UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSRS
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-21269
Allspring Income Opportunities Fund
(Exact name of registrant as specified in charter)
1415 Vantage Park Drive, 3rd Floor, Charlotte, NC 28203
(Address of principal executive offices) (Zip code)
Matthew Prasse
Allspring Funds Management, LLC
1415 Vantage Park Drive, 3rd Floor, Charlotte, NC 28203
(Name and address of agent for service)
Registrant’s telephone number, including area code: 800-222-8222
Date of fiscal year end: April 30
Date of reporting period: October 31, 2023
ITEM 1. REPORT TO STOCKHOLDERS
2
2 | |
6 | |
11 | |
21 | |
22 | |
23 | |
24 | |
25 | |
26 | |
30 | |
38 |
Allspring Funds
second-quarter gross
domestic product
growth—initially
estimated at 2.4%—and
U.S. annual inflation easing steadily to 3.2%
in July, hopes for a soft
economic landing grew. ”
President
Allspring Funds
Notice to Shareholders |
• On November 15, 2023, the Fund announced a renewal of its open-market share repurchase program (the “Buyback
Program”). Under the renewed Buyback Program, the Fund may repurchase up to 5%
of its outstanding shares in open market transactions during the period
beginning on January 1, 2024 and ending on December 31, 2024. The Fund’s Board of Trustees has delegated to Allspring Funds Management, LLC, the Fund’s adviser, discretion to administer the Buyback
Program, including the determination of the amount and timing of repurchases in
accordance with the best interests of the Fund and subject to applicable
legal limitations. |
• Effective with the distribution to be declared in November 2023, the Fund’s managed distribution plan provides for the
declaration of monthly distributions to common shareholders of the Fund at an annual
minimum fixed rate of 8.75% based on the Fund’s average monthly
net asset value per share over the prior 12 months. Under the managed distribution plan, monthly distributions may be sourced from income, paid-in capital, and/or capital gains, if any. To the extent that sufficient
investment income is not available on a monthly basis, the Fund may distribute
long-term capital gains and/or return of capital to its shareholders in
order to maintain its managed distribution level. You should not draw any conclusions about the Fund’s investment performance from the amount of the Fund’s distributions or from the terms of the managed
distribution plan. Shareholders may elect to reinvest distributions received pursuant
to the managed distribution plan in the Fund under the existing dividend
reinvestment plan, which is described later in this report. |
Investment objective |
The Fund seeks a high level of current income. Capital appreciation is a secondary objective. |
Strategy summary |
Under normal market conditions, the Fund invests at least 80% of its total assets in below-investment-
grade (high yield) debt securities, loans and preferred stocks. These securities are rated Ba or
lower by Moody’s or BB or lower by S&P, or are unrated securities of
comparable quality as determined by the subadviser. |
Adviser |
Allspring Funds Management, LLC |
Subadviser |
Allspring Global Investments, LLC |
Portfolio managers |
Chris Lee, CFA, Michael J. Schueller, CFA |
Average annual total returns (%) as of October 31, 20231 | ||||
|
|
|
|
|
|
6 months |
1 year |
5 year |
10 year |
Based on market value |
-4.81 |
-0.43 |
3.95 |
4.60 |
Based on net asset value (NAV) |
-0.87 |
4.59 |
3.79 |
5.44 |
ICE BofA U.S. High Yield Constrained Index2
|
-0.03 |
5.89 |
2.88 |
3.78 |
| |
1 |
Total returns based on market value are calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Total returns
based on NAV are calculated based on the NAV at the beginning of the
period and at the end of the period. Dividends and distributions, if any, are assumed for the purposes of these calculations to be reinvested at prices obtained under the Fund’s Automatic Dividend Reinvestment Plan. |
2 |
The ICE BofA U.S. High Yield Constrained Index is a market-value-weighted index of all domestic and Yankee high-yield bonds, including deferred interest bonds and
payment-in-kind securities. Issues included in the index have maturities
of one year or more and have a credit rating lower than BBB-/Baa3 but are not in default. The ICE BofA U.S. High Yield Constrained Index limits any individual issuer to a maximum of 2% benchmark exposure. You cannot invest directly in an index. Copyright 2023. ICE
Data Indices, LLC. All rights reserved. |
CFA® and Chartered Financial Analyst® are trademarks owned by CFA Institute. |
Growth of $10,000 investment as of October 31, 20231 |
1 |
The chart compares the performance of the Fund for the most recent ten years with the ICE BofA U.S. High Yield Constrained Index. The chart assumes a hypothetical
investment of $10,000 investment and reflects all operating expenses of the
Fund. |
Comparison of NAV vs. market value1 |
1 |
This chart does not reflect any brokerage commissions charged on the purchase and sale of the Fund’s common stock. Dividends and distributions paid by the Fund are
included in the Fund’s average annual total returns but have the effect of
reducing the Fund’s NAV. |
Ten largest holdings (%) as of October 31, 20231 | |
Geo Group, Inc., 12.45%, 3-23-2027 |
2.28 |
CoreCivic, Inc., 8.25%, 4-15-2026 |
2.13 |
CCO Holdings LLC/CCO Holdings Capital Corp., 4.25%, 1-15-2034 |
2.07 |
Enviva Partners LP/Enviva Partners Finance Corp., 6.50%, 1-15-2026 |
1.96 |
CCM Merger, Inc., 6.38%, 5-1-2026 |
1.91 |
PG&E Corp., 5.25%, 7-1-2030 |
1.78 |
Match Group Holdings II LLC, 5.63%, 2-15-2029 |
1.66 |
Pattern Energy Operations LP/Pattern Energy Operations, Inc., 4.50%, 8-15-2028 |
1.57 |
Encino Acquisition Partners Holdings LLC, 8.50%, 5-1-2028 |
1.49 |
Sabre Global, Inc., 11.25%, 12-15-2027 |
1.44 |
1 |
Figures represent the percentage of the Fund’s net assets. Holdings are subject to change and may have changed since the date specified. |
Credit quality as of October 31, 20231 |
1 |
The credit quality distribution of portfolio holdings reflected in the chart is based on ratings from Standard & Poor’s, Moody’s Investors Service,
and/or Fitch Ratings Ltd. Credit quality ratings apply to the underlying
holdings of the Fund and not to the Fund itself. The percentages of the
portfolio with the ratings depicted in the chart are calculated based on the
market value of fixed income securities held by the Fund. If a security
was rated by all three rating agencies, the middle rating was utilized. If
rated by two of the three rating agencies, the lower rating was utilized,
and if rated by one of the rating agencies, that rating was utilized.
Standard & Poor’s rates the creditworthiness of bonds, ranging
from AAA (highest) to D (lowest). Ratings from A to CCC may be modified by
the addition of a plus (+) or minus (-) sign to show relative standing within the rating
categories. Standard & Poor’s rates the creditworthiness of
short-term notes from SP-1 (highest) to SP-3 (lowest). Moody’s rates
the creditworthiness of bonds, ranging from Aaa (highest) to C (lowest).
Ratings Aa to B may be modified by the addition of a number 1 (highest) to
3 (lowest) to show relative standing within the ratings categories.
Moody’s rates the creditworthiness of short-term U.S. tax-exempt
municipal securities from MIG 1/VMIG 1 (highest) to SG (lowest). Fitch
rates the creditworthiness of bonds, ranging from AAA (highest) to D
(lowest). Credit quality distribution is subject to change and may have changed
since the date specified. |
Effective maturity distribution as of October 31, 20231 |
1 |
Figures represent the percentage of the Fund’s fixed-income securities. Allocations are subject to change and may have changed since the date specified. |
|
|
|
|
Shares |
Value | |
Common stocks: 0.30% |
|
|
|
|
|
|
Communication services: 0.00% |
|
|
|
|
|
|
Diversified telecommunication services: 0.00% |
|
|
|
|
|
|
Intelsat Emergence SA♦† |
|
|
|
|
178 |
$0 |
Energy: 0.30% |
|
|
|
|
|
|
Energy equipment & services: 0.30% |
|
|
|
|
|
|
Bristow Group, Inc.† |
|
|
|
|
45,908 |
1,200,035 |
Total common stocks (Cost $534,643) |
|
|
|
|
|
1,200,035 |
|
|
Interest rate |
Maturity date |
Principal |
| |
Corporate bonds and notes: 116.19% |
|
|
|
|
|
|
Communications: 19.70% |
|
|
|
|
|
|
Advertising: 1.97% |
|
|
|
|
|
|
Clear Channel Outdoor Holdings, Inc.144A |
|
7.50 % |
6-1-2029 |
$ |
2,110,000 |
1,535,839 |
Clear Channel Outdoor Holdings, Inc.144A |
|
9.00 |
9-15-2028 |
|
2,010,000 |
1,957,700 |
Outfront Media Capital LLC/Outfront Media Capital Corp.144A
|
|
4.63 |
3-15-2030 |
|
4,480,000 |
3,595,200 |
Outfront Media Capital LLC/Outfront Media Capital Corp.144A
|
|
5.00 |
8-15-2027 |
|
905,000 |
803,893
|
|
|
|
|
|
|
7,892,632 |
Internet: 5.24% |
|
|
|
|
|
|
Arches Buyer, Inc.144A |
|
4.25 |
6-1-2028 |
|
1,875,000 |
1,553,060 |
Arches Buyer, Inc.144A |
|
6.13 |
12-1-2028 |
|
3,725,000 |
3,008,757 |
Cablevision Lightpath LLC144A |
|
3.88 |
9-15-2027 |
|
1,810,000 |
1,472,370 |
Cablevision Lightpath LLC144A |
|
5.63 |
9-15-2028 |
|
1,600,000 |
1,197,260 |
Match Group Holdings II LLC144A |
|
5.63 |
2-15-2029 |
|
7,390,000 |
6,670,673 |
Uber Technologies, Inc.144A |
|
4.50 |
8-15-2029 |
|
5,690,000 |
5,018,209 |
Uber Technologies, Inc.144A |
|
8.00 |
11-1-2026 |
|
2,100,000 |
2,114,809 |
|
|
|
|
|
|
21,035,138 |
Media: 11.66% |
|
|
|
|
|
|
CCO Holdings LLC/CCO Holdings Capital Corp.144A |
|
4.25 |
1-15-2034 |
|
11,495,000 |
8,302,870 |
CCO Holdings LLC/CCO Holdings Capital Corp.144A |
|
4.50 |
8-15-2030 |
|
6,040,000 |
4,843,085 |
CCO Holdings LLC/CCO Holdings Capital Corp. |
|
4.50 |
5-1-2032 |
|
850,000 |
650,672 |
CCO Holdings LLC/CCO Holdings Capital Corp.144A |
|
5.00 |
2-1-2028 |
|
375,000 |
336,726 |
CSC Holdings LLC144A |
|
4.63 |
12-1-2030 |
|
2,400,000 |
1,217,093 |
CSC Holdings LLC144A |
|
5.75 |
1-15-2030 |
|
4,030,000 |
2,108,374 |
CSC Holdings LLC144A |
|
11.25 |
5-15-2028 |
|
2,125,000 |
2,026,856 |
Directv Financing LLC/Directv Financing Co.-Obligor, Inc.144A
|
|
5.88 |
8-15-2027 |
|
1,235,000 |
1,082,150 |
DISH Network Corp.144A |
|
11.75 |
11-15-2027 |
|
1,840,000 |
1,822,630 |
Gray Escrow II, Inc.144A |
|
5.38 |
11-15-2031 |
|
7,900,000 |
4,978,986 |
Gray Television, Inc.144A |
|
4.75 |
10-15-2030 |
|
4,300,000 |
2,756,893 |
Nexstar Media, Inc.144A |
|
5.63 |
7-15-2027 |
|
1,730,000 |
1,556,932 |
Scripps Escrow II, Inc.144A |
|
5.38 |
1-15-2031 |
|
6,650,000 |
4,129,118 |
Scripps Escrow, Inc.144A |
|
5.88 |
7-15-2027 |
|
2,095,000 |
1,566,013 |
Sirius XM Radio, Inc.144A |
|
4.13 |
7-1-2030 |
|
5,400,000 |
4,287,681 |
Townsquare Media, Inc.144A |
|
6.88 |
2-1-2026 |
|
5,576,000 |
5,154,778 |
|
|
|
|
|
|
46,820,857 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Telecommunications: 0.83% |
|
|
|
|
|
|
CommScope, Inc.144A |
|
4.75 % |
9-1-2029 |
$ |
900,000 |
$614,250 |
CommScope, Inc.144A |
|
6.00 |
3-1-2026 |
|
3,240,000 |
2,721,536 |
|
|
|
|
|
|
3,335,786 |
Consumer, cyclical: 20.72% |
|
|
|
|
|
|
Airlines: 1.24% |
|
|
|
|
|
|
Hawaiian Airlines Pass-Through Certificates Series 2013-1 Class A |
|
3.90 |
1-15-2026 |
|
1,997,070 |
1,811,416 |
Hawaiian Brand Intellectual Property Ltd./HawaiianMiles Loyalty Ltd.144A |
|
5.75 |
1-20-2026 |
|
2,685,000 |
1,983,864 |
Spirit Loyalty Cayman Ltd./Spirit IP Cayman Ltd.144A |
|
8.00 |
9-20-2025 |
|
1,605,000 |
1,183,688 |
|
|
|
|
|
|
4,978,968 |
Apparel: 1.30% |
|
|
|
|
|
|
Crocs, Inc.144A |
|
4.13 |
8-15-2031 |
|
1,275,000 |
968,946 |
Crocs, Inc.144A |
|
4.25 |
3-15-2029 |
|
3,470,000 |
2,845,400 |
Hanesbrands, Inc.144A |
|
4.88 |
5-15-2026 |
|
1,530,000 |
1,405,787 |
|
|
|
|
|
|
5,220,133 |
Auto manufacturers: 1.80% |
|
|
|
|
|
|
Ford Motor Co. |
|
3.25 |
2-12-2032 |
|
2,185,000 |
1,649,126 |
Ford Motor Co. |
|
4.75 |
1-15-2043 |
|
2,440,000 |
1,694,901 |
Ford Motor Credit Co. LLC |
|
4.00 |
11-13-2030 |
|
910,000 |
749,556 |
Ford Motor Credit Co. LLC |
|
4.39 |
1-8-2026 |
|
3,310,000 |
3,137,556 |
|
|
|
|
|
|
7,231,139 |
Auto parts & equipment: 0.51% |
|
|
|
|
|
|
Cooper Tire & Rubber Co. |
|
7.63 |
3-15-2027 |
|
2,115,000 |
2,055,547 |
Distribution/wholesale: 1.11% |
|
|
|
|
|
|
G-III Apparel Group Ltd.144A |
|
7.88 |
8-15-2025 |
|
4,490,000 |
4,448,928 |
Entertainment: 4.12% |
|
|
|
|
|
|
CCM Merger, Inc.144A |
|
6.38 |
5-1-2026 |
|
8,120,000 |
7,686,209 |
Churchill Downs, Inc.144A |
|
4.75 |
1-15-2028 |
|
3,360,000 |
3,008,964 |
Churchill Downs, Inc.144A |
|
6.75 |
5-1-2031 |
|
645,000 |
595,012 |
Cinemark USA, Inc.144A |
|
5.25 |
7-15-2028 |
|
2,230,000 |
1,926,000 |
Cinemark USA, Inc.144A |
|
5.88 |
3-15-2026 |
|
980,000 |
930,538 |
Cinemark USA, Inc.144A |
|
8.75 |
5-1-2025 |
|
1,251,000 |
1,264,186 |
Live Nation Entertainment, Inc.144A |
|
5.63 |
3-15-2026 |
|
1,174,000 |
1,124,330 |
|
|
|
|
|
|
16,535,239 |
Home builders: 0.70% |
|
|
|
|
|
|
Taylor Morrison Communities, Inc.144A |
|
5.13 |
8-1-2030 |
|
780,000 |
655,515 |
Tri Pointe Homes, Inc. |
|
5.70 |
6-15-2028 |
|
2,406,000 |
2,142,183 |
|
|
|
|
|
|
2,797,698 |
Housewares: 0.76% |
|
|
|
|
|
|
Newell Brands, Inc. |
|
5.20 |
4-1-2026 |
|
3,230,000 |
3,049,615 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Leisure time: 2.36% |
|
|
|
|
|
|
Carnival Holdings Bermuda Ltd.144A |
|
10.38 % |
5-1-2028 |
$ |
4,440,000 |
$4,733,991 |
NCL Corp. Ltd.144A |
|
5.88 |
3-15-2026 |
|
2,235,000 |
2,005,912 |
NCL Corp. Ltd.144A |
|
5.88 |
2-15-2027 |
|
1,370,000 |
1,261,043 |
NCL Corp. Ltd.144A |
|
7.75 |
2-15-2029 |
|
1,715,000 |
1,496,835 |
|
|
|
|
|
|
9,497,781 |
Retail: 6.82% |
|
|
|
|
|
|
Bath & Body Works, Inc.144A |
|
6.63 |
10-1-2030 |
|
2,190,000 |
2,027,492 |
Dave & Buster’s, Inc.144A |
|
7.63 |
11-1-2025 |
|
1,055,000 |
1,047,087 |
FirstCash, Inc.144A |
|
4.63 |
9-1-2028 |
|
2,950,000 |
2,587,453 |
LBM Acquisition LLC144A |
|
6.25 |
1-15-2029 |
|
1,155,000 |
912,450 |
LSF9 Atlantis Holdings LLC/Victra Finance Corp.144A |
|
7.75 |
2-15-2026 |
|
4,985,000 |
4,499,352 |
Macy’s Retail Holdings LLC144A |
|
5.88 |
4-1-2029 |
|
3,205,000 |
2,825,528 |
Macy’s Retail Holdings LLC144A |
|
6.13 |
3-15-2032 |
|
3,240,000 |
2,675,786 |
Michaels Cos., Inc.144A |
|
7.88 |
5-1-2029 |
|
3,320,000 |
1,850,900 |
NMG Holding Co., Inc./Neiman Marcus Group LLC144A |
|
7.13 |
4-1-2026 |
|
3,745,000 |
3,503,126 |
PetSmart, Inc./PetSmart Finance Corp.144A |
|
4.75 |
2-15-2028 |
|
2,870,000 |
2,539,602 |
PetSmart, Inc./PetSmart Finance Corp.144A |
|
7.75 |
2-15-2029 |
|
3,175,000 |
2,923,039 |
|
|
|
|
|
|
27,391,815 |
Consumer, non-cyclical: 15.72% |
|
|
|
|
|
|
Commercial services: 8.54% |
|
|
|
|
|
|
Allied Universal Holdco LLC/Allied Universal Finance Corp.144A
|
|
6.00 |
6-1-2029 |
|
4,455,000 |
3,218,738 |
Allied Universal Holdco LLC/Allied Universal Finance Corp.144A
|
|
6.63 |
7-15-2026 |
|
1,995,000 |
1,868,317 |
CoreCivic, Inc. |
|
8.25 |
4-15-2026 |
|
8,455,000 |
8,560,086 |
MPH Acquisition Holdings LLC144A |
|
5.75 |
11-1-2028 |
|
4,670,000 |
3,481,111 |
PECF USS Intermediate Holding III Corp.144A |
|
8.00 |
11-15-2029 |
|
4,584,000 |
2,174,558 |
Prime Security Services Borrower LLC/Prime Finance, Inc.144A
|
|
6.25 |
1-15-2028 |
|
2,250,000 |
2,086,431 |
Sabre Global, Inc.144A |
|
8.63 |
6-1-2027 |
|
600,000 |
497,612 |
Sabre Global, Inc.144A |
|
11.25 |
12-15-2027 |
|
6,470,000 |
5,761,442 |
Service Corp. International |
|
7.50 |
4-1-2027 |
|
2,880,000 |
2,896,217 |
Upbound Group, Inc.144A |
|
6.38 |
2-15-2029 |
|
4,365,000 |
3,753,900 |
|
|
|
|
|
|
34,298,412 |
Food: 1.39% |
|
|
|
|
|
|
B&G Foods, Inc. |
|
5.25 |
9-15-2027 |
|
1,125,000 |
925,887 |
B&G Foods, Inc.144A |
|
8.00 |
9-15-2028 |
|
4,780,000 |
4,658,070 |
|
|
|
|
|
|
5,583,957 |
Healthcare-services: 5.79% |
|
|
|
|
|
|
Catalent Pharma Solutions, Inc.144A |
|
5.00 |
7-15-2027 |
|
3,135,000 |
2,797,517 |
CHS/Community Health Systems, Inc.144A |
|
5.25 |
5-15-2030 |
|
2,060,000 |
1,462,917 |
CHS/Community Health Systems, Inc.144A |
|
6.00 |
1-15-2029 |
|
125,000 |
94,688 |
CHS/Community Health Systems, Inc.144A |
|
8.00 |
3-15-2026 |
|
1,565,000 |
1,430,497 |
IQVIA, Inc.144A |
|
6.50 |
5-15-2030 |
|
2,650,000 |
2,570,500 |
Pediatrix Medical Group, Inc.144A |
|
5.38 |
2-15-2030 |
|
1,590,000 |
1,371,280 |
Select Medical Corp.144A |
|
6.25 |
8-15-2026 |
|
3,840,000 |
3,734,859 |
Star Parent, Inc.144A |
|
9.00 |
10-1-2030 |
|
3,195,000 |
3,170,668 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Healthcare-services(continued) |
|
|
|
|
|
|
Tenet Healthcare Corp. |
|
4.88 % |
1-1-2026 |
$ |
1,775,000 |
$1,701,167 |
Tenet Healthcare Corp.144A |
|
6.75 |
5-15-2031 |
|
5,150,000 |
4,890,611 |
|
|
|
|
|
|
23,224,704 |
Energy: 21.73% |
|
|
|
|
|
|
Energy-alternate sources: 4.20% |
|
|
|
|
|
|
Enviva Partners LP/Enviva Partners Finance Corp.144A |
|
6.50 |
1-15-2026 |
|
11,233,000 |
7,891,182 |
TerraForm Power Operating LLC144A |
|
4.75 |
1-15-2030 |
|
4,160,000 |
3,515,200 |
TerraForm Power Operating LLC144A |
|
5.00 |
1-31-2028 |
|
5,975,000 |
5,473,817 |
|
|
|
|
|
|
16,880,199 |
Oil & gas: 6.17% |
|
|
|
|
|
|
Aethon United BR LP/Aethon United Finance Corp.144A |
|
8.25 |
2-15-2026 |
|
4,595,000 |
4,564,397 |
Encino Acquisition Partners Holdings LLC144A |
|
8.50 |
5-1-2028 |
|
6,125,000 |
5,971,875 |
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
5.75 |
2-1-2029 |
|
2,140,000 |
1,926,599 |
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
6.00 |
4-15-2030 |
|
400,000 |
355,112 |
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
6.00 |
2-1-2031 |
|
835,000 |
731,438 |
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
6.25 |
11-1-2028 |
|
2,725,000 |
2,547,719 |
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
6.25 |
4-15-2032 |
|
400,000 |
349,321 |
Nabors Industries Ltd.144A |
|
7.50 |
1-15-2028 |
|
2,525,000 |
2,230,080 |
Nabors Industries, Inc.144A |
|
7.38 |
5-15-2027 |
|
3,085,000 |
2,868,154 |
Southwestern Energy Co. |
|
4.75 |
2-1-2032 |
|
1,935,000 |
1,664,076 |
Southwestern Energy Co. |
|
8.38 |
9-15-2028 |
|
1,510,000 |
1,559,120 |
|
|
|
|
|
|
24,767,891 |
Oil & gas services: 2.11% |
|
|
|
|
|
|
Bristow Group, Inc.144A |
|
6.88 |
3-1-2028 |
|
4,535,000 |
4,200,544 |
Oceaneering International, Inc. |
|
6.00 |
2-1-2028 |
|
4,050,000 |
3,715,875 |
Oceaneering International, Inc.144A |
|
6.00 |
2-1-2028 |
|
610,000 |
559,675 |
|
|
|
|
|
|
8,476,094 |
Pipelines: 9.25% |
|
|
|
|
|
|
Buckeye Partners LP |
|
5.85 |
11-15-2043 |
|
2,375,000 |
1,678,365 |
CQP Holdco LP/BIP-V Chinook Holdco LLC144A |
|
5.50 |
6-15-2031 |
|
4,175,000 |
3,631,209 |
DT Midstream, Inc.144A |
|
4.13 |
6-15-2029 |
|
935,000 |
803,921 |
DT Midstream, Inc.144A |
|
4.38 |
6-15-2031 |
|
2,500,000 |
2,076,149 |
EnLink Midstream LLC144A |
|
6.50 |
9-1-2030 |
|
3,415,000 |
3,277,954 |
EnLink Midstream Partners LP |
|
5.05 |
4-1-2045 |
|
2,185,000 |
1,566,417 |
EnLink Midstream Partners LP |
|
5.60 |
4-1-2044 |
|
2,196,000 |
1,726,605 |
Harvest Midstream I LP144A |
|
7.50 |
9-1-2028 |
|
2,010,000 |
1,904,581 |
Hess Midstream Operations LP144A |
|
5.50 |
10-15-2030 |
|
1,065,000 |
966,813 |
Kinetik Holdings LP144A |
|
5.88 |
6-15-2030 |
|
3,205,000 |
2,940,747 |
Rockies Express Pipeline LLC144A |
|
4.95 |
7-15-2029 |
|
825,000 |
727,096 |
Rockies Express Pipeline LLC144A |
|
6.88 |
4-15-2040 |
|
3,837,000 |
3,193,588 |
Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp.144A
|
|
6.00 |
12-31-2030 |
|
4,065,000 |
3,422,053 |
Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp.144A
|
|
6.00 |
9-1-2031 |
|
1,150,000 |
967,690 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Pipelines(continued) |
|
|
|
|
|
|
Venture Global Calcasieu Pass LLC144A |
|
6.25 % |
1-15-2030 |
$ |
4,570,000 |
$4,311,146 |
Venture Global LNG, Inc.144A |
|
8.38 |
6-1-2031 |
|
4,125,000 |
3,936,302 |
|
|
|
|
|
|
37,130,636 |
Financial: 15.16% |
|
|
|
|
|
|
Diversified financial services: 6.74% |
|
|
|
|
|
|
Enact Holdings, Inc.144A |
|
6.50 |
8-15-2025 |
|
5,630,000 |
5,530,125 |
LPL Holdings, Inc.144A |
|
4.38 |
5-15-2031 |
|
1,355,000 |
1,134,852 |
Nationstar Mortgage Holdings, Inc.144A |
|
5.00 |
2-1-2026 |
|
2,955,000 |
2,746,665 |
Nationstar Mortgage Holdings, Inc.144A |
|
6.00 |
1-15-2027 |
|
2,130,000 |
1,979,878 |
Navient Corp. |
|
5.00 |
3-15-2027 |
|
1,700,000 |
1,493,161 |
Navient Corp. |
|
5.88 |
10-25-2024 |
|
185,000 |
180,643 |
Navient Corp.%% |
|
11.50 |
3-15-2031 |
|
215,000 |
214,592 |
OneMain Finance Corp. |
|
5.38 |
11-15-2029 |
|
950,000 |
781,124 |
OneMain Finance Corp. |
|
7.13 |
3-15-2026 |
|
2,450,000 |
2,379,435 |
Oppenheimer Holdings, Inc. |
|
5.50 |
10-1-2025 |
|
3,325,000 |
3,158,750 |
PRA Group, Inc.144A |
|
5.00 |
10-1-2029 |
|
5,610,000 |
3,722,106 |
Rocket Mortgage LLC/Rocket Mortgage Co.-Issuer, Inc.144A |
|
4.00 |
10-15-2033 |
|
1,545,000 |
1,135,575 |
United Wholesale Mortgage LLC144A |
|
5.50 |
11-15-2025 |
|
1,250,000 |
1,188,105 |
United Wholesale Mortgage LLC144A |
|
5.50 |
4-15-2029 |
|
1,695,000 |
1,419,562 |
|
|
|
|
|
|
27,064,573 |
Insurance: 3.19% |
|
|
|
|
|
|
AmWINS Group, Inc.144A |
|
4.88 |
6-30-2029 |
|
4,085,000 |
3,496,932 |
AssuredPartners, Inc.144A |
|
5.63 |
1-15-2029 |
|
3,270,000 |
2,774,041 |
BroadStreet Partners, Inc.144A |
|
5.88 |
4-15-2029 |
|
5,775,000 |
5,034,945 |
HUB International Ltd.144A |
|
5.63 |
12-1-2029 |
|
1,250,000 |
1,076,527 |
HUB International Ltd.144A |
|
7.25 |
6-15-2030 |
|
425,000 |
414,571 |
|
|
|
|
|
|
12,797,016 |
REITS: 5.23% |
|
|
|
|
|
|
HAT Holdings I LLC/HAT Holdings II LLC144A |
|
3.38 |
6-15-2026 |
|
1,025,000 |
902,224 |
HAT Holdings I LLC/HAT Holdings II LLC144A |
|
6.00 |
4-15-2025 |
|
741,000 |
720,030 |
Iron Mountain, Inc.144A |
|
4.50 |
2-15-2031 |
|
2,870,000 |
2,347,612 |
Iron Mountain, Inc.144A |
|
5.25 |
7-15-2030 |
|
4,255,000 |
3,693,651 |
Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp.144A |
|
4.25 |
2-1-2027 |
|
750,000 |
655,189 |
Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp.144A |
|
5.25 |
10-1-2025 |
|
3,145,000 |
2,989,552 |
MPT Operating Partnership LP/MPT Finance Corp. |
|
3.50 |
3-15-2031 |
|
960,000 |
582,002 |
Service Properties Trust |
|
4.35 |
10-1-2024 |
|
1,745,000 |
1,672,715 |
Service Properties Trust |
|
4.75 |
10-1-2026 |
|
1,475,000 |
1,254,168 |
Service Properties Trust |
|
5.25 |
2-15-2026 |
|
2,120,000 |
1,896,022 |
Service Properties Trust |
|
7.50 |
9-15-2025 |
|
550,000 |
534,364 |
Starwood Property Trust, Inc.144A |
|
4.38 |
1-15-2027 |
|
2,995,000 |
2,569,440 |
Starwood Property Trust, Inc. |
|
4.75 |
3-15-2025 |
|
1,230,000 |
1,176,983 |
|
|
|
|
|
|
20,993,952 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Industrial: 13.13% |
|
|
|
|
|
|
Aerospace/defense: 2.78% |
|
|
|
|
|
|
Spirit AeroSystems, Inc.144A |
|
7.50 % |
4-15-2025 |
$ |
4,590,000 |
$4,578,679 |
Spirit AeroSystems, Inc.144A |
|
9.38 |
11-30-2029 |
|
2,400,000 |
2,464,634 |
TransDigm, Inc. |
|
7.50 |
3-15-2027 |
|
4,140,000 |
4,134,932 |
|
|
|
|
|
|
11,178,245 |
Building materials: 2.03% |
|
|
|
|
|
|
Camelot Return Merger Sub, Inc.144A |
|
8.75 |
8-1-2028 |
|
5,380,000 |
5,023,467 |
Emerald Debt Merger Sub LLC144A |
|
6.63 |
12-15-2030 |
|
3,290,000 |
3,129,613 |
|
|
|
|
|
|
8,153,080 |
Hand/machine tools: 2.06% |
|
|
|
|
|
|
Werner FinCo LP/Werner FinCo, Inc.144A |
|
11.50 |
6-15-2028 |
|
3,445,000 |
3,478,520 |
Werner FinCo LP/Werner FinCo, Inc. (PIK at 14.50%)144A¥
|
|
14.50 |
10-15-2028 |
|
5,864,446 |
4,779,523 |
|
|
|
|
|
|
8,258,043 |
Machinery-diversified: 1.41% |
|
|
|
|
|
|
Chart Industries, Inc.144A |
|
7.50 |
1-1-2030 |
|
635,000 |
623,561 |
Chart Industries, Inc.144A |
|
9.50 |
1-1-2031 |
|
1,060,000 |
1,091,763 |
TK Elevator U.S. Newco, Inc.144A |
|
5.25 |
7-15-2027 |
|
4,320,000 |
3,933,132 |
|
|
|
|
|
|
5,648,456 |
Packaging & containers: 3.42% |
|
|
|
|
|
|
Berry Global, Inc.144A |
|
5.63 |
7-15-2027 |
|
3,780,000 |
3,608,113 |
Clearwater Paper Corp.144A |
|
5.38 |
2-1-2025 |
|
4,750,000 |
4,792,750 |
Clydesdale Acquisition Holdings, Inc.144A |
|
8.75 |
4-15-2030 |
|
4,260,000 |
3,395,560 |
Owens-Brockway Glass Container, Inc.144A |
|
7.25 |
5-15-2031 |
|
2,115,000 |
1,935,225 |
|
|
|
|
|
|
13,731,648 |
Trucking & leasing: 1.43% |
|
|
|
|
|
|
Fortress Transportation & Infrastructure Investors LLC144A
|
|
5.50 |
5-1-2028 |
|
2,415,000 |
2,195,990 |
Fortress Transportation & Infrastructure Investors LLC144A
|
|
6.50 |
10-1-2025 |
|
3,571,000 |
3,535,700 |
|
|
|
|
|
|
5,731,690 |
Technology: 3.47% |
|
|
|
|
|
|
Computers: 1.67% |
|
|
|
|
|
|
McAfee Corp.144A |
|
7.38 |
2-15-2030 |
|
1,350,000 |
1,079,967 |
Seagate HDD |
|
4.13 |
1-15-2031 |
|
2,898,000 |
2,296,159 |
Seagate HDD144A |
|
8.25 |
12-15-2029 |
|
430,000 |
436,978 |
Seagate HDD144A |
|
8.50 |
7-15-2031 |
|
2,840,000 |
2,889,879 |
|
|
|
|
|
|
6,702,983 |
Software: 1.80% |
|
|
|
|
|
|
AthenaHealth Group, Inc.144A |
|
6.50 |
2-15-2030 |
|
2,005,000 |
1,638,578 |
Cloud Software Group, Inc.144A |
|
6.50 |
3-31-2029 |
|
2,180,000 |
1,913,926 |
Cloud Software Group, Inc.144A |
|
9.00 |
9-30-2029 |
|
2,510,000 |
2,137,478 |
SS&C Technologies, Inc.144A |
|
5.50 |
9-30-2027 |
|
1,625,000 |
1,524,693 |
|
|
|
|
|
|
7,214,675 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Utilities: 6.56% |
|
|
|
|
|
|
Electric: 6.56% |
|
|
|
|
|
|
NextEra Energy Operating Partners LP144A |
|
4.25 % |
9-15-2024 |
$ |
32,000 |
$30,240 |
NextEra Energy Operating Partners LP144A |
|
4.50 |
9-15-2027 |
|
1,690,000 |
1,513,217 |
NSG Holdings LLC/NSG Holdings, Inc.144A |
|
7.75 |
12-15-2025 |
|
2,354,425 |
2,336,766 |
Pattern Energy Operations LP/Pattern Energy Operations, Inc.144A
|
|
4.50 |
8-15-2028 |
|
7,250,000 |
6,319,663 |
PG&E Corp. |
|
5.25 |
7-1-2030 |
|
8,170,000 |
7,156,111 |
Vistra Corp. (5 Year Treasury Constant Maturity+5.74%)144Aʊ± |
|
7.00 |
12-15-2026 |
|
3,710,000 |
3,376,100 |
Vistra Operations Co. LLC144A |
|
5.63 |
2-15-2027 |
|
3,775,000 |
3,552,326 |
Vistra Operations Co. LLC144A |
|
7.75 |
10-15-2031 |
|
2,130,000 |
2,055,918 |
|
|
|
|
|
|
26,340,341 |
Total corporate bonds and notes (Cost $513,130,298) |
|
|
|
|
|
466,467,871 |
Loans: 9.76% |
|
|
|
|
|
|
Communications: 0.67% |
|
|
|
|
|
|
Advertising: 0.29% |
|
|
|
|
|
|
Clear Channel Outdoor Holdings, Inc. (U.S. SOFR 3 Month+3.50%)± |
|
9.14 |
8-21-2026 |
|
1,207,455 |
1,157,140 |
Media: 0.38% |
|
|
|
|
|
|
Hubbard Radio LLC (1 Month LIBOR+4.25%)± |
|
9.69 |
3-28-2025 |
|
1,826,972 |
1,536,941 |
Consumer, cyclical: 1.33% |
|
|
|
|
|
|
Airlines: 1.26% |
|
|
|
|
|
|
Mileage Plus Holdings LLC (U.S. SOFR 3 Month+5.25%)± |
|
10.80 |
6-21-2027 |
|
3,041,250 |
3,129,568 |
SkyMiles IP Ltd. (U.S. SOFR 3 Month+3.75%)± |
|
9.17 |
10-20-2027 |
|
1,875,790 |
1,919,176 |
|
|
|
|
|
|
5,048,744 |
Leisure time: 0.07% |
|
|
|
|
|
|
Carnival Corp. (U.S. SOFR 1 Month+3.00%)‡± |
|
8.34 |
8-8-2027 |
|
299,250 |
293,639 |
Consumer, non-cyclical: 3.60% |
|
|
|
|
|
|
Commercial services: 3.38% |
|
|
|
|
|
|
Geo Group, Inc. (U.S. SOFR 1 Month+7.13%)± |
|
12.45 |
3-23-2027 |
|
8,986,121 |
9,132,145 |
MPH Acquisition Holdings LLC (U.S. SOFR 3 Month+4.25%)± |
|
9.92 |
9-1-2028 |
|
1,855,000 |
1,717,934 |
PECF USS Intermediate Holding III Corp. (U.S. SOFR 3 Month+4.25%)± |
|
9.89 |
12-15-2028 |
|
817,919 |
615,795 |
Sotheby’s (U.S. SOFR 3 Month+4.50%)± |
|
10.16 |
1-15-2027 |
|
2,169,451 |
2,094,193 |
|
|
|
|
|
|
13,560,067 |
Healthcare-services: 0.22% |
|
|
|
|
|
|
Surgery Center Holdings, Inc. (U.S. SOFR 1 Month+3.75%)± |
|
9.20 |
8-31-2026 |
|
898,521 |
897,147 |
Energy: 1.78% |
|
|
|
|
|
|
Pipelines: 1.78% |
|
|
|
|
|
|
GIP II Blue Holding LP (U.S. SOFR 1 Month+4.50%)± |
|
9.82 |
9-29-2028 |
|
1,835,029 |
1,834,699 |
GIP III Stetson I LP (U.S. SOFR 1 Month+4.25%)± |
|
9.57 |
10-5-2028 |
|
3,275,000 |
3,251,453 |
M6 ETX Holdings II MidCo LLC (U.S. SOFR 1 Month+4.50%)± |
|
9.92 |
9-19-2029 |
|
2,063,700 |
2,048,593 |
|
|
|
|
|
|
7,134,745 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Financial: 2.23% |
|
|
|
|
|
|
Diversified financial services: 0.40% |
|
|
|
|
|
|
Resolute Investment Managers, Inc. (3 Month LIBOR+4.25%)± |
|
9.79 % |
4-30-2024 |
$ |
2,148,275 |
$1,326,560 |
Resolute Investment Managers, Inc. (U.S. SOFR 3 Month+8.00%)‡± |
|
13.38 |
4-30-2025 |
|
1,786,861 |
268,029 |
|
|
|
|
|
|
1,594,589 |
Insurance: 1.83% |
|
|
|
|
|
|
Asurion LLC (U.S. SOFR 1 Month+3.25%)± |
|
8.69 |
12-23-2026 |
|
5,524,883 |
5,331,513 |
Asurion LLC (U.S. SOFR 1 Month+5.25%)± |
|
10.69 |
1-31-2028 |
|
575,000 |
497,990 |
HUB International Ltd. (U.S. SOFR 3 Month+4.25%)± |
|
9.66 |
6-20-2030 |
|
1,535,000 |
1,533,910 |
|
|
|
|
|
|
7,363,413 |
Industrial: 0.15% |
|
|
|
|
|
|
Machinery-diversified: 0.15% |
|
|
|
|
|
|
TK Elevator U.S. Newco, Inc. (6 Month LIBOR+3.50%)± |
|
9.38 |
7-30-2027 |
|
616,290 |
611,594 |
Total loans (Cost $41,420,004) |
|
|
|
|
|
39,198,019 |
|
|
|
Expiration date |
Shares |
| |
Rights: 0.00% |
|
|
|
|
|
|
Communication services: 0.00% |
|
|
|
|
|
|
Diversified telecommunication services: 0.00% |
|
|
|
|
|
|
Intelsat Jackson Holdings SA Series A Contingent Value
Rights♦† |
|
|
12-5-2025 |
|
8,332 |
0 |
Intelsat Jackson Holdings SA Series B Contingent Value
Rights♦† |
|
|
12-5-2025 |
|
8,332 |
0
|
Total rights (Cost $0) |
|
|
|
|
|
0 |
|
|
|
Maturity date |
Principal |
| |
Yankee corporate bonds and notes: 17.55% |
|
|
|
|
|
|
Communications: 0.76% |
|
|
|
|
|
|
Telecommunications: 0.76% |
|
|
|
|
|
|
Altice France SA144A |
|
8.13 |
2-1-2027 |
$ |
3,620,000 |
3,051,534 |
Intelsat Jackson Holdings SA♦† |
|
5.50 |
8-1-2023 |
|
8,490,000 |
0 |
|
|
|
|
|
|
3,051,534 |
Consumer, cyclical: 7.28% |
|
|
|
|
|
|
Airlines: 1.72% |
|
|
|
|
|
|
Air Canada Pass-Through Trust Series 2020-1 Class C144A |
|
10.50 |
7-15-2026 |
|
5,280,000 |
5,603,400 |
VistaJet Malta Finance PLC/Vista Management Holding, Inc.144A
|
|
9.50 |
6-1-2028 |
|
1,710,000 |
1,310,154 |
|
|
|
|
|
|
6,913,554 |
Entertainment: 0.60% |
|
|
|
|
|
|
Banijay Entertainment SASU144A |
|
8.13 |
5-1-2029 |
|
2,480,000 |
2,417,969 |
Leisure time: 4.96% |
|
|
|
|
|
|
Carnival Corp.144A |
|
4.00 |
8-1-2028 |
|
2,240,000 |
1,948,396 |
Carnival Corp.144A |
|
6.00 |
5-1-2029 |
|
3,900,000 |
3,294,706 |
Carnival Corp.144A |
|
7.00 |
8-15-2029 |
|
855,000 |
838,362 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Leisure time(continued) |
|
|
|
|
|
|
Carnival Corp.144A |
|
7.63 % |
3-1-2026 |
$ |
1,185,000 |
$1,152,285 |
NCL Corp. Ltd.144A |
|
8.13 |
1-15-2029 |
|
710,000 |
693,666 |
Royal Caribbean Cruises Ltd.144A |
|
5.38 |
7-15-2027 |
|
395,000 |
364,023 |
Royal Caribbean Cruises Ltd.144A |
|
5.50 |
4-1-2028 |
|
5,600,000 |
5,106,369 |
Royal Caribbean Cruises Ltd.144A |
|
9.25 |
1-15-2029 |
|
1,920,000 |
2,004,171 |
Royal Caribbean Cruises Ltd.144A |
|
11.63 |
8-15-2027 |
|
4,150,000 |
4,500,945 |
|
|
|
|
|
|
19,902,923 |
Consumer, non-cyclical: 0.85% |
|
|
|
|
|
|
Pharmaceuticals: 0.85% |
|
|
|
|
|
|
Teva Pharmaceutical Finance Netherlands III BV |
|
6.75 |
3-1-2028 |
|
1,885,000 |
1,802,149 |
Teva Pharmaceutical Finance Netherlands III BV |
|
8.13 |
9-15-2031 |
|
1,605,000 |
1,589,066 |
|
|
|
|
|
|
3,391,215 |
Energy: 1.73% |
|
|
|
|
|
|
Oil & gas: 0.59% |
|
|
|
|
|
|
Borr IHC Ltd./Borr Finance LLC144A%% |
|
10.00 |
11-15-2028 |
|
2,400,000 |
2,388,557 |
Pipelines: 1.14% |
|
|
|
|
|
|
Northriver Midstream Finance LP144A |
|
5.63 |
2-15-2026 |
|
4,835,000 |
4,569,075 |
Financial: 1.83% |
|
|
|
|
|
|
Diversified financial services: 1.83% |
|
|
|
|
|
|
Castlelake Aviation Finance DAC144A |
|
5.00 |
4-15-2027 |
|
4,910,000 |
4,332,060 |
Macquarie Airfinance Holdings Ltd.144A |
|
8.38 |
5-1-2028 |
|
3,035,000 |
3,025,136 |
|
|
|
|
|
|
7,357,196 |
Industrial: 3.74% |
|
|
|
|
|
|
Aerospace/defense: 0.68% |
|
|
|
|
|
|
Bombardier, Inc.144A |
|
7.13 |
6-15-2026 |
|
2,820,000 |
2,713,365 |
Electronics: 1.19% |
|
|
|
|
|
|
Sensata Technologies BV144A |
|
4.00 |
4-15-2029 |
|
3,325,000 |
2,826,607 |
Sensata Technologies BV144A |
|
5.88 |
9-1-2030 |
|
2,140,000 |
1,954,533 |
|
|
|
|
|
|
4,781,140 |
Packaging & containers: 0.87% |
|
|
|
|
|
|
Ardagh Metal Packaging Finance USA LLC/Ardagh Metal Packaging Finance PLC144A |
|
4.00 |
9-1-2029 |
|
1,925,000 |
1,443,883 |
Ardagh Metal Packaging Finance USA LLC/Ardagh Metal Packaging Finance PLC144A |
|
6.00 |
6-15-2027 |
|
2,190,000 |
2,069,591 |
|
|
|
|
|
|
3,513,474 |
Trucking & leasing: 1.00% |
|
|
|
|
|
|
Fly Leasing Ltd.144A |
|
7.00 |
10-15-2024 |
|
4,350,000 |
4,002,000 |
|
|
Interest
rate |
Maturity
date |
Principal |
Value | |
Utilities: 1.36% |
|
|
|
|
|
|
Electric: 1.36% |
|
|
|
|
|
|
Drax Finco PLC144A |
|
6.63 % |
11-1-2025 |
$ |
5,655,000 |
$5,442,939 |
Total yankee corporate bonds and notes (Cost $74,080,592) |
|
|
|
|
|
70,444,941 |
|
|
Yield |
|
Shares |
| |
Short-term investments: 4.80% |
|
|
|
|
|
|
Investment companies: 4.80% |
|
|
|
|
|
|
Allspring Government Money Market Fund Select Class♠∞## |
|
5.29 |
|
|
19,269,763 |
19,269,763 |
Total short-term investments (Cost $19,269,763) |
|
|
|
|
|
19,269,763 |
Total investments in securities (Cost $648,435,300) |
148.60 % |
|
|
|
|
596,580,629 |
Other assets and liabilities, net |
(48.60 ) |
|
|
|
|
(195,111,998 ) |
Total net assets |
100.00 % |
|
|
|
|
$401,468,631 |
♦ |
The security is fair valued in accordance with procedures approved by the Board of Trustees. |
† |
Non-income-earning security |
144A |
The security may be resold in transactions exempt from registration, normally to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of
1933. |
%% |
The security is purchased on a when-issued basis. |
¥ |
A payment-in-kind (PIK) security is a security in which the issuer may make interest or dividend payments in cash or additional securities or a combination of both.
The rate shown is the rate in effect at period end. |
ʊ |
Security is perpetual in nature and has no stated maturity date. The date shown reflects the next call date. |
± |
Variable rate investment. The rate shown is the rate in effect at period end. |
‡ |
Security is valued using significant unobservable inputs. |
♠ |
The issuer of the security is an affiliated person of the Fund as defined in the Investment Company Act of 1940. |
∞ |
The rate represents the 7-day annualized yield at period end. |
## |
All or a portion of this security is segregated as collateral for when-issued securities. |
Abbreviations: | |
LIBOR |
London Interbank Offered Rate |
REIT |
Real estate investment trust |
SOFR |
Secured Overnight Financing Rate |
|
Value, beginning of period |
Purchases |
Sales
proceeds |
Net
realized
gains
(losses) |
Net
change in
unrealized
gains
(losses) |
Value,
end of
period |
Shares,
end
of period |
Income
from
affiliated
securities |
Short-term investments |
|
|
|
|
|
|
|
|
Allspring Government Money Market Fund Select Class |
$11,927,014 |
$88,521,960 |
$(81,179,211 ) |
$0 |
$0 |
$19,269,763 |
19,269,763 |
$212,972 |
Assets |
|
Investments in unaffiliated securities, at value (cost $629,165,537) |
$577,310,866 |
Investments in affiliated securities, at value (cost $19,269,763) |
19,269,763 |
Cash |
17,666 |
Receivable for interest |
10,481,428 |
Receivable for investments sold |
973,050 |
Prepaid expenses and other assets |
22,094 |
Total assets |
608,074,867 |
Liabilities |
|
Secured borrowing payable |
189,000,000 |
Payable for investments purchased |
10,678,581 |
Dividends payable |
2,823,140 |
Payable for when-issued transactions |
2,578,723 |
Advisory fee payable |
301,632 |
Administration fee payable |
25,136 |
Accrued expenses and other liabilities |
1,199,024 |
Total liabilities |
206,606,236
|
Total net assets |
$401,468,631 |
Net assets consist of |
|
Paid-in capital |
$556,120,577 |
Total distributable loss |
(154,651,946
) |
Total net assets |
$401,468,631 |
Net asset value per share |
|
Based on $401,468,631 divided by 59,368,071 shares issued and outstanding (100,000,000 shares
authorized) |
$6.76
|
Investment income |
|
Interest |
$21,004,887 |
Income from affiliated securities |
212,972 |
Dividends |
16,692 |
Total investment income |
21,234,551 |
Expenses |
|
Advisory fee |
1,833,904 |
Administration fee |
152,826 |
Custody and accounting fees |
2,967 |
Professional fees |
68,607 |
Shareholder report expenses |
21,887 |
Trustees’ fees and expenses |
11,891 |
Transfer agent fees |
24,758 |
Interest expense |
5,741,422 |
Other fees and expenses |
15,279 |
Total expenses |
7,873,541 |
Net investment income |
13,361,010 |
Realized and unrealized gains (losses) on investments |
|
Net realized losses on investments |
(2,561,921
) |
Net change in unrealized gains (losses) on investments |
(16,171,393
) |
Net realized and unrealized gains (losses) on investments |
(18,733,314
) |
Net decrease in net assets resulting from operations |
$(5,372,304
) |
|
Six months ended October 31, 2023 (unaudited) |
Year ended April 30, 2023 | ||
Operations |
|
|
|
|
Net investment income |
|
$13,361,010 |
|
$29,651,296 |
Net realized losses on investments |
|
(2,561,921 ) |
|
(45,003,699 ) |
Net change in unrealized gains (losses) on investments |
|
(16,171,393 ) |
|
5,217,089 |
Net decrease in net assets resulting from operations |
|
(5,372,304
) |
|
(10,135,314 ) |
Distributions to shareholders from |
|
|
|
|
Net investment income and net realized gains |
|
(17,149,471 ) |
|
(31,188,893 ) |
Tax basis return of capital |
|
0 |
|
(8,427,242 ) |
Total distributions to shareholders |
|
(17,149,471
) |
|
(39,616,135 ) |
Capital share transactions |
|
|
|
|
Cost of shares repurchased |
|
(1,876,495 ) |
|
(3,838,602 ) |
Total decrease in net assets |
|
(24,398,270
) |
|
(53,590,051 ) |
Net assets |
|
|
|
|
Beginning of period |
|
425,866,901 |
|
479,456,952 |
End of period |
|
$401,468,631 |
|
$425,866,901 |
Cash flows from operating activities |
|
Net decrease in net assets resulting from operations |
$(5,372,304 ) |
Adjustments to reconcile net decrease in net assets from operations to net cash provided by operating activities |
|
Purchases of long-term securities |
(141,288,326
) |
Proceeds from the sales of long-term securities |
137,724,442 |
Amortization, net |
252,705 |
Purchases and sales of short-term securities, net |
(7,342,749
) |
Decrease in receivable for investments sold |
5,724,602 |
Increase in receivable for interest |
(296,993
) |
Decrease in prepaid expenses and other assets |
9,091 |
Increase in payable for investments purchased |
9,972,672 |
Decrease in advisory fee payable |
(1,236 ) |
Decrease in administration fee payable |
(103 ) |
Increase in accrued expenses and other liabilities |
1,077,563 |
Net realized losses on unaffiliated securities |
2,561,921 |
Net change in unrealized gains (losses) on unaffiliated securities |
16,171,393 |
Net cash provided by operating activities |
19,192,678 |
Cash flows from financing activities |
|
Cost of shares repurchased |
(1,876,495
) |
Cash distributions paid |
(17,300,205
) |
Net cash used in financing activities |
(19,176,700
) |
Net increase in cash |
15,978 |
Cash |
|
Beginning of period |
1,688 |
End of period |
$17,666 |
Supplemental cash disclosure |
|
Cash paid for interest |
$4,693,295
|
|
Six months ended
October 31, 2023
(unaudited) |
Year ended April 30 | ||||
|
2023 |
2022 |
2021 |
2020 |
2019 | |
Net asset value, beginning of period |
$7.14 |
$7.96 |
$9.16 |
$7.56 |
$8.98 |
$9.00 |
Net investment income |
0.22
1 |
0.50
1 |
0.55
1 |
0.54
1 |
0.54
1 |
0.57
1 |
Net realized and unrealized gains (losses) on investments |
(0.31 ) |
(0.67 ) |
(1.04 ) |
1.74 |
(1.28 ) |
(0.02 ) |
Total from investment operations |
(0.09 ) |
(0.17 ) |
(0.49 ) |
2.28 |
(0.74 ) |
0.55 |
Distributions to shareholders from |
|
|
|
|
|
|
Net investment income |
(0.29 ) |
(0.52 ) |
(0.61 ) |
(0.58 ) |
(0.57 ) |
(0.59 ) |
Tax basis return of capital |
0.00 |
(0.14 ) |
(0.11 ) |
(0.10 ) |
(0.14 ) |
(0.09 ) |
Total distributions to shareholders |
(0.29 ) |
(0.66 ) |
(0.72 ) |
(0.68 ) |
(0.71 ) |
(0.68 ) |
Anti-dilutive effect of shares repurchased |
0.00
2 |
0.01 |
0.01 |
0.00
2 |
0.03 |
0.11 |
Net asset value, end of period |
$6.76 |
$7.14 |
$7.96 |
$9.16 |
$7.56 |
$8.98 |
Market value, end of period |
$5.80 |
$6.38 |
$7.54 |
$8.64 |
$6.81 |
$8.09 |
Total return based on market value3 |
(4.81 )% |
(6.70
)% |
(5.19
)% |
38.39
% |
(7.91
)% |
9.29
% |
Ratios to average net assets (annualized) |
|
|
|
|
|
|
Gross expenses* |
3.73 % |
2.74 % |
1.26 % |
1.29 % |
2.16 % |
2.15 % |
Net expenses* |
3.73 % |
2.74 % |
1.26 % |
1.29 % |
2.16 % |
2.12 % |
Net investment income* |
6.33 % |
6.85 % |
6.14 % |
6.27 % |
6.21 % |
6.38 % |
Supplemental data |
|
|
|
|
|
|
Portfolio turnover rate |
21 % |
52 % |
54 % |
61 % |
30 % |
16 % |
Net assets, end of period (000s omitted) |
$401,469 |
$425,867 |
$479,457 |
$554,908 |
$458,555 |
$566,335 |
Borrowings outstanding, end of period (000s omitted) |
$189,000 |
$189,000 |
$194,000 |
$194,000 |
$163,400 |
$231,027 |
Asset coverage per $1,000 of borrowing, end of period |
$3,124
|
$3,253 |
$3,471 |
$3,860 |
$3,806 |
$3,451 |
* |
Ratios include interest expense relating to interest associated with borrowings and/or leverage transactions as follows: |
Six months ended October 31, 2023 (unaudited) |
2.72% |
Year ended April 30, 2023 |
1.70% |
Year ended April 30, 2022 |
0.30% |
Year ended April 30, 2021 |
0.33% |
Year ended April 30, 2020 |
1.17% |
Year ended April 30, 2019 |
1.19% |
1 |
Calculated based upon average shares outstanding |
2 |
Amount is less than $0.005. |
3 |
Total return is calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Dividends and distributions, if any,
are assumed for purposes of these calculations to be reinvested at prices
obtained under the Fund’s Automatic Dividend Reinvestment Plan. Total return does not reflect brokerage commissions that a shareholder would pay on the purchase and sale of shares. |
Gross unrealized gains |
$4,232,112 |
Gross unrealized losses |
(62,162,608 ) |
Net unrealized losses |
$(57,930,496
) |
capital losses.
|
Quoted prices
(Level 1) |
Other significant
observable inputs
(Level 2) |
Significant
unobservable inputs
(Level 3) |
Total |
Assets |
|
|
|
|
Investments in: |
|
|
|
|
Common stocks |
|
|
|
|
Communication services |
$0
|
$0
|
$0 |
$0
|
Energy |
1,200,035 |
0 |
0 |
1,200,035 |
Corporate bonds and notes |
0 |
466,467,871 |
0 |
466,467,871 |
Loans |
0 |
38,636,351 |
561,668 |
39,198,019 |
Rights |
|
|
|
|
Communication services |
0 |
0 |
0 |
0 |
Yankee corporate bonds and notes |
0 |
70,444,941 |
0 |
70,444,941 |
Short-term investments |
|
|
|
|
Investment companies |
19,269,763 |
0 |
0 |
19,269,763 |
Total assets |
$20,469,798 |
$575,549,163 |
$561,668 |
$596,580,629 |
Declaration date |
Record date |
Payable date |
Per share amount |
October 27,2023 |
November 14,2023 |
December 1,2023 |
$0.04738 |
November 15,2023 |
December 12,2023 |
January 2,2024 |
0.05173 |
Isaiah Harris, Jr. |
|
|
Shares voted “For” |
|
41,740,030 |
Shares voted “Withhold” |
|
3,021,580 |
David F. Larcker |
|
|
Shares voted “For” |
|
41,781,870 |
Shares voted “Withhold” |
|
2,979,740 |
Olivia S. Mitchell |
|
|
Shares voted “For” |
|
41,442,876 |
Shares voted “Withhold” |
|
3,318,734 |
Name and
year of birth |
Position held and
length of service* |
Principal occupations during past five years or
longer |
Current other
public company
or
investment
company
directorships |
Class I - Non-Interested Trustees to serve until 2026 Annual Meeting of
Shareholders | |||
Isaiah
Harris, Jr.
(Born 1952) |
Trustee,
since 2010;
Audit Committee
Chair,
since 2019 |
Retired. Member of the Advisory Board of CEF of East Central Florida.
Chairman of the Board of CIGNA Corporation from 2009 to
2021, and Director from 2005 to 2008. From 2003 to 2011,
Director of Deluxe Corporation. Prior thereto, President and CEO of
BellSouth Advertising and Publishing Corp. from 2005 to
2007, President and CEO of BellSouth Enterprises from 2004 to
2005 and President of BellSouth Consumer Services from 2000 to 2003.
Emeritus member of the Iowa State University Foundation
Board of Governors. Emeritus Member of the Advisory board of
Iowa State University School of Business. Advisory Board Member, Palm
Harbor Academy (private school). Advisory Board Member,
Fellowship of Christian Athletes. Mr. Harris is a certified public
accountant (inactive status). |
N/A |
David F.
Larcker
(Born 1950) |
Trustee,
since 2010 |
Distinguished Visiting Fellow at the Hoover Institution since 2022. James
Irvin Miller Professor of Accounting at the Graduate School
of Business (Emeritus), Stanford University, Director of the
Corporate Governance Research Initiative and Senior Faculty of The Rock
Center for Corporate Governance since 2006. From 2005 to
2008, Professor of Accounting at the Graduate School of
Business, Stanford University. Prior thereto, Ernst & Young Professor
of Accounting at The Wharton School, University of Pennsylvania
from 1985 to 2005. |
N/A |
Olivia S.
Mitchell
(Born 1953) |
Trustee,
since 2010;
Nominating and
Governance
Committee Chair,
since 2018 |
International Foundation of Employee Benefit Plans Professor since 1993,
Wharton School of the University of Pennsylvania. Director
of Wharton’s Pension Research Council and Boettner Center on Pensions & Retirement Research, and Research Associate at the National Bureau of Economic
Research. Previously taught at Cornell University from 1978 to 1993.
|
N/A |
Class II - Non-Interested Trustees to serve until 2024 Annual Meeting
of Shareholders | |||
William R.
Ebsworth
(Born 1957) |
Trustee,
since 2015 |
Retired. From 1984 to 2013, equities analyst, portfolio manager, research
director and chief investment officer at Fidelity
Management and Research Company in Boston, Tokyo, and Hong
Kong, and retired in 2013 as Chief Investment Officer of Fidelity
Strategic Advisers, Inc. where he led a team of investment
professionals managing client assets. Prior thereto, Board member of Hong Kong Securities Clearing Co., Hong Kong Options Clearing Corp., the Thailand International
Fund, Ltd., Fidelity Investments Life Insurance Company, and Empire
Fidelity Investments Life Insurance Company. Audit
Committee Chair and Investment Committee Chair of the Vincent
Memorial Hospital Foundation (non-profit organization). Mr. Ebsworth is a CFA
charterholder. |
N/A |
Jane A.
Freeman
(Born 1953) |
Trustee,
since 2015;
Chair Liaison,
since 2018 |
Retired. From 2012 to 2014 and 1999 to 2008, Chief Financial Officer of
Scientific Learning Corporation. From 2008 to 2012, Ms.
Freeman provided consulting services related to strategic
business projects. Prior to 1999, Portfolio Manager at Rockefeller &
Co. and Scudder, Stevens & Clark. Board member of the
Harding Loevner Funds from 1996 to 2014, serving as both Lead
Independent Director and chair of the Audit Committee. Board member of
the Russell Exchange Traded Funds Trust from 2011 to 2012
and the chair of the Audit Committee. Ms. Freeman is also an
inactive Chartered Financial Analyst. |
N/A |
Name and
year of birth |
Position held and
length of service* |
Principal occupations during past five years or
longer |
Current other
public company
or
investment
company
directorships |
Class III - Non-Interested Trustees to serve until 2025 Annual Meeting
of Shareholders | |||
Timothy J.
Penny
(Born 1951) |
Trustee,
since 2010;
Chair,
since 2018 |
President and Chief Executive Officer of Southern Minnesota Initiative
Foundation, a non-profit organization, since 2007. Vice
Chair of the Economic Club of Minnesota, since 2007. Co-Chair of the Committee for a Responsible Federal Budget, since 1995. Member of the Board of Trustees of
NorthStar Education Finance, Inc., a non-profit organization, from
2007-2022. Senior Fellow of the University of Minnesota Humphrey
Institute from 1995 to 2017. |
N/A |
James G.
Polisson
(Born 1959) |
Trustee,
since 2018 |
Retired. Chief Marketing Officer, Source (ETF) UK Services, Ltd, from
2015 to 2017. From 2012 to 2015, Principal of The Polisson
Group, LLC, a management consulting, corporate advisory and
principal investing company. Chief Executive Officer and Managing
Director at Russell Investments, Global Exchange Traded
Funds from 2010 to 2012. Managing Director of Barclays
Global Investors from 1998 to 2010 and Global Chief Marketing Officer for
iShares and Barclays Global Investors from 2000 to 2010.
Trustee of the San Francisco Mechanics’ Institute, a non- profit organization, from 2013 to 2015. Board member of the Russell Exchange Traded Fund Trust
from 2011 to 2012. Director of Barclays Global Investors Holdings
Deutschland GmbH from 2006 to 2009. Mr. Polisson is an
attorney and has a retired status with the Massachusetts and District of Columbia Bar Associations. |
N/A |
Pamela Wheelock (Born 1959) |
Trustee, since January 2020; previously Trustee from January 2018 to July 2019 |
Retired. Executive and Senior Financial leadership positions in the public, private and nonprofit
sectors. Interim President and CEO, McKnight Foundation, 2020. Interim
Commissioner, Minnesota Department of Human Services, 2019.
Chief Operating Officer, Twin Cities Habitat for Humanity,
2017-2019. Vice President for University Services, University of Minnesota, 2012- 2016. Interim President and CEO, Blue Cross and Blue Shield of Minnesota, 2011-2012. Executive
Vice-President and Chief Financial Officer, Minnesota Wild, 2002-2008.
Commissioner, Minnesota Department of Finance, 1999-2002.
Chair of the Board of Directors of Destination Medical Center
Corporation. Board member of the Minnesota Wild Foundation. |
N/A |
* |
Length of service dates reflect the Trustee’s commencement of service with the Trust’s predecessor entities, where applicable. |
Name and
year of birth |
Position held and
length of
service |
Principal occupations during past five years or
longer |
Andrew Owen
(Born 1960) |
President,
since 2017 |
President and Chief Executive Officer of Allspring Funds Management, LLC
since 2017 and Head of Global Fund Governance of Allspring
Global Investments since 2022. Prior thereto, co-president of Galliard Capital Management, LLC, an affiliate of Allspring Funds Management, LLC, from 2019 to 2022 and Head of Affiliated
Managers, Allspring Global Investments, from 2014 to 2019 and Executive
Vice President responsible for marketing, investments and product
development for Allspring Funds Management, LLC, from 2009 to 2014. |
Jeremy DePalma
(Born 1974) |
Treasurer,
since 2012
(for certain funds in
the Fund Complex);
since 2021 (for
the remaining funds
in the Complex) |
Senior Vice President of Allspring Funds Management, LLC since 2009.
Senior Vice President of Evergreen Investment Management
Company, LLC from 2008 to 2010 and head of the Fund Reporting and Control Team within Fund Administration from 2005 to 2010.
|
Christopher Baker
(Born 1976) |
Chief Compliance
Officer,
since 2022 |
Global Chief Compliance Officer for Allspring Global Investments since
2022. Prior thereto, Chief Compliance Officer for State
Street Global Advisors from 2018 to 2021. Senior Compliance Officer for the State Street divisions of Alternative Investment Solutions, Sector Solutions, and Global Marketing from 2015 to 2018. From 2010 to 2015
Vice President, Global Head of Investment and Marketing Compliance for State
Street Global Advisors. |
Matthew Prasse (Born 1983) |
Chief Legal Officer, since 2022; Secretary, since 2021 |
Senior Counsel of the Allspring Legal Department since 2021. Senior Counsel of the Wells Fargo Legal Department
from 2018 to 2021. Previously, Counsel for Barings LLC from 2015 to 2018.
Prior to joining Barings, Associate at Morgan, Lewis & Bockius
LLP from 2008 to 2015. |
Agent & Dividend Disbursing Agent
P.O. Box 505000
Louisville, Kentucky 40233
1-800-730-6001
SAR148 10-23
ITEM 2. CODE OF ETHICS
Not applicable.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Not applicable.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not applicable.
ITEM 6. INVESTMENTS
A Portfolio of Investments for Allspring Income Opportunities Fund is included as part of the report to shareholders filed under Item 1 of this Form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
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
(a) | (b) | (c) | (d) | |||||||||||||
Period |
Total Number of Shares Purchased |
Average Price Paid per Share |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs |
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs |
||||||||||||
5/1/2023 to 5/31/2023 |
0 | 0 | 0 | 2,924,870 | ||||||||||||
6/1/2023 to 6/30/2023 |
35,284 | 6.27 | 35,284 | 2,889,586 | ||||||||||||
7/1/2023 to 7/31/2023 |
103,563 | 6.42 | 103,563 | 2,786,023 | ||||||||||||
8/1/2023 to 8/31/2023 |
108,583 | 6.38 | 108,583 | 2,677,440 | ||||||||||||
9/1/2023 to 9/30/2023 |
0 | 0 | 0 | 2,677,440 | ||||||||||||
10/1/2023 to 10/31/2023 |
48,856 | 6.02 | 48,856 | 2,628,584 | ||||||||||||
Total |
296,286 | 6.27 | 296,286 | 2,628,584 |
On November 12, 2022, the Fund announced a renewal of its open-market share repurchase program (the “Buyback Program”). Under the renewed Buyback Program, the Fund may repurchase up to 5% of its outstanding shares in open market transactions during the period beginning on January 1, 2023 and
3
ending on December 31, 2023. The Fund’s Board of Trustees has delegated to Allspring Funds Management, LLC, the Fund’s adviser, discretion to administer the Buyback Program, including the determination of the amount and timing of repurchases in accordance with the best interests of the Fund and subject to applicable legal limitations.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees that have been implemented since the registrant’s last provided disclosure in response to the requirements of this Item.
ITEM 11. CONTROLS AND PROCEDURES
(a) The President and Treasurer have concluded that the Allspring Income Opportunities Fund (the “Fund”) disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) provide reasonable assurances that material information relating to the Fund is made known to them by the appropriate persons based on their evaluation of these controls and procedures as of a date within 90 days of the filing of this report.
(b) There were no significant changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the period covered by this report that materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
ITEM 12. DISCLOSURES OF SECURITIES LENDING ACTIVITES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
ITEM 13. EXHIBITS
(a)(1) Not applicable.
(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2022.
(a)(3) Not applicable.
(a)(4) Not applicable.
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2022.
4
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.
Allspring Income Opportunities Fund | ||
By: | /s/ Andrew Owen | |
Andrew Owen | ||
President | ||
Date: December 21, 2023 |
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 date indicated.
Allspring Income Opportunities Fund | ||
By: | /s/ Andrew Owen | |
Andrew Owen | ||
President | ||
Date: December 21, 2023 | ||
By: | /s/ Jeremy DePalma | |
Jeremy DePalma | ||
Treasurer | ||
Date: December 21, 2023 |