 7,500 | | | | 4,125,000 | |
Term Loan, 5.25%, Maturing June 1, 2016(14) | | | | | 11,453 | | | | 5,210,938 | |
Term Loan, 9.25%, Maturing March 29, 2018(14) | | | | | 14,109 | | | | 6,419,764 | |
EIG Investors Corp. | | | | | | | | | | |
Term Loan, 5.00%, Maturing November 9, 2019 | | | | | 43,103 | | | | 43,103,192 | |
Emdeon Business Services, LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing November 2, 2018 | | | | | 23,910 | | | | 23,735,572 | |
Expert Global Solutions, Inc. | | | | | | | | | | |
Term Loan, 8.50%, Maturing April 3, 2018 | | | | | 11,165 | | | | 11,145,069 | |
Extreme Reach, Inc. | | | | | | | | | | |
Term Loan, 6.75%, Maturing February 10, 2020 | | | | | 7,365 | | | | 7,382,911 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
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Business Equipment and Services (continued) | |
Garda World Security Corporation | | | | | | | | | | |
Term Loan, 3.98%, Maturing November 6, 2020 | | CAD | | | 5,890 | | | $ | 5,115,414 | |
Term Loan, 4.00%, Maturing November 6, 2020 | | | | | 2,756 | | | | 2,696,951 | |
Term Loan, 4.00%, Maturing November 6, 2020 | | | | | 10,772 | | | | 10,542,628 | |
Genesys Telecom Holdings, U.S., Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing February 7, 2020 | | EUR | | | 985 | | | | 1,236,667 | |
Genpact International, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing August 30, 2019 | | | | | 11,088 | | | | 11,060,269 | |
IG Investment Holdings, LLC | | | | | | | | | | |
Term Loan, 5.25%, Maturing October 31, 2019 | | | | | 10,419 | | | | 10,414,336 | |
IMS Health Incorporated | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 17, 2021 | | | | | 22,398 | | | | 22,132,383 | |
Term Loan, 3.75%, Maturing March 17, 2021 | | EUR | | | 16,176 | | | | 20,210,752 | |
Information Resources, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing September 30, 2020 | | | | | 13,335 | | | | 13,318,572 | |
ION Trading Technologies S.a.r.l. | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 10, 2021 | | EUR | | | 12,494 | | | | 15,589,926 | |
Term Loan - Second Lien, 7.25%, Maturing May 15, 2022 | | | | | 8,050 | | | | 7,949,375 | |
KAR Auction Services, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 11, 2021 | | | | | 17,655 | | | | 17,505,852 | |
Kronos Incorporated | | | | | | | | | | |
Term Loan, 4.50%, Maturing October 30, 2019 | | | | | 40,851 | | | | 40,728,230 | |
Term Loan - Second Lien, 9.75%, Maturing April 30, 2020 | | | | | 13,354 | | | | 13,732,367 | |
Language Line, LLC | | | | | | | | | | |
Term Loan, 6.25%, Maturing June 20, 2016 | | | | | 3,858 | | | | 3,853,853 | |
MCS AMS Sub-Holdings LLC | | | | | | | | | | |
Term Loan, 7.00%, Maturing October 15, 2019 | | | | | 17,743 | | | | 16,056,962 | |
Monitronics International Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing March 23, 2018 | | | | | 17,178 | | | | 17,140,371 | |
National CineMedia, LLC | | | | | | | | | | |
Term Loan, 2.91%, Maturing November 26, 2019 | | | | | 4,425 | | | | 4,279,342 | |
Nuance Communications, Inc. | | | | | | | | | | |
Term Loan, 2.91%, Maturing August 7, 2019 | | | | | 4,938 | | | | 4,857,266 | |
PGX Holdings, Inc. | | | | | | | | | | |
Term Loan, 6.25%, Maturing September 29, 2020 | | | | | 5,350 | | | | 5,336,625 | |
Quintiles Transnational Corporation | | | | | | | | | | |
Term Loan, 3.75%, Maturing June 8, 2018 | | | | | 52,879 | | | | 52,482,252 | |
RCS Capital Corporation | | | | | | | | | | |
Term Loan, 6.50%, Maturing April 29, 2019 | | | | | 10,838 | | | | 10,749,755 | |
Term Loan - Second Lien, 10.50%, Maturing April 29, 2021 | | | | | 1,750 | | | | 1,750,000 | |
Sensus USA Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing May 9, 2017 | | | | | 3,861 | | | | 3,764,811 | |
| | | | |
| | 22 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Business Equipment and Services (continued) | |
ServiceMaster Company | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 1, 2021 | | | | | 23,600 | | | $ | 23,417,879 | |
SunGard Data Systems, Inc. | | | | | | | | | | |
Term Loan, 3.91%, Maturing February 28, 2017 | | | | | 6,285 | | | | 6,267,604 | |
Term Loan, 4.00%, Maturing March 8, 2020 | | | | | 41,512 | | | | 41,382,769 | |
TNS, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing February 14, 2020 | | | | | 5,739 | | | | 5,768,144 | |
TransUnion, LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 9, 2021 | | | | | 44,079 | | | | 43,499,970 | |
Travelport Finance (Luxembourg) S.a.r.l. | | | | | | | | | | |
Term Loan, 6.00%, Maturing September 2, 2021 | | | | | 11,300 | | | | 11,281,637 | |
U.S. Security Holdings, Inc. | | | | | | | | | | |
Term Loan, 6.00%, Maturing July 28, 2017 | | | | | 342 | | | | 339,126 | |
Term Loan, 6.00%, Maturing July 28, 2017 | | | | | 2,232 | | | | 2,215,059 | |
WASH Multifamily Laundry Systems, LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing February 21, 2019 | | | | | 4,265 | | | | 4,222,424 | |
West Corporation | | | | | | | | | | |
Term Loan, 3.25%, Maturing June 30, 2018 | | | | | 22,064 | | | | 21,771,370 | |
Zebra Technologies Corporation | | | | | | | | | | |
Term Loan, 4.75%, Maturing September 30, 2021 | | | | | 20,050 | | | | 20,225,437 | |
| | | | | | | | | | |
| | | | | | | | $ | 731,870,613 | |
| | | | | | | | | | |
| | | |
Cable and Satellite Television — 4.0% | | | | | | | | | | |
Atlantic Broadband Finance, LLC | | | | | | | | | | |
Term Loan, 3.25%, Maturing December 2, 2019 | | | | | 2,104 | | | $ | 2,079,716 | |
Cequel Communications, LLC | | | | | | | | | | |
Term Loan, 3.50%, Maturing February 14, 2019 | | | | | 21,067 | | | | 20,872,870 | |
Charter Communications Operating, LLC | | | | | | | | | | |
Term Loan, 3.00%, Maturing July 1, 2020 | | | | | 15,430 | | | | 15,214,320 | |
Term Loan, 3.00%, Maturing January 3, 2021 | | | | | 15,935 | | | | 15,712,987 | |
Crown Media Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing July 14, 2018 | | | | | 5,323 | | | | 5,295,184 | |
CSC Holdings, Inc. | | | | | | | | | | |
Term Loan, 2.65%, Maturing April 17, 2020 | | | | | 6,091 | | | | 5,971,477 | |
ION Media Networks, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing December 18, 2020 | | | | | 14,788 | | | | 14,866,820 | |
MCC Iowa LLC | | | | | | | | | | |
Term Loan, 3.25%, Maturing January 29, 2021 | | | | | 6,913 | | | | 6,780,008 | |
Mediacom Illinois, LLC | | | | | | | | | | |
Term Loan, 3.12%, Maturing October 23, 2017 | | | | | 2,803 | | | | 2,787,320 | |
Term Loan, 3.75%, Maturing June 30, 2021 | | | | | 4,850 | | | | 4,794,429 | |
Numericable U.S. LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing May 21, 2020 | | | | | 5,230 | | | | 5,248,076 | |
Term Loan, 4.50%, Maturing May 21, 2020 | | | | | 6,045 | | | | 6,066,184 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Cable and Satellite Television (continued) | | | | | | | | | | |
Sterling Entertainment Enterprises, LLC | | | | | | | | | | |
Term Loan, 3.16%, Maturing December 28, 2017 | | | | | 10,878 | | | $ | 10,486,392 | |
UPC Financing Partnership | | | | | | | | | | |
Term Loan, 3.25%, Maturing June 30, 2021 | | | | | 26,709 | | | | 26,155,267 | |
Virgin Media Bristol LLC | | | | | | | | | | |
Term Loan, 3.50%, Maturing June 7, 2020 | | | | | 57,475 | | | | 56,792,484 | |
Virgin Media Investment Holdings Limited | | | | | | | | | | |
Term Loan, 4.25%, Maturing June 30, 2023 | | GBP | | | 4,450 | | | | 7,079,180 | |
Ziggo B.V. | | | | | | | | | | |
Term Loan, 2.75%, Maturing January 15, 2022(4) | | | | | 470 | | | | 458,096 | |
Term Loan, 2.75%, Maturing January 15, 2022(4) | | | | | 9,612 | | | | 9,375,707 | |
Term Loan, 3.00%, Maturing January 15, 2022(4) | | EUR | | | 345 | | | | 426,662 | |
Term Loan, 3.00%, Maturing January 15, 2022(4) | | EUR | | | 4,991 | | | | 6,172,382 | |
Term Loan, 3.00%, Maturing January 15, 2022(4) | | EUR | | | 7,061 | | | | 8,732,356 | |
Term Loan, 3.25%, Maturing January 15, 2022 | | | | | 5,375 | | | | 5,242,659 | |
Term Loan, 3.25%, Maturing January 15, 2022 | | | | | 9,069 | | | | 8,846,351 | |
Term Loan, 3.50%, Maturing January 15, 2022 | | EUR | | | 336 | | | | 415,532 | |
Term Loan, 3.50%, Maturing January 15, 2022 | | EUR | | | 3,945 | | | | 4,878,173 | |
Term Loan, 3.50%, Maturing January 15, 2022 | | EUR | | | 6,323 | | | | 7,819,052 | |
| | | | | | | | | | |
| | | | | | | | $ | 258,569,684 | |
| | | | | | | | | | |
| | | |
Chemicals and Plastics — 5.7% | | | | | | | | | | |
Allnex (Luxembourg) & Cy S.C.A. | | | | | | | | | | |
Term Loan, 4.50%, Maturing October 3, 2019 | | | | | 10,141 | | | $ | 10,103,304 | |
Term Loan, 4.75%, Maturing October 4, 2019 | | EUR | | | 2,740 | | | | 3,424,939 | |
Allnex USA, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing October 3, 2019 | | | | | 5,262 | | | | 5,242,118 | |
Arysta LifeScience SPC, LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing May 29, 2020 | | | | | 20,145 | | | | 20,122,935 | |
Axalta Coating Systems US Holdings Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing February 1, 2020 | | | | | 32,493 | | | | 32,025,580 | |
Term Loan, 4.00%, Maturing February 1, 2020 | | EUR | | | 3,950 | | | | 4,974,693 | |
AZ Chem US Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 12, 2021 | | | | | 6,751 | | | | 6,752,021 | |
Colouroz Investment 1, GmbH | | | | | | | | | | |
Term Loan, Maturing September 7, 2021(2) | | | | | 1,553 | | | | 1,522,305 | |
Term Loan, Maturing September 7, 2021(2) | | | | | 9,397 | | | | 9,208,695 | |
ECO Services Operations LLC | | | | | | | | | | |
Term Loan, Maturing October 8, 2021(2) | | | | | 3,800 | | | | 3,792,875 | |
Emerald Performance Materials, LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing August 1, 2021 | | | | | 4,950 | | | | 4,881,937 | |
Term Loan - Second Lien, 7.75%, Maturing August 1, 2022 | | | | | 5,325 | | | | 5,254,002 | |
Gemini HDPE LLC | | | | | | | | | | |
Term Loan, 4.75%, Maturing August 7, 2021 | | | | | 4,339 | | | | 4,321,054 | |
| | | | |
| | 23 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Chemicals and Plastics (continued) | | | | | | | | | | |
Huntsman International, LLC | |
Term Loan, 3.75%, Maturing August 12, 2021 | | | | | 16,075 | | | $ | 15,944,198 | |
Ineos Finance PLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 4, 2018 | | EUR | | | 7,746 | | | | 9,725,224 | |
Ineos US Finance LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing May 4, 2018 | | | | | 49,817 | | | | 49,180,164 | |
Kronos Worldwide Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing February 18, 2020 | | | | | 5,050 | | | | 5,049,625 | |
MacDermid, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing June 7, 2020 | | | | | 21,369 | | | | 20,934,990 | |
Minerals Technologies Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 9, 2021 | | | | | 20,152 | | | | 20,049,065 | |
OEP Pearl Dutch Acquisition B.V. | | | | | | | | | | |
Term Loan, 6.50%, Maturing March 30, 2018 | | | | | 241 | | | | 242,194 | |
Omnova Solutions Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing May 31, 2018 | | | | | 7,135 | | | | 7,063,940 | |
Orion Engineered Carbons GmbH | | | | | | | | | | |
Term Loan, 5.00%, Maturing July 25, 2021 | | | | | 5,375 | | | | 5,395,156 | |
OXEA Finance LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing January 15, 2020 | | | | | 6,881 | | | | 6,725,689 | |
Term Loan - Second Lien, 8.25%, Maturing July 15, 2020 | | | | | 2,000 | | | | 1,945,600 | |
OXEA Finance S.a.r.l. | | | | | | | | | | |
Term Loan, 4.50%, Maturing January 15, 2020 | | EUR | | | 1,980 | | | | 2,439,676 | |
Polarpak Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 5, 2020 | | | | | 4,813 | | | | 4,759,180 | |
Term Loan, 5.52%, Maturing June 8, 2020 | | CAD | | | 7,189 | | | | 6,346,881 | |
PQ Corporation | | | | | | | | | | |
Term Loan, 4.00%, Maturing August 7, 2017 | | | | | 11,583 | | | | 11,482,115 | |
Solenis International, LP | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 31, 2021 | | | | | 2,925 | | | | 2,871,984 | |
Sonneborn LLC | | | | | | | | | | |
Term Loan, 6.50%, Maturing March 30, 2018 | | | | | 1,368 | | | | 1,372,431 | |
Tata Chemicals North America Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing August 7, 2020 | | | | | 9,850 | | | | 9,634,591 | |
Tronox Pigments (Netherlands) B.V. | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 19, 2020 | | | | | 38,386 | | | | 38,055,425 | |
Univar Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing June 30, 2017 | | | | | 36,002 | | | | 35,821,806 | |
WNA Holdings Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 7, 2020 | | | | | 2,504 | | | | 2,476,227 | |
| |
| | | | | | | | $ | 369,142,619 | |
| |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Conglomerates — 0.5% | | | | | | | | | | |
Bestway UK Holdco Limited | | | | | | | | | | |
Term Loan, 5.31%, Maturing September 30, 2021 | | GBP | | | 2,000 | | | $ | 3,216,732 | |
RGIS Services, LLC | | | | | | | | | | |
Term Loan, 5.50%, Maturing October 18, 2017 | | | | | 11,139 | | | | 10,610,243 | |
Spectrum Brands Europe GmbH | | | | | | | | | | |
Term Loan, 3.75%, Maturing September 4, 2019 | | EUR | | | 9,454 | | | | 11,873,886 | |
Spectrum Brands, Inc. | | | | | | | | | | |
Term Loan, 5.05%, Maturing December 17, 2019 | | CAD | | | 6,603 | | | | 5,828,943 | |
| |
| | | | | | | | $ | 31,529,804 | |
| |
| | | |
Containers and Glass Products — 1.3% | | | | | | | | | | |
Berry Plastics Holding Corporation | | | | | | | | | | |
Term Loan, 3.50%, Maturing February 8, 2020 | | | | | 29,686 | | | $ | 29,119,705 | |
Term Loan, 3.75%, Maturing January 6, 2021 | | | | | 29,523 | | | | 29,077,040 | |
Libbey Glass Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing April 9, 2021 | | | | | 4,190 | | | | 4,144,987 | |
Pelican Products, Inc. | | | | | | | | | | |
Term Loan, 5.25%, Maturing April 10, 2020 | | | | | 6,329 | | | | 6,296,880 | |
Reynolds Group Holdings Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 1, 2018 | | | | | 16,040 | | | | 15,974,026 | |
TricorBraun, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 3, 2018 | | | | | 3,238 | | | | 3,204,399 | |
| |
| | | | | | | | $ | 87,817,037 | |
| |
| | | |
Cosmetics / Toiletries — 0.7% | | | | | | | | | | |
Prestige Brands, Inc. | | | | | | | | | | |
Term Loan, 4.13%, Maturing January 31, 2019 | | | | | 574 | | | $ | 573,965 | |
Term Loan, 4.50%, Maturing September 3, 2021 | | | | | 6,175 | | | | 6,196,872 | |
Revlon Consumer Products Corporation | | | | | | | | | | |
Term Loan, 4.00%, Maturing October 8, 2019 | | | | | 19,230 | | | | 19,029,372 | |
Sun Products Corporation (The) | | | | | | | | | | |
Term Loan, 5.50%, Maturing March 23, 2020 | | | | | 18,943 | | | | 17,048,255 | |
| |
| | | | | | | | $ | 42,848,464 | |
| |
| | | |
Drugs — 2.0% | | | | | | | | | | |
Alkermes, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing September 18, 2019 | | | | | 6,988 | | | $ | 6,893,092 | |
Auxilium Pharmaceuticals, Inc. | | | | | | | | | | |
Term Loan, 6.25%, Maturing April 26, 2017 | | | | | 8,880 | | | | 8,924,474 | |
Endo Luxembourg Finance Company I S.a.r.l. | | | | | | | | | | |
Term Loan, 3.25%, Maturing February 28, 2021 | | | | | 3,806 | | | | 3,767,816 | |
Ikaria, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing February 12, 2021 | | | | | 7,978 | | | | 7,996,389 | |
Term Loan - Second Lien, 8.75%, Maturing February 14, 2022 | | | | | 3,250 | | | | 3,279,793 | |
| | | | |
| | 24 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Drugs (continued) | | | | | | | | | | |
Par Pharmaceutical Companies, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing September 30, 2019 | | | | | 25,899 | | | $ | 25,494,505 | |
Valeant Pharmaceuticals International, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing February 13, 2019 | | | | | 15,995 | | | | 15,884,164 | |
Term Loan, 3.50%, Maturing December 11, 2019 | | | | | 19,179 | | | | 19,031,783 | |
Term Loan, 3.50%, Maturing August 5, 2020 | | | | | 27,304 | | | | 27,133,833 | |
VWR Funding, Inc. | | | | | | | | | | |
Term Loan, 3.40%, Maturing April 3, 2017 | | | | | 14,075 | | | | 13,963,399 | |
| |
| | | | | | | | $ | 132,369,248 | |
| |
|
Ecological Services and Equipment — 0.7% | |
ADS Waste Holdings, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing October 9, 2019 | | | | | 35,273 | | | $ | 34,558,578 | |
EnergySolutions, LLC | | | | | | | | | | |
Term Loan, 6.75%, Maturing May 29, 2020 | | | | | 8,928 | | | | 9,002,019 | |
| |
| | | | | | | | $ | 43,560,597 | |
| |
| | | |
Electronics / Electrical — 11.4% | | | | | | | | | | |
Allflex Holdings III, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 17, 2020 | | | | | 4,096 | | | $ | 4,019,047 | |
Answers Corporation | | | | | | | | | | |
Term Loan, 6.25%, Maturing September 23, 2021 | | | | | 10,475 | | | | 10,160,750 | |
Attachmate Corporation | | | | | | | | | | |
Term Loan, 7.25%, Maturing November 22, 2017 | | | | | 26,369 | | | | 26,402,389 | |
Term Loan - Second Lien, 11.00%, Maturing November 22, 2018 | | | | | 14,746 | | | | 14,976,210 | |
Avago Technologies Cayman Ltd. | | | | | | | | | | |
Term Loan, 3.75%, Maturing May 6, 2021 | | | | | 64,040 | | | | 63,925,125 | |
Blue Coat Systems, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 31, 2019 | | | | | 13,344 | | | | 13,121,855 | |
Term Loan - Second Lien, 9.50%, Maturing June 28, 2020 | | | | | 17,150 | | | | 17,192,875 | |
Campaign Monitor Finance Pty Limited | | | | | | | | | | |
Term Loan, 6.25%, Maturing March 18, 2021 | | | | | 7,487 | | | | 7,412,501 | |
Carros Finance Luxembourg S.a.r.l. | | | | | | | | | | |
Term Loan, 4.50%, Maturing September 30, 2021 | | | | | 3,375 | | | | 3,377,811 | |
Cinedigm Digital Funding I, LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing February 28, 2018 | | | | | 795 | | | | 795,360 | |
CompuCom Systems, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing May 11, 2020 | | | | | 16,077 | | | | 15,323,056 | |
Dealertrack Technologies, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing February 28, 2021 | | | | | 4,937 | | | | 4,876,376 | |
Dell Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing April 29, 2020 | | | | | 88,563 | | | | 88,809,328 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Electronics / Electrical (continued) | | | | | | | | | | |
Eagle Parent, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 16, 2018 | | | | | 13,728 | | | $ | 13,650,742 | |
Entegris, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing April 30, 2021 | | | | | 4,834 | | | | 4,688,645 | |
Excelitas Technologies Corp. | | | | | | | | | | |
Term Loan, 6.00%, Maturing October 31, 2020 | | | | | 9,343 | | | | 9,360,229 | |
Eze Castle Software Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 6, 2020 | | | | | 6,013 | | | | 5,926,106 | |
FIDJI Luxembourg (BC4) S.a.r.l. | | | | | | | | | | |
Term Loan, 6.25%, Maturing December 24, 2020 | | | | | 7,654 | | | | 7,692,019 | |
Freescale Semiconductor, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing February 28, 2020 | | | | | 5,661 | | | | 5,592,684 | |
Term Loan, 5.00%, Maturing January 15, 2021 | | | | | 4,946 | | | | 4,948,341 | |
Go Daddy Operating Company, LLC | | | | | | | | | | |
Term Loan, 4.75%, Maturing May 13, 2021 | | | | | 43,754 | | | | 43,626,236 | |
Hyland Software, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing February 19, 2021 | | | | | 13,398 | | | | 13,398,087 | |
Infor (US), Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing June 3, 2020 | | | | | 3,160 | | | | 3,111,468 | |
Term Loan, 3.75%, Maturing June 3, 2020 | | | | | 58,641 | | | | 57,834,195 | |
Term Loan, 4.00%, Maturing June 3, 2020 | | EUR | | | 3,859 | | | | 4,812,271 | |
M/A-COM Technology Solutions Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing May 7, 2021 | | | | | 5,337 | | | | 5,336,625 | |
Magic Newco LLC | | | | | | | | | | |
Term Loan, 5.00%, Maturing December 12, 2018 | | | | | 36,352 | | | | 36,438,324 | |
MH Sub I, LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing July 8, 2021 | | | | | 550 | | | | 548,789 | |
Term Loan, 5.00%, Maturing July 8, 2021 | | | | | 7,881 | | | | 7,862,395 | |
Microsemi Corporation | | | | | | | | | | |
Term Loan, 3.25%, Maturing February 19, 2020 | | | | | 6,984 | | | | 6,893,355 | |
NXP B.V. | | | | | | | | | | |
Term Loan, 3.25%, Maturing January 11, 2020 | | | | | 14,167 | | | | 14,048,985 | |
Orbotech, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing August 6, 2020 | | | | | 4,300 | | | | 4,246,250 | |
Renaissance Learning, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing April 9, 2021 | | | | | 7,313 | | | | 7,203,551 | |
Term Loan - Second Lien, 8.00%, Maturing April 11, 2022 | | | | | 2,450 | | | | 2,401,000 | |
Rocket Software, Inc. | | | | | | | | | | |
Term Loan, 5.75%, Maturing February 8, 2018 | | | | | 7,475 | | | | 7,470,648 | |
Term Loan - Second Lien, 10.25%, Maturing February 8, 2019 | | | | | 3,000 | | | | 3,020,625 | |
RP Crown Parent, LLC | | | | | | | | | | |
Term Loan, 6.00%, Maturing December 21, 2018 | | | | | 54,013 | | | | 52,514,154 | |
SGMS Escrow Corp. | | | | | | | | | | |
Term Loan, 6.00%, Maturing October 1, 2021 | | | | | 8,125 | | | | 7,968,846 | |
| | | | |
| | 25 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Electronics / Electrical (continued) | | | | | | | | | | |
Shield Finance Co. S.a.r.l. | | | | | | | | | | |
Term Loan, 5.25%, Maturing January 27, 2021 | | EUR | | | 4,478 | | | $ | 5,646,048 | |
Term Loan, 5.00%, Maturing January 29, 2021 | | | | | 6,940 | | | | 6,940,125 | |
Sirius Computer Solutions, Inc. | | | | | | | | | | |
Term Loan, 7.00%, Maturing November 30, 2018 | | | | | 7,212 | | | | 7,293,514 | |
SkillSoft Corporation | | | | | | | | | | |
Term Loan, 5.75%, Maturing April 28, 2021 | | | | | 22,120 | | | | 21,859,193 | |
Smart Technologies ULC | | | | | | | | | | |
Term Loan, 10.50%, Maturing January 31, 2018 | | | | | 9,098 | | | | 9,052,797 | |
Sophia, L.P. | | | | | | | | | | |
Term Loan, 4.00%, Maturing July 19, 2018 | | | | | 7,831 | | | | 7,775,536 | |
SunEdison Semiconductor B.V. | | | | | | | | | | |
Term Loan, 6.50%, Maturing May 22, 2019 | | | | | 8,928 | | | | 8,816,030 | |
SurveyMonkey.com, LLC | | | | | | | | | | |
Term Loan, 5.50%, Maturing February 5, 2019 | | | | | 7,878 | | | | 7,884,987 | |
Sybil Software LLC | | | | | | | | | | |
Term Loan, 4.75%, Maturing March 20, 2020 | | | | | 12,139 | | | | 12,113,465 | |
Vantiv, LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing June 13, 2021 | | | | | 7,403 | | | | 7,354,533 | |
Vertafore, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 3, 2019 | | | | | 26,446 | | | | 26,330,289 | |
Wall Street Systems Delaware, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing April 30, 2021 | | | | | 14,598 | | | | 14,525,205 | |
Websense, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 25, 2020 | | | | | 7,163 | | | | 7,086,689 | |
| |
| | | | | | | | $ | 743,665,664 | |
| |
| | | |
Equipment Leasing — 0.6% | | | | | | | | | | |
Delos Finance S.a.r.l. | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 6, 2021 | | | | | 25,525 | | | $ | 25,432,472 | |
Flying Fortress Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing June 30, 2017 | | | | | 16,500 | | | | 16,469,062 | |
| |
| | | | | | | | $ | 41,901,534 | |
| |
| | | |
Financial Intermediaries — 4.5% | | | | | | | | | | |
American Capital, Ltd. | | | | | | | | | | |
Term Loan, 3.50%, Maturing August 22, 2017 | | | | | 9,244 | | | $ | 9,174,794 | |
Armor Holding II LLC | | | | | | | | | | |
Term Loan, 5.75%, Maturing June 26, 2020 | | | | | 6,355 | | | | 6,301,004 | |
Term Loan - Second Lien, 10.25%, Maturing December 11, 2020 | | | | | 1,500 | | | | 1,485,000 | |
Citco Funding LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing June 29, 2018 | | | | | 22,015 | | | | 21,877,593 | |
Clipper Acquisitions Corp. | | | | | | | | | | |
Term Loan, 3.00%, Maturing February 6, 2020 | | | | | 16,119 | | | | 15,725,247 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Financial Intermediaries (continued) | | | | | | | | | | |
First Data Corporation | | | | | | | | | | |
Term Loan, 3.65%, Maturing March 24, 2017 | | | | | 7,000 | | | $ | 6,956,250 | |
Term Loan, 3.65%, Maturing March 23, 2018 | | | | | 18,280 | | | | 18,135,739 | |
Term Loan, 3.65%, Maturing September 24, 2018 | | | | | 24,150 | | | | 23,961,340 | |
Grosvenor Capital Management Holdings, LLP | | | | | | | | | | |
Term Loan, 3.75%, Maturing January 4, 2021 | | | | | 25,135 | | | | 24,632,361 | |
Guggenheim Partners, LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 22, 2020 | | | | | 19,761 | | | | 19,662,479 | |
Hamilton Lane Advisors, LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing February 28, 2018 | | | | | 3,515 | | | | 3,471,386 | |
Harbourvest Partners, LLC | | | | | | | | | | |
Term Loan, 3.25%, Maturing February 4, 2021 | | | | | 5,863 | | | | 5,745,406 | |
Home Loan Servicing Solutions, Ltd. | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 19, 2020 | | | | | 8,739 | | | | 8,239,483 | |
LPL Holdings, Inc. | | | | | | | | | | |
Term Loan, 3.25%, Maturing March 29, 2019 | | | | | 7,164 | | | | 7,078,465 | |
Medley LLC | | | | | | | | | | |
Term Loan, 6.50%, Maturing June 15, 2019 | | | | | 4,685 | | | | 4,661,801 | |
MIP Delaware, LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 9, 2020 | | | | | 5,263 | | | | 5,253,071 | |
Moneygram International, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing March 27, 2020 | | | | | 3,175 | | | | 2,976,329 | |
NXT Capital, Inc. | | | | | | | | | | |
Term Loan, 6.25%, Maturing September 4, 2018 | | | | | 1,741 | | | | 1,728,147 | |
Term Loan, 6.25%, Maturing September 4, 2018 | | | | | 9,884 | | | | 9,809,805 | |
Ocwen Financial Corporation | | | | | | | | | | |
Term Loan, 5.00%, Maturing February 15, 2018 | | | | | 16,031 | | | | 15,489,833 | |
Oz Management LP | | | | | | | | | | |
Term Loan, 1.65%, Maturing November 15, 2016 | | | | | 10,802 | | | | 10,357,594 | |
Sesac Holdco II, LLC | | | | | | | | | | |
Term Loan, 5.00%, Maturing February 8, 2019 | | | | | 6,333 | | | | 6,313,035 | |
Starwood Property Trust, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing April 17, 2020 | | | | | 16,066 | | | | 15,724,179 | |
Transfirst Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 27, 2017 | | | | | 6,887 | | | | 6,864,755 | |
Walker & Dunlop, Inc. | | | | | | | | | | |
Term Loan, 5.25%, Maturing December 11, 2020 | | | | | 6,302 | | | | 6,270,863 | |
Walter Investment Management Corp. | | | | | | | | | | |
Term Loan, 4.75%, Maturing December 11, 2020 | | | | | 36,580 | | | | 34,659,900 | |
| |
| | | | | | | | $ | 292,555,859 | |
| |
| | | |
Food Products — 5.4% | | | | | | | | | | |
AdvancePierre Foods, Inc. | | | | | | | | | | |
Term Loan, 5.75%, Maturing July 10, 2017 | | | | | 33,847 | | | $ | 33,719,855 | |
| | | | |
| | 26 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Food Products (continued) | | | | | | | | | | |
American Seafoods Group LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing March 18, 2018 | | | | | 1,420 | | | $ | 1,355,955 | |
Big Heart Pet Brands | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 8, 2020 | | | | | 26,007 | | | | 25,073,397 | |
Blue Buffalo Company, Ltd. | | | | | | | | | | |
Term Loan, 3.75%, Maturing August 8, 2019 | | | | | 9,961 | | | | 9,905,013 | |
Charger OpCo B.V. | | | | | | | | | | |
Term Loan, 3.50%, Maturing June 30, 2021 | | EUR | | | 7,025 | | | | 8,743,587 | |
Term Loan, 3.50%, Maturing July 23, 2021 | | | | | 21,150 | | | | 20,885,625 | |
Clearwater Seafoods Limited Partnership | | | | | | | | | | |
Term Loan, 4.75%, Maturing June 24, 2019 | | | | | 3,604 | | | | 3,607,378 | |
CSM Bakery Solutions LLC | | | | | | | | | | |
Term Loan, 5.00%, Maturing July 3, 2020 | | | | | 1,771 | | | | 1,758,080 | |
Del Monte Foods, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing February 18, 2021 | | | | | 22,187 | | | | 20,883,831 | |
Diamond Foods, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing August 20, 2018 | | | | | 11,935 | | | | 11,845,301 | |
Dole Food Company Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing November 1, 2018 | | | | | 43,877 | | | | 43,785,762 | |
H.J. Heinz Company | | | | | | | | | | |
Term Loan, 3.50%, Maturing June 5, 2020 | | | | | 51,936 | | | | 51,676,434 | |
High Liner Foods Incorporated | | | | | | | | | | |
Term Loan, 4.25%, Maturing April 24, 2021 | | | | | 8,781 | | | | 8,682,090 | |
JBS USA Holdings Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing May 25, 2018 | | | | | 15,840 | | | | 15,651,713 | |
Term Loan, 3.75%, Maturing September 18, 2020 | | | | | 13,786 | | | | 13,660,644 | |
Meldrew Participations B.V. | | | | | | | | | | |
Term Loan, 5.00%, Maturing October 31, 2019 | | EUR | | | 6,383 | | | | 7,438,752 | |
Term Loan, 4.50%, (1.50% Cash, 3.00% PIK), Maturing October 31, 2023 | | EUR | | | 3,989 | | | | 4,557,571 | |
NBTY, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing October 1, 2017 | | | | | 49,959 | | | | 49,010,195 | |
Pinnacle Foods Finance LLC | | | | | | | | | | |
Term Loan, 3.25%, Maturing April 29, 2020 | | | | | 5,940 | | | | 5,836,050 | |
Term Loan, 3.25%, Maturing April 29, 2020 | | | | | 12,434 | | | | 12,218,582 | |
Regentrealm Limited | | | | | | | | | | |
Term Loan, 5.00%, Maturing July 29, 2020 | | GBP | | | 2,775 | | | | 4,440,709 | |
| |
| | | | | | | | $ | 354,736,524 | |
| |
| | | |
Food Service — 3.5% | | | | | | | | | | |
Aramark Services, Inc. | | | | | | | | | | |
Term Loan, 3.66%, Maturing July 26, 2016 | | | | | 441 | | | $ | 438,328 | |
Term Loan, 3.66%, Maturing July 26, 2016 | | | | | 918 | | | | 912,133 | |
ARG IH Corporation | | | | | | | | | | |
Term Loan, 4.75%, Maturing November 15, 2020 | | | | | 2,481 | | | | 2,478,536 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Food Service (continued) | | | | | | | | | | |
Buffets, Inc. | | | | | | | | | | |
Term Loan, 0.11%, Maturing April 22, 2015(3) | | | | | 265 | | | $ | 212,360 | |
Burger King Corporation | | | | | | | | | | |
Term Loan, 3.75%, Maturing September 28, 2019 | | | | | 10,976 | | | | 10,972,521 | |
Term Loan - Second Lien, Maturing September 4, 2015(2) | | | | | 10,140 | | | | 10,138,986 | |
CEC Entertainment Concepts, L.P. | | | | | | | | | | |
Term Loan, 4.25%, Maturing February 14, 2021 | | | | | 10,124 | | | | 9,811,968 | |
Centerplate, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing November 26, 2019 | | | | | 4,555 | | | | 4,520,670 | |
Darling International Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing January 6, 2021 | | EUR | | | 9,502 | | | | 11,883,930 | |
Dunkin’ Brands, Inc. | | | | | | | | | | |
Term Loan, 3.25%, Maturing February 7, 2021 | | | | | 42,969 | | | | 42,228,217 | |
Landry’s, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 24, 2018 | | | | | 17,860 | | | | 17,832,412 | |
NPC International, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 28, 2018 | | | | | 13,623 | | | | 13,043,941 | |
P.F. Chang’s China Bistro Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 2, 2019 | | | | | 6,785 | | | | 6,559,929 | |
Seminole Hard Rock Entertainment, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing May 14, 2020 | | | | | 1,827 | | | | 1,802,517 | |
US Foods, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing March 31, 2019 | | | | | 57,947 | | | | 57,862,710 | |
Weight Watchers International, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 2, 2020 | | | | | 44,930 | | | | 34,900,928 | |
| |
| | | | | | | | $ | 225,600,086 | |
| |
| | | |
Food / Drug Retailers — 3.0% | | | | | | | | | | |
Albertson’s Holdings LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing August 25, 2019 | | | | | 21,325 | | | $ | 21,309,454 | |
Term Loan, 4.50%, Maturing August 25, 2021 | | | | | 8,525 | | | | 8,536,244 | |
Albertson’s, LLC | | | | | | | | | | |
Term Loan, 4.75%, Maturing March 21, 2019 | | | | | 26,764 | | | | 26,730,889 | |
General Nutrition Centers, Inc. | | | | | | | | | | |
Term Loan, 3.25%, Maturing March 4, 2019 | | | | | 33,004 | | | | 32,281,925 | |
New Albertson’s, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing June 27, 2021 | | | | | 10,350 | | | | 10,246,500 | |
Pantry, Inc. (The) | | | | | | | | | | |
Term Loan, 4.75%, Maturing August 2, 2019 | | | | | 1,691 | | | | 1,696,839 | |
Rite Aid Corporation | | | | | | | | | | |
Term Loan, 3.50%, Maturing February 21, 2020 | | | | | 41,240 | | | | 40,913,345 | |
Term Loan - Second Lien, 5.75%, Maturing August 21, 2020 | | | | | 25,291 | | | | 25,469,734 | |
| | | | |
| | 27 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Food / Drug Retailers (continued) | | | | | | | | | | |
Supervalu Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing March 21, 2019 | | | | | 29,982 | | | $ | 29,618,594 | |
| |
| | | | | | | | $ | 196,803,524 | |
| |
| | | |
Forest Products — 0.1% | | | | | | | | | | |
SIG Euro Holdings AG & Co. KG | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 2, 2018 | | EUR | | | 2,702 | | | $ | 3,393,732 | |
| |
| | | | | | | | $ | 3,393,732 | |
| |
| | | |
Health Care — 12.6% | | | | | | | | | | |
Akorn, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing April 16, 2021 | | | | | 10,250 | | | $ | 10,202,932 | |
Alere, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing June 30, 2017 | | | | | 23,107 | | | | 23,052,407 | |
Alliance Healthcare Services, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing June 3, 2019 | | | | | 17,394 | | | | 17,187,024 | |
Amneal Pharmaceuticals LLC | | | | | | | | | | |
Term Loan, 4.75%, Maturing November 1, 2019 | | | | | 9,162 | | | | 9,153,905 | |
Ardent Medical Services, Inc. | | | | | | | | | | |
Term Loan, 6.75%, Maturing July 2, 2018 | | | | | 23,436 | | | | 23,523,798 | |
ATI Holdings, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing December 20, 2019 | | | | | 6,293 | | | | 6,301,002 | |
Biomet Inc. | | | | | | | | | | |
Term Loan, 3.65%, Maturing July 25, 2017 | | | | | 40,867 | | | | 40,790,302 | |
BioScrip, Inc. | | | | | | | | | | |
Term Loan, 6.50%, Maturing July 31, 2020 | | | | | 3,003 | | | | 3,020,508 | |
Term Loan, 6.50%, Maturing July 31, 2020 | | | | | 5,005 | | | | 5,034,180 | |
BSN Medical Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing August 28, 2019 | | | | | 4,664 | | | | 4,655,084 | |
CeramTec Acquisition Corporation | | | | | | | | | | |
Term Loan, 4.25%, Maturing August 28, 2020 | | | | | 1,611 | | | | 1,603,033 | |
CHG Healthcare Services Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing November 19, 2019 | | | | | 14,565 | | | | 14,505,768 | |
Community Health Systems, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing January 27, 2021 | | | | | 47,118 | | | | 47,220,933 | |
Convatec Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 22, 2016 | | | | | 3,300 | | | | 3,281,105 | |
CPI Buyer, LLC | | | | | | | | | | |
Term Loan, 5.50%, Maturing August 18, 2021 | | | | | 9,625 | | | | 9,528,750 | |
DaVita HealthCare Partners, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing June 24, 2021 | | | | | 22,693 | | | | 22,508,743 | |
DJO Finance LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing September 15, 2017 | | | | | 18,373 | | | | 18,320,884 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Health Care (continued) | | | | | | | | | | |
Drumm Investors LLC | | | | | | | | | | |
Term Loan, 6.75%, Maturing May 4, 2018 | | | | | 5,825 | | | $ | 5,881,162 | |
Envision Healthcare Corporation | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 25, 2018 | | | | | 41,971 | | | | 41,728,334 | |
Faenza Acquisition GmbH | | | | | | | | | | |
Term Loan, 4.25%, Maturing August 28, 2020 | | | | | 4,891 | | | | 4,866,903 | |
Term Loan, 4.75%, Maturing August 30, 2020 | | EUR | | | 700 | | | | 881,185 | |
Term Loan, 4.75%, Maturing August 30, 2020 | | EUR | | | 2,300 | | | | 2,897,063 | |
Term Loan, 4.25%, Maturing August 31, 2020 | | | | | 16,249 | | | | 16,167,279 | |
Generale De Sante | | | | | | | | | | |
Term Loan, 3.51%, Maturing July 29, 2020 | | EUR | | | 3,000 | | | | 3,768,067 | |
Gentiva Health Services, Inc. | | | | | | | | | | |
Term Loan, 6.50%, Maturing October 18, 2019 | | | | | 21,091 | | | | 21,156,533 | |
Grifols Worldwide Operations USA, Inc. | | | | | | | | | | |
Term Loan, 3.15%, Maturing February 27, 2021 | | | | | 44,814 | | | | 44,288,986 | |
HCA, Inc. | | | | | | | | | | |
Term Loan, 2.98%, Maturing May 1, 2018 | | | | | 18,681 | | | | 18,615,046 | |
Iasis Healthcare LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing May 3, 2018 | | | | | 21,313 | | | | 21,333,260 | |
inVentiv Health, Inc. | | | | | | | | | | |
Term Loan, 7.75%, Maturing May 15, 2018 | | | | | 12,851 | | | | 12,778,497 | |
Term Loan, 7.75%, Maturing May 15, 2018 | | | | | 10,527 | | | | 10,430,437 | |
JLL/Delta Dutch Newco B.V. | | | | | | | | | | |
Term Loan, 4.25%, Maturing March 11, 2021 | | | | | 15,362 | | | | 14,966,494 | |
Term Loan, 4.50%, Maturing March 11, 2021 | | EUR | | | 1,446 | | | | 1,807,087 | |
Kindred Healthcare, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 9, 2021 | | | | | 15,661 | | | | 15,523,718 | |
Kinetic Concepts, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 4, 2018 | | | | | 33,504 | | | | 33,315,930 | |
LHP Hospital Group, Inc. | | | | | | | | | | |
Term Loan, 9.00%, Maturing July 3, 2018 | | | | | 8,091 | | | | 7,787,753 | |
Mallinckrodt International Finance S.A. | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 19, 2021 | | | | | 9,889 | | | | 9,810,450 | |
MedAssets, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 13, 2019 | | | | | 1,783 | | | | 1,771,915 | |
Millennium Laboratories, Inc. | | | | | | | | | | |
Term Loan, 5.25%, Maturing April 16, 2021 | | | | | 21,721 | | | | 21,761,289 | |
MMM Holdings, Inc. | | | | | | | | | | |
Term Loan, 9.75%, Maturing December 12, 2017 | | | | | 7,302 | | | | 7,246,975 | |
MSO of Puerto Rico, Inc. | | | | | | | | | | |
Term Loan, 9.75%, Maturing December 12, 2017 | | | | | 5,309 | | | | 5,255,419 | |
National Mentor Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing January 31, 2021 | | | | | 5,418 | | | | 5,383,889 | |
Onex Carestream Finance LP | | | | | | | | | | |
Term Loan, 5.00%, Maturing June 7, 2019 | | | | | 25,452 | | | | 25,516,055 | |
| | | | |
| | 28 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Health Care (continued) | | | | | | | | | | |
Opal Acquisition, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing November 27, 2020 | | | | | 18,396 | | | $ | 18,378,543 | |
Ortho-Clinical Diagnostics, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing June 30, 2021 | | | | | 30,270 | | | | 29,958,227 | |
Pharmaceutical Product Development LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 5, 2018 | | | | | 41,958 | | | | 41,711,708 | |
PRA Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing September 23, 2020 | | | | | 16,781 | | | | 16,612,695 | |
Radnet Management, Inc. | | | | | | | | | | |
Term Loan, 4.28%, Maturing October 10, 2018 | | | | | 14,039 | | | | 13,898,210 | |
RegionalCare Hospital Partners, Inc. | | | | | | | | | | |
Term Loan, 6.00%, Maturing April 19, 2019 | | | | | 4,464 | | | | 4,472,182 | |
Sage Products Holdings III, LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 13, 2019 | | | | | 7,274 | | | | 7,253,028 | |
Salix Pharmaceuticals, Ltd. | | | | | | | | | | |
Term Loan, 4.25%, Maturing January 2, 2020 | | | | | 13,355 | | | | 13,365,425 | |
Select Medical Corporation | | | | | | | | | | |
Term Loan, 3.75%, Maturing June 1, 2018 | | | | | 8,825 | | | | 8,758,813 | |
Steward Health Care System LLC | | | | | | | | | | |
Term Loan, 6.75%, Maturing April 12, 2020 | | | | | 11,252 | | | | 11,174,970 | |
TriZetto Corporation | | | | | | | | | | |
Term Loan, 4.75%, Maturing May 2, 2018 | | | | | 15,768 | | | | 15,777,717 | |
Truven Health Analytics Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 6, 2019 | | | | | 10,863 | | | | 10,632,044 | |
U.S. Renal Care, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 3, 2019 | | | | | 14,438 | | | | 14,356,968 | |
| |
| | | | | | | | $ | 821,180,614 | |
| |
| | | |
Home Furnishings — 0.8% | | | | | | | | | | |
Interline Brands, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 17, 2021 | | | | | 2,463 | | | $ | 2,410,806 | |
Serta Simmons Holdings, LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 1, 2019 | | | | | 34,564 | | | | 34,299,678 | |
Tempur-Pedic International Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 18, 2020 | | | | | 17,402 | | | | 17,195,709 | |
| |
| | | | | | | | $ | 53,906,193 | |
| |
| | | |
Industrial Equipment — 3.7% | | | | | | | | | | |
Alliance Laundry Systems LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 10, 2018 | | | | | 7,304 | | | $ | 7,243,441 | |
Apex Tool Group, LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing January 31, 2020 | | | | | 45,450 | | | | 43,177,765 | |
Delachaux S.A. | | | | | | | | | | |
Term Loan, Maturing September 25, 2021(2) | | | | | 5,350 | | | | 5,370,063 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Industrial Equipment (continued) | | | | | | | | | | |
Doosan Infracore International, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing May 28, 2021 | | | | | 11,571 | | | $ | 11,595,102 | |
Filtration Group Corporation | | | | | | | | | | |
Term Loan, 4.50%, Maturing November 21, 2020 | | | | | 2,605 | | | | 2,598,799 | |
Term Loan - Second Lien, 8.25%, Maturing November 21, 2021 | | | | | 4,200 | | | | 4,198,690 | |
Gardner Denver, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 30, 2020 | | | | | 14,449 | | | | 14,254,134 | |
Term Loan, 4.75%, Maturing July 30, 2020 | | EUR | | | 3,292 | | | | 4,128,741 | |
Husky Injection Molding Systems Ltd. | | | | | | | | | | |
Term Loan, 4.25%, Maturing June 30, 2021 | | | | | 24,888 | | | | 24,503,479 | |
Term Loan - Second Lien, 7.25%, Maturing June 30, 2022 | | | | | 6,750 | | | | 6,615,000 | |
Manitowoc Company, Inc. (The) | | | | | | | | | | |
Term Loan, 3.25%, Maturing January 3, 2021 | | | | | 2,129 | | | | 2,087,274 | |
Milacron LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 30, 2020 | | | | | 16,280 | | | | 15,873,125 | |
NN, Inc. | | | | | | | | | | |
Term Loan, 6.00%, Maturing August 27, 2021 | | | | | 6,425 | | | | 6,404,922 | |
Paladin Brands Holding, Inc. | | | | | | | | | | |
Term Loan, 6.75%, Maturing August 16, 2019 | | | | | 10,627 | | | | 10,620,493 | |
Rexnord LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing August 21, 2020 | | | | | 34,855 | | | | 34,397,739 | |
Signode Industrial Group US Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 1, 2021 | | | | | 11,493 | | | | 11,305,838 | |
Spansion LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing December 19, 2019 | | | | | 9,622 | | | | 9,469,470 | |
STS Operating, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing February 21, 2021 | | | | | 3,085 | | | | 3,081,126 | |
Tank Holding Corp. | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 9, 2019 | | | | | 13,808 | | | | 13,648,563 | |
Unifrax Corporation | | | | | | | | | | |
Term Loan, 4.25%, Maturing November 28, 2018 | | | | | 4,386 | | | | 4,353,359 | |
Virtuoso US LLC | | | | | | | | | | |
Term Loan, 4.75%, Maturing February 11, 2021 | | | | | 4,378 | | | | 4,343,799 | |
| |
| | | | | | | | $ | 239,270,922 | |
| |
| | | |
Insurance — 4.1% | | | | | | | | | | |
Alliant Holdings I, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 20, 2019 | | | | | 17,401 | | | $ | 17,161,621 | |
AmWINS Group, LLC | | | | | | | | | | |
Term Loan, 5.00%, Maturing September 6, 2019 | | | | | 31,564 | | | | 31,557,154 | |
Applied Systems, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing January 25, 2021 | | | | | 4,565 | | | | 4,525,378 | |
| | | | |
| | 29 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Insurance (continued) | | | | | | | | | | |
Asurion LLC | | | | | | | | | | |
Term Loan, 5.00%, Maturing May 24, 2019 | | | | | 91,676 | | | $ | 91,811,766 | |
Term Loan, 4.25%, Maturing July 8, 2020 | | | | | 4,354 | | | | 4,299,341 | |
Term Loan - Second Lien, 8.50%, Maturing March 3, 2021 | | | | | 10,675 | | | | 10,871,826 | |
CGSC of Delaware Holding Corporation | | | | | | | | | | |
Term Loan, 5.00%, Maturing April 16, 2020 | | | | | 10,433 | | | | 9,441,842 | |
CNO Financial Group, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing September 20, 2018 | | | | | 20,924 | | | | 20,779,795 | |
Cunningham Lindsey U.S. Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing December 10, 2019 | | | | | 10,966 | | | | 10,746,380 | |
Term Loan - Second Lien, 9.25%, Maturing June 10, 2020 | | | | | 6,266 | | | | 6,279,619 | |
Hub International Limited | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 2, 2020 | | | | | 28,879 | | | | 28,510,920 | |
USI, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 27, 2019 | | | | | 32,553 | | | | 32,227,185 | |
| |
| | | | | | | | $ | 268,212,827 | |
| |
|
Leisure Goods / Activities / Movies — 3.6% | |
AMC Entertainment, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing April 30, 2020 | | | | | 23,865 | | | $ | 23,554,423 | |
Bally Technologies, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing November 25, 2020 | | | | | 11,522 | | | | 11,493,478 | |
Bombardier Recreational Products, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing January 30, 2019 | | | | | 20,906 | | | | 20,582,328 | |
ClubCorp Club Operations, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing July 24, 2020 | | | | | 9,939 | | | | 9,868,166 | |
Dave & Buster’s, Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing July 25, 2020 | | | | | 224 | | | | 223,476 | |
Emerald Expositions Holding, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing June 17, 2020 | | | | | 8,190 | | | | 8,189,745 | |
Equinox Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing January 31, 2020 | | | | | 12,454 | | | | 12,344,584 | |
Fender Musical Instruments Corporation | | | | | | | | | | |
Term Loan, 5.75%, Maturing April 3, 2019 | | | | | 2,677 | | | | 2,664,543 | |
Kasima, LLC | | | | | | | | | | |
Term Loan, 3.25%, Maturing May 17, 2021 | | | | | 6,624 | | | | 6,562,162 | |
Live Nation Entertainment, Inc. | | | | | | | | | | |
Term Loan, 3.50%, Maturing August 17, 2020 | | | | | 12,842 | | | | 12,689,639 | |
Merlin Entertainment Group Luxembourg 2 S.a.r.l. | | | | | | | | | | |
Term Loan, 3.41%, Maturing June 28, 2019 | | | | | 7,421 | | | | 7,397,238 | |
Nord Anglia Education Finance LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing March 31, 2021 | | | | | 8,928 | | | | 8,849,508 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Leisure Goods / Activities / Movies (continued) | |
Sabre, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing February 19, 2019 | | | | | 8,871 | | | $ | 8,751,876 | |
SeaWorld Parks & Entertainment, Inc. | | | | | | | | | | |
Term Loan, 3.00%, Maturing May 14, 2020 | | | | | 21,989 | | | | 21,098,727 | |
Sonifi Solutions, Inc. | | | | | | | | | | |
Term Loan, 6.75%, Maturing March 31, 2018(3) | | | | | 882 | | | | 61,732 | |
SRAM, LLC | | | | | | | | | | |
Term Loan, 4.01%, Maturing April 10, 2020 | | | | | 18,252 | | | | 17,978,411 | |
Steinway Musical Instruments, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing September 19, 2019 | | | | | 2,980 | | | | 2,974,362 | |
Town Sports International Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing November 16, 2020 | | | | | 11,538 | | | | 9,614,840 | |
US Finco LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing May 29, 2020 | | | | | 8,135 | | | | 7,993,000 | |
Term Loan - Second Lien, 8.25%, Maturing November 30, 2020 | | | | | 7,200 | | | | 7,164,000 | |
WMG Acquisition Corp. | | | | | | | | | | |
Term Loan, 3.75%, Maturing July 1, 2020 | | | | | 19,206 | | | | 18,633,815 | |
Zuffa LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing February 25, 2020 | | | | | 14,337 | | | | 14,008,135 | |
| |
| | | | | | | | $ | 232,698,188 | |
| |
| | | |
Lodging and Casinos — 3.8% | | | | | | | | | | |
Affinity Gaming, LLC | | | | | | | | | | |
Term Loan, 5.25%, Maturing November 9, 2017 | | | | | 2,376 | | | $ | 2,376,676 | |
Amaya Holdings B.V. | | | | | | | | | | |
Term Loan, 5.00%, Maturing August 1, 2021 | | | | | 26,475 | | | | 26,309,531 | |
Term Loan - Second Lien, 8.00%, Maturing August 1, 2022 | | | | | 7,150 | | | | 7,227,456 | |
Boyd Gaming Corporation | | | | | | | | | | |
Term Loan, 4.00%, Maturing August 14, 2020 | | | | | 3,909 | | | | 3,881,382 | |
Caesars Entertainment Operating Company | | | | | | | | | | |
Term Loan, 6.99%, Maturing March 1, 2017 | | | | | 13,723 | | | | 12,329,630 | |
CityCenter Holdings, LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 16, 2020 | | | | | 7,229 | | | | 7,196,125 | |
Four Seasons Holdings Inc. | | | | | | | | | | |
Term Loan - Second Lien, 6.25%, Maturing December 27, 2020 | | | | | 1,842 | | | | 1,855,815 | |
Gala Group Ltd. | | | | | | | | | | |
Term Loan, 5.50%, Maturing May 28, 2018 | | GBP | | | 25,725 | | | | 41,059,045 | |
Golden Nugget, Inc. | | | | | | | | | | |
Term Loan, 5.50%, Maturing November 21, 2019 | | | | | 1,295 | | | | 1,307,355 | |
Term Loan, 5.50%, Maturing November 21, 2019 | | | | | 3,022 | | | | 3,050,495 | |
Hilton Worldwide Finance, LLC | | | | | | | | | | |
Term Loan, 3.50%, Maturing October 26, 2020 | | | | | 55,541 | | | | 55,072,192 | |
| | | | |
| | 30 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Lodging and Casinos (continued) | | | | | | | | | | |
La Quinta Intermediate Holdings LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 14, 2021 | | | | | 6,675 | | | $ | 6,629,106 | |
MGM Resorts International | | | | | | | | | | |
Term Loan, 3.50%, Maturing December 20, 2019 | | | | | 32,093 | | | | 31,756,666 | |
Pinnacle Entertainment, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing August 13, 2020 | | | | | 6,244 | | | | 6,183,263 | |
Playa Resorts Holding B.V. | | | | | | | | | | |
Term Loan, 4.00%, Maturing August 6, 2019 | | | | | 3,064 | | | | 3,025,725 | |
Scientific Games International, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 18, 2020 | | | | | 33,745 | | | | 33,655,373 | |
Tropicana Entertainment Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing November 27, 2020 | | | | | 1,997 | | | | 1,962,335 | |
| |
| | | | | | | | $ | 244,878,170 | |
| |
| | | |
Nonferrous Metals / Minerals — 2.0% | | | | | | | | | | |
Alpha Natural Resources, LLC | | | | | | | | | | |
Term Loan, 3.50%, Maturing May 22, 2020 | | | | | 18,572 | | | $ | 16,188,763 | |
Arch Coal Inc. | | | | | | | | | | |
Term Loan, 6.25%, Maturing May 16, 2018 | | | | | 31,175 | | | | 27,690,039 | |
Fairmount Minerals Ltd. | | | | | | | | | | |
Term Loan, 4.50%, Maturing September 5, 2019 | | | | | 17,313 | | | | 17,281,009 | |
Murray Energy Corporation | | | | | | | | | | |
Term Loan, 5.25%, Maturing December 5, 2019 | | | | | 15,049 | | | | 14,936,505 | |
Noranda Aluminum Acquisition Corporation | | | | | | | | | | |
Term Loan, 5.75%, Maturing February 28, 2019 | | | | | 6,178 | | | | 6,027,693 | |
Novelis, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing March 10, 2017 | | | | | 16,801 | | | | 16,666,461 | |
Oxbow Carbon LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 19, 2019 | | | | | 3,633 | | | | 3,587,402 | |
Term Loan - Second Lien, 8.00%, Maturing January 17, 2020 | | | | | 6,400 | | | | 6,272,000 | |
United Central Industrial Supply Company, L.L.C. | | | | | | | | | | |
Term Loan, 7.50%, Maturing October 9, 2018 | | | | | 3,990 | | | | 3,995,306 | |
Term Loan - Second Lien, 12.50%, Maturing April 9, 2019 | | | | | 1,250 | | | | 1,237,500 | |
Walter Energy, Inc. | | | | | | | | | | |
Term Loan, 7.25%, Maturing April 2, 2018 | | | | | 19,269 | | | | 16,715,573 | |
| |
| | | | | | | | $ | 130,598,251 | |
| |
| | | |
Oil and Gas — 4.8% | | | | | | | | | | |
Ameriforge Group, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing December 19, 2019 | | | | | 27,342 | | | $ | 27,248,471 | |
Term Loan - Second Lien, 8.75%, Maturing December 19, 2020 | | | | | 10,375 | | | | 10,426,875 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Oil and Gas (continued) | | | | | | | | | | |
Bronco Midstream Funding LLC | | | | | | | | | | |
Term Loan, 5.00%, Maturing August 17, 2020 | | | | | 20,147 | | | $ | 20,134,611 | |
Citgo Petroleum Corporation | | | | | | | | | | |
Term Loan, 4.50%, Maturing July 29, 2021 | | | | | 9,450 | | | | 9,463,778 | |
Crestwood Holdings LLC | | | | | | | | | | |
Term Loan, 7.00%, Maturing June 19, 2019 | | | | | 5,981 | | | | 5,983,920 | |
Drillships Ocean Ventures Inc. | | | | | | | | | | |
Term Loan, 5.50%, Maturing July 25, 2021 | | | | | 10,175 | | | | 9,792,956 | |
Energy Transfer Equity, L.P. | | | | | | | | | | |
Term Loan, 3.25%, Maturing December 2, 2019 | | | | | 18,325 | | | | 18,078,767 | |
Fieldwood Energy LLC | | | | | | | | | | |
Term Loan, 3.88%, Maturing September 28, 2018 | | | | | 9,237 | | | | 9,054,302 | |
Term Loan - Second Lien, 8.38%, Maturing September 30, 2020 | | | | | 6,050 | | | | 5,847,325 | |
Floatel International, Ltd. | | | | | | | | | | |
Term Loan, 6.00%, Maturing June 27, 2020 | | | | | 10,124 | | | | 9,839,384 | |
MEG Energy Corp. | | | | | | | | | | |
Term Loan, 3.75%, Maturing March 31, 2020 | | | | | 38,542 | | | | 37,953,960 | |
Obsidian Natural Gas Trust | | | | | | | | | | |
Term Loan, 7.00%, Maturing November 2, 2015 | | | | | 4,110 | | | | 4,089,443 | |
Paragon Offshore Finance Company | | | | | | | | | | |
Term Loan, 3.75%, Maturing July 18, 2021 | | | | | 8,225 | | | | 7,690,375 | |
Ruby Western Pipeline Holdings, LLC | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 27, 2020 | | | | | 7,680 | | | | 7,661,206 | |
Samson Investment Company | | | | | | | | | | |
Term Loan - Second Lien, 5.00%, Maturing September 25, 2018 | | | | | 16,275 | | | | 15,135,750 | |
Seadrill Partners Finco LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing February 21, 2021 | | | | | 39,920 | | | | 37,888,603 | |
Sheridan Investment Partners II, L.P. | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 16, 2020 | | | | | 346 | | | | 332,897 | |
Term Loan, 4.25%, Maturing December 16, 2020 | | | | | 927 | | | | 892,615 | |
Term Loan, 4.25%, Maturing December 16, 2020 | | | | | 6,667 | | | | 6,416,739 | |
Sheridan Production Partners I, LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 1, 2019 | | | | | 1,354 | | | | 1,312,700 | |
Term Loan, 4.25%, Maturing October 1, 2019 | | | | | 2,217 | | | | 2,149,129 | |
Term Loan, 4.25%, Maturing October 1, 2019 | | | | | 16,731 | | | | 16,218,836 | |
Tallgrass Operations, LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing November 13, 2017 | | | | | 6,174 | | | | 6,152,299 | |
Term Loan, 4.25%, Maturing November 13, 2018 | | | | | 13,363 | | | | 13,334,691 | |
Tervita Corporation | | | | | | | | | | |
Term Loan, 6.25%, Maturing May 15, 2018 | | | | | 28,750 | | | | 27,965,339 | |
| |
| | | | | | | | $ | 311,064,971 | |
| |
| | | | |
| | 31 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Publishing — 3.2% | | | | | | | | | | |
Advanstar Communications Inc. | | | | | | | | | | |
Term Loan, 5.50%, Maturing April 29, 2019 | | | | | 5,491 | | | $ | 5,499,381 | |
Ascend Learning, LLC | | | | | | | | | | |
Term Loan, 6.00%, Maturing July 31, 2019 | | | | | 12,927 | | | | 13,000,029 | |
Getty Images, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing October 18, 2019 | | | | | 62,776 | | | | 59,264,778 | |
Interactive Data Corporation | | | | | | | | | | |
Term Loan, 4.75%, Maturing May 2, 2021 | | | | | 16,334 | | | | 16,354,480 | |
Laureate Education, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing June 15, 2018 | | | | | 50,581 | | | | 48,936,694 | |
McGraw-Hill Global Education Holdings, LLC | | | | | | | | | | |
Term Loan, 5.75%, Maturing March 22, 2019 | | | | | 4,194 | | | | 4,207,947 | |
Media General, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing July 31, 2020 | | | | | 10,067 | | | | 10,023,393 | |
Merrill Communications, LLC | | | | | | | | | | |
Term Loan, 5.75%, Maturing March 8, 2018 | | | | | 5,097 | | | | 5,119,725 | |
Multi Packaging Solutions, Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing September 30, 2020 | | | | | 3,010 | | | | 2,970,370 | |
Nelson Education Ltd. | | | | | | | | | | |
Term Loan, 6.75%, Maturing July 3, 2014(16) | | | | | 1,338 | | | | 1,106,834 | |
Penton Media, Inc. | | | | | | | | | | |
Term Loan, 5.50%, Maturing October 3, 2019 | | | | | 5,396 | | | | 5,402,244 | |
ProQuest LLC | | | | | | | | | | |
Term Loan, Maturing October 24, 2021(2) | | | | | 5,400 | | | | 5,401,123 | |
Rentpath, Inc. | | | | | | | | | | |
Term Loan, 6.25%, Maturing May 29, 2020 | | | | | 12,826 | | | | 12,849,811 | |
Springer Science+Business Media Deutschland GmbH | | | | | | | | | | |
Term Loan, 4.75%, Maturing August 16, 2021 | | EUR | | | 1,980 | | | | 2,480,619 | |
Term Loan, 4.75%, Maturing August 16, 2021 | | | | | 7,405 | | | | 7,361,984 | |
Trader Media Corporation Limited | | | | | | | | | | |
Term Loan, 4.75%, Maturing June 8, 2017 | | GBP | | | 5,625 | | | | 8,960,820 | |
| |
| | | | | | | | $ | 208,940,232 | |
| |
|
Radio and Television — 2.8% | |
ALM Media Holdings, Inc. | | | | | | | | | | |
Term Loan, 5.50%, Maturing July 31, 2020 | | | | | 4,200 | | | $ | 4,189,500 | |
Block Communications, Inc. | | | | | | | | | | |
Term Loan, Maturing October 21, 2021(2) | | | | | 2,150 | | | | 2,151,344 | |
Clear Channel Communications, Inc. | | | | | | | | | | |
Term Loan, 3.80%, Maturing January 29, 2016 | | | | | 67 | | | | 66,969 | |
Term Loan, 6.90%, Maturing January 30, 2019 | | | | | 17,994 | | | | 17,044,985 | |
Term Loan, 7.65%, Maturing July 30, 2019 | | | | | 2,571 | | | | 2,491,360 | |
Cumulus Media Holdings Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 23, 2020 | | | | | 41,345 | | | | 40,812,644 | |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Radio and Television (continued) | |
Entercom Radio, LLC | | | | | | | | | | |
Term Loan, 4.00%, Maturing November 23, 2018 | | | | | 4,627 | | | $ | 4,627,067 | |
Entravision Communications Corporation | | | | | | | | | | |
Term Loan, 3.50%, Maturing May 29, 2020 | | | | | 15,028 | | | | 14,652,300 | |
Gray Television, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing June 10, 2021 | | | | | 2,843 | | | | 2,817,408 | |
Hubbard Radio, LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing April 29, 2019 | | | | | 1,834 | | | | 1,826,965 | |
LIN Television Corporation | | | | | | | | | | |
Term Loan, 4.00%, Maturing December 21, 2018 | | | | | 7,296 | | | | 7,268,166 | |
Mission Broadcasting, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing October 1, 2020 | | | | | 6,436 | | | | 6,347,142 | |
Nexstar Broadcasting, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing October 1, 2020 | | | | | 7,298 | | | | 7,197,759 | |
Radio One, Inc. | | | | | | | | | | |
Term Loan, 7.50%, Maturing March 31, 2016 | | | | | 3,822 | | | | 3,850,236 | |
Raycom TV Broadcasting, LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing August 4, 2021 | | | | | 2,474 | | | | 2,454,949 | |
Sinclair Television Group Inc. | | | | | | | | | | |
Term Loan, 3.00%, Maturing April 9, 2020 | | | | | 4,393 | | | | 4,286,576 | |
TWCC Holding Corp. | | | | | | | | | | |
Term Loan, 3.50%, Maturing February 13, 2017 | | | | | 9,246 | | | | 9,138,025 | |
Term Loan - Second Lien, 7.00%, Maturing June 26, 2020 | | | | | 14,523 | | | | 14,295,794 | |
Univision Communications Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 1, 2020 | | | | | 9,350 | | | | 9,258,315 | |
Term Loan, 4.00%, Maturing March 1, 2020 | | | | | 25,055 | | | | 24,838,796 | |
| |
| | | | | | | | $ | 179,616,300 | |
| |
|
Retailers (Except Food and Drug) — 7.3% | |
99 Cents Only Stores | | | | | | | | | | |
Term Loan, 4.50%, Maturing January 11, 2019 | | | | | 25,542 | | | $ | 25,358,511 | |
B&M Retail Limited | | | | | | | | | | |
Term Loan, 4.32%, Maturing May 21, 2019 | | GBP | | | 3,750 | | | | 5,920,892 | |
Term Loan, 4.32%, Maturing April 28, 2020 | | GBP | | | 3,000 | | | | 4,768,507 | |
B.C. Unlimited Liability Company | | | | | | | | | | |
Term Loan, 4.50%, Maturing October 27, 2021 | | | | | 61,050 | | | | 61,096,642 | |
Bass Pro Group, LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing November 20, 2019 | | | | | 22,765 | | | | 22,523,453 | |
CDW LLC | | | | | | | | | | |
Term Loan, 3.25%, Maturing April 29, 2020 | | | | | 38,609 | | | | 37,826,697 | |
David’s Bridal, Inc. | | | | | | | | | | |
Term Loan, 5.00%, Maturing October 11, 2019 | | | | | 11,370 | | | | 11,107,419 | |
Douglas Holding AG | | | | | | | | | | |
Term Loan, 3.95%, Maturing December 12, 2019 | | EUR | | | 4,200 | | | | 5,278,268 | |
Term Loan, 4.31%, Maturing June 12, 2020 | | EUR | | | 1,700 | | | | 2,135,681 | |
| | | | |
| | 32 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Retailers (Except Food and Drug) (continued) | |
Evergreen Acqco 1 LP | | | | | | | | | | |
Term Loan, 5.00%, Maturing July 9, 2019 | | | | | 6,142 | | | $ | 6,111,524 | |
Harbor Freight Tools USA, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing July 26, 2019 | | | | | 10,616 | | | | 10,628,895 | |
Hudson’s Bay Company | | | | | | | | | | |
Term Loan, 4.75%, Maturing November 4, 2020 | | | | | 30,069 | | | | 30,158,024 | |
J. Crew Group, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 5, 2021 | | | | | 27,039 | | | | 26,221,191 | |
Jo-Ann Stores, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 16, 2018 | | | | | 18,620 | | | | 17,922,112 | |
Men’s Wearhouse, Inc. (The) | | | | | | | | | | |
Term Loan, 4.50%, Maturing June 18, 2021 | | | | | 13,875 | | | | 13,857,656 | |
Michaels Stores, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing January 28, 2020 | | | | | 21,301 | | | | 20,974,470 | |
Term Loan, 4.00%, Maturing January 28, 2020 | | | | | 9,875 | | | | 9,764,153 | |
Neiman Marcus Group, Inc. (The) | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 25, 2020 | | | | | 37,838 | | | | 37,304,029 | |
Party City Holdings Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing July 27, 2019 | | | | | 20,964 | | | | 20,583,756 | |
Pep Boys-Manny, Moe & Jack (The) | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 11, 2018 | | | | | 1,965 | | | | 1,957,631 | |
Petco Animal Supplies, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing November 24, 2017 | | | | | 9,722 | | | | 9,654,608 | |
PFS Holding Corporation | | | | | | | | | | |
Term Loan, 4.50%, Maturing January 31, 2021 | | | | | 9,303 | | | | 7,907,763 | |
Pier 1 Imports (U.S.), Inc. | | | | | | | | | | |
Term Loan, 4.50%, Maturing April 30, 2021 | | | | | 5,337 | | | | 5,296,600 | |
Pilot Travel Centers LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing October 1, 2021 | | | | | 18,975 | | | | 19,031,337 | |
Rent-A-Center, Inc. | | | | | | | | | | |
Term Loan, 3.75%, Maturing March 19, 2021 | | | | | 5,298 | | | | 5,192,408 | |
Spin Holdco Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing November 14, 2019 | | | | | 28,439 | | | | 28,202,281 | |
Toys ‘R’ Us Property Company I, LLC | | | | | | | | | | |
Term Loan, 6.00%, Maturing August 21, 2019 | | | | | 16,756 | | | | 15,970,324 | |
Vivarte SA | | | | | | | | | | |
Term Loan, 5.01%, (1.26% Cash, 3.75% PIK), Maturing October 29, 2020(13) | | EUR | | | 4,204 | | | | 4,691,879 | |
Term Loan, 11.01%, (4.01% Cash, 7.00% PIK), Maturing July 24, 2019(15) | | EUR | | | 2,782 | | | | 3,628,344 | |
Wilton Brands LLC | | | | | | | | | | |
Term Loan, 7.50%, Maturing August 30, 2018 | | | | | 3,289 | | | | 3,108,191 | |
| |
| | | | | | | | $ | 474,183,246 | |
| |
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
| | | |
Steel — 2.2% | | | | | | | | | | |
Essar Steel Algoma, Inc. | | | | | | | | | | |
Term Loan, 10.25%, Maturing November 15, 2014 | | | | | 6,226 | | | $ | 6,248,107 | |
FMG Resources (August 2006) Pty. Ltd. | | | | | | | | | | |
Term Loan, 3.75%, Maturing June 30, 2019 | | | | | 78,513 | | | | 76,732,624 | |
JFB Firth Rixson Inc. | | | | | | | | | | |
Term Loan, 4.25%, Maturing June 30, 2017 | | | | | 8,158 | | | | 8,141,043 | |
Term Loan, 5.00%, Maturing June 30, 2017 | | GBP | | | 3,940 | | | | 6,300,653 | |
JMC Steel Group, Inc. | | | | | | | | | | |
Term Loan, 4.75%, Maturing April 1, 2017 | | | | | 10,912 | | | | 10,787,007 | |
Neenah Foundry Company | | | | | | | | | | |
Term Loan, 6.75%, Maturing April 26, 2017 | | | | | 6,529 | | | | 6,501,429 | |
Patriot Coal Corporation | | | | | | | | | | |
Term Loan, 9.00%, Maturing December 15, 2018 | | | | | 11,736 | | | | 11,403,788 | |
Waupaca Foundry, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing June 29, 2017 | | | | | 16,170 | | | | 16,143,137 | |
| |
| | | | | | | | $ | 142,257,788 | |
| |
|
Surface Transport — 0.9% | |
Hertz Corporation (The) | | | | | | | | | | |
Term Loan, 1.88%, Maturing March 11, 2018 | | | | | 9,600 | | | $ | 9,552,000 | |
Term Loan, 3.00%, Maturing March 11, 2018 | | | | | 14,126 | | | | 13,784,180 | |
Term Loan, 3.75%, Maturing March 12, 2018 | | | | | 15,548 | | | | 15,416,883 | |
Stena International S.a.r.l. | | | | | | | | | | |
Term Loan, 4.00%, Maturing March 3, 2021 | | | | | 17,761 | | | | 17,494,339 | |
| |
| | | | | | | | $ | 56,247,402 | |
| |
|
Telecommunications — 2.7% | |
Intelsat Jackson Holdings S.A. | | | | | | | | | | |
Term Loan, 3.75%, Maturing June 30, 2019 | | | | | 70,100 | | | $ | 69,661,875 | |
IPC Systems, Inc. | | | | | | | | | | |
Term Loan, 6.00%, Maturing November 8, 2020 | | | | | 10,973 | | | | 10,975,934 | |
SBA Senior Finance II LLC | | | | | | | | | | |
Term Loan, 3.25%, Maturing March 24, 2021 | | | | | 29,668 | | | | 29,198,390 | |
Syniverse Holdings, Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 23, 2019 | | | | | 12,408 | | | | 12,291,667 | |
Term Loan, 4.00%, Maturing April 23, 2019 | | | | | 21,114 | | | | 20,797,377 | |
Telesat Canada | | | | | | | | | | |
Term Loan, 3.50%, Maturing March 28, 2019 | | | | | 31,727 | | | | 31,323,657 | |
| |
| | | | | | | | $ | 174,248,900 | |
| |
|
Utilities — 2.2% | |
Calpine Construction Finance Company, L.P. | | | | | | | | | | |
Term Loan, 3.00%, Maturing May 3, 2020 | | | | | 7,085 | | | $ | 6,899,323 | |
Term Loan, 3.25%, Maturing January 31, 2022 | | | | | 4,702 | | | | 4,584,398 | |
| | | | |
| | 33 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Borrower/Tranche Description | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Utilities (continued) | |
Calpine Corporation | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 1, 2018 | | | | | 4,639 | | | $ | 4,609,986 | |
Term Loan, 4.00%, Maturing April 1, 2018 | | | | | 14,244 | | | | 14,172,834 | |
Term Loan, 4.00%, Maturing October 9, 2019 | | | | | 12,838 | | | | 12,726,669 | |
Term Loan, 4.00%, Maturing October 30, 2020 | | | | | 3,350 | | | | 3,319,480 | |
Dynegy Holdings Inc. | | | | | | | | | | |
Term Loan, 4.00%, Maturing April 23, 2020 | | | | | 13,569 | | | | 13,509,459 | |
EFS Cogen Holdings I LLC | | | | | | | | | | |
Term Loan, 3.75%, Maturing December 17, 2020 | | | | | 5,118 | | | | 5,101,791 | |
Electrical Components International, Inc. | | | | | | | | | | |
Term Loan, 5.75%, Maturing May 28, 2021 | | | | | 3,766 | | | | 3,772,623 | |
Equipower Resources Holdings LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing December 21, 2018 | | | | | 8,931 | | | | 8,899,837 | |
Term Loan, 4.25%, Maturing December 31, 2019 | | | | | 5,857 | | | | 5,836,990 | |
Granite Acquisition Inc. | | | | | | | | | | |
Term Loan, Maturing October 15, 2021(2) | | | | | 1,008 | | | | 1,012,745 | |
Term Loan, Maturing October 15, 2021(2) | | | | | 22,917 | | | | 23,016,927 | |
La Frontera Generation, LLC | | | | | | | | | | |
Term Loan, 4.50%, Maturing September 30, 2020 | | | | | 3,964 | | | | 3,946,584 | |
PowerTeam Services, LLC | | | | | | | | | | |
Term Loan, 4.25%, Maturing May 6, 2020 | | | | | 302 | | | | 295,624 | |
Term Loan, 4.25%, Maturing May 6, 2020 | | | | | 5,664 | | | | 5,536,342 | |
Southcross Holdings Borrower LP | | | | | | | | | | |
Term Loan, 6.00%, Maturing August 4, 2021 | | | | | 3,865 | | | | 3,829,075 | |
TerraForm Power Operating, LLC | | | | | | | | | | |
Term Loan, 4.75%, Maturing July 23, 2019 | | | | | 2,269 | | | | 2,274,986 | |
TPF II Power, LLC | | | | | | | | | | |
Term Loan, 5.50%, Maturing October 2, 2021 | | | | | 12,625 | | | | 12,664,453 | |
WTG Holdings III Corp. | | | | | | | | | | |
Term Loan, 4.75%, Maturing January 15, 2021 | | | | | 3,796 | | | | 3,774,958 | |
Term Loan - Second Lien, 8.50%, Maturing January 15, 2022 | | | | | 3,000 | | | | 2,967,501 | |
| |
| | | | | | | | $ | 142,752,585 | |
| |
| |
Total Senior Floating-Rate Interests (identified cost $7,937,616,564) | | | $ | 7,799,621,780 | |
| |
|
Corporate Bonds & Notes — 4.9% | |
| | | |
| | | | | | | | | | |
| | | |
Building and Development — 0.0%(6) | | | | | | | | | | |
Calcipar SA | | | | | | | | | | |
6.875%, 5/1/18(7) | | | | | 1,000 | | | $ | 1,040,000 | |
| |
| | | | | | | | $ | 1,040,000 | |
| |
| | | | | | | | | | |
Security | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Cable and Satellite Television — 0.5% | |
Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH | | | | | | | | | | |
5.50%, 1/15/23(7) | | | | | 4,000 | | | $ | 4,190,000 | |
5.625%, 4/15/23(7) | | EUR | | | 5,000 | | | | 6,821,836 | |
Virgin Media Secured Finance PLC | | | | | | | | | | |
5.375%, 4/15/21(7) | | | | | 5,050 | | | | 5,264,625 | |
6.00%, 4/15/21(7) | | GBP | | | 5,175 | | | | 8,693,200 | |
5.50%, 1/15/25(7) | | | | | 5,875 | | | | 6,080,625 | |
| |
| | | | | | | | $ | 31,050,286 | |
| |
|
Chemicals and Plastics — 0.5% | |
Hexion US Finance Corp. | | | | | | | | | | |
6.625%, 4/15/20 | | | | | 9,500 | | | $ | 9,547,500 | |
Ineos Finance PLC | | | | | | | | | | |
7.25%, 2/15/19(7)(8) | | EUR | | | 3,000 | | | | 3,872,234 | |
8.375%, 2/15/19(7) | | | | | 3,800 | | | | 4,089,750 | |
7.50%, 5/1/20(7) | | | | | 2,375 | | | | 2,550,156 | |
Polymer Group, Inc. | | | | | | | | | | |
7.75%, 2/1/19 | | | | | 2,250 | | | | 2,351,250 | |
Trinseo Materials Operating S.C.A. | | | | | | | | | | |
8.75%, 2/1/19 | | | | | 11,115 | | | | 11,781,900 | |
| |
| | | | | | | | $ | 34,192,790 | |
| |
|
Containers and Glass Products — 0.4% | |
Reynolds Group Holdings, Inc. | | | | | | | | | | |
5.75%, 10/15/20 | | | | | 20,375 | | | $ | 21,291,875 | |
Smurfit Kappa Acquisitions | | | | | | | | | | |
4.875%, 9/15/18(7) | | | | | 1,850 | | | | 1,914,750 | |
3.582%, 10/15/20(7)(8) | | EUR | | | 3,000 | | | | 3,985,619 | |
| |
| | | | | | | | $ | 27,192,244 | |
| |
|
Diversified Financial Services — 0.1% | |
KION Finance SA | | | | | | | | | | |
6.75%, 2/15/20(7) | | EUR | | | 3,000 | | | $ | 4,048,928 | |
| | | | | | | | | | |
| | | | | | | | $ | 4,048,928 | |
| |
|
Ecological Services and Equipment — 0.1% | |
Tervita Corp. | | | | | | | | | | |
8.00%, 11/15/18(7) | | | | | 3,000 | | | $ | 2,895,000 | |
9.00%, 11/15/18(7) | | CAD | | | 4,500 | | | | 3,872,943 | |
| |
| | | | | | | | $ | 6,767,943 | |
| |
| | | | |
| | 34 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Security | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Electronics / Electrical — 0.1% | |
Trionista Holdco GmbH | | | | | | | | | | |
5.00%, 4/30/20(7) | | EUR | | | 3,000 | | | $ | 3,899,678 | |
| |
| | | | | | | | $ | 3,899,678 | |
| |
|
Entertainment — 0.2% | |
Vougeot Bidco PLC | | | | | | | | | | |
5.332%, 7/15/20(7)(8) | | EUR | | | 6,875 | | | $ | 8,490,484 | |
7.875%, 7/15/20(7) | | GBP | | | 3,500 | | | | 5,641,280 | |
| |
| | | | | | | | $ | 14,131,764 | |
| |
|
Equipment Leasing — 0.0%(6) | |
International Lease Finance Corp. | | | | | | | | | | |
6.75%, 9/1/16(7) | | | | | 750 | | | $ | 798,750 | |
7.125%, 9/1/18(7) | | | | | 750 | | | | 851,250 | |
| |
| | | | | | | | $ | 1,650,000 | |
| |
| | | |
Financial Intermediaries — 0.1% | | | | | | | | | | |
First Data Corp. | | | | | | | | | | |
7.375%, 6/15/19(7) | | | | | 2,500 | | | $ | 2,656,250 | |
6.75%, 11/1/20(7) | | | | | 1,674 | | | | 1,795,365 | |
| |
| | | | | | | | $ | 4,451,615 | |
| |
|
Food Products — 0.6% | |
Dole Food Co., Inc. | | | | | | | | | | |
7.25%, 5/1/19(7) | | | | | 14,000 | | | $ | 14,122,500 | |
HJ Heinz Co. | | | | | | | | | | |
4.25%, 10/15/20 | | | | | 10,000 | | | | 10,123,000 | |
Picard Groupe SA | | | | | | | | | | |
4.336%, 8/1/19(7)(8) | | EUR | | | 4,000 | | | | 5,028,140 | |
Stretford 79 PLC | | | | | | | | | | |
4.81%, 7/15/20(7)(8) | | GBP | | | 5,425 | | | | 7,819,563 | |
6.25%, 7/15/21(7) | | GBP | | | 3,925 | | | | 5,305,607 | |
| |
| | | | | | | | $ | 42,398,810 | |
| |
|
Health Care — 1.0% | |
CHS/Community Health Systems, Inc. | | | | | | | | | | |
5.125%, 8/15/18 | | | | | 18,225 | | | $ | 18,999,562 | |
5.125%, 8/1/21 | | | | | 13,150 | | | | 13,807,500 | |
HCA, Inc. | | | | | | | | | | |
4.75%, 5/1/23 | | | | | 4,650 | | | | 4,737,188 | |
inVentiv Health, Inc. | | | | | | | | | | |
9.00%, 1/15/18(7) | | | | | 6,275 | | | | 6,541,687 | |
| | | | | | | | | | |
Security | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
Tenet Healthcare Corp. | | | | | | | | | | |
6.00%, 10/1/20 | | | | | 12,500 | | | $ | 13,468,750 | |
4.375%, 10/1/21 | | | | | 6,225 | | | | 6,217,219 | |
| |
| | | | | | | | $ | 63,771,906 | |
| |
|
Industrial Equipment — 0.0%(6) | |
Erikson Air-Crane, Inc., Promissory Note | | | | | | | | | | |
6.00%, 11/2/20(3)(9) | | | | | 224 | | | $ | 159,009 | |
| |
| | | | | | | | $ | 159,009 | |
| |
|
Insurance — 0.3% | |
CNO Financial Group, Inc. | | | | | | | | | | |
6.375%, 10/1/20(7) | | | | | 3,000 | | | $ | 3,202,500 | |
Galaxy Bidco, Ltd. | | | | | | | | | | |
5.56%, 11/15/19(7)(8)(9) | | GBP | | | 2,500 | | | | 3,923,265 | |
Towergate Finance PLC | | | | | | | | | | |
6.053%, 2/15/18(7)(8) | | GBP | | | 7,375 | | | | 9,910,145 | |
| |
| | | | | | | | $ | 17,035,910 | |
| |
|
Leisure Goods / Activities / Movies — 0.1% | |
NAI Entertainment Holdings/NAI Entertainment Holdings Finance Corp. | | | | | | | | | | |
5.00%, 8/1/18(7) | | | | | 2,000 | | | $ | 2,060,000 | |
National CineMedia, LLC | | | | | | | | | | |
6.00%, 4/15/22 | | | | | 4,200 | | | | 4,273,500 | |
| |
| | | | | | | | $ | 6,333,500 | |
| |
|
Lodging and Casinos — 0.2% | |
Caesars Entertainment Operating Co., Inc. | | | | | | | | | | |
8.50%, 2/15/20 | | | | | 5,550 | | | $ | 4,190,250 | |
9.00%, 2/15/20 | | | | | 2,500 | | | | 1,900,000 | |
9.00%, 2/15/20 | | | | | 6,350 | | | | 4,794,250 | |
| |
| | | | | | | | $ | 10,884,500 | |
| |
|
Oil and Gas — 0.1% | |
Citgo Petroleum Corp. | | | | | | | | | | |
6.25%, 8/15/22(7) | | | | | 6,700 | | | $ | 6,850,750 | |
| |
| | | | | | | | $ | 6,850,750 | |
|
Radio and Television — 0.1% | |
Clear Channel Communications, Inc. | | | | | | | | | | |
9.00%, 12/15/19 | | | | | 1,709 | | | $ | 1,733,567 | |
Univision Communications, Inc. | | | | | | | | | | |
6.75%, 9/15/22(7) | | | | | 3,075 | | | | 3,428,625 | |
| |
| | | | | | | | $ | 5,162,192 | |
| |
| | | | |
| | 35 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Security | | | | Principal Amount* (000’s omitted) | | | Value | |
| | | | | | | | | | |
|
Telecommunications — 0.3% | |
Hughes Satellite Systems Corp. | | | | | | | | | | |
6.50%, 6/15/19 | | | | | 2,000 | | | $ | 2,175,000 | |
Virgin Media Secured Finance PLC | | | | | | | | | | |
5.50%, 1/15/25(7) | | GBP | | | 3,000 | | | | 4,885,485 | |
Wind Acquisition Finance SA | | | | | | | | | | |
5.338%, 4/30/19(7)(8) | | EUR | | | 4,825 | | | | 6,082,728 | |
6.50%, 4/30/20(7) | | | | | 3,150 | | | | 3,287,813 | |
4.082%, 7/15/20(7) | | EUR | | | 4,700 | | | | 5,814,710 | |
| |
| | | | | | | | $ | 22,245,736 | |
| |
|
Utilities — 0.2% | |
Calpine Corp. | | | | | | | | | | |
6.00%, 1/15/22(7) | | | | | 2,000 | | | $ | 2,165,000 | |
7.875%, 1/15/23(7) | | | | | 6,294 | | | | 7,002,075 | |
5.875%, 1/15/24(7) | | | | | 5,000 | | | | 5,400,000 | |
| |
| | | | | | | | $ | 14,567,075 | |
| |
| |
Total Corporate Bonds & Notes (identified cost $318,464,914) | | | $ | 317,834,636 | |
| |
|
Asset-Backed Securities — 0.8% | |
| | |
| | | | | | | |
Security | | | | Principal Amount (000’s omitted) | | | Value | |
Apidos CLO XIV, Series 2013-14A, Class C1, 3.081%, 4/15/25(7)(8) | | | | $ | 2,400 | | | $ | 2,308,392 | |
Apidos CLO XIV, Series 2013-14A, Class D, 3.731%, 4/15/25(7)(8) | | | | | 3,000 | | | | 2,838,156 | |
Apidos CLO XIV, Series 2013-14A, Class E, 4.631%, 4/15/25(7)(8) | | | | | 1,500 | | | | 1,303,392 | |
Apidos CLO XVII, Series 2014-17A, Class B, 3.078%, 4/17/26(7)(8) | | | | | 3,000 | | | | 2,880,267 | |
Apidos CLO XVII, Series 2014-17A, Class C, 3.528%, 4/17/26(7)(8) | | | | | 1,500 | | | | 1,383,327 | |
Apidos CLO XVII, Series 2014-17A, Class D, 4.978%, 4/17/26(7)(8) | | | | | 1,500 | | | | 1,323,588 | |
Ares XXVIII CLO, Ltd., Series 2013-3A, Class C1, 2.978%, 10/17/24(7)(8) | | | | | 2,000 | | | | 1,911,904 | |
Ares XXVIII CLO, Ltd., Series 2013-3A, Class D, 3.728%, 10/17/24(7)(8) | | | | | 2,000 | | | | 1,875,118 | |
Ares XXVIII CLO, Ltd., Series 2013-3A, Class E, 5.128%, 10/17/24(7)(8) | | | | | 2,000 | | | | 1,792,112 | |
Avery Point II CLO, Ltd., Series 2013-2A, Class C1, 2.978%, 7/17/25(7)(8) | | | | | 2,000 | | | | 1,932,674 | |
Avery Point II CLO, Ltd., Series 2013-2A, Class D, 3.678%, 7/17/25(7)(8) | | | | | 1,670 | | | | 1,584,068 | |
| | | | | | | | | | |
Security | | | | Principal Amount (000’s omitted) | | | Value | |
| | | | | | | | | | |
Avery Point II CLO, Ltd., Series 2013-2A, Class E, 4.478%, 7/17/25(7)(8) | | | | $ | 1,670 | | | $ | 1,484,179 | |
Babson CLO, Ltd., Series 2013-IA, Class C, 2.931%, 4/20/25(7)(8) | | | | | 3,150 | | | | 3,048,655 | |
Babson CLO, Ltd., Series 2013-IA, Class D, 3.731%, 4/20/25(7)(8) | | | | | 2,475 | | | | 2,359,383 | |
Babson CLO, Ltd., Series 2013-IA, Class E, 4.631%, 4/20/25(7)(8) | | | | | 1,500 | | | | 1,336,892 | |
Birchwood Park CLO, Ltd., Series 2014-1A, Class C1, 3.334%, 7/15/26(7)(8) | | | | | 2,175 | | | | 2,136,242 | |
Birchwood Park CLO, Ltd., Series 2014-1A, Class E1, 5.334%, 7/15/26(7)(8) | | | | | 2,175 | | | | 1,954,048 | |
Carlyle Global Market Strategies CLO, Ltd., Series 2013-3A, Class B, 2.881%, 7/15/25(7)(8) | | | | | 2,000 | | | | 1,920,954 | |
Carlyle Global Market Strategies CLO, Ltd., Series 2013-3A, Class C, 3.631%, 7/15/25(7)(8) | | | | | 2,000 | | | | 1,891,018 | |
Carlyle Global Market Strategies CLO, Ltd., Series 2013-3A, Class D, 4.831%, 7/15/25(7)(8) | | | | | 1,600 | | | | 1,431,906 | |
Madison Park Funding XII, Ltd., Series 2014-12A, Class C, 3.331%, 7/20/26(7)(8) | | | | | 1,750 | | | | 1,723,251 | |
Madison Park Funding XII, Ltd., Series 2014-12A, Class D, 3.731%, 7/20/26(7)(8) | | | | | 1,750 | | | | 1,667,573 | |
Madison Park Funding XII, Ltd., Series 2014-12A, Class E, 5.331%, 7/20/26(7)(8) | | | | | 1,750 | | | | 1,604,167 | |
Oak Hill Credit Partners VIII Ltd., Series 2013-8A, Class C, 2.931%, 4/20/25(7)(8) | | | | | 2,625 | | | | 2,536,574 | |
Oak Hill Credit Partners VIII Ltd., Series 2013-8A, Class D, 3.731%, 4/20/25(7)(8) | | | | | 2,900 | | | | 2,762,566 | |
Octagon Investment Partners XVI Ltd., Series 2013-1A, Class C1, 2.978%, 7/17/25(7)(8) | | | | | 1,500 | | | | 1,450,248 | |
Octagon Investment Partners XVI Ltd., Series 2013-1A, Class D, 3.578%, 7/17/25(7)(8) | | | | | 1,500 | | | | 1,397,277 | |
Octagon Investment Partners XVI Ltd., Series 2013-1A, Class E, 4.728%, 7/17/25(7)(8) | | | | | 1,800 | | | | 1,576,558 | |
| |
| |
Total Asset-Backed Securities (identified cost $55,120,088) | | | $ | 53,414,489 | |
| |
|
Common Stocks — 0.2% | |
| | | |
| | | | | | | | | | |
Security | | | | Shares | | | Value | |
|
Aerospace and Defense — 0.0%(6) | |
IAP Worldwide Services, LLC(3)(9) | | | | | 168 | | | $ | 159,671 | |
| |
| | | | | | | | $ | 159,671 | |
| |
| | | |
Automotive — 0.1% | | | | | | | | | | |
Dayco Products, LLC(9) | | | | | 48,926 | | | $ | 2,580,847 | |
| |
| | | | | | | | $ | 2,580,847 | |
| |
| | | | |
| | 36 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| | | | | | | | | | |
Security | | | | Shares | | | Value | |
| | | | | | | | | | |
|
Food Products — 0.0% | |
Staunton Luxco S.C.A.(3)(9) | | | | | 75,000 | | | $ | 0 | |
Staunton Topco, Ltd.(3)(9) | | | | | 90,956 | | | | 0 | |
| |
| | | | | | | | $ | 0 | |
| |
|
Food Service — 0.0%(6) | |
Buffets Restaurants Holdings, Inc.(3)(9)(10) | | | | | 105,043 | | | $ | 43,068 | |
| |
| | | | | | | | $ | 43,068 | |
| |
|
Home Furnishings — 0.0%(6) | |
Sanitec Europe Oy B Units(3)(9)(10) | | | | | 162,236 | | | $ | 374,713 | |
Sanitec Europe Oy E Units(3)(9)(10) | | | | | 154,721 | | | | 0 | |
Sanitec Europe Oy E1 Units(3)(9)(10) | | | | | 222,411 | | | | 513,697 | |
| |
| | | | | | | | $ | 888,410 | |
| |
|
Investment Services — 0.0% | |
Safelite Realty Corp.(3)(10)(11) | | | | | 20,048 | | | $ | 0 | |
| |
| | | | | | | | $ | 0 | |
| |
|
Lodging and Casinos — 0.0%(6) | |
Affinity Gaming, LLC(3)(9)(10) | | | | | 167,709 | | | $ | 1,593,233 | |
Tropicana Entertainment, Inc.(9)(10) | | | | | 40,751 | | | | 654,053 | |
| |
| | | | | | | | $ | 2,247,286 | |
| |
|
Publishing — 0.1% | |
ION Media Networks, Inc.(3)(9)(10) | | | | | 13,247 | | | $ | 4,452,979 | |
MediaNews Group, Inc.(9)(10) | | | | | 66,239 | | | | 2,207,961 | |
| |
| | | | | | | | $ | 6,660,940 | |
| |
| |
Total Common Stocks (identified cost $4,735,931) | | | $ | 12,580,222 | |
| |
|
Preferred Stocks — 0.0% | |
| | | |
| | | | | | | | | | |
Security | | | | Shares | | | Value | |
| | | |
Food Products — 0.0% | | | | | | | | | | |
Staunton Luxco S.C.A.(3)(9) | | | | | 7,580 | | | $ | 0 | |
| |
| | | | | | | | $ | 0 | |
| |
| |
Total Preferred Stocks (identified cost $0) | | | $ | 0 | |
| |
| | | | | | | | | | |
Warrants — 0.0% | | | | | | | | | | |
| |
Security | | | | Shares | | | Value | |
| | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
|
Retailers (Except Food and Drug) — 0.0% | |
Vivarte Luxco(3)(9)(10) | | | | | 182,939 | | | $ | 0 | |
| | | | | | | | | | |
| | | | | | | | $ | 0 | |
| | | | | | | | | | |
| | | |
Total Warrants (identified cost $0) | | | | | | | | $ | 0 | |
| | | | | | | | | | |
|
Short-Term Investments — 1.7% | |
| | | |
| | | | | | | | | | |
Description | | | | Interest (000’s omitted) | | | Value | |
Eaton Vance Cash Reserves Fund, LLC, 0.14%(12) | | | | $ | 109,039 | | | $ | 109,038,911 | |
| | | | | | | | | | |
| |
Total Short-Term Investments (identified cost $109,038,911) | | | $ | 109,038,911 | |
| |
| |
Total Investments — 127.6% (identified cost $8,424,976,408) | | | $ | 8,292,490,038 | |
| |
| |
Less Unfunded Loan Commitments — (0.4)% | | | $ | (28,640,444 | ) |
| |
| |
Net Investments — 127.2% (identified cost $8,396,335,964) | | | $ | 8,263,849,594 | |
| |
| |
Other Assets, Less Liabilities — (27.2)% | | | $ | (1,766,099,002 | ) |
| |
| |
Net Assets — 100.0% | | | $ | 6,497,750,592 | |
| |
The percentage shown for each investment category in the Portfolio of Investments is based on net assets.
| | | | |
CAD | | – | | Canadian Dollar |
EUR | | – | | Euro |
GBP | | – | | British Pound Sterling |
PIK | | – | | Payment in Kind |
| * | In U.S. dollars unless otherwise indicated. |
| (1) | Senior floating-rate interests (Senior Loans) often require prepayments from excess cash flows or permit the borrowers to repay at their election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual remaining maturity may be substantially less than the stated maturities shown. However, Senior Loans will have an expected average life of approximately two to four years. The stated interest rate represents the weighted average interest rate of all contracts within the senior loan facility and includes commitment fees on unfunded loan commitments, if any. Senior Loans typically have rates of interest which are redetermined either daily, monthly, quarterly or semi-annually by reference to a base lending rate, plus a premium. These base lending rates are primarily the London Interbank Offered Rate (“LIBOR”) and secondarily, the prime rate offered by one or more major United States banks (the “Prime Rate”) and the certificate of deposit (“CD”) rate or other base lending rates used by commercial lenders. |
| | | | |
| | 37 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Portfolio of Investments — continued
| (2) | This Senior Loan will settle after October 31, 2014, at which time the interest rate will be determined. |
| (3) | For fair value measurement disclosure purposes, security is categorized as Level 3 (see Note 10). |
| (4) | Unfunded or partially unfunded loan commitments. The Portfolio may enter into certain credit agreements all or a portion of which may be unfunded. The Portfolio is obligated to fund these commitments at the borrower’s discretion. |
| (5) | Currently the issuer is in default with respect to interest payments or has filed for bankruptcy. For a variable rate security, interest rate has been adjusted to reflect non-accrual status. |
| (6) | Amount is less than 0.05%. |
| (7) | Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be sold in certain transactions (normally to qualified institutional buyers) and remain exempt from registration. At October 31, 2014, the aggregate value of these securities is $239,697,804 or 3.7% of the Portfolio’s net assets. |
| (8) | Variable rate security. The stated interest rate represents the rate in effect at October 31, 2014. |
| (9) | Security was acquired in connection with a restructuring of a Senior Loan and may be subject to restrictions on resale. |
(10) | Non-income producing security. |
(11) | Restricted security (see Note 5). |
(12) | Affiliated investment company, available to Eaton Vance portfolios and funds, which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of October 31, 2014. |
(13) | Includes Vivarte Class A preferred shares and Luxco ordinary shares that trade with the loan. |
(14) | Represents a payment-in-kind security which may pay interest in additional principal at the issuer’s discretion. For corporate bonds, the interest rate paid in additional principal is generally higher than the indicated cash rate. |
(15) | Includes new money preferred shares that trade with the loan. |
(16) | The issuer is in default on the payment of principal but continues to pay interest. |
| | | | |
| | 38 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Statement of Assets and Liabilities
| | | | |
Assets | | October 31, 2014 | |
Unaffiliated investments, at value (identified cost, $8,287,297,053) | | $ | 8,154,810,683 | |
Affiliated investment, at value (identified cost, $109,038,911) | | | 109,038,911 | |
Cash | | | 22,335,755 | |
Restricted cash* | | | 1,800,000 | |
Foreign currency, at value (identified cost, $20,010,339) | | | 20,001,525 | |
Interest and dividends receivable | | | 32,470,767 | |
Interest receivable from affiliated investment | | | 22,067 | |
Receivable for investments sold | | | 129,790,707 | |
Receivable for open forward foreign currency exchange contracts | | | 9,351,389 | |
Prepaid expenses | | | 289,393 | |
Total assets | | $ | 8,479,911,197 | |
|
Liabilities | |
Notes payable | | $ | 1,900,000,000 | |
Cash collateral due to brokers | | | 1,800,000 | |
Payable for investments purchased | | | 75,055,183 | |
Payable to affiliates: | | | | |
Investment adviser fee | | | 2,988,778 | |
Trustees’ fees | | | 5,666 | |
Accrued expenses | | | 2,310,978 | |
Total liabilities | | $ | 1,982,160,605 | |
Net Assets applicable to investors’ interest in Portfolio | | $ | 6,497,750,592 | |
|
Sources of Net Assets | |
Investors’ capital | | $ | 6,619,514,523 | |
Net unrealized depreciation | | | (121,763,931 | ) |
Total | | $ | 6,497,750,592 | |
* | Represents restricted cash on deposit at the custodian for open derivative contracts. |
| | | | |
| | 39 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Statement of Operations
| | | | |
Investment Income | | Year Ended October 31, 2014 | |
Interest and other income (net of foreign taxes, $10,097) | | $ | 415,517,459 | |
Dividends | | | 1,820,496 | |
Interest allocated from affiliated investment | | | 125,716 | |
Expenses allocated from affiliated investment | | | (14,494 | ) |
Total investment income | | $ | 417,449,177 | |
|
Expenses | |
Investment adviser fee | | $ | 37,557,366 | |
Trustees’ fees and expenses | | | 68,000 | |
Custodian fee | | | 2,014,905 | |
Legal and accounting services | | | 546,375 | |
Interest expense and fees | | | 20,175,950 | |
Miscellaneous | | | 272,022 | |
Total expenses | | $ | 60,634,618 | |
Deduct — | | | | |
Reduction of custodian fee | | $ | 305 | |
Total expense reductions | | $ | 305 | |
| |
Net expenses | | $ | 60,634,313 | |
| |
Net investment income | | $ | 356,814,864 | |
|
Realized and Unrealized Gain (Loss) | |
Net realized gain (loss) — | | | | |
Investment transactions | | $ | 11,305,765 | |
Investment transactions allocated from affiliated investment | | | 785 | |
Foreign currency and forward foreign currency exchange contract transactions | | | 5,040,425 | |
Net realized gain | | $ | 16,346,975 | |
Change in unrealized appreciation (depreciation) — | | | | |
Investments | | $ | (177,347,105 | ) |
Foreign currency and forward foreign currency exchange contracts | | | 14,654,577 | |
Net change in unrealized appreciation (depreciation) | | $ | (162,692,528 | ) |
| |
Net realized and unrealized loss | | $ | (146,345,553 | ) |
| |
Net increase in net assets from operations | | $ | 210,469,311 | |
| | | | |
| | 40 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Statements of Changes in Net Assets
| | | | | | | | |
| | Year Ended October 31, | |
Increase (Decrease) in Net Assets | | 2014 | | | 2013 | |
From operations — | | | | | | | | |
Net investment income | | $ | 356,814,864 | | | $ | 252,411,204 | |
Net realized gain from investment transactions, swap contracts and foreign currency and forward foreign currency exchange contract transactions | | | 16,346,975 | | | | 12,849,518 | |
Net change in unrealized appreciation (depreciation) from investments, swap contracts, foreign currency and forward foreign currency exchange contracts | | | (162,692,528 | ) | | | 19,756,572 | |
Net increase in net assets from operations | | $ | 210,469,311 | | | $ | 285,017,294 | |
Capital transactions — | | | | | | | | |
Contributions | | $ | 923,766,018 | | | $ | 3,754,947,379 | |
Withdrawals | | | (1,750,161,361 | ) | | | (168,069,419 | ) |
Net increase (decrease) in net assets from capital transactions | | $ | (826,395,343 | ) | | $ | 3,586,877,960 | |
| | |
Net increase (decrease) in net assets | | $ | (615,926,032 | ) | | $ | 3,871,895,254 | |
|
Net Assets | |
At beginning of year | | $ | 7,113,676,624 | | | $ | 3,241,781,370 | |
At end of year | | $ | 6,497,750,592 | | | $ | 7,113,676,624 | |
| | | | |
| | 41 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Statement of Cash Flows
| | | | |
Cash Flows From Operating Activities | | Year Ended October 31, 2014 | |
Net increase in net assets from operations | | $ | 210,469,311 | |
Adjustments to reconcile net increase in net assets from operations to net cash provided by operating activities: | | | | |
Investments purchased | | | (3,669,951,251 | ) |
Investments sold and principal repayments | | | 3,658,022,949 | |
Increase in short-term investments, net | | | (107,809,375 | ) |
Net amortization/accretion of premium (discount) | | | (2,774,327 | ) |
Decrease in restricted cash | | | 15,690,986 | |
Increase in dividends and interest receivable | | | (2,097,339 | ) |
Increase in interest receivable from affiliated investment | | | (17,459 | ) |
Increase in receivable for open forward foreign currency exchange contracts | | | (7,715,685 | ) |
Increase in prepaid expenses | | | (69,243 | ) |
Decrease in payable for open forward foreign currency exchange contracts | | | (5,229,761 | ) |
Increase in payable for cash collateral due to broker | | | 1,800,000 | |
Increase in payable to affiliate for investment adviser fee | | | 89,653 | |
Decrease in payable to affiliate for Trustees’ fees | | | (1 | ) |
Increase in accrued expenses | | | 580,143 | |
Increase in unfunded loan commitments | | | 11,216,037 | |
Net change in unrealized (appreciation) depreciation from investments | | | 177,347,105 | |
Net realized gain from investments | | | (11,305,765 | ) |
Return of capital distributions from investments | | | 3,786,788 | |
Net cash provided by operating activities | | $ | 272,032,766 | |
| |
Cash Flows From Financing Activities | | | | |
Proceeds from capital contributions | | $ | 923,766,018 | |
Payments for capital withdrawals | | | (1,750,161,361 | ) |
Proceeds from notes payable | | | 1,200,000,000 | |
Repayment of notes payable | | | (675,000,000 | ) |
Net cash used in financing activities | | $ | (301,395,343 | ) |
| |
Net decrease in cash* | | $ | (29,362,577 | ) |
| |
Cash at beginning of year(1) | | $ | 71,699,857 | |
| |
Cash at end of year(1) | | $ | 42,337,280 | |
| |
Supplemental disclosure of cash flow information: | | | | |
Cash paid for interest and fees on borrowings | | $ | 19,497,521 | |
(1) | Balance includes foreign currency, at value. |
* | Includes net change in unrealized appreciation (depreciation) on foreign currency of $48,520. |
| | | | |
| | 42 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Supplementary Data
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended October 31, | |
Ratios/Supplemental Data | | 2014 | | | 2013 | | | 2012 | | | 2011 | | | 2010 | |
Ratios (as a percentage of average daily net assets): | | | | | | | | | | | | | | | | | | | | |
Expenses excluding interest and fees(1) | | | 0.55 | % | | | 0.52 | % | | | 0.61 | % | | | 0.65 | % | | | 0.72 | % |
Interest and fee expense | | | 0.27 | % | | | 0.22 | % | | | 0.34 | % | | | 0.39 | % | | | 0.56 | % |
Total expenses | | | 0.82 | % | | | 0.74 | % | | | 0.95 | % | | | 1.04 | % | | | 1.28 | % |
Net investment income | | | 4.80 | % | | | 4.97 | % | | | 5.73 | % | | | 5.31 | % | | | 5.15 | % |
Portfolio Turnover | | | 38 | % | | | 29 | % | | | 37 | % | | | 59 | % | | | 37 | % |
| | | | | |
Total Return | | | 2.84 | % | | | 6.25 | % | | | 9.94 | % | | | 5.54 | % | | | 14.14 | % |
| | | | | |
Net assets, end of year (000’s omitted) | | $ | 6,497,751 | | | $ | 7,113,677 | | | $ | 3,241,781 | | | $ | 1,645,880 | | | $ | 1,347,695 | |
(1) | Excludes the effect of custody fee credits, if any, of less than 0.005%. |
| | | | |
| | 43 | | See Notes to Financial Statements. |
Senior Debt Portfolio
October 31, 2014
Notes to Financial Statements
1 Significant Accounting Policies
Senior Debt Portfolio (the Portfolio) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Portfolio’s investment objective is to provide a high level of current income. The Declaration of Trust permits the Trustees to issue interests in the Portfolio. At October 31, 2014, Eaton Vance Floating-Rate Advantage Fund and Eaton Vance Short Duration Strategic Government Income Fund held an interest of 99.8% and 0.2%, respectively, in the Portfolio.
The following is a summary of significant accounting policies of the Portfolio. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Portfolio is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946.
A Investment Valuation — The following methodologies are used to determine the market value or fair value of investments.
Senior Floating-Rate Loans. Interests in senior floating-rate loans (Senior Loans) for which reliable market quotations are readily available are valued generally at the average mean of bid and ask quotations obtained from a third party pricing service. Other Senior Loans are valued at fair value by the investment adviser under procedures approved by the Trustees. In fair valuing a Senior Loan, the investment adviser utilizes one or more of the valuation techniques described in (i) through (iii) below to assess the likelihood that the borrower will make a full repayment of the loan underlying such Senior Loan relative to yields on other Senior Loans issued by companies of comparable credit quality. If the investment adviser believes that there is a reasonable likelihood of full repayment, the investment adviser will determine fair value using a matrix pricing approach that considers the yield on the Senior Loan. If the investment adviser believes there is not a reasonable likelihood of full repayment, the investment adviser will determine fair value using analyses that include, but are not limited to: (i) a comparison of the value of the borrower’s outstanding equity and debt to that of comparable public companies; (ii) a discounted cash flow analysis; or (iii) when the investment adviser believes it is likely that a borrower will be liquidated or sold, an analysis of the terms of such liquidation or sale. In certain cases, the investment adviser will use a combination of analytical methods to determine fair value, such as when only a portion of a borrower’s assets are likely to be sold. In conducting its assessment and analyses for purposes of determining fair value of a Senior Loan, the investment adviser will use its discretion and judgment in considering and appraising relevant factors. Fair value determinations are made by the portfolio managers of the Portfolio based on information available to such managers. The portfolio managers of other funds managed by the investment adviser that invest in Senior Loans may not possess the same information about a Senior Loan borrower as the portfolio managers of the Portfolio. At times, the fair value of a Senior Loan determined by the portfolio managers of other funds managed by the investment adviser that invest in Senior Loans may vary from the fair value of the same Senior Loan determined by the portfolio managers of the Portfolio. The fair value of each Senior Loan is periodically reviewed and approved by the investment adviser’s Valuation Committee and by the Trustees based upon procedures approved by the Trustees. Junior Loans (i.e., subordinated loans and second lien loans) are valued in the same manner as Senior Loans.
Debt Obligations. Debt obligations (including short-term obligations with a remaining maturity of more than sixty days) are generally valued on the basis of valuations provided by third party pricing services, as derived from such services’ pricing models. Inputs to the models may include, but are not limited to, reported trades, executable bid and asked prices, broker/dealer quotations, prices or yields of securities with similar characteristics, interest rates, anticipated prepayments, benchmark curves or information pertaining to the issuer, as well as industry and economic events. The pricing services may use a matrix approach, which considers information regarding securities with similar characteristics to determine the valuation for a security. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value.
Equity Securities. Equity securities listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices.
Derivatives. Forward foreign currency exchange contracts are generally valued at the mean of the average bid and average asked prices that are reported by currency dealers to a third party pricing service at the valuation time. Such third party pricing service valuations are supplied for specific settlement periods and the Portfolio’s forward foreign currency exchange contracts are valued at an interpolated rate between the closest preceding and subsequent settlement period reported by the third party pricing service.
Foreign Securities and Currencies. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads.
Affiliated Fund. The Portfolio may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). The value of the Portfolio’s investment in Cash Reserves Fund reflects the Portfolio’s proportionate interest in its net assets. Cash Reserves Fund generally values its investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium. If amortized cost is determined not to approximate fair value, Cash Reserves Fund may value its investment securities in the same manner as debt obligations described above.
Fair Valuation. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Portfolio in a manner that fairly reflects the security’s value, or the amount that the Portfolio might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of
Senior Debt Portfolio
October 31, 2014
Notes to Financial Statements — continued
security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.
B Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.
C Income — Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount. Fees associated with loan amendments are recognized immediately. Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities.
D Federal Taxes — The Portfolio has elected to be treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes on its share of taxable income. Since at least one of the Portfolio’s investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the applicable source of income and diversification requirements (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio will allocate, at least annually among its investors, each investor’s distributive share of the Portfolio’s net investment income, net realized capital gains and any other items of income, gain, loss, deduction or credit.
As of October 31, 2014, the Portfolio had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Portfolio files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.
E Expense Reduction — State Street Bank and Trust Company (SSBT) serves as custodian of the Portfolio. Pursuant to the custodian agreement, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance the Portfolio maintains with SSBT. All credit balances, if any, used to reduce the Portfolio’s custodian fees are reported as a reduction of expenses in the Statement of Operations.
F Foreign Currency Translation — Investment valuations, other assets, and liabilities initially expressed in foreign currencies are translated each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates in effect on the respective dates of such transactions. Recognized gains or losses on investment transactions attributable to changes in foreign currency exchange rates are recorded for financial statement purposes as net realized gains and losses on investments. That portion of unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
G Unfunded Loan Commitments — The Portfolio may enter into certain credit agreements all or a portion of which may be unfunded. The Portfolio is obligated to fund these commitments at the borrower’s discretion. These commitments are disclosed in the accompanying Portfolio of Investments. At October 31, 2014, the Portfolio had sufficient cash and/or securities to cover these commitments.
H Use of Estimates — The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.
I Indemnifications — Under the Portfolio’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 Portfolio. Under Massachusetts law, if certain conditions prevail, interestholders in the Portfolio could be deemed to have personal liability for the obligations of the Portfolio. However, the Portfolio’s Declaration of Trust contains an express disclaimer of liability on the part of Portfolio interestholders and the By-laws provide that the Portfolio shall assume the defense on behalf of any Portfolio interestholder. Moreover, the By-laws also provide for indemnification out of Portfolio property of any interestholder held personally liable solely by reason of being or having been an interestholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Portfolio enters into agreements with service providers that may contain indemnification clauses. The Portfolio’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet occurred.
J Forward Foreign Currency Exchange Contracts — The Portfolio may enter into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. The forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded as unrealized until such time as the contracts have been closed. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from movements in the value of a foreign currency relative to the U.S. dollar.
K When-Issued Securities and Delayed Delivery Transactions — The Portfolio may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. At the time the transaction is negotiated, the price of the security that will be delivered is fixed. The Portfolio maintains security positions for these commitments such that sufficient liquid assets will be available to make payments upon settlement. Securities purchased on a delayed delivery or when-issued basis are marked-to-market daily and begin earning interest
Senior Debt Portfolio
October 31, 2014
Notes to Financial Statements — continued
on settlement date. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract.
L Statement of Cash Flows — The cash amount shown in the Statement of Cash Flows of the Portfolio is the amount included in the Portfolio’s Statement of Assets and Liabilities and represents the unrestricted cash on hand at its custodian and does not include any short-term investments.
2 Investment Adviser Fee and Other Transactions with Affiliates
The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of EVM, as compensation for investment advisory services rendered to the Portfolio. Pursuant to the investment advisory agreement and subsequent fee reduction agreement between the Portfolio and BMR, the fee is computed at an annual rate of 0.50% of the Portfolio’s average daily gross assets up to and including $1 billion, 0.45% over $1 billion up to and including $2 billion, 0.40% over $2 billion up to and including $7 billion, 0.3875% over $7 billion up to and including $10 billion and 0.375% over $10 billion, and is payable monthly. The fee reduction cannot be terminated without the consent of the Trustees and shareholders. For the year ended October 31, 2014, the Portfolio’s investment adviser fee totaled $37,557,366 or 0.50% of the Portfolio’s average daily net assets. The Portfolio invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund.
Trustees and officers of the Portfolio who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Portfolio out of the investment adviser fee. Trustees of the Portfolio who are not affiliated with the investment adviser may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the year ended October 31, 2014, no significant amounts have been deferred. Certain officers and Trustees of the Portfolio are officers of the above organizations.
3 Purchases and Sales of Investments
Purchases and sales of investments, other than short-term obligations and including maturities, paydowns and principal repayments on Senior Loans, aggregated $3,453,957,065 and $3,762,381,439, respectively, for the year ended October 31, 2014.
4 Federal Income Tax Basis of Investments
The cost and unrealized appreciation (depreciation) of investments of the Portfolio at October 31, 2014, as determined on a federal income tax basis, were as follows:
| | | | |
| |
Aggregate cost | | $ | 8,396,769,817 | |
| |
Gross unrealized appreciation | | $ | 30,846,778 | |
Gross unrealized depreciation | | | (163,767,001 | ) |
| |
Net unrealized depreciation | | $ | (132,920,223 | ) |
5 Restricted Securities
At October 31, 2014, the Portfolio owned the following securities (representing 0.0% of net assets) which were restricted as to public resale and not registered under the Securities Act of 1933 (excluding Rule 144A securities). The Portfolio has various registration rights (exercisable under a variety of circumstances) with respect to these securities. The value of these securities is determined based on valuations provided by brokers when available, or if not available, they are valued at fair value using methods determined in good faith by or at the direction of the Trustees.
| | | | | | | | | | | | | | | | |
Description | | Date of Acquisition | | | Shares | | | Cost | | | Value | |
| | | | |
Common Stocks | | | | | | | | | | | | | | | | |
Safelite Realty Corp. | | | 9/29/00 - 11/10/00 | | | | 20,048 | | | | $0 | | | $ | 0 | |
| | | | |
Total Common Stocks | | | | | | | | | | $ | 0 | | | $ | 0 | |
Senior Debt Portfolio
October 31, 2014
Notes to Financial Statements — continued
6 Financial Instruments
The Portfolio may trade in financial instruments with off-balance sheet risk in the normal course of its investing activities. These financial instruments may include forward foreign currency exchange contracts and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Portfolio has in particular classes of financial instruments and do not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered.
A summary of obligations under these financial instruments at October 31, 2014 is as follows:
| | | | | | | | | | | | |
Forward Foreign Currency Exchange Contracts |
| | | | | | |
| | | | | | | | | | | | |
Settlement Date | | Deliver | | In Exchange For | | Counterparty | | Unrealized Appreciation | | Unrealized (Depreciation) | | Net Unrealized Appreciation |
| | | | | | |
11/28/14 | | British Pound Sterling 1,990,000 | | United States Dollar 3,210,531 | | Goldman Sachs International | | $ 27,748 | | $ — | | $ 27,748 |
11/28/14 | | British Pound Sterling 20,248,561 | | United States Dollar 33,571,608 | | JPMorgan Chase Bank, N.A. | | 1,186,292 | | — | | 1,186,292 |
11/28/14 | | Canadian Dollar 24,243,114 | | United States Dollar 22,285,961 | | JPMorgan Chase Bank, N.A. | | 788,915 | | — | | 788,915 |
11/28/14 | | Euro 62,529,840 | | United States Dollar 82,527,195 | | Goldman Sachs International | | 4,155,915 | | — | | 4,155,915 |
12/31/14 | | British Pound Sterling 33,008,333 | | United States Dollar 53,746,313 | | Goldman Sachs International | | 966,601 | | — | | 966,601 |
12/31/14 | | Euro 70,314,483 | | United States Dollar 89,274,783 | | HSBC Bank USA, N.A. | | 1,127,881 | | — | | 1,127,881 |
1/30/15 | | British Pound Sterling 28,353,762 | | United States Dollar 45,722,710 | | HSBC Bank USA, N.A. | | 397,222 | | — | | 397,222 |
1/30/15 | | Euro 60,346,249 | | United States Dollar 76,368,480 | | State Street Bank and Trust Company | | 700,815 | | — | | 700,815 |
| | | |
| | $9,351,389 | | $ — | | $9,351,389 |
At October 31, 2014, the Portfolio had sufficient cash and/or securities to cover commitments under these contracts.
The Portfolio is subject to foreign exchange risk in the normal course of pursuing its investment objective. Because the Portfolio holds foreign currency denominated investments, the value of these investments and related receivables and payables may change due to future changes in foreign currency exchange rates. To hedge against this risk, the Portfolio enters into forward foreign currency exchange contracts.
The Portfolio enters into forward foreign currency exchange contracts that may contain provisions whereby the counterparty may terminate the contract under certain conditions, including but not limited to a decline in the Portfolio’s net assets below a certain level over a certain period of time, which would trigger a payment by the Portfolio for those derivatives in a liability position. At October 31, 2014, the Portfolio had no open derivatives with credit-related contingent features in a net liability position.
The over-the-counter (OTC) derivatives in which the Portfolio invests are subject to the risk that the counterparty to the contract fails to perform its obligations under the contract. To mitigate this risk, the Portfolio has entered into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement with substantially all its derivative counterparties. An ISDA Master Agreement is a bilateral agreement between the Portfolio and a counterparty that governs certain OTC derivatives and typically contains, among other things, set-off provisions in the event of a default and/or termination event as defined under the relevant ISDA Master Agreement. Under an ISDA Master Agreement, the Portfolio may, under certain circumstances, offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of default including the bankruptcy or insolvency of the counterparty. However, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy or insolvency. Certain ISDA Master Agreements allow counterparties to OTC derivatives to terminate derivative contracts prior to maturity in the event the Portfolio’s net assets decline by a stated percentage or the Portfolio fails to meet the terms of its ISDA Master Agreements, which would cause the counterparty to accelerate payment by the Portfolio of any net liability owed to it.
Senior Debt Portfolio
October 31, 2014
Notes to Financial Statements — continued
The collateral requirements for derivatives traded under an ISDA Master Agreement are governed by a Credit Support Annex to the ISDA Master Agreement. Collateral requirements are determined at the close of business each day and are typically based on changes in market values for each transaction under an ISDA Master Agreement and netted into one amount for such agreement. Generally, the amount of collateral due from or to a counterparty is subject to a minimum transfer threshold amount before a transfer is required, which may vary by counterparty. Collateral pledged for the benefit of the Portfolio and/or counterparty is held in segregated accounts by the Portfolio’s custodian and cannot be sold, re-pledged, assigned or otherwise used while pledged. The portion of such collateral representing cash, if any, is reflected as restricted cash and, in the case of cash pledged by a counterparty for the benefit of the Portfolio, a corresponding liability on the Statement of Assets and Liabilities. Securities pledged by the Portfolio as collateral, if any, are identified as such in the Portfolio of Investments. The carrying amount of the liability for cash collateral due to broker at October 31, 2014 approximated its fair value. If measured at fair value, such liability would have been considered as level 2 in the fair value hierarchy (see Note 10) at October 31, 2014.
The fair value of open derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) and whose primary underlying risk exposure is foreign exchange risk at October 31, 2014 was as follows:
| | | | | | | | |
| | Fair Value | |
Derivative | | Asset Derivative | | | Liability Derivative | |
| | |
Forward foreign currency exchange contracts | | $ | 9,351,389 | (1) | | $ | — | |
(1) | Statement of Assets and Liabilities location: Receivable for open forward foreign currency exchange contracts; Net unrealized depreciation. |
During the current reporting period, the Portfolio adopted the new disclosure requirements for offsetting assets and liabilities, pursuant to which an entity is required to disclose both gross and net information for assets and liabilities related to derivatives, repurchase and reverse repurchase agreements, and securities lending and securities borrowing transactions that are eligible for offset or subject to an enforceable master netting or similar agreement. The Portfolio’s derivative assets and liabilities at fair value by type, which are reported gross in the Statement of Assets and Liabilities, are presented in the table above. The following table presents the Portfolio’s derivative assets by counterparty, net of amounts available for offset under a master netting agreement and net of the related collateral received by the Portfolio for assets as of October 31, 2014.
| | | | | | | | | | | | | | | | | | | | |
Counterparty | | Derivative Assets Subject to Master Netting Agreement | | | Derivatives Available for Offset | | | Non-cash Collateral Received(a) | | | Cash Collateral Received(a) | | | Net Amount of Derivative Assets(b) | |
| | | | | |
Goldman Sachs International | | $ | 5,150,264 | | | $ | — | | | $ | (5,150,264 | ) | | $ | — | | | $ | — | |
HSBC Bank USA, N.A. | | | 1,525,103 | | | | — | | | | (1,525,103 | ) | | | — | | | | — | |
JPMorgan Chase Bank N.A. | | | 1,975,207 | | | | — | | | | — | | | | (1,800,000 | ) | | | 175,207 | |
State Street Bank and Trust Company | | | 700,815 | | | | — | | | | — | | | | — | | | | 700,815 | |
| | | | | |
| | $ | 9,351,389 | | | $ | — | | | $ | (6,675,367 | ) | | $ | (1,800,000 | ) | | $ | 876,022 | |
(a) | In some instances, the actual collateral received and/or pledged may be more than the amount shown due to overcollateralization. |
(b) | Net amount represents the net amount due from the counterparty in the event of default. |
The effect of derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) on the Statement of Operations and whose primary underlying risk exposure is foreign exchange risk for the year ended October 31, 2014 was as follows:
| | | | | | | | |
Derivative | | Realized Gain (Loss) on Derivatives Recognized in Income | | | Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income | |
| | |
Forward foreign currency exchange contracts | | $ | 7,840,649 | (1) | | $ | 12,945,446 | (2) |
(1) | Statement of Operations location: Net realized gain (loss) – Foreign currency and forward foreign currency exchange contract transactions. |
(2) | Statement of Operations location: Change in unrealized appreciation (depreciation) – Foreign currency and forward foreign currency exchange contracts. |
The average notional amount of forward foreign currency exchange contracts outstanding during the year ended October 31, 2014, which is indicative of the volume of this derivative type, was approximately $635,470,000.
Senior Debt Portfolio
October 31, 2014
Notes to Financial Statements — continued
7 Revolving Credit Agreement
The Portfolio has entered into a Revolving Credit Agreement, as amended (the Agreement) with conduit lenders and a bank that allows it to borrow up to $2.5 billion ($2.315 billion prior to June 9, 2014, $2.215 billion prior to March 19, 2014 and $1.7 billion prior to November 11, 2013) and to invest the borrowings in accordance with its investment practices. Borrowings under the Agreement are secured by the assets of the Portfolio. Interest is charged at a rate above the conduits’ commercial paper issuance rate and is payable monthly. Under the terms of the Agreement in effect through March 17, 2015, the Portfolio also pays a program fee of 0.80% per annum on its outstanding borrowings to administer the facility and a commitment fee of 0.15% (0.25% if the outstanding loan amount is less than or equal to 50% of the total facility size) per annum on the amount of the facility. Program and commitment fees for the year ended October 31, 2014 totaled $16,840,993 and are included in interest expense in the Statement of Operations. At October 31, 2014, the Portfolio had borrowings outstanding under the Agreement of $1,900,000,000 at an interest rate of 0.21%. The carrying amount of the borrowings at October 31, 2014 approximated its fair value. If measured at fair value, borrowings under the Agreement would have been considered as Level 2 in the fair value hierarchy (see Note 10) at October 31, 2014. For the year ended October 31, 2014, the average borrowings under the Agreement and the average interest rate (excluding fees) were $1,638,972,603 and 0.20%, respectively.
8 Risks Associated with Foreign Investments
Investing in securities issued by companies whose principal business activities are outside the United States may involve significant risks not present in domestic investments. For example, there is generally less publicly available information about foreign companies, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Certain foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of funds or other assets of the Portfolio, political or financial instability or diplomatic and other developments which could affect such investments. Foreign securities markets, while growing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. companies. In general, there is less overall governmental supervision and regulation of foreign securities markets, broker/dealers and issuers than in the United States.
9 Credit Risk
The Portfolio invests primarily in below investment grade floating-rate loans, which are considered speculative because of the credit risk of their issuers. Changes in economic conditions or other circumstances are more likely to reduce the capacity of issuers of these securities to make principal and interest payments. Such companies are more likely to default on their payments of interest and principal owed than issuers of investment grade bonds. An economic downturn generally leads to a higher non-payment rate, and a loan or other debt obligation may lose significant value before a default occurs. Lower rated investments also may be subject to greater price volatility than higher rated investments. Moreover, the specific collateral used to secure a loan may decline in value or become illiquid, which would adversely affect the loan’s value.
10 Fair Value Measurements
Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.
Ÿ | | Level 1 – quoted prices in active markets for identical investments |
Ÿ | | Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
Ÿ | | Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments) |
In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
Senior Debt Portfolio
October 31, 2014
Notes to Financial Statements — continued
At October 31, 2014, the hierarchy of inputs used in valuing the Portfolio’s investments and open derivative instruments, which are carried at value, were as follows:
| | | | | | | | | | | | | | | | |
Asset Description | | Level 1 | | | Level 2 | | | Level 3* | | | Total | |
| | | | |
Senior Floating-Rate Interests (Less Unfunded Loan Commitments) | | $ | — | | | $ | 7,769,665,160 | | | $ | 1,316,176 | | | $ | 7,770,981,336 | |
Corporate Bonds & Notes | | | — | | | | 317,675,627 | | | | 159,009 | | | | 317,834,636 | |
Asset-Backed Securities | | | — | | | | 53,414,489 | | | | — | | | | 53,414,489 | |
Common Stocks | | | 654,053 | | | | 4,788,808 | | | | 7,137,361 | | | | 12,580,222 | |
Preferred Stocks | | | — | | | | — | | | | — | | | | — | |
Warrants | | | — | | | | — | | | | — | | | | — | |
Short-Term Investments | | | — | | | | 109,038,911 | | | | — | | | | 109,038,911 | |
| | | | |
Total Investments | | $ | 654,053 | | | $ | 8,254,582,995 | | | $ | 8,612,546 | | | $ | 8,263,849,594 | |
| | | | |
Forward Foreign Currency Exchange Contracts | | $ | — | | | $ | 9,351,389 | | | $ | — | | | $ | 9,351,389 | |
| | | | |
Total | | $ | 654,053 | | | $ | 8,263,934,384 | | | $ | 8,612,546 | | | $ | 8,273,200,983 | |
* | None of the unobservable inputs for Level 3 assets, individually or collectively, had a material impact on the Portfolio. |
Level 3 investments at the beginning and/or end of the period in relation to net assets were not significant and accordingly, a reconciliation of Level 3 assets for the year ended October 31, 2014 is not presented. At October 31, 2014, there were no investments transferred between Level 1 and Level 2 during the year then ended.
Senior Debt Portfolio
October 31, 2014
Report of Independent Registered Public Accounting Firm
To the Trustees and Investors of Senior Debt Portfolio:
We have audited the accompanying statement of assets and liabilities of Senior Debt Portfolio (the “Portfolio”), including the portfolio of investments, as of October 31, 2014, and the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the supplementary data for each of the five years in the period then ended. These financial statements and supplementary data are the responsibility of the Portfolio’s management. Our responsibility is to express an opinion on these financial statements and supplementary data based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and supplementary data are free of material misstatement. The Portfolio is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Portfolio’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities and senior loans owned as of October 31, 2014, by correspondence with the custodian, brokers, and selling or agent banks; where replies were not received from brokers and selling or agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements and supplementary data referred to above present fairly, in all material respects, the financial position of Senior Debt Portfolio as of October 31, 2014, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the supplementary data for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 19, 2014
Eaton Vance Floating-Rate Advantage Fund
Senior Debt Portfolio
October 31, 2014
Special Meeting of Shareholders (Unaudited)
Eaton Vance Floating-Rate Advantage Fund
The Fund held a Special Meeting of Shareholders on May 29, 2014 to elect five Trustees. The results of the vote were as follows:
| | | | | | | | |
| | Number of Shares(1) | |
Nominee for Trustee | | For | | | Withheld | |
Scott E. Eston | | | 658,659,523 | | | | 5,726,392 | |
Cynthia E. Frost | | | 658,133,372 | | | | 6,252,543 | |
George J. Gorman | | | 658,539,608 | | | | 5,846,306 | |
Valerie A. Mosley | | | 657,843,001 | | | | 6,542,913 | |
Harriett Tee Taggart | | | 657,885,827 | | | | 6,500,087 | |
Each nominee was also elected a Trustee of the Portfolio.
(1) | Excludes fractional shares. |
Senior Debt Portfolio
Interestholder Meeting
The Portfolio held a Special Meeting of Interestholders on May 29, 2014 to elect five Trustees. The results of the vote were as follows:
| | | | | | |
| | Interest in the Portfolio | |
Nominee for Trustee | | For | | Withheld | |
Scott E. Eston | | 99.13% | | | 0.87 | % |
Cynthia E. Frost | | 99.05% | | | 0.95 | % |
George J. Gorman | | 99.11% | | | 0.89 | % |
Valerie A. Mosley | | 99.01% | | | 0.99 | % |
Harriett Tee Taggart | | 99.01% | | | 0.99 | % |
Eaton Vance
Floating-Rate Advantage Fund
October 31, 2014
Management and Organization
Fund Management. The Trustees of Eaton Vance Mutual Funds Trust (the Trust) and Senior Debt Portfolio (the Portfolio) are responsible for the overall management and supervision of the Trust’s and Portfolio’s affairs. The Trustees and officers of the Trust and the Portfolio are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers of the Trust and the Portfolio hold indefinite terms of office. The “Noninterested Trustees” consist of those Trustees who are not “interested persons” of the Trust and the Portfolio, as that term is defined under the 1940 Act. The business address of each Trustee and officer is Two International Place, Boston, Massachusetts 02110. As used below, “EVC” refers to Eaton Vance Corp., “EV” refers to Eaton Vance, Inc., “EVM” refers to Eaton Vance Management, “BMR” refers to Boston Management and Research and “EVD” refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. EVD is the Fund’s principal underwriter, the Portfolio’s placement agent and a wholly-owned subsidiary of EVC. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below. Each Trustee oversees 180 portfolios in the Eaton Vance Complex (including all master and feeder funds in a master feeder structure). Each officer serves as an officer of certain other Eaton Vance funds. Each Trustee and officer serves until his or her successor is elected.
| | | | | | |
Name and Year of Birth | | Position(s) with the Trust and the Portfolio | | Trustee Since(1) | | Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience |
Interested Trustee | | | | | | |
| | | |
Thomas E. Faust Jr. 1958 | | Trustee | | 2007 | | Chairman, Chief Executive Officer and President of EVC, Director and President of EV, Chief Executive Officer and President of EVM and BMR, and Director of EVD. Trustee and/or officer of 180 registered investment companies. Mr. Faust is an interested person because of his positions with EVM, BMR, EVD, EVC and EV, which are affiliates of the Trust and the Portfolio. Directorships in the Last Five Years.(2) Director of EVC and Hexavest Inc. |
| | | |
| | | | | | |
Noninterested Trustees | | | | | | |
| | | |
Scott E. Eston 1956 | | Trustee | | 2011 | | Private investor. Formerly held various positions at Grantham, Mayo, Van Otterloo and Co., L.L.C. (investment management firm) (1997-2009), including Chief Operating Officer (2002-2009), Chief Financial Officer (1997-2009) and Chairman of the Executive Committee (2002-2008); President and Principal Executive Officer, GMO Trust (open-end registered investment company) (2006-2009). Former Partner, Coopers and Lybrand L.L.P. (now PricewaterhouseCoopers) (public accounting firm) (1987-1997). Directorships in the Last Five Years.(2) None. |
| | | |
Cynthia E. Frost(3) 1961 | | Trustee | | 2014 | | Private investor. Formerly, Chief Investment Officer of Brown University (university endowment) (2000-2012); Portfolio Strategist for Duke Management Company (university endowment manager) (1995-2000); Managing Director, Cambridge Associates (1989-1995); Consultant, Bain and Company (1987-1989); Senior Equity Analyst, BA Investment Management Company (1983-1985). Directorships in the Last Five Years. None. |
| | | |
George J. Gorman(3) 1952 | | Trustee | | 2014 | | Principal at George J. Gorman LLC (consulting firm). Formerly, Senior Partner at Ernst & Young LLP (public accounting firm) (1974-2009). Directorships in the Last Five Years. Formerly, Trustee of the Bank of America Money Market Funds Series Trust (2011-2014) and of the Ashmore Funds (2010-2014). |
| | | |
Valerie A. Mosley(4) 1960 | | Trustee | | 2014 | | Chairwoman and Chief Executive Officer of Valmo Ventures (a consulting and investment firm). Former Partner and Senior Vice President, Portfolio Manager and Investment Strategist at Wellington Management Company, LLP (investment management firm) (1992-2012). Former Chief Investment Officer, PG Corbin Asset Management (1990-1992). Formerly worked in institutional corporate bond sales at Kidder Peabody (1986-1990). Directorships in the Last Five Years.(2) Director of Dynex Capital, Inc. (mortgage REIT) (since 2013). |
| | | |
William H. Park 1947 | | Trustee | | 2003 | | Consultant and private investor. Formerly, Chief Financial Officer, Aveon Group L.P. (investment management firm) (2010-2011). Formerly, Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company) (2006-2010). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005). Formerly, Executive Vice President and Chief Financial Officer, United Asset Management Corporation (investment management firm) (1982-2001). Formerly, Senior Manager, Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm) (1972-1981). Directorships in the Last Five Years.(2) None. |
Eaton Vance
Floating-Rate Advantage Fund
October 31, 2014
Management and Organization — continued
| | | | | | |
Name and Year of Birth | | Position(s) with the Trust and the Portfolio | | Trustee Since(1) | | Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience |
Noninterested Trustees (continued) | | | | |
| | | |
Ronald A. Pearlman 1940 | | Trustee | | 2003 | | Lawyer and consultant. Formerly, Professor of Law, Georgetown University Law Center (1999-2014). Formerly, Partner, Covington & Burling LLP (law firm) (1991-2000). Formerly, Chief of Staff, Joint Committee on Taxation, U.S. Congress (1988-1990). Formerly, Deputy Assistant Secretary (Tax Policy) and Assistant Secretary (Tax Policy), U.S. Department of the Treasury (1983-1985). Directorships in the Last Five Years.(2) None. |
| | | |
Helen Frame Peters 1948 | | Trustee | | 2008 | | Professor of Finance, Carroll School of Management, Boston College. Formerly, Dean, Carroll School of Management, Boston College (2000-2002). Formerly, Chief Investment Officer, Fixed Income, Scudder Kemper Investments (investment management firm) (1998-1999). Formerly, Chief Investment Officer, Equity and Fixed Income, Colonial Management Associates (investment management firm) (1991-1998). Directorships in the Last Five Years.(2) Formerly, Director of BJ’s Wholesale Club, Inc. (wholesale club retailer) (2004-2011). Formerly, Trustee of SPDR Index Shares Funds and SPDR Series Trust (exchange traded funds) (2000-2009). Formerly, Director of Federal Home Loan Bank of Boston (a bank for banks) (2007-2009). |
| | | |
Harriett Tee Taggart 1948 | | Trustee | | 2011 | | Managing Director, Taggart Associates (a professional practice firm). Formerly, Partner and Senior Vice President, Wellington Management Company, LLP (investment management firm) (1983-2006). Directorships in the Last Five Years.(2) Director of Albemarle Corporation (chemicals manufacturer) (since 2007) and The Hanover Group (specialty property and casualty insurance company) (since 2009). Formerly, Director of Lubrizol Corporation (specialty chemicals) (2007-2011). |
| | | |
Ralph F. Verni 1943 | | Chairman of the Board and Trustee | | 2007 (Chairman) 2005 (Trustee) | | Consultant and private investor. Formerly, Chief Investment Officer (1982-1992), Chief Financial Officer (1988-1990) and Director (1982-1992), New England Life. Formerly, Chairperson, New England Mutual Funds (1982-1992). Formerly, President and Chief Executive Officer, State Street Management & Research (1992-2000). Formerly, Chairperson, State Street Research Mutual Funds (1992-2000). Formerly, Director, W.P. Carey, LLC (1998-2004) and First Pioneer Farm Credit Corp. (2002-2006). Directorships in the Last Five Years.(2) None. |
| | | |
| | | | | | |
Principal Officers who are not Trustees |
Name and Year of Birth | | Position(s) with the Trust and the Portfolio | | Officer Since(5) | | Principal Occupation(s) During Past Five Years |
| | | |
Payson F. Swaffield 1956 | | President of the Trust and Vice President of the Portfolio | | 2003 | | Vice President and Chief Income Investment Officer of EVM and BMR. |
| | | |
Scott H. Page 1959 | | President of the Portfolio | | 1996 | | Vice President of EVM and BMR. |
| | | |
Maureen A. Gemma 1960 | | Vice President, Secretary and Chief Legal Officer | | 2005 | | Vice President of EVM and BMR. |
| | | |
James F. Kirchner 1967 | | Treasurer | | 2007 | | Vice President of EVM and BMR. |
| | | |
Paul M. O’Neil 1953 | | Chief Compliance Officer | | 2004 | | Vice President of EVM and BMR. |
Eaton Vance
Floating-Rate Advantage Fund
October 31, 2014
Management and Organization — continued
(1) | Year first appointed to serve as Trustee for a fund in the Eaton Vance family of funds. Each Trustee has served continuously since appointment unless indicated otherwise. |
(2) | During their respective tenures, the Trustees (except for Ms. Frost and Mr. Gorman) also served as Board members of one or more of the following funds (which operated in the years noted): eUnitsTM 2 Year U.S. Market Participation Trust: Upside to Cap / Buffered Downside (launched in 2012 and terminated in 2014); eUnitsTM 2 Year U.S. Market Participation Trust II: Upside to Cap / Buffered Downside (launched in 2012 and terminated in 2014); Eaton Vance Credit Opportunities Fund (launched in 2005 and terminated in 2010); Eaton Vance Insured Florida Plus Municipal Bond Fund (launched in 2002 and terminated in 2009); and Eaton Vance National Municipal Income Trust (launched in 1998 and terminated in 2009). However, Ms. Mosley did not serve as a Board member of eUnitsTM 2 Year U.S. Market Participation Trust: Upside to Cap / Buffered Downside (launched in 2012 and terminated in 2014). |
(3) | Ms. Frost and Mr. Gorman began serving as Trustees effective May 29, 2014. |
(4) | Ms. Mosley began serving as a Trustee effective January 1, 2014. |
(5) | Year first elected to serve as officer of a fund in the Eaton Vance family of funds when the officer has served continuously. Otherwise, year of most recent election as an officer of a fund in the Eaton Vance family of funds. Titles may have changed since initial election. |
The SAI for the Fund includes additional information about the Trustees and officers of the Fund and the Portfolio and can be obtained without charge on Eaton Vance’s website at www.eatonvance.com or by calling 1-800-262-1122.
Eaton Vance Funds
IMPORTANT NOTICES
Privacy. The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy (“Privacy Policy”) with respect to nonpublic personal information about its customers:
Ÿ | | Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions. |
Ÿ | | None of such information about you (or former customers) will be disclosed to anyone, except as permitted by law (which includes disclosure to employees necessary to service your account). In the normal course of servicing a customer’s account, Eaton Vance may share information with unaffiliated third parties that perform various required services such as transfer agents, custodians and broker-dealers. |
Ÿ | | Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information. |
Ÿ | | We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy Policy periodically for changes by accessing the link on our homepage: www.eatonvance.com. |
Our pledge of privacy applies to the following entities within the Eaton Vance organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton Vance Investment Counsel, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer’s account (i.e., fund shares) is held in the name of a third-party financial advisor/broker-dealer, it is likely that only such advisor’s privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures. For more information about Eaton Vance’s Privacy Policy, please call 1-800-262-1122.
Delivery of Shareholder Documents. The Securities and Exchange Commission (SEC) permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called “householding” and it helps eliminate duplicate mailings to shareholders. Eaton Vance, or your financial advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, otherwise. If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial advisor. Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial advisor.
Portfolio Holdings. Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website at www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC’s website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC’s public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).
Proxy Voting. From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds’ and Portfolios’ Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge, upon request, by calling 1-800-262-1122 and by accessing the SEC’s website at www.sec.gov.
Investment Adviser of Senior Debt Portfolio
Boston Management and Research
Two International Place
Boston, MA 02110
Administrator of Eaton Vance Floating-Rate Advantage Fund
Eaton Vance Management
Two International Place
Boston, MA 02110
Principal Underwriter*
Eaton Vance Distributors, Inc.
Two International Place
Boston, MA 02110
(617) 482-8260
Custodian
State Street Bank and Trust Company
State Street Financial Center, One Lincoln Street
Boston, MA 02111
Transfer Agent
BNY Mellon Investment Servicing (US) Inc.
Attn: Eaton Vance Funds
P.O. Box 9653
Providence, RI 02940-9653
(800) 262-1122
Independent Registered Public Accounting Firm
Deloitte & Touche LLP
200 Berkeley Street
Boston, MA 02116-5022
Fund Offices
Two International Place
Boston, MA 02110
* | FINRA BrokerCheck. Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org. |
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Item 2. Code of Ethics
The registrant has adopted a code of ethics applicable to its Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer. The registrant undertakes to provide a copy of such code of ethics to any person upon request, without charge, by calling 1-800-262-1122.
Item 3. Audit Committee Financial Expert
The registrant’s Board has designated William H. Park, an independent trustee, as its audit committee financial expert. Mr. Park is a certified public accountant who is a consultant and private investor. Previously, he served as the Chief Financial Officer of Aveon Group, L.P. (an investment management firm), as the Vice Chairman of Commercial Industrial Finance Corp. (specialty finance company), as President and Chief Executive Officer of Prizm Capital Management, LLC (investment management firm), as Executive Vice President and Chief Financial Officer of United Asset Management Corporation (an institutional investment management firm) and as a Senior Manager at Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm).
Item 4. Principal Accountant Fees and Services
(a)-(d)
The following table presents the aggregate fees billed to the registrant for the registrant’s fiscal years ended October 31, 2013 and October 31, 2014 by the registrant’s principal accountant, Deloitte & Touche LLP (“D&T”), for professional services rendered for the audit of the registrant’s annual financial statements and fees billed for other services rendered by D&T during such periods.
| | | | | | | | |
Fiscal Years Ended | | 10/31/13 | | | 10/31/14 | |
Audit Fees | | $ | 120,160 | | | $ | 124,377 | |
Audit-Related Fees(1) | | $ | 18,000 | | | $ | 0 | |
Tax Fees(2) | | $ | 20,510 | | | $ | 21,380 | |
All Other Fees(3) | | $ | 0 | | | $ | 0 | |
| | | | | | | | |
Total | | $ | 158,670 | | | $ | 145,757 | |
| | | | | | | | |
(1) | Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under the category of audit fees and specifically include fees for the performance of certain agreed-upon procedures relating to the registrant’s revolving credit agreement. |
(2) | Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation and other tax related compliance/planning matters. |
(3) | All other fees consist of the aggregate fees billed for products and services provided by the registrant’s principal accountant other than audit, audit-related, and tax services. |
(e)(1) The registrant’s audit committee has adopted policies and procedures relating to the pre-approval of services provided by the registrant’s principal accountant (the “Pre-Approval Policies”). The Pre-Approval Policies establish a framework intended to assist the audit committee in the proper discharge of its pre-approval responsibilities. As a general matter, the Pre-Approval Policies (i) specify certain types of audit, audit-related, tax, and other services determined to be pre-approved by the audit committee; and (ii) delineate specific procedures governing the mechanics of the pre-approval process, including the approval and monitoring of audit and non-audit service fees. Unless a service is specifically pre-approved under the Pre-Approval Policies, it must be separately pre-approved by the audit committee.
The Pre-Approval Policies and the types of audit and non-audit services pre-approved therein must be reviewed and ratified by the registrant’s audit committee at least annually. The registrant’s audit committee maintains full responsibility for the appointment, compensation, and oversight of the work of the registrant’s principal accountant.
(e)(2) No services described in paragraphs (b)-(d) above were approved by the registrant’s audit committee pursuant to the “de minimis exception” set forth in Rule 2-01 (c)(7)(i)(C) of Regulation S-X.
(f) Not applicable.
(g) The following table presents (i) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the registrant by D&T for the registrant’s fiscal years ended October 31, 2013 and October 31, 2014; and (ii) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the Eaton Vance organization by D&T for the same time periods.
| | | | | | | | |
Fiscal Years Ended | | 10/31/13 | | | 10/31/14 | |
Registrant | | $ | 38,510 | | | $ | 21,380 | |
Eaton Vance(1) | | $ | 526,385 | | | $ | 99,750 | |
(1) | Certain subsidiaries of Eaton Vance Corp. provide ongoing services to the registrant. |
(h) The registrant’s audit committee has considered whether the provision by the registrant’s principal accountant of non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining the principal accountant’s independence.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments
Please see schedule of investments contained in the Report to Stockholders included 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.
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders
No material changes.
Item 11. Controls and Procedures
(a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.
(b) There have been no changes in the registrant’s internal controls over financial reporting during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Exhibits
| | |
(a)(1) | | Registrant’s Code of Ethics – Not applicable (please see Item 2). |
| |
(a)(2)(i) | | Treasurer’s Section 302 certification. |
| |
(a)(2)(ii) | | President’s Section 302 certification. |
| |
(b) | | Combined Section 906 certification. |
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.
Senior Debt Portfolio
| | |
By: | | /s/ Scott H. Page |
| | Scott H. Page |
| | President |
Date: | | December 11, 2014 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | |
By: | | /s/ James F. Kirchner |
| | James F. Kirchner |
| | Treasurer |
Date: | | December 11, 2014 |
By: | | /s/ Scott H. Page |
| | Scott H. Page |
| | President |
Date: | | December 11, 2014 |