Item 1. |
Reports to Stockholders. |
(a) | The Report to Shareholders of CBRE Global Real Estate Income Fund (the “Trust”) is attached herewith. |
2 | ||||
3 | ||||
8 | ||||
9 | ||||
16 | ||||
19 | ||||
20 | ||||
21 | ||||
22 | ||||
23 | ||||
24 | ||||
32 | ||||
34 | ||||
39 |
Annual report 2023 |
Confidential & Proprietary |
1 |
Annual report 2023 |
Confidential & Proprietary |
2 |
1H2023 |
2H2023 |
CY2023 | ||||
REGION | ||||||
North America 2 |
4.6% | 6.7% | 11.6% | |||
Europe 2 |
-6.1% | 27.9% | 20.0% | |||
Asia-Pacific 2 |
-4.9% | 3.9% | -1.2% | |||
Global Real Estate Common Stocks 3 |
1.0% | 8.6% | 9.7% | |||
U.S. REIT Preferred Stocks 4 |
9.2% | 5.2% | 14.9% | |||
80/20 Blend of Global Common Stock & U.S. Preferred Stock 5 |
2.7% | 7.9% | 10.8% |
1 |
Global real estate stocks as measured by FTSE EPRA Nareit Developed Index – Net returned +15.6% during the fourth quarter, +8.6% during the second half of the year and +9.7% for the calendar year. The broader market as measured by the MSCI World Index (USD) returned +24.4% for the calendar year. |
2 |
Regional allocations for the FTSE EPRA Nareit Developed Index – Net are determined based on classifications by CBRE Investment Management. North America regional performance excludes U.S. REIT preferred stocks and only represents U.S. common stocks within the FTSE EPRA Nareit Developed Index – Net. |
3 |
Represented by the FTSE EPRA Nareit Developed Index – Net. The Index is an unmanaged market-weighted index consisting of real estate companies from developed markets, where greater than 75% of constituents’ EBITDA (earnings before interest, taxes, depreciation, and amortization) is derived from relevant real estate activities and is calculated net of withholding taxes. Investors cannot invest directly in an index. |
4 |
Represented by the MSCI REIT Preferred Index, a preferred stock market capitalization-weighted index of certain exchange-traded preferred securities issued by U.S. equity and U.S. hybrid REITs. Investors cannot invest directly in an index. |
5 |
Represented by the daily weighted average of the following indices: 80% FTSE EPRA Nareit Developed – Net and 20% MSCI Preferred Index. Investors cannot invest directly in an index. |
Annual report 2023 |
Confidential & Proprietary |
3 |
Geographic exposure as of December 31, 2023 |
Sector exposure as of December 31, 2023 | |
Source: CBRE Investment Management as of 12/31/2023. |
6 |
The Trust is currently paying distributions in excess of its net investment income and capital gains, which may result in a return of capital. Absent this, the distribution rate would have been lower. The estimated composition of each distribution, including any return of capital, will be provided to shareholders of record and is also available at www.cbreim.com. Final determination of a distribution’s tax character will be made on Form 1099 DIV and sent to shareholders. |
Annual report 2023 |
Confidential & Proprietary |
4 |
Annual report 2023 |
Confidential & Proprietary |
5 |
JOSEPH P. SMITH, CFA Portfolio Manager President & CEO |
KENNETH S. WEINBERG, CFA Portfolio Manager |
JONATHAN D. MINIMAN, CFA Portfolio Manager |
Annual report 2023 |
Confidential & Proprietary |
6 |
Annual report 2023 |
Confidential & Proprietary |
7 |
Beginning account value |
Ending account value |
Annualized expense ratio |
Expenses paid during the period |
|||||||||||||
July 1, 2023 |
December 31, 2023 |
Per $1,000 (1) |
||||||||||||||
CBRE GLOBAL REAL ESTATE INCOME FUND |
||||||||||||||||
Actual |
$ | 1,000.00 | $ | 1,122.00 | 4.04 | % | $ | 21.61 | ||||||||
Hypothetical (5% return before expenses) |
$ | 1,000.00 | $ | 1,004.84 | 4.04 | % | $ | 20.42 |
(1) |
Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 184 (the number of days in the most recent six-month period), then divided by 365. |
Annual report 2023 |
Confidential & Proprietary |
8 |
Annual report 2023 |
Confidential & Proprietary |
9 |
– | Retail Properties |
– | Office Properties non-competitiveness. |
– | Hotel Properties |
– | Healthcare Properties |
– | Multifamily Properties |
– | Community Shopping Centers |
– | Self-Storage Properties |
Annual report 2023 |
Confidential & Proprietary |
10 |
– | Industrial Properties |
– | Towers Companies on-site or off-site contamination and related personal injury or property damage. |
– | Data Centers Properties |
– | Net Lease Properties |
– | Lack of Insurance |
– | Financial Leverage |
– | Environmental Issues |
– | Recent Events |
– | Acts of God and Geopolitical Risks COVID-19, SARS, H1N1/09 flu, avian flu, other coronavirus, Ebola, or other existing or new pandemic or epidemic diseases), terrorism, social and political discord, geopolitical events, national and international political circumstances, and other unforeseen and/or uncontrollable events with widespread impact. These disruptions may affect the level and volatility of security prices and liquidity of any investments. Unexpected volatility could impair an investment’s profitability or result in it suffering losses. Economies and financial markets throughout the world are becoming increasingly interconnected, which increases the likelihood that events or conditions in one country or region will adversely impact markets or securities industry participants in other countries or regions. |
– | REIT Issues |
Annual report 2023 |
Confidential & Proprietary |
11 |
– | the likelihood of greater volatility of net asset value and market price of the common shares because changes in the value of the Trust’s portfolio, including securities bought with the proceeds of the leverage, are borne entirely by the holders of common shares; and |
– | the possibility either that common share net investment income will fall if the leverage expense rises or that common share net investment income will fluctuate because the leverage expense varies. |
– | Deferral |
– | Subordination |
– | Liquidity |
– | Limited Voting Rights |
Annual report 2023 |
Confidential & Proprietary |
12 |
holders generally have no voting rights, except (i) if the issuer fails to pay dividends for a specified period of time or (ii) if a declaration of default occurs and is continuing. In such an event, rights of holders of trust preferred securities generally would include the right to appoint and authorize a trustee to enforce the trust or special purpose entity’s rights as a creditor under the agreement with its operating company. |
– | Special Redemption Rights |
– | New Types of Securities |
Annual report 2023 |
Confidential & Proprietary |
13 |
Annual report 2023 |
Confidential & Proprietary |
14 |
Shares |
Market value |
|||||||||||||||
Real Estate Securities* – 125.4% |
||||||||||||||||
Common Stock – 117.4% |
||||||||||||||||
Australia – 4.8% |
||||||||||||||||
830,420 | Charter Hall Group | $ | 6,822,327 | |||||||||||||
1,525,133 | Dexus | 7,992,400 | ||||||||||||||
2,931,273 | Mirvac Group | 4,180,332 | ||||||||||||||
5,015,696 | Scentre Group | 10,233,181 | ||||||||||||||
8,780,872 | Vicinity Centres | 12,222,951 | ||||||||||||||
41,451,191 | ||||||||||||||||
Belgium – 2.2% |
||||||||||||||||
167,362 | Aedifica SA | 11,767,439 | ||||||||||||||
93,958 | Cofinimmo SA | 7,410,690 | ||||||||||||||
19,178,129 | ||||||||||||||||
Canada – 4.8% |
||||||||||||||||
176,498 | Canadian Apartment Properties REIT | 6,532,006 | ||||||||||||||
728,500 | Chartwell Retirement Residences | 6,475,064 | ||||||||||||||
939,900 | H&R Real Estate Investment Trust | 7,056,734 | ||||||||||||||
850,000 | RioCan Real Estate Investment Trust | 12,002,882 | ||||||||||||||
1,060,471 | Tricon Residential, Inc. | 9,650,286 | ||||||||||||||
41,716,972 | ||||||||||||||||
France – 3.2% |
||||||||||||||||
674,037 | Klepierre SA | 18,376,194 | ||||||||||||||
130,279 | Unibail-Rodamco-Westfield (a) |
9,630,681 | ||||||||||||||
28,006,875 | ||||||||||||||||
Germany – 1.1% |
||||||||||||||||
105,598 | LEG Immobilien SE (a) |
9,252,627 | ||||||||||||||
Hong Kong – 6.1% | ||||||||||||||||
1,837,310 | CK Asset Holdings Ltd. | 9,223,550 | ||||||||||||||
4,706,470 | Link REIT | 26,429,838 | ||||||||||||||
2,348,000 | New World Development Co. Ltd. | 3,644,436 | ||||||||||||||
4,382,000 | Swire Properties Ltd. | 8,866,640 | ||||||||||||||
1,422,303 | Wharf Real Estate Investment Co. Ltd. | 4,808,677 | ||||||||||||||
52,973,141 | ||||||||||||||||
Japan – 8.1% |
||||||||||||||||
3,139 | Activia Properties, Inc. | 8,650,174 | ||||||||||||||
7,321 | AEON REIT Investment Corp. | 7,342,810 | ||||||||||||||
11,306 | Japan Hotel REIT Investment Corp. | 5,549,547 |
Shares |
Market value |
|||||||||||||||
24,096 | Japan Metropolitan Fund Investment Corp. | $ | 17,416,530 | |||||||||||||
6,880 | Kenedix Office Investment Corp. | 7,847,241 | ||||||||||||||
10,619 | LaSalle Logiport REIT | 11,449,057 | ||||||||||||||
10,122 | Orix JREIT, Inc. | 11,954,270 | ||||||||||||||
70,209,629 | ||||||||||||||||
Singapore – 4.9% |
||||||||||||||||
3,822,800 | CapitaLand Ascendas REIT | 8,781,051 | ||||||||||||||
11,760,444 | CapitaLand China Trust | 8,291,420 | ||||||||||||||
9,348,612 | CapitaLand Integrated Commercial Trust | 14,599,455 | ||||||||||||||
5,878,600 | Frasers Logistics & Commercial Trust | 5,125,002 | ||||||||||||||
8,338,000 | Keppel REIT | 5,878,508 | ||||||||||||||
42,675,436 | ||||||||||||||||
Spain – 1.5% |
||||||||||||||||
1,142,990 | Merlin Properties Socimi SA | 12,701,853 | ||||||||||||||
Sweden – 1.5% |
||||||||||||||||
891,381 | Castellum AB (a) |
12,674,816 | ||||||||||||||
United Kingdom – 5.5% |
||||||||||||||||
1,200,719 | British Land Co. PLC (The) | 6,116,559 | ||||||||||||||
2,598,836 | Land Securities Group PLC | 23,349,901 | ||||||||||||||
829,603 | Safestore Holdings PLC | 9,348,950 | ||||||||||||||
2,668,000 | Supermarket Income REIT PLC | 2,955,601 | ||||||||||||||
2,696,061 | Tritax Big Box REIT PLC | 5,804,965 | ||||||||||||||
47,575,976 | ||||||||||||||||
United States – 73.7% |
||||||||||||||||
178,107 | Alexandria Real Estate Equities, Inc. | 22,578,624 | ||||||||||||||
55,905 | American Tower Corp. | 12,068,771 | ||||||||||||||
372,093 | Apartment Income REIT Corp. | 12,922,790 | ||||||||||||||
154,739 | AvalonBay Communities, Inc. | 28,970,236 | ||||||||||||||
791,471 | Brixmor Property Group, Inc. | 18,417,530 | ||||||||||||||
652,710 | Broadstone Net Lease, Inc. | 11,239,666 | ||||||||||||||
139,875 | Camden Property Trust | 13,888,189 | ||||||||||||||
333,020 | Crown Castle, Inc. | 38,360,574 | ||||||||||||||
741,425 | CubeSmart | 34,365,049 | ||||||||||||||
941,762 | Empire State Realty Trust, Inc., Class A | 9,125,674 | ||||||||||||||
7,111 | Equinix, Inc. | 5,727,128 | ||||||||||||||
76,610 | Essex Property Trust, Inc. | 18,994,683 |
Annual report 2023 |
Confidential & Proprietary |
16 |
Shares |
Market value |
|||||||||||||||
666,620 | Healthcare Realty Trust, Inc., Class A | $ | 11,485,863 | |||||||||||||
844,349 | Healthpeak Properties, Inc. | 16,718,110 | ||||||||||||||
579,218 | Host Hotels & Resorts, Inc. | 11,277,374 | ||||||||||||||
454,631 | Hudson Pacific Properties, Inc. | 4,232,615 | ||||||||||||||
38,541 | Hyatt Hotels Corp., Class A | 5,026,132 | ||||||||||||||
418,300 | Independence Realty Trust, Inc. | 6,399,990 | ||||||||||||||
1,039,635 | Invitation Homes, Inc. | 35,461,950 | ||||||||||||||
123,551 | Kilroy Realty Corp. | 4,922,272 | ||||||||||||||
346,849 | Kite Realty Group Trust | 7,928,968 | ||||||||||||||
316,068 | National Storage Affiliates Trust | 13,107,340 | ||||||||||||||
800,659 | Park Hotels & Resorts, Inc. | 12,250,083 | ||||||||||||||
696,892 | Piedmont Office Realty Trust, Inc., Class A | 4,954,902 | ||||||||||||||
157,312 | Public Storage | 47,980,160 | ||||||||||||||
278,710 | Realty Income Corp. | 16,003,528 | ||||||||||||||
581,300 | Retail Opportunity Investments Corp. | 8,155,639 | ||||||||||||||
505,000 | Rexford Industrial Realty, Inc. | 28,330,500 | ||||||||||||||
44,335 | SBA Communications Corp., Class A | 11,247,346 | ||||||||||||||
302,038 | Simon Property Group, Inc. | 43,082,700 | ||||||||||||||
585,007 | Spirit Realty Capital, Inc. | 25,558,956 | ||||||||||||||
262,148 | Sun Communities, Inc. | 35,036,080 | ||||||||||||||
1,408,200 | Sunstone Hotel Investors, Inc. | 15,109,986 | ||||||||||||||
413,305 | Ventas, Inc. | 20,599,121 | ||||||||||||||
553,677 | VICI Properties, Inc. | 17,651,223 | ||||||||||||||
166,582 | Vornado Realty Trust | 4,705,942 | ||||||||||||||
64,442 | Welltower, Inc. | 5,810,735 | ||||||||||||||
639,696,429 | ||||||||||||||||
Total Common Stock | ||||||||||||||||
(cost $1,187,118,652) | 1,018,113,074 | |||||||||||||||
Preferred Stock – 8.0% |
||||||||||||||||
United States – 8.0% |
||||||||||||||||
245,403 | Digital Realty Trust, Inc., Series J, 5.250% | 5,435,676 | ||||||||||||||
301,100 | Digital Realty Trust, Inc., Series L, 5.200% | 6,708,508 |
Shares |
Market value |
|||||||||||||||
282,200 | Federal Realty Investment Trust, Series C, 5.000% | $ | 6,436,982 | |||||||||||||
405,900 | National Storage Affiliates Trust, Series A, 6.000% | 9,595,476 | ||||||||||||||
383,644 | Pebblebrook Hotel Trust, Series E, 6.375% | 8,298,219 | ||||||||||||||
541,950 | Pebblebrook Hotel Trust, Series F, 6.300% | 11,792,832 | ||||||||||||||
262,125 | Pebblebrook Hotel Trust, Series G, 6.375% | 5,533,459 | ||||||||||||||
143,517 | Rexford Industrial Realty, Inc., Series B, 5.875% | 3,375,520 | ||||||||||||||
287,077 | Summit Hotel Properties, Inc., Series E, 6.250% | 6,246,796 | ||||||||||||||
265,000 | Sunstone Hotel Investors, Inc., Series H, 6.125% | 5,763,750 | ||||||||||||||
Total Preferred Stock | ||||||||||||||||
(cost $75,288,919) | 69,187,218 | |||||||||||||||
Total Investments – 125.4% | ||||||||||||||||
(cost $1,262,407,571) | 1,087,300,292 | |||||||||||||||
Liabilities in Excess of Other Assets – (25.4)% |
(220,026,392 | ) | ||||||||||||||
Net Assets – 100.0% | $ | 867,273,900 |
* | Includes U.S. Real Estate Investment Trusts (“REIT”) and Real Estate Operating Companies (“REOC”) as well as entities similarly formed under the laws of non-U.S. countries. |
(a) |
Non-income producing security. |
Annual report 2023 |
Confidential & Proprietary |
17 |
Assets |
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||||||
INVESTMENT IN REAL ESTATE SECURITIES | ||||||||||||||||
Common Stock |
||||||||||||||||
Australia |
$ | 41,451,191 | $ | - | $ | - | $ | 41,451,191 | ||||||||
Belgium |
19,178,129 | - | - | 19,178,129 | ||||||||||||
Canada |
41,716,972 | - | - | 41,716,972 | ||||||||||||
France |
28,006,875 | - | - | 28,006,875 | ||||||||||||
Germany |
9,252,627 | - | - | 9,252,627 | ||||||||||||
Hong Kong |
52,973,141 | - | - | 52,973,141 | ||||||||||||
Japan |
70,209,629 | - | - | 70,209,629 | ||||||||||||
Singapore |
42,675,436 | - | - | 42,675,436 | ||||||||||||
Spain |
12,701,853 | - | - | 12,701,853 | ||||||||||||
Sweden |
12,674,816 | - | - | 12,674,816 | ||||||||||||
United Kingdom |
47,575,976 | - | - | 47,575,976 | ||||||||||||
United States |
639,696,429 | - | - | 639,696,429 | ||||||||||||
Total Common Stock |
1,018,113,074 | - | - | 1,018,113,074 | ||||||||||||
Preferred Stock |
||||||||||||||||
United States |
69,187,218 | - | - | 69,187,218 | ||||||||||||
TOTAL INVESTMENT IN REAL ESTATE SECURITIES |
$ | 1,087,300,292 | $ | - | $ | - | $ | 1,087,300,292 |
Annual report 2023 |
Confidential & Proprietary |
18 |
December 31, 2023 |
||||
Assets |
||||
Investments, at value (cost $1,262,407,571) |
$ | 1,087,300,292 | ||
Cash and cash equivalents |
279,733 | |||
Receivable for investment securities sold |
63,375,760 | |||
Dividends and interest receivable |
7,715,072 | |||
Dividend withholding reclaims receivable |
1,098,831 | |||
Unrealized appreciation on spot contracts |
17,334 | |||
Other assets |
119,785 | |||
Total assets |
1,159,906,807 | |||
Liabilities |
||||
Line of credit payable |
289,441,900 | |||
Line of credit interest payable |
1,724,511 | |||
Management fees payable |
834,267 | |||
Dividend and distributions payable |
279,719 | |||
Accrued expenses |
352,510 | |||
Total liabilities |
292,632,907 | |||
NET ASSETS |
$ | 867,273,900 | ||
Composition of Net Assets |
||||
$0.001 par value per share; |
||||
Unlimited number of shares authorized |
||||
139,968,594 shares issued and outstanding |
$ | 139,969 | ||
Additional paid-in capital |
1,044,272,947 | |||
Distributable earnings / (accumulated loss) |
(177,139,016 | ) | ||
NET ASSETS |
$ | 867,273,900 | ||
NET ASSET VALUE |
||||
(BASED ON |
$ | 6.20 |
Annual report 2023 |
Confidential & Proprietary |
19 |
For the year ended December 31, 2023 |
||||
Investment Income |
||||
Dividends (net of foreign withholding taxes of $1,706,295) |
$43,076,244 | |||
Interest |
5,503 | |||
Total investment income |
43,081,747 | |||
Expenses |
||||
Interest expense on line of credit |
19,266,496 | |||
Management fees |
9,471,638 | |||
Printing and mailing fees |
328,785 | |||
Administration fees |
232,862 | |||
Trustees’ fees and expenses |
232,090 | |||
Custodian fees |
182,611 | |||
Insurance fees |
167,608 | |||
Legal fees |
132,364 | |||
NYSE listing fee |
119,505 | |||
Audit and tax fees |
64,020 | |||
Transfer agent fees |
52,308 | |||
Miscellaneous expenses |
47,450 | |||
Total expenses |
30,297,737 | |||
NET INVESTMENT INCOME |
12,784,010 | |||
Net Realized and Unrealized Gain (Loss) on Investments, Written Options, and Foreign Currency Transactions |
||||
Net realized gain (loss) on: |
||||
Investments |
47,958,369 | |||
Written options |
(70,908) | |||
Foreign currency transactions |
(251,030) | |||
Total Net Realized Gain |
47,636,431 | |||
Net change in unrealized appreciation (depreciation) on: |
||||
Investments |
51,711,198 | |||
Foreign currency denominated assets and liabilities |
7,870 | |||
Total Net Change in Unrealized Appreciation |
51,719,068 | |||
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS, WRITTEN OPTIONS, AND FOREIGN CURRENCY TRANSACTIONS |
99,355,499 | |||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS |
$112,139,509 |
Annual report 2023 |
Confidential & Proprietary |
20 |
For the year ended December 31, 2023 |
For the year ended December 31, 2022 |
|||||||
Change in Net Assets Resulting from Operations |
||||||||
Net investment income |
$12,784,010 | $23,011,947 | ||||||
Net realized gain on investments, written options, and foreign currency transactions |
47,636,431 | 67,530,538 | ||||||
Net change in unrealized appreciation (depreciation) on investments, and foreign currency denominated assets and liabilities |
51,719,068 | (494,527,416) | ||||||
Net increase (decrease) in net assets resulting from operations |
112,139,509 | (403,984,931) | ||||||
Distributions on Common Shares |
||||||||
Distributions from distributable earnings |
(85,517,072) | (81,613,345) | ||||||
Distributions from return of capital |
(11,052,258) | – | ||||||
Total distributions on common shares |
(96,569,330) | (81,613,345) | ||||||
Capital Share transactions |
||||||||
Proceeds from shares sold |
117,591,843 | – | ||||||
Offering costs for common shares charged to paid-in capital |
(1,898,934) | – | ||||||
Net increase from capital share transactions |
115,692,909 | – | ||||||
Net Increase (Decrease) in Net Assets |
131,263,088 | (485,598,276) | ||||||
Net Assets |
||||||||
Beginning of year |
736,010,812 | 1,221,609,088 | ||||||
End of year |
$867,273,900 | $736,010,812 |
Annual report 2023 |
Confidential & Proprietary |
21 |
For the year ended December 31, 2023 |
||||
Cash Flows from Operating Activities |
||||
Net increase in net assets resulting from operations |
$112,139,509 | |||
Adjustments to Reconcile Net Increase in Net Assets Resulting from Operations to Net Cash Provided by Operating Activities |
||||
Net change in unrealized appreciation/depreciation on investments |
(51,711,198) | |||
Net realized gain on investments |
(47,958,369) | |||
Net realized loss on written options |
70,908 | |||
Cost of securities purchased |
(559,873,067) | |||
Proceeds from sale of securities |
640,539,168 | |||
Premiums received on written options |
1,085,932 | |||
Payments to close written options |
(862,654) | |||
Increase in receivable for investment securities sold |
(53,438,912) | |||
Increase in dividends and interest receivable |
(3,129,400) | |||
Increase in dividend withholding reclaims receivable |
(567,201) | |||
Increase in unrealized appreciation on spot contracts |
(15,777) | |||
Increase in other assets |
(123) | |||
Increase in management fees payable |
48,677 | |||
Increase in line of credit interest payable |
329,680 | |||
Decrease in accrued expenses |
(13,330) | |||
NET CASH PROVIDED BY OPERATING ACTIVITIES |
36,643,843 | |||
Cash Flows from Financing Activities: |
||||
Cash distributions paid on Common Shares |
(96,489,773) | |||
Proceeds from shares sold |
117,591,843 | |||
Offering costs for common shares charged to paid-in capital |
(1,898,934) | |||
Proceeds from borrowing on line of credit |
450,524,200 | |||
Payments on line of credit borrowings |
(506,291,700) | |||
NET CASH USED IN FINANCING ACTIVITIES |
(36,564,364) | |||
Net increase in cash |
79,479 | |||
Cash and Cash Equivalents at Beginning of Year |
200,254 | |||
CASH AND CASH EQUIVALENTS AT END OF YEAR |
$279,733 | |||
Supplemental Disclosure |
||||
Interest paid on line of credit borrowings |
$18,936,816 |
Annual report 2023 |
Confidential & Proprietary |
22 |
For the Year Ended December 31, 2023 |
For the Year Ended December 31, 2022 |
For the Year Ended December 31, 2021 |
For the Year Ended December 31, 2020 |
For the Year Ended December 31, 2019 |
||||||||||||||||
Per share operating performance for a share outstanding throughout the year |
||||||||||||||||||||
Net asset value, beginning of year |
$6.31 | $10.48 | $8.11 | $8.86 | $7.55 | |||||||||||||||
Income from investment operations |
||||||||||||||||||||
Net investment income (1) |
0.10 | 0.20 | 0.22 | 0.17 | 0.16 | |||||||||||||||
Net realized and unrealized gain (loss) on investments, written options and foreign currency transactions |
0.74 | (3.67) | 2.75 | (0.32) | 1.75 | |||||||||||||||
Total from investment operations | 0.84 | (3.47) | 2.97 | (0.15) | 1.91 | |||||||||||||||
Common Share transactions |
||||||||||||||||||||
Dilutive effect on net asset value as a result of rights offering (2) |
(0.22) | – | – | – | – | |||||||||||||||
Offering costs charged to paid-in-capital |
(0.01) | – | – | – | – | |||||||||||||||
Total from Common Share transactions | (0.23) | – | – | – | – | |||||||||||||||
Distributions on Common Shares |
||||||||||||||||||||
Net investment income |
(0.34) | (0.21) | (0.08) | (0.21) | (0.30) | |||||||||||||||
Net realized gains |
(0.30) | (0.49) | (0.52) | - | - | |||||||||||||||
Return of capital |
(0.08) | - | - | (0.39) | (0.30) | |||||||||||||||
Total distributions to common shareholders | (0.72) | (0.70) | (0.60) | (0.60) | (0.60) | |||||||||||||||
NET ASSET VALUE, END OF YEAR |
$6.20 | $6.31 | $10.48 | $8.11 | $8.86 | |||||||||||||||
MARKET VALUE, END OF YEAR |
$5.43 | $5.73 | $9.79 | $6.88 | $8.02 | |||||||||||||||
Total investment return (3) |
||||||||||||||||||||
Net asset value | 11.03% | (33.97)% | 37.88% | (0.74)% | 25.74% | |||||||||||||||
Market value | 8.66% | (35.54)% | 52.66% | (5.52)% | 40.87% | |||||||||||||||
Ratios and supplemental data |
||||||||||||||||||||
Net assets, applicable to common shares, end of year (thousands) | $867,274 | $736,011 | $1,221,609 | $945,194 | $1,032,890 | |||||||||||||||
Borrowings (senior securities) outstanding, end of year (thousands) | $ |
$ |
$ |
$ |
$ |
|||||||||||||||
Asset Coverage per $1,000 (4) |
$ |
$ |
$ |
$ |
$ |
|||||||||||||||
Ratios to average net assets applicable to common shares of: | ||||||||||||||||||||
Net expenses |
3.86% | 2.29% | 1.46% | 1.53% | 1.57% | |||||||||||||||
Net expenses, excluding interest on line of credit |
1.40% | 1.39% | 1.24% | 1.26% | 1.16% | |||||||||||||||
Net investment income |
1.63% | 2.49% | 2.37% | 2.25% | 1.89% | |||||||||||||||
Portfolio turnover rate | 50.69% | 53.88% | 78.44% | 72.50% | 44.97% | |||||||||||||||
(1) |
Based on average shares outstanding. |
(2) |
Shares issued at a 5% discount on a 5-day average market price from 3/31/2023 to 4/6/2023. |
(3) |
Total investment return does not reflect brokerage commissions. Dividends and distributions are assumed to be reinvested at the prices obtained under the Trust’s Dividend Reinvestment Plan. Net Asset Value (“NAV”) total return is calculated assuming reinvestment of distributions at NAV on the date of the distribution. |
(4) |
Asset Coverage per $1,000: Asset coverage per $1,000 of debt is calculated by subtracting the Trust’s liabilities and indebtedness not represented by senior securities from the Trust’s total assets, dividing the result by the aggregate amount of the Trust’s senior securities representing indebtedness then outstanding, and multiplying the result by 1,000. |
Annual report 2023 |
Confidential & Proprietary |
23 |
1 |
FUND ORGANIZATION |
2 |
SIGNIFICANT ACCOUNTING POLICIES |
Annual report 2023 |
Confidential & Proprietary |
25 |
(i) | market value of investment securities, other assets and liabilities – at the current rates of exchange; |
(ii) | purchases and sales of investment securities, income and expenses – at the rate of exchange prevailing on the respective dates of such transactions. |
Annual report 2023 |
Confidential & Proprietary |
26 |
Annual report 2023 |
Confidential & Proprietary |
27 |
3 |
DERIVATIVE INSTRUMENTS |
Realized loss |
||||
EQUITY RISK |
||||
Written options |
($70,908) |
4 |
CONCENTRATION OF RISK |
5 |
INVESTMENT MANAGEMENT AGREEMENT AND OTHER AGREEMENTS |
Annual report 2023 |
Confidential & Proprietary |
28 |
6 |
PORTFOLIO SECURITIES |
7 |
FEDERAL INCOME TAXES |
Annual report 2023 |
Confidential & Proprietary |
29 |
Cost of investments for tax purposes |
Gross tax unrealized appreciation |
Gross tax unrealized depreciation |
Net tax unrealized depreciation on investments |
Net tax unrealized depreciation on foreign currency |
Qualified late year ordinary losses |
Qualified post- October capital deferral |
Undistributed ordinary income |
Undistributed long-term Capital gains / (accumulated capital loss) | ||||||||
$1,264,436,327 | $24,614,091 | $(201,750,126) | $(177,136,035) | $(2,981) | $0 | $0 | $0 | $0 |
8 |
BORROWINGS |
9 |
CAPITAL |
10 |
INDEMNIFICATIONS |
11 |
SUBSEQUENT EVENTS |
Annual report 2023 |
Confidential & Proprietary |
30 |
Annual report 2023 |
Confidential & Proprietary |
32 |
Number of shares in favor |
Number of shares withheld |
|||||||
T. Ritson Ferguson |
101,058,055.698 | 2,850,197.523 | ||||||
Heidi Stam |
97,733,513.155 | 6,174,740.066 |
Annual report 2023 |
Confidential & Proprietary |
34 |
Name, address and age | Term of office and length of time served (1) |
Title | Principal occupations during the past five years |
Number of portfolios in the Trust complex overseen by Trustee |
Other directorships held by trustee | |||||
Trustees: | ||||||||||
T. Ritson Ferguson (2) 555 East Lancaster Ave. Suite 120 Radnor, PA 19087 Age: 64 |
3 years/ since inception | Trustee | Senior Fellow Wharton Real Estate Center (since 2022); Managing Director of TRF3 Advisors (since 2022); Independent Investment Committee Member of CBRE Investment Management Listed Real Assets LLC (since 2022); Vice Chairman (2021) and Chief Executive Officer and Co-Chief Investment Officer (1995-2020) of CBRE Investment Management Listed Real Assets LLC; Chief Executive Officer, Chief Investment Officer and Global Chief Investment Officer of CBRE Global Investors (2015-2019) |
1 | Templeton World Charity Foundation (since 2023); Duke Management Company (DUMAC) (since 2018) | |||||
Asuka Nakahara 555 East Lancaster Ave. Suite 120 Radnor, PA 19087 Age: 68 |
3 years/ since inception | Trustee | Associate Director of the Zell-Lurie Real Estate Center at the Wharton School, University of Pennsylvania (since 1999); Practice Professor of Real Estate at the Wharton School, University of Pennsylvania (since 1999); Partner of Triton Atlantic Partners (since 2009) | 1 | Incompass Labs (since 2022); Rice Management Company (2022-2023); Comcast Corporation (since 2017) | |||||
John R. Bartholdson 555 East Lancaster Ave. Suite 120 Radnor, PA 19087 Age: 79 |
3 years/ 19 1 ⁄2 years |
Trustee/ Audit Committee Financial Expert | Senior Vice President, CFO and Treasurer, and a Director of Triumph Group, Inc. (1993-2007) (Retired) | 1 | Berwyn Cornerstone Fund, Berwyn Income Fund, and Berwyn Fund (2013-2016) | |||||
Leslie E. Greis 555 East Lancaster Ave. Suite 120 Radnor, PA 19087 Age: 65 |
3 years/ 5 years | Trustee | Founder and Managing Member of Perennial Capital Advisors, LLC (since 2003) | 1 | AIM Mutual, Inc. (2016), Kinefac Corporation (since 2009) |
Annual report 2023 |
Confidential & Proprietary |
35 |
Name, address and age | Term of office and length of time served (1) |
Title | Principal occupations during the past five years |
Number of portfolios in the Trust complex overseen by Trustee |
Other directorships held by trustee | |||||
Trustees: | ||||||||||
Heidi Stam 555 East Lancaster Ave. Suite 120 Radnor, PA 19087 Age 67 |
3 years/ 4 years | Trustee | Managing Director and General Counsel, The Vanguard Group, Inc. (2005-2016) (Retired) | 1 | Bridge Builder Trust (since 2022); Edward Jones Money Market Fund (since 2022); Investor Advisory Committee, U.S. Securities and Exchange Commission (2017-2021); National Adjudicatory Council, FINRA (2017-2021) |
(1) |
Each Trustee is elected to serve a three-year term concurrent with the class of Trustees to which he or she belongs. Mr. Nakahara, as Class II Trustee, is currently serving a term expiring at the Trust’s 2024 annual meeting of shareholders. Ms. Greis, as Class III Trustee, is currently serving a term expiring at the Trust’s 2025 annual meeting of shareholders. Mr. Ferguson and Ms. Stam, as Class I Trustees, are currently serving a term expiring at the Trust’s 2026 annual meeting of shareholders. Mr. Bartholdson has informed the Board that he intends to retire from the Board upon the conclusion of his term and, therefore, will not stand for re-election at the 2025 annual meeting of shareholders. |
(2) |
Mr. Ferguson is deemed to be an interested person of the Trust as defined in the Investment Company Act of 1940 (the “1940 ACT”), as amended, due to his previous position with the Adviser, and his engagement as an external consultant to the Adviser, which began on January 1, 2022. |
Name, Address, Age and Position(s) Held with Registrant Officers: | Length of Time Served | Principal Occupations During the Past Five Years and Other Affiliations | ||
Joseph P. Smith 555 East Lancaster Ave, Suite 120 Radnor, PA 19087 Age: 55 President and Chief Executive Officer |
Since 2022 1 |
Chief Investment Officer (since 2021) and Co-Chief Investment Officer (since 2011) of CBRE Investment Management Listed Real Assets LLC (formerly CBRE Clarion Securities LLC) | ||
Jonathan A. Blome 555 East Lancaster Ave, Suite 120 Radnor, PA 19087 Age: 46 Chief Financial Officer |
since 2006 | Chief Operating Officer (since 2021) and Chief Financial Officer and Director of Operations (since 2011) of CBRE Investment Management Listed Real Assets LLC (formerly CBRE Clarion Securities LLC) | ||
Jeff Chang 555 East Lancaster Ave, Suite 120 Radnor, PA 19087 Age: 50 Chief Compliance Officer and Secretary |
since 2023 2 |
Chief Compliance Officer of CBRE Investment Management Listed Real Assets LLC (since 2023); Chief Compliance Officer of First Quadrant, LP (2012-2022) |
1 |
Effective January 1, 2022, Mr. Smith assumed responsibilities as the President and Chief Executive Officer of the Trust; he maintains his role as Portfolio Manager of the Trust. |
2 |
Effective January 1, 2023, Mr. Chang assumed responsibilities as the Chief Compliance Officer and Secretary of the Trust. |
Annual report 2023 |
Confidential & Proprietary |
36 |
Annual report 2023 |
Confidential & Proprietary |
37 |
Annual report 2023 |
Confidential & Proprietary |
38 |
Annual report 2023 |
Confidential & Proprietary |
39 |
(b) | Not applicable |
Item 2. | Code of Ethics. |
(a) | The Trust, as of the end of the period covered by this report, has adopted a Code of Ethics for Senior Financial Officers (the “Financial Officer Code of Ethics”) that applies to the Trust’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Trust or a third party. |
(b) | Not applicable. |
(c) | There have been no amendments, during the period covered by this report, to a provision of the Financial Officer Code of Ethics that applies to the Trust’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Trust or a third party, and that relates to any element of the code of ethics description. |
(d) | The Trust has not granted any waivers, including an implicit waiver, from a provision of the Financial Officer Code of Ethics that applies to the Trust’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Trust or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions. |
(e) | Not applicable. |
(f) | The Trust’s Financial Officer Code of Ethics is attached hereto as an exhibit. |
Item 3. | Audit Committee Financial Expert. |
All of the members of the audit committee have the business and financial experience necessary to understand the fundamental financial statements of a closed-end, registered investment company; further, each member of the committee is financially literate, as such qualification is interpreted by the Board of Trustees in its business judgment. In addition, the Board has determined that John R. Bartholdson is an “audit committee financial expert” and “independent” as those terms are defined in Item 3 of Form N-CSR.
Item 4. | Principal Accountant Fees and Services. |
• | Registrant may incorporate the following information by reference, if this information has been disclosed in the registrant’s definitive proxy statement or definitive information statement. The proxy statement or information statement must be filed no later than 120 days after the end of the fiscal year covered by the Annual Report. |
Audit Fees
(a) | The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the Trust’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $69,000 for 2023 and $ 66,000 for 2022. |
Audit-Related Fees
(b) | The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the Trust’s financial statements and are not reported under paragraph (a) of this Item are $0 for 2023 and $0 for 2022. |
Tax Fees
(c) | The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $24,720 for 2023 and $24,000 for 2022. Services include income tax return services including the review and signing of the Trust’s Form 1120-RIC as prepared by the Trust’s administrator. |
All Other Fees
(d) | The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2023 and $12,000 for 2022. (These services consisted of certain filings to reclaim taxes paid to European countries by the Trust.) |
(e)(1) | (i) The Trust has an Audit Committee Charter in place (the “Charter”) that governs the pre-approval by the Trust’s Audit Committee of all engagements for audit services and all Covered Non-Audit Engagements (as defined in the Charter) provided by the Trust’s independent auditor (the “Independent Auditor”) to the Trust and other “Related Entities” (as defined below). Each calendar year, the Audit Committee will review and re-approve the Charter, together with any changes deemed necessary or desirable by the Audit Committee. The Audit Committee may, from time to time, modify the nature of the services pre-approved, the aggregate level of fees pre-approved, or both. |
“Related Entities” means (i) CBRE Investment Management Listed Real Assets LLC (the “Adviser”) or (ii) any entity controlling, controlled by or under common control with the Adviser.
Pre-approval shall be required only with respect to non-audit services (i) related directly to the operations and financial reporting of the Trust and (ii) provided to a Related Entity that furnishes ongoing services to the Trust. Such pre-approval shall not apply to non-audit services provided to any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser. Pre-approval by the Audit Committee of such non-audit services shall be effected pursuant to the pre-approval procedures described in the Charter. The Charter shall not be violated if pre-approval of any such non-audit service is not obtained in circumstances in which the pre-approval requirement is waived under applicable rules promulgated by the Securities and Exchange Commission (“SEC”) or the NYSE, in accordance with the Sarbanes Oxley Act.
Requests for pre-approval of Covered Non-Audit Engagements are submitted to the Audit Committee by the Independent Auditor and by the chief financial officer of the Related Entity for which the non-audit services are to be performed. Such requests must include a statement as to whether, in the view of the Independent Auditor and such officer, (a) the request is consistent with the SEC’s rules on auditor independence and (b) the requested service is or is not a non-audit service prohibited by the SEC. A request submitted between scheduled meetings of the Audit Committee should state the reason that approval is being sought prior to the next regularly scheduled meeting of the Audit Committee.
Between regularly scheduled meetings of the Audit Committee, the Committee Chairman or Audit Committee Financial Expert shall have the authority to pre-approve Covered Non-Audit Engagements, provided that fees associated with such engagement do not exceed $10,000 and the services to be provided do not involve provision of any of the following services by the Independent Auditor: (i) bookkeeping or other services related to the accounting records or financial statements of the audit client; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions, or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions; (vii) human resources; (vii) broker dealer, investment adviser or investment banking services; (ix) legal services; or (x) expert services unrelated to the audit.
Fee levels for all Covered Services to be provided by the Independent Auditor and pre-approved under this Policy will be established annually by the Audit Committee. Any increase in pre-approved fee levels will require specific pre-approval by the Audit Committee.
The terms and fees of the annual Audit services engagement for the Trust are subject to the specific pre-approval of the Audit Committee. The Audit Committee will approve, if necessary, any changes in terms, conditions or fees resulting from changes in audit scope, Trust structure or other matters.
(e)(2) | 100% percent of services described in each of paragraphs (b) through (d) of this Item were approved by the Trust’s audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. |
(f) | The percentage of hours expended on the principal accountant’s engagement to audit the Trust’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was less than fifty percent. |
(g) | The aggregate non-audit fees billed by the Trust’s accountant for services rendered to the Trust, and rendered to the Trust’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Trust for each of the last two fiscal years of the Trust was $339,083 for 2023 and $326,000 for 2022. |
(h) | The registrant’s audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence. |
(i) | Not applicable. |
(j) | Not applicable. |
Item 5. | Audit Committee of Listed Registrants. |
(a) | The Trust has a separately designated audit committee consisting of all the independent trustees of the Trust. The members of the audit committee are: Asuka Nakahara, Leslie Greis, Heidi Stam and John R. Bartholdson. |
Item 6. | Investments. |
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1(a) of this form. |
(b) | Not applicable. |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
The Trust has delegated the voting of proxies relating to its voting securities to the Adviser, pursuant to the proxy voting procedures of the Adviser. The Trust’s and the Adviser’s Proxy Voting Policies and Procedures are included as an exhibit hereto.
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
There has been no change, as of the date of the filing, in any of the portfolio managers identified in response to paragraph (a)(1) of this Item in the registrant’s most recently filed annual report on Form N-CSR.
(a)(2) Other Accounts Managed (as of December 31, 2023).
The Portfolio Managers are also collectively responsible for the day-to-day management of the Adviser’s other accounts, as indicated by the following table.
Name of Portfolio Manager |
Type of Accounts |
Number of Accounts Managed |
Total Assets in the Accounts |
Managed with Advisory Fee Based on Performance |
Managed with Advisory Fee Based on Performance |
|||||||||||||
Joseph P. Smith | Registered Investment Companies | 9 | $ | 5,061,665,782 | 0 | $ | 0 | |||||||||||
Other Pooled Investment Vehicles | 10 | $ | 1,031,298,775 | 1 | $ | 24,176,998 | ||||||||||||
Other Accounts | 18 | $ | 1,953,749,396 | 6 | $ | 314,165,959 | ||||||||||||
Kenneth S. Weinberg | Registered Investment Companies | 5 | $ | 2,813,280,220 | 0 | $ | 0 | |||||||||||
Other Pooled Investment Vehicles | 2 | $ | 208,040,136 | 0 | $ | 0 | ||||||||||||
Other Accounts | 19 | $ | 2,007,398,840 | 5 | $ | 311,025,203 | ||||||||||||
Jonathan D. Miniman | Registered Investment Companies | 4 | $ | 1,654,387,515 | 0 | $ | 0 | |||||||||||
Other Pooled Investment Vehicles | 7 | $ | 601,457,076 | 0 | $ | 0 | ||||||||||||
Other Accounts | 5 | $ | 458,747,318 | 0 | $ | 0 |
Potential Conflicts of Interests
A portfolio manager may be subject to potential conflicts of interest because the portfolio manager is responsible for other accounts in addition to the Trust. These other accounts may include, among others, other closed-end funds, mutual funds, separately managed advisory accounts, commingled trust accounts, insurance separate accounts, wrap fee programs, and private funds. Potential conflicts may arise out of the implementation of differing investment strategies for a portfolio manager’s various accounts, the allocation of investment opportunities among those accounts or differences in the advisory fees paid by the portfolio manager’s accounts.
A potential conflict of interest may arise as a result of a portfolio manager’s responsibility for multiple accounts with similar investment guidelines. Under these circumstances, a potential investment may be suitable for more than one of the portfolio manager’s accounts, but the quantity of the investment available for purchase is less than the aggregate amount the accounts would ideally devote to the opportunity. Similar conflicts may arise when multiple accounts seek to dispose of the same investment.
A portfolio manager may also manage accounts whose objectives and policies differ from those of the Trust. These differences may be such that under certain circumstances, trading activity appropriate for one account managed by the portfolio manager may have adverse consequences for another account managed by the portfolio manager. For example, if an account were to sell a significant position in a security, which could cause the market price of that security to decrease while the Trust maintained its position in that security.
A potential conflict may arise when a portfolio manager is responsible for accounts that have different advisory fees – the difference in the fees may create an incentive for the portfolio manager to favor one account over another, for example, in terms of access to particularly appealing investment opportunities. This conflict may be heightened where an account is subject to a performance-based fee.
The Adviser recognizes the duty of loyalty it owes to its clients and has established and implemented certain policies and procedures designed to control and mitigate conflicts of interest arising from the execution of a variety of portfolio management and trading strategies across the Adviser’s diverse client base. Such policies and procedures include, but are not limited to: (i) investment process, portfolio management, and trade allocation procedures; (ii) procedures regarding short sales in securities recommended for other clients; and (iii) procedures regarding personal trading by the Adviser’s employees (contained in the Code of Ethics).
(a)(3) | Compensation Structure of Portfolio Manager(s) or Management Team Members |
In principle, portfolio manager compensation is not based on the performance of any particular account, including the Trust, nor is compensation based on the level of Trust assets.
Compensation for each portfolio manager is structured as follows:
Base Salary—Each portfolio manager receives a base salary. Base salaries have been established at a competitive market levels and are set forth in the portfolio manager’s employment agreement. An annual adjustment is made based on changes in the consumer price index. Base salaries are be reviewed periodically by the Adviser’s Compensation Committee and its Board of Directors, but adjustments are expected to be relatively infrequent.
Bonus—Portfolio manager bonuses are drawn from an incentive compensation pool into which a significant percentage of Advisor’s pre-tax profits is set aside. Incentive compensation allocations are determined by the Compensation Committee based on a variety of factors, including the performance of particular investment strategies. To avoid the pitfalls of relying solely on a rigid performance format, however, incentive compensation decisions also take into account other important factors, such as the portfolio manager’s contribution to the team, the Adviser, and overall investment process. Each of the portfolio managers is a member of the Committee. Incentive compensation allocations are reported to the Board of Directors, but the Board’s approval is not required.
Deferred Compensation—The Adviser requires deferral of a percentage of incentive compensation exceeding a certain threshold in respect of a single fiscal year. The Compensation Committee may, in its discretion, require the deferral of additional amounts. Such deferred amounts are subject to the terms of a Deferred Bonus Plan adopted by the Board
of Directors. The purpose of the Deferred Bonus Plan is to foster the retention of key employees, to focus plan participants on value creation and growth and to encourage continued cooperation among key employees in providing services to the Adviser’s clients. The value of deferred bonus amounts is tied to the performance of the Adviser’s investment funds chosen by the Compensation Committee; provided, that the Committee may elect to leave a portion of the assets uninvested. Deferred compensation vests incrementally, one-third after 2 years, 3 years and 4 years. The Deferred Bonus Plan provides for forfeiture upon voluntary termination of employment, termination for cause or conduct detrimental to the Adviser.
Profit Participation—Each of the portfolio managers owns equity of the Adviser. The Adviser distributes its income to its owners each year, so each portfolio manager receives income distributions corresponding to his ownership share. Ownership is structured so that the owners receive an increasing share of the Adviser’s profit over time. In addition, an owner may forfeit a portion of their ownership if they resigns voluntarily.
Other Compensation—Portfolio managers may also participate in benefit plans and programs available generally to all employees, such as CBRE Group’s 401(k) plan.
(a)(4) | Disclosure of Securities Ownership |
Name of Portfolio Manager |
Dollar Value of Trust Shares Beneficially Owned |
|||
Joseph P. Smith |
Over $500,000 | |||
Kenneth S. Weinberg |
$ | 50,001 to $100,000 | ||
Jonathan D. Miniman |
$ | 100,001 to $500,000 |
(b) | 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. |
Not applicable.
Item 11. | Controls and Procedures. |
(a) | The Trust’s principal executive officer and principal financial officer have evaluated the Trust’s disclosure controls and procedures within 90 days of this filing and have concluded that the Trust’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the Trust in this Form N-CSR was recorded, processed, summarized, and reported timely. |
(b) | The Trust’s principal executive officer and principal financial officer are aware of no changes in the Trust’s internal control over financial reporting that occurred during the Trust’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting. |
Item 12. | Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. |
Not applicable.
Item 13. | Exhibits. |
(a)(1) |
(a)(2) |
There was no change in the Registrant’s independent public accountant during the period covered by the report.
(b) |
(c) |
(d) |
The Trust has received exceptive relief from the Securities and Exchange Commission permitting it to make periodic distributions of long-term capital gains with respect to its outstanding common stock as frequently as twelve times each year. This relief is conditioned, in part, on an undertaking by the Trust to make the disclosures to the holders of the Trust’s common shares, in addition to the information required by Section 19(a) of the Investment Company Act and Rule 19a-1 thereunder. The Trust is likewise obligated to file with the Commission the information contained in any such notice to shareholders and, in that regard, has attached hereto copies of each such notice made during the period.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) CBRE Global Real Estate Income Fund
By (Signature and Title)* | /s/ Joseph P. Smith |
|||
Joseph P. Smith | ||||
President and Chief Executive Officer | ||||
Date March 5, 2024 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* | /s/ Joseph P. Smith |
|||
Joseph P. Smith | ||||
President and Chief Executive Officer | ||||
Date March 5, 2024 | ||||
By (Signature and Title)* | /s/ Jonathan A. Blome |
|||
Jonathan A. Blome | ||||
Chief Financial Officer | ||||
Date March 5, 2024 |
* Print the name and title of each signing officer under his or her signature.