SEC Form N-CSRS filed by Nuveen Emerging Markets Debt 2022 Target Term Fund
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number | 811-23262 |
Nuveen Emerging Markets Debt 2022 Target Term Fund
(Exact name of registrant as specified in charter)
Nuveen Investments
333 West Wacker Drive, Chicago, IL 60606
(Address of principal executive offices) (Zip code)
Mark L. Winget
Nuveen Investments
333 West Wacker Drive, Chicago, IL 60606
(Name and address of agent for service)
Registrant’s telephone number, including area code: (312) 917-7700
Date of fiscal year end: December 31
Date of reporting period: June 30, 2022
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policy making roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss.3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
Closed-End Funds
30 June 2022
Nuveen Closed-End Funds
JHAA | Nuveen Corporate Income 2023 Target Term Fund | |
JEMD | Nuveen Emerging Markets Debt 2022 Target Term Fund |
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NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE
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3
Chair’s Letter to Shareholders
Dear Shareholders,
The first half of 2022 was challenging for financial markets. While global economic activity began to slow from post-pandemic peaks as pent-up demand waned and crisis-era monetary and fiscal support programs were phased out, persistently high inflation and central banks’ response have contributed to heightened uncertainty about financial and economic conditions.
Inflation has surged partially due to supply chain bottlenecks and exacerbated by Russia’s war in Ukraine and recent lockdowns across China to contain a large-scale COVID-19 outbreak. This has necessitated more forceful responses from the U.S. Federal Reserve (Fed) and other central banks, who now face an even more difficult task of slowing inflation without pulling their respective economies into recession. As anticipated, the Fed began the rate hiking cycle in March 2022, raising its short-term rate by 0.25% from near zero for the first time since the pandemic was declared two years ago. Larger increases of 0.50% in May and 0.75% in both June and July 2022 followed, bringing the target fed funds rate to a range of 2.25% to 2.50%. Additional rate hikes are expected in the remainder of this year, although Fed officials will closely monitor inflation data along with other economic measures and modify their rate setting policy based upon these factors. U.S. gross domestic product growth has now contracted for two consecutive quarters, according to preliminary government estimates, as consumer and business activity has slowed in part due to higher prices and borrowing costs. However, the still strong labor market suggests not all areas of the economy are weakening.
In the meantime, while markets will likely continue fluctuating with the daily headlines, we encourage investors to keep a long-term perspective. To learn more about how well your portfolio is aligned to your time horizon, risk tolerance and investment goals, consider reviewing it with your financial professional.
On behalf of the other members of the Nuveen Fund Board, I look forward to continuing to earn your trust in the months and years ahead.
Sincerely,
Terence J. Toth
Chair of the Board
August 22, 2022
4
For Shareholders of
Nuveen Corporate Income 2023 Target Term Fund (JHAA)
Nuveen Emerging Markets Debt 2022 Target Term Fund (JEMD)
Portfolio Manager Commentaries in Semiannual Shareholder Reports
The Funds include portfolio manager commentary in their annual shareholder reports. For the Fund’s most recent annual portfolio manager discussion, please refer to the Portfolio Managers’ Comments section of the Fund’s December 31, 2021 annual shareholder report.
For current information on your Fund’s investment objectives, portfolio management team and average annual total returns please refer to the Fund’s website at www.nuveen.com.
For changes that occurred to your Fund both during and subsequent to this reporting period, please refer to the Notes to Financial Statements section of this report.
For average annual total returns as of the end of this reporting period, please refer to the Performance Overview and Holding Summaries section within this report.
For Shareholders of
Nuveen Emerging Markets Debt 2022 Target Term Fund (JEMD)
Fund Liquidation
The Fund has entered the wind-up period in anticipation of its termination date on December 1, 2022. During the wind-up period the Fund may deviate from its investment objectives and policies, and may invest up to a 100% of its managed assets in high quality, short-term securities. High quality, short-term securities for this Fund include securities rated investment grade (BBB-/Baa3 or higher or unrated but judged by the Fund’s sub-adviser to be of comparable quality) with a final or remaining maturity of 397 days or less. Consequently, for the remainder of its term, the Fund will invest at least 80% of its managed assets in (i) emerging markets debt securities; and (ii) short-term investment grade securities that have a final or remaining maturity of 397 days or less, so long as the maturity of any security in the Fund does not occur later than June 1, 2023. These expanded investment parameters currently will provide the Fund additional flexibility to reinvest the proceeds of matured or called portfolio securities in higher quality, short-term securities. As the Fund gets closer to its termination date, the Fund will begin to affirmatively transition its remaining below investment grade portfolio holdings to such high quality, short-term securities to enhance its ability to efficiently liquidate its portfolio at termination. The Fund’s NAV ended the reporting period at $6.88 per share.
5
IMPACT OF THE FUNDS’ LEVERAGE STRATEGIES ON PERFORMANCE
One important factor impacting the returns of the Funds’ common shares relative to their comparative benchmarks was the Funds’ use of leverage through the use of bank borrowings for JHAA as well as the use of reverse repurchase agreements for JEMD. The Funds use leverage because our research has shown that, over time, leveraging provides opportunities for additional income. The opportunity arises when short-term rates that the Fund pays on its leveraging instruments are lower than the interest the Fund earns on its portfolio securities that it has bought with the proceeds of that leverage. This has been particularly true in the recent market environment where short-term rates have been low by historical standards.
However, use of leverage can expose Fund common shares to additional price volatility. When a Fund uses leverage, the Fund’s common shares will experience a greater increase in their net asset value if the securities acquired through the use of leverage increase in value, but will also experience a correspondingly larger decline in their net asset value if the securities acquired through leverage decline in value. All this will make the shares’ total return performance more variable, over time.
In addition, common share income in levered funds will typically decrease in comparison to unlevered funds when short-term interest rates increase and increase when short-term interest rates decrease. In recent quarters, fund leverage expenses have generally tracked the overall movement of short-term tax-exempt interest rates. While fund leverage expenses are somewhat higher than their recent lows, leverage nevertheless continues to provide the opportunity for incremental common share income, particularly over longer-term periods.
The use of leverage for JHAA and JEMD detracted from relative performance during the reporting period. However, the Funds’ use of leverage was accretive to overall common share income.
As of June 30, 2022, the Funds’ percentages of leverage are shown in the accompanying table.
JHAA | JEMD | |||||||
Effective Leverage* |
25.05 | % | 25.10 | % | ||||
Regulatory Leverage* |
25.05 | % | 0.00 | % |
* | Effective Leverage is a Fund’s effective economic leverage, and includes both regulatory leverage and the leverage effects of reverse repurchase agreements, certain derivative and other investments in a Fund’s portfolio that increase the Fund’s investment exposure. Regulatory leverage consists of preferred shares issued or borrowings of a Fund. Both of these are part of a Fund’s capital structure. A Fund, however, may from time to time borrow on a typically transient basis in connection with its day-to-day operations, primarily in connection with the need to settle portfolio trades. Such incidental borrowings are excluded from the calculation of a Fund’s effective leverage ratio. Regulatory leverage is subject to asset coverage limits set forth in the Investment Company Act of 1940. |
6
THE FUNDS’ LEVERAGE
Bank Borrowings
As noted previously, JHAA employs leverage through the use of bank borrowings. The Fund’s bank borrowing activities are as shown in the accompanying table.
Current Reporting Period | Subsequent to the Close of the Reporting Period |
|||||||||||||||||||||||||||||||||||
Fund | Outstanding Balance as of January 1, 2022 |
Draws | Paydowns | Outstanding Balance as of June 30, 2022 |
Average Balance Outstanding |
Draws | Paydowns | Outstanding Balance as of August 22, 2022 |
||||||||||||||||||||||||||||
JHAA |
$ | 24,525,000 | $ | — | $ | — | $ | 24,525,000 | $ | 24,525,000 | $ | — | $ | (25,000 | ) | $ | 24,500,000 |
Refer to Notes to Financial Statements, Note 8 – Fund Leverage, for further details.
Reverse Repurchase Agreements
As noted previously, JEMD used reverse repurchase agreements, in which the Fund sells to a counterparty a security that it holds with a contemporaneous agreement to repurchase the same security at an agreed-upon price and date.
The Fund’s transactions in reverse repurchase agreements are as shown in the accompanying table.
Current Reporting Period | Subsequent to the Close of the Reporting Period |
|||||||||||||||||||||||||||||||||||
Fund | Outstanding January 1, 2022 |
Sales | Purchases | Outstanding June 30, 2022 |
Average Balance Outstanding |
Sales | Purchases | Outstanding Balance as of August 22, 2022 |
||||||||||||||||||||||||||||
JEMD |
$ | 32,854,811 | $ | — | $ | — | $ | 32,854,811 | $ | 32,854,811 | $ | — | $ | (32,854,811 | ) | $ | — |
Refer to Notes to Financial Statements, Note 8 – Fund Leverage, for further details.
7
COMMON SHARE DISTRIBUTION INFORMATION
The following information regarding the Funds’ distributions is current as of June 30, 2022. Each Fund’s distribution levels may vary over time based on each Fund’s investment activity and portfolio investment value changes.
During the current reporting period, the Funds’ distributions to common shareholders were as shown in the accompanying table.
Monthly Distributions (Ex-Dividend Date) | JHAA | JEMD | ||||||
January 2022 |
$ | 0.0315 | $ | 0.0305 | ||||
February |
0.0315 | 0.0305 | ||||||
March |
0.0315 | 0.0305 | ||||||
April |
0.0315 | 0.0305 | ||||||
May |
0.0315 | 0.0305 | ||||||
June 2022 |
0.0250 | 0.0230 | ||||||
Total Distributions from Net Investment Income |
$ | 0.1825 | $ | 0.1755 | ||||
Current Distribution Rate* |
3.39 | % | 4.13 | % |
* | Current distribution rate is based on the Fund’s current annualized monthly distribution divided by the Fund’s current market price. The Fund’s monthly distributions to its shareholders may be comprised of ordinary income, net realized capital gains and, if at the end of the fiscal year the Fund’s cumulative net ordinary income and net realized gains are less than the Fund’s distributions, a return of capital for tax purposes. |
Each Fund seeks to pay regular monthly dividends out of its net investment income at a rate that reflects its past and projected net income performance. To permit each Fund to maintain a more stable monthly dividend, the Fund may pay dividends at a rate that may be more or less than the amount of net income actually earned by the Fund during the period. Distributions to common shareholders are determined on a tax basis, which may differ from amounts recorded in the accounting records. In instances where the monthly dividend exceeds the earned net investment income, the Fund would report a negative undistributed net ordinary income. Refer to Note 6 – Income Tax Information for additional information regarding the amounts of undistributed net ordinary income and undistributed net long-term capital gains and the character of the actual distributions paid by the Fund during the period.
All monthly dividends paid by each Fund during the current reporting period were paid from net investment income. If a portion of the Fund’s monthly distributions is sourced or comprised of elements other than net investment income, including capital gains and/or a return of capital, shareholders will be notified of those sources. For financial reporting purposes, the per share amounts of each Fund’s distributions for the reporting period are presented in this report’s Financial Highlights. For income tax purposes, distribution information for each Fund as of its most recent tax year end is presented in Note 6 – Income Tax Information within the Notes to Financial Statements of this report.
NUVEEN CLOSED-END FUND DISTRIBUTION AMOUNTS
The Nuveen Closed-End Funds’ monthly and quarterly periodic distributions to shareholders are posted on www.nuveen.com and can be found on Nuveen’s enhanced closed-end fund resource page, which is at https://www.nuveen.com/resource-center-closed-end-funds, along with other Nuveen closed-end fund product updates. To ensure timely access to the latest information, shareholders may use a subscribe function, which can be activated at this web page (https://www.nuveen.com/subscriptions).
COMMON SHARE REPURCHASES
During August 2022 (subsequent to close of the reporting period), the Funds’ Board of Trustees reauthorized an open-market share repurchase program, allowing each Fund to repurchase an aggregate of up to approximately 10% of its outstanding shares.
8
During the current reporting period, the Funds did not repurchase any of their outstanding common shares. As of June 30, 2022 (and since the inception of the Fund’s repurchase program), each fund has cumulatively repurchased and retired its outstanding common shares as shown in the accompanying table.
JHAA | JEMD | |||||||
Common shares cumulatively repurchased and retired |
0 | 0 | ||||||
Common shares authorized for repurchase |
780,000 | 1,420,000 |
OTHER COMMON SHARE INFORMATION
As of June 30, 2022, the Funds’ common share prices were trading at a premium/(discount) to their common share NAVs and trading at an average premium/(discount) to NAV during the current reporting period, as follows:
JHAA | JEMD | |||||||
Common share NAV |
$ | 9.37 | $ | 6.88 | ||||
Common share price |
$ | 8.86 | $ | 6.69 | ||||
Premium/(Discount) to NAV |
(5.44 | )% | (2.76 | )% | ||||
Average premium/(discount) to NAV |
(1.88 | )% | (3.74 | )% |
JHAA and JEMD each have an investment objective to return $9.875 and $9.85, respectively (the original net asset value following each Fund’s initial public offering (the “Original NAV”)) to shareholders on or about the end of the Fund’s term. There can be no assurance that the Funds will be able to return the Original NAV to shareholders, and such return is not backed or otherwise guaranteed by the Funds’ investment adviser, Nuveen Fund Advisors, LLC (the “Adviser”), or any other entity.
In connection with the objective of returning Original NAV, each Fund currently intends to set aside and retain in its net assets a portion of its net investment income and possibly all or a portion of its gains. This will reduce the amounts otherwise available for distribution prior to the liquidation of each Fund, and the Fund may incur taxes on such retained amount, which will reduce the overall amounts that the Fund would have otherwise been able to distribute. Such retained income or gains, net of any taxes, would constitute a portion of the liquidating distribution returned to investors at the end of each Fund’s term. In addition, each Fund’s investment in shorter term and lower yielding securities, especially as the Fund nears the end of its term, may reduce investment income and, therefore, the monthly dividends during the period prior to termination. Investors that purchase shares in the secondary market (particularly if their purchase price differs meaningfully from the Original NAV) may receive more or less than their original investment.
As noted above, each Fund’s objective to return Original NAV to common shareholders on or about the termination date is not a guarantee and will depend on a number of factors, including market conditions and the success of various portfolio and cash flow management techniques such as the cumulative level of income retained in relation to cumulative portfolio gains net of losses. Based on market conditions as of the date of this report, management anticipates that JEMD’s objective of returning the original $9.85 NAV on December 1, 2022 will not be met. Recent market conditions have also materially increased the risk associated with achieving JHAA’s objective to return its original NAV.
9
JHAA | Nuveen Corporate Income 2023 Target Term Fund Performance Overview and Holding Summaries as of June 30, 2022 |
Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.
Average Annual Total Returns as of June 30, 2022*
Cumulative | Average Annual | |||||||||||
6-Month | 1-Year | Since Inception |
||||||||||
JHAA at Common Share NAV | (4.51)% | (3.95)% | 3.46% | |||||||||
JHAA at Common Share Price | (9.50)% | (7.58)% | 1.54% | |||||||||
Bloomberg U.S. Corporate High Yield 1-5 Year Cash Pay 2% Issuer Capped Bond Index | (9.63)% | (8.36)% | 2.36% |
* | For purposes of Fund performance, relative results are measured against the Bloomberg U.S. Corporate High Yield 1-5 Year Cash Pay 2% Issuer Capped Bond Index. |
Since inception returns are from 12/18/18. Performance data shown represents past performance and does not predict or guarantee future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. Returns at NAV are net of Fund expenses, and assume reinvestment of distributions. Comparative index return information is provided for the Fund’s shares at NAV only. Indexes are not available for direct investment.
Daily Common Share NAV and Share Price
10
This data relates to the securities held in the Funds’ portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.
For financial reporting purposes, the ratings disclosed are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. This treatment of split-rated securities may differ from that used for other purposes, such as for Fund investment policies. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Holdings designated N/R are not rated by these national rating agencies.
Fund Allocation
(% of net assets)
Corporate Bonds | 98.1% | |||
Variable Rate Senior Loan Interests | 22.3% | |||
Convertible Bonds | 4.8% | |||
Repurchase Agreements | 7.3% | |||
Other Assets Less Liabilities | 0.9% | |||
Net Assets Plus Borrowings |
133.4% | |||
Borrowings | (33.4)% | |||
Net Assets |
100% |
Country Allocation1
(% of total investments)
United States | 84.0% | |||
Israel | 4.3% | |||
Australia | 2.3% | |||
South Africa | 2.3% | |||
Canada | 2.0% | |||
Zambia | 1.2% | |||
Ireland | 1.1% | |||
Mexico | 1.0% | |||
Luxembourg | 1.0% | |||
Ukraine | 0.8% | |||
Total |
100% |
Portfolio Composition2
(% of total investments)
Oil, Gas & Consumable Fuels | 12.5% | |||
Media | 8.0% | |||
Chemicals | 6.8% | |||
Household Durables | 5.4% | |||
Metals & Mining | 5.2% | |||
Hotels, Restaurants & Leisure | 5.2% | |||
Automobiles | 4.6% | |||
Commercial Services & Supplies | 4.3% | |||
Consumer Finance | 3.6% | |||
Equity Real Estate Investment Trust | 3.6% | |||
Professional Services | 3.0% | |||
Health Care Technology | 3.0% | |||
Health Care Providers & Services | 2.9% | |||
Textiles, Apparel & Luxury Goods | 2.8% | |||
Wireless Telecommunication Services | 2.7% | |||
Containers & Packaging | 2.5% | |||
Other |
18.4% | |||
Repurchase Agreements | 5.5% | |||
Total |
100% |
Portfolio Credit Quality
(% of total long-term investments)
BBB | 23.2% | |||
BB or Lower | 76.8% | |||
Total |
100% |
Top Five Issuers
(% of total long-term investments)
Ford Motor Credit Co LLC | 4.9% | |||
Nielsen Finance LLC, Term Loan B4 | 3.2% | |||
IQVIA Inc., Term Loan B1 | 3.2% | |||
Hanesbrands Inc, 144A | 3.0% | |||
Prime Security Services Borrower LLC / Prime Finance Inc, 144A | 2.9% |
1 | Includes 6.3% (as a percentage of total investments) in emerging markets countries. |
2 | See the Portfolio of Investments for the industries/sectors comprising “Other” and not listed in the Portfolio Composition above. |
11
JEMD | Nuveen Emerging Markets Debt 2022 Target Term Fund Performance Overview and Holding Summaries as of June 30, 2022 |
Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.
Average Annual Total Returns as of June 30, 2022*
Cumulative | Average Annual | |||||||||||
6-Month | 1-Year | Since Inception |
||||||||||
JEMD at Common Share NAV | (9.88)% | (12.19)% | (2.41)% | |||||||||
JEMD at Common Share Price | (9.42)% | (13.58)% | (3.13)% | |||||||||
JP Morgan EMBI Global Diversified Index | (20.31)% | (21.22)% | (1.80)% |
* | For purposes of Fund performance, relative results are measured against the JP Morgan EMBI Global Diversified Index. |
Since inception returns are from 9/26/17. Performance data shown represents past performance and does not predict or guarantee future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. Returns at NAV are net of Fund expenses, and assume reinvestment of distributions. Comparative index return information is provided for the Fund’s shares at NAV only. Indexes are not available for direct investment.
Daily Common Share NAV and Share Price
12
This data relates to the securities held in the Funds’ portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.
For financial reporting purposes, the ratings disclosed are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. This treatment of split-rated securities may differ from that used for other purposes, such as for Fund investment policies. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Holdings designated N/R are not rated by these national rating agencies.
Fund Allocation
(% of net assets)
Emerging Markets Debt | 66.3% | |||
Corporate Bonds | 47.6% | |||
Convertible Bonds | 0.3% | |||
Short-Term Commercial Paper |
17.8% | |||
Other Assets Less Liabilities | 1.6% | |||
Net Assets Plus Reverse Repurchase Agreements |
133.6% | |||
Reverse Repurchase Agreements | (33.6)% | |||
Net Assets |
100% |
Country Allocation1
(% of total investments)
Turkey | 9.9% | |||
South Africa | 9.8% | |||
Mexico | 7.2% | |||
Iraq | 7.2% | |||
Canada | 5.4% | |||
Barbados | 4.9% | |||
Oman |
4.6% | |||
United States | 4.5% | |||
Egypt |
4.3% | |||
Ukraine | 4.3% | |||
Israel | 3.9% | |||
Costa Rica | 3.8% | |||
Japan | 3.7% | |||
Mongolia | 3.6% | |||
El Salvador | 3.4% | |||
Other3 | 19.5% | |||
Total |
100% |
Portfolio Composition2
(% of total investments)
Emerging Markets Debt | 50.2% | |||
Banks |
16.5% | |||
Oil, Gas & Consumable Fuels | 8.6% | |||
Road & Rail | 6.6% | |||
Other | 18.1% | |||
Total |
100% |
Portfolio Credit Quality
(% of total investments)
BBB | 9.7% | |||
BB or Lower | 76.5% | |||
N/R (not rated) | 13.8% | |||
Total |
100% |
Top Five Issuers
(% of total investments)
Petroleos Mexicanos | 7.2% | |||
Iraq International Bond | 7.2% | |||
Transnet SOC Ltd | 6.6% | |||
Toronto-Dominion Bank | 5.4% | |||
Barbados Government International Bond | 4.9% |
1 | Includes 82.5% (as a percentage of total investments) in emerging markets countries. |
2 | See the Portfolio of Investments for the industries/sectors comprising “Other” and not listed in the Portfolio Composition above. |
3 | “Other” countries include twelve countries that individually constitute less than 3.4% as a percentage of total investments. |
13
Shareholder Meeting Report
The annual meeting of shareholders was held on April 8, 2022 for JHAA and JEMD. The meeting was held virtually due to public health concerns regarding the ongoing COVID-19 pandemic; at this meeting the shareholders were asked to elect Board members.
JHAA | JEMD | |||||||
Common Shares |
Common Shares |
|||||||
Approval of the Board Members was reached as follows: |
||||||||
William C. Hunter |
||||||||
For |
5,863,710 | 10,845,655 | ||||||
Withhold |
43,514 | 696,461 | ||||||
Total |
5,907,224 | 11,542,116 | ||||||
Judith M. Stockdale |
||||||||
For |
5,867,150 | 10,816,780 | ||||||
Withhold |
40,074 | 725,336 | ||||||
Total |
5,907,224 | 11,542,116 | ||||||
Carole E. Stone |
||||||||
For |
5,867,150 | 10,816,780 | ||||||
Withhold |
40,074 | 725,336 | ||||||
Total |
5,907,224 | 11,542,116 | ||||||
Margaret L. Wolff |
||||||||
For |
5,861,525 | 10,816,780 | ||||||
Withhold |
45,699 | 725,336 | ||||||
Total |
5,907,224 | 11,542,116 |
14
JHAA | Nuveen Corporate Income 2023
| |
(Unaudited) |
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||||||
LONG-TERM INVESTMENTS – 125.2% (94.5% of Total Investments) |
| |||||||||||||||||||||||
CORPORATE BONDS – 98.1% (74.1% of Total Investments) |
| |||||||||||||||||||||||
Airlines – 1.3% | ||||||||||||||||||||||||
$ | 1,000 | United Airlines Holdings Inc |
5.000% | 2/01/24 | Ba3 | $ | 960,087 | |||||||||||||||||
Automobiles – 6.1% | ||||||||||||||||||||||||
2,000 | Ford Motor Credit Co LLC |
3.370% | 11/17/23 | BB+ | 1,948,180 | |||||||||||||||||||
2,550 | Ford Motor Credit Co LLC |
5.584% | 3/18/24 | BB+ | 2,537,250 | |||||||||||||||||||
4,550 | Total Automobiles |
4,485,430 | ||||||||||||||||||||||
Chemicals – 4.0% | ||||||||||||||||||||||||
750 | Avient Corp |
5.250% | 3/15/23 | BB- | 746,250 | |||||||||||||||||||
2,025 | NOVA Chemicals Corp, 144A |
4.875% | 6/01/24 | BB | 1,924,758 | |||||||||||||||||||
300 | Sasol Financing International Ltd |
4.500% | 11/14/22 | BB | 297,900 | |||||||||||||||||||
3,075 | Total Chemicals |
2,968,908 | ||||||||||||||||||||||
Commercial Services & Supplies – 5.6% | ||||||||||||||||||||||||
1,475 | ADT Security Corp |
4.125% | 6/15/23 | BB- | 1,448,804 | |||||||||||||||||||
2,750 | Prime Security Services Borrower LLC / Prime Finance Inc, 144A |
5.250% | 4/15/24 | BB- | 2,688,125 | |||||||||||||||||||
4,225 | Total Commercial Services & Supplies |
4,136,929 | ||||||||||||||||||||||
Consumer Finance – 4.8% | ||||||||||||||||||||||||
500 | Navient Corp |
5.500% | 1/25/23 | Ba3 | 495,630 | |||||||||||||||||||
780 | Navient Corp |
7.250% | 9/25/23 | Ba3 | 771,724 | |||||||||||||||||||
500 | Navient Corp |
6.125% | 3/25/24 | Ba3 | 474,070 | |||||||||||||||||||
1,300 | OneMain Finance Corp |
8.250% | 10/01/23 | BB | 1,299,231 | |||||||||||||||||||
500 | OneMain Finance Corp |
6.125% | 3/15/24 | BB | 477,500 | |||||||||||||||||||
3,580 | Total Consumer Finance |
3,518,155 | ||||||||||||||||||||||
Containers & Packaging – 3.3% | ||||||||||||||||||||||||
2,000 | Ball Corp |
4.000% | 11/15/23 | BB+ | 1,984,370 | |||||||||||||||||||
500 | Graphic Packaging International LLC, 144A |
0.821% | 4/15/24 | BBB- | 470,367 | |||||||||||||||||||
2,500 | Total Containers & Packaging |
2,454,737 | ||||||||||||||||||||||
Diversified Financial Services – 0.9% | ||||||||||||||||||||||||
300 | Park Aerospace Holdings Ltd, 144A |
4.500% | 3/15/23 | BBB- | 298,901 | |||||||||||||||||||
350 | Park Aerospace Holdings Ltd, 144A |
5.500% | 2/15/24 | BBB- | 347,159 | |||||||||||||||||||
650 | Total Diversified Financial Services |
646,060 | ||||||||||||||||||||||
Diversified Telecommunication Services – 2.0% | ||||||||||||||||||||||||
1,500 | Lumen Technologies Inc |
6.750% | 12/01/23 | BB | 1,485,952 | |||||||||||||||||||
Equity Real Estate Investment Trust – 4.8% | ||||||||||||||||||||||||
1,000 | American Tower Corp |
5.000% | 2/15/24 | BBB+ | 1,011,701 | |||||||||||||||||||
1,000 | Crown Castle International Corp |
3.150% | 7/15/23 | BBB+ | 989,124 | |||||||||||||||||||
750 | GLP Capital LP / GLP Financing II Inc |
5.375% | 11/01/23 | BBB- | 751,236 | |||||||||||||||||||
750 | Starwood Property Trust Inc, 144A |
5.500% | 11/01/23 | BB+ | 741,563 | |||||||||||||||||||
3,500 | Total Equity Real Estate Investment Trust |
3,493,624 | ||||||||||||||||||||||
Food & Staples Retailing – 3.0% | ||||||||||||||||||||||||
2,250 | Albertsons Cos Inc / Safeway Inc / New Albertsons LP / Albertsons LLC, 144A |
3.500% | 2/15/23 | BB | 2,223,270 |
15
JHAA | Nuveen Corporate Income 2023 Target Term Fund (continued) | |
Portfolio of Investments June 30, 2022 | ||
(Unaudited) |
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||||||
Gas Utilities – 1.2% | ||||||||||||||||||||||||
$ | 900 | AmeriGas Partners LP / AmeriGas Finance Corp |
5.625% | 5/20/24 | BB | $ | 868,434 | |||||||||||||||||
Health Care Providers & Services – 1.2% | ||||||||||||||||||||||||
850 | Tenet Healthcare Corp |
6.750% | 6/15/23 | B+ | 875,820 | |||||||||||||||||||
Hotels, Restaurants & Leisure – 5.8% | ||||||||||||||||||||||||
2,500 | MGM Resorts International |
6.000% | 3/15/23 | B+ | 2,494,200 | |||||||||||||||||||
1,750 | Yum! Brands Inc |
3.875% | 11/01/23 | BB | 1,739,867 | |||||||||||||||||||
4,250 | Total Hotels, Restaurants & Leisure |
4,234,067 | ||||||||||||||||||||||
Household Durables – 7.1% | ||||||||||||||||||||||||
1,250 | KB Home |
7.625% | 5/15/23 | BB | 1,265,026 | |||||||||||||||||||
2,000 | Newell Brands Inc |
4.100% | 4/01/23 | BBB- | 1,982,500 | |||||||||||||||||||
2,035 | Taylor Morrison Communities Inc / Taylor Morrison Holdings II Inc, 144A |
5.625% | 3/01/24 | BB | 1,978,507 | |||||||||||||||||||
5,285 | Total Household Durables |
5,226,033 | ||||||||||||||||||||||
Independent Power & Renewable Electricity Producers – 1.4% | ||||||||||||||||||||||||
1,000 | Vistra Operations Co LLC, 144A |
4.875% | 5/13/24 | BBB- | 994,851 | |||||||||||||||||||
Media – 7.3% | ||||||||||||||||||||||||
340 | AMC Networks Inc |
5.000% | 4/01/24 | BB | 329,344 | |||||||||||||||||||
2,125 | CCO Holdings LLC / CCO Holdings Capital Corp, 144A |
4.000% | 3/01/23 | BB+ | 2,109,062 | |||||||||||||||||||
2,350 | CSC Holdings LLC |
5.250% | 6/01/24 | B+ | 2,197,250 | |||||||||||||||||||
750 | DISH DBS Corp |
5.000% | 3/15/23 | B | 713,828 | |||||||||||||||||||
5,565 | Total Media |
5,349,484 | ||||||||||||||||||||||
Metals & Mining – 7.0% | ||||||||||||||||||||||||
1,100 | Commercial Metals Co |
4.875% | 5/15/23 | BB+ | 1,093,125 | |||||||||||||||||||
1,250 | First Quantum Minerals Ltd, 144A |
6.500% | 3/01/24 | B+ | 1,200,660 | |||||||||||||||||||
2,375 | FMG Resources August 2006 Pty Ltd, 144A |
5.125% | 5/15/24 | BB+ | 2,310,970 | |||||||||||||||||||
500 | Freeport-McMoRan Inc |
3.875% | 3/15/23 | Baa3 | 497,839 | |||||||||||||||||||
5,225 | Total Metals & Mining |
5,102,594 | ||||||||||||||||||||||
Oil, Gas & Consumable Fuels – 16.5% | ||||||||||||||||||||||||
550 | Buckeye Partners LP |
4.150% | 7/01/23 | BB | 538,323 | |||||||||||||||||||
225 | Continental Resources Inc/OK |
4.500% | 4/15/23 | BBB | 225,776 | |||||||||||||||||||
1,000 | Continental Resources Inc/OK |
3.800% | 6/01/24 | BBB | 986,490 | |||||||||||||||||||
794 | Energean Israel Finance Ltd, Reg S, 144A |
4.500% | 3/30/24 | BB- | 745,850 | |||||||||||||||||||
250 | Energy Transfer LP |
5.875% | 1/15/24 | BBB- | 254,906 | |||||||||||||||||||
500 | EnLink Midstream Partners LP |
4.400% | 4/01/24 | BB+ | 488,072 | |||||||||||||||||||
750 | EQM Midstream Partners LP |
4.750% | 7/15/23 | BB | 750,000 | |||||||||||||||||||
1,500 | Leviathan Bond Ltd, Reg S, 144A |
5.750% | 6/30/23 | BB | 1,477,937 | |||||||||||||||||||
1,000 | NAK Naftogaz Ukraine via Kondor Finance PLC, Reg S |
7.375% | 7/19/22 | CCC | 755,000 | |||||||||||||||||||
2,250 | Occidental Petroleum Corp |
2.700% | 2/15/23 | BB+ | 2,210,682 | |||||||||||||||||||
1,000 | Petroleos Mexicanos |
4.875% | 1/18/24 | BBB | 973,000 | |||||||||||||||||||
1,000 | Range Resources Corp |
5.000% | 3/15/23 | Ba3 | 992,500 | |||||||||||||||||||
1,750 | Western Midstream Operating LP, (3-Month LIBOR reference rate + 1.850% spread), (3) |
2.621% | 1/13/23 | BBB- | 1,741,250 | |||||||||||||||||||
12,569 | Total Oil, Gas & Consumable Fuels |
12,139,786 | ||||||||||||||||||||||
Pharmaceuticals – 2.7% | ||||||||||||||||||||||||
2,000 | Teva Pharmaceutical Finance Netherlands III BV |
6.000% | 4/15/24 | Ba2 | 1,969,340 | |||||||||||||||||||
Real Estate Management & Development – 1.1% | ||||||||||||||||||||||||
850 | Realogy Group LLC / Realogy Co-Issuer Corp, 144A |
4.875% | 6/01/23 | B+ | 818,648 | |||||||||||||||||||
850 | Total Real Estate Management & Development |
818,648 | ||||||||||||||||||||||
Road & Rail – 2.6% | ||||||||||||||||||||||||
2,000 | Transnet SOC Ltd, 144A |
4.000% | 7/26/22 | BB- | 1,907,400 | |||||||||||||||||||
Textiles, Apparel & Luxury Goods – 3.8% | ||||||||||||||||||||||||
2,825 | Hanesbrands Inc, 144A |
4.625% | 5/15/24 | BB | 2,765,421 |
16
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||||||||||
Trading Companies & Distributors – 1.1% | ||||||||||||||||||||||||||||
$ | 400 | AerCap Ireland Capital DAC / AerCap Global Aviation Trust |
|
4.500% | 9/15/23 | BBB | $ | 398,086 | ||||||||||||||||||||
400 | Aircastle Ltd |
|
4.400% | 9/25/23 | BBB | 394,819 | ||||||||||||||||||||||
800 | Total Trading Companies & Distributors |
|
792,905 | |||||||||||||||||||||||||
Wireless Telecommunication Services – 3.5% | ||||||||||||||||||||||||||||
2,525 | Sprint Corp |
|
7.875% | 9/15/23 | BB+ | 2,602,745 | ||||||||||||||||||||||
$ | 73,474 | Total Corporate Bonds (cost $74,247,967) |
|
72,020,680 | ||||||||||||||||||||||||
Principal Amount (000) |
Description (1) | Coupon (4) | Reference Rate (4) |
Spread (4) | Maturity (5) | Ratings (2) | Value | |||||||||||||||||||||
VARIABLE RATE SENIOR LOAN INTERESTS – 22.3% (16.8% of Total Investments) (4) |
|
|||||||||||||||||||||||||||
Beverages – 0.7% | ||||||||||||||||||||||||||||
$ | 620 | Arctic Glacier U.S.A., Inc., Term Loan B |
5.750% | 3-Month LIBOR | 3.500% | 3/20/24 | CCC+ | $ | 547,379 | |||||||||||||||||||
Chemicals – 5.0% | ||||||||||||||||||||||||||||
1,232 | Axalta Coating Systems US Holdings Inc., Term Loan B3 |
4.000% | 3-Month LIBOR | 1.750% | 6/01/24 | BBB- | 1,205,924 | |||||||||||||||||||||
982 | Ineos US Finance LLC, Term Loan B |
3.666% | 1-Month LIBOR | 2.000% | 3/31/24 | BBB- | 952,427 | |||||||||||||||||||||
1,500 | Minerals Technologies Inc., Term Loan B |
3.890% | 1-Month LIBOR | 2.250% | 2/14/24 | BB+ | 1,498,125 | |||||||||||||||||||||
3,714 | Total Chemicals |
|
3,656,476 | |||||||||||||||||||||||||
Entertainment – 1.6% | ||||||||||||||||||||||||||||
94 | CDS U.S. Intermediate Holdings, Inc., Term Loan, First Lien |
8.232% | 3-Month LIBOR | 6.000% | 11/24/25 | B+ | 92,899 | |||||||||||||||||||||
93 | CDS U.S. Intermediate Holdings, Inc., Term Loan, Second Lien |
2.000% | 3-Month LIBOR | 1.000% | 11/24/27 | CCC+ | 91,612 | |||||||||||||||||||||
185 | Cedar Fair, L.P., Term Loan B |
3.383% | 1-Month LIBOR | 1.750% | 4/13/24 | Ba2 | 181,604 | |||||||||||||||||||||
842 | Univision Communications Inc., Term Loan B, First Lien |
4.916% | 1-Month LIBOR | 3.250% | 3/24/26 | B+ | 797,308 | |||||||||||||||||||||
1,214 | Total Entertainment |
|
1,163,423 | |||||||||||||||||||||||||
Health Care Providers & Services – 2.6% | ||||||||||||||||||||||||||||
1,097 | Change Healthcare Holdings LLC, Term Loan B |
4.166% | 1-Month LIBOR | 2.500% | 3/01/24 | B+ | 1,070,269 | |||||||||||||||||||||
964 | Team Health Holdings, Inc., Term Loan, First Lien |
4.416% | 1-Month LIBOR | 2.750% | 2/06/24 | B | 861,791 | |||||||||||||||||||||
2,061 | Total Health Care Providers & Services |
|
1,932,060 | |||||||||||||||||||||||||
Health Care Technology – 4.0% | ||||||||||||||||||||||||||||
2,953 | IQVIA Inc., Term Loan B1 |
3.416% | 1-Month LIBOR | 1.750% | 3/07/24 | BBB- | 2,904,572 | |||||||||||||||||||||
Household Durables – 0.6% | ||||||||||||||||||||||||||||
482 | Travel Leaders Group, LLC, Term Loan B |
5.666% | 1-Month LIBOR | 4.000% | 1/25/24 | CCC+ | 432,663 | |||||||||||||||||||||
Insurance – 1.8% | ||||||||||||||||||||||||||||
216 | Asurion LLC, Term Loan B6 |
4.791% | 1-Month LIBOR | 3.125% | 11/03/23 | Ba3 | 208,169 | |||||||||||||||||||||
1,122 | USI, Inc., Term Loan |
5.250% | 3-Month LIBOR | 3.000% | 5/16/24 | B | 1,077,951 | |||||||||||||||||||||
1,338 | Total Insurance |
|
1,286,120 | |||||||||||||||||||||||||
IT Services – 0.1% | ||||||||||||||||||||||||||||
69 | Tempo Acquisition LLC, Term Loan |
4.416% | 1-Month LIBOR | 2.750% | 5/01/24 | BB- | 68,026 |
17
JHAA | Nuveen Corporate Income 2023 Target Term Fund (continued) | |
Portfolio of Investments June 30, 2022 | ||
(Unaudited) |
Principal Amount (000) |
Description (1) | Coupon (4) | Reference Rate (4) |
Spread (4) | Maturity (5) | Ratings (2) | Value | |||||||||||||||||||||
Media – 1.8% | ||||||||||||||||||||||||||||
$ | 1,000 | Gray Television, Inc., Term Loan B |
3.562% | 1-Month LIBOR | 2.500% | 2/07/24 | BB+ | $ | 982,580 | |||||||||||||||||||
325 | Nexstar Broadcasting, Inc., Term Loan B4 |
4.166% | 1-Month LIBOR | 2.500% | 9/19/26 | BBB- | 321,323 | |||||||||||||||||||||
1,325 | Total Media |
|
1,303,903 | |||||||||||||||||||||||||
Professional Services – 4.0% | ||||||||||||||||||||||||||||
2,954 | Nielsen Finance LLC, Term Loan B4 |
3.190% | 1-Month LIBOR | 2.000% | 10/04/23 | BBB- | 2,940,893 | |||||||||||||||||||||
Semiconductors & Semiconductor Equipment – 0.1% | ||||||||||||||||||||||||||||
107 | MACOM Technology Solutions Holdings, Inc., Term Loan |
3.916% | 1-Month LIBOR | 2.250% | 5/19/24 | Ba1 | 104,909 | |||||||||||||||||||||
$ | 16,837 | Total Variable Rate Senior Loan Interests (cost $16,722,554) |
|
16,340,424 | ||||||||||||||||||||||||
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||||||||||
CONVERTIBLE BONDS – 4.8% (3.6% of Total Investments) |
| |||||||||||||||||||||||||||
Media – 1.5% | ||||||||||||||||||||||||||||
$ | 1,275 | DISH Network Corp, 144A |
2.375% | 3/15/24 | B2 | $ | 1,122,000 | |||||||||||||||||||||
Mortgage Real Estate Investment Trust – 2.4% | ||||||||||||||||||||||||||||
1,250 | Blackstone Mortgage Trust Inc |
|
4.750% | 3/15/23 | BB- | 1,239,125 | ||||||||||||||||||||||
500 | Starwood Property Trust Inc |
|
4.375% | 4/01/23 | BB+ | 493,750 | ||||||||||||||||||||||
1,750 | Total Mortgage Real Estate Investment Trust |
|
1,732,875 | |||||||||||||||||||||||||
Technology Hardware, Storage & Peripherals – 0.9% | ||||||||||||||||||||||||||||
700 | Western Digital Corp |
1.500% | 2/01/24 | Baa3 | 665,000 | |||||||||||||||||||||||
$ | 3,725 | Total Convertible Bonds (cost $3,652,360) |
|
3,519,875 | ||||||||||||||||||||||||
Total Long-Term Investments (cost $94,622,881) |
|
91,880,979 | ||||||||||||||||||||||||||
Principal Amount (000) |
Description (1) | Coupon | Maturity | Value | ||||||||||||||||||||||||
SHORT-TERM INVESTMENTS – 7.3% (5.5% of Total Investments) |
| |||||||||||||||||||||||||||
REPURCHASE AGREEMENTS – 7.3% (5.5% of Total Investments) | ||||||||||||||||||||||||||||
$ | 5,331 | Repurchase Agreement with Fixed Income Clearing Corporation, dated 6/30/22, repurchase price $5,330,638, collateralized by $4,582,400, U.S. Treasury Inflation Index Notes, 0.625%, due 4/15/23, value $5,437,283 |
|
0.240% | 7/01/22 | $ | 5,330,638 | |||||||||||||||||||||
Total Short-Term Investments (cost $5,330,638) |
|
5,330,638 | ||||||||||||||||||||||||||
Total Investments (cost $99,953,519) – 132.5% |
|
97,211,617 | ||||||||||||||||||||||||||
Borrowings – (33.4)% (6), (7) |
|
(24,525,000 | ) | |||||||||||||||||||||||||
Other Assets Less Liabilities – 0.9% |
|
676,589 | ||||||||||||||||||||||||||
Net Assets Applicable to Common Shares – 100% |
|
$ | 73,363,206 |
18
For Fund portfolio compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications into sectors for reporting ease.
(1) | All percentages shown in the Portfolio of Investments are based on net assets applicable to common shares unless otherwise noted. |
(2) | For financial reporting purposes, the ratings disclosed are the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. This treatment of split-rated securities may differ from that used for other purposes, such as for Fund investment policies. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies. |
(3) | Variable rate security. The rate shown is the coupon as of the end of the reporting period. |
(4) | Senior loans generally pay interest at rates which are periodically adjusted by reference to a base short-term, floating lending rate (Reference Rate) plus an assigned fixed rate (Spread). These floating lending rates are generally (i) the lending rate referenced by the London Inter-Bank Offered Rate (“LIBOR”), or (ii) the prime rate offered by one or more major United States banks. Senior loans may be considered restricted in that the Fund ordinarily is contractually obligated to receive approval from the agent bank and/or borrower prior to the disposition of a senior loan. The rate shown is the coupon as of the end of the reporting period. |
(5) | Senior Loans generally are subject to mandatory and/or optional prepayment. Because of these mandatory prepayment conditions and because there may be significant economic incentives for a borrower to prepay, prepayments of senior loans may occur. As a result, the actual remaining maturity of senior loans held may be substantially less than the stated maturities shown. |
(6) | Borrowings as a percentage of Total Investments is 25.2%. |
(7) | The Fund may pledge up to 100% of its eligible investments (excluding any investments separately pledged as collateral for specific investments in derivatives, when applicable) in the Portfolio of Investments as collateral for borrowings. |
144A | Investment is exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These investments may only be resold in transactions exempt from registration, which are normally those transactions with qualified institutional buyers. |
LIBOR | London Inter-Bank Offered Rate |
Reg S | Regulation S allows U.S. companies to sell securities to persons or entities located outside of the United States without registering those securities with the Securities and Exchange Commission. Specifically, Regulation S provides a safe harbor from the registration requirements of the Securities Act for the offers and sales of securities by both foreign and domestic issuers that are made outside the United States. |
See accompanying notes to financial statements.
19
JEMD | Nuveen Emerging Markets Debt 2022
Portfolio of Investments June 30, 2022 | |
(Unaudited) |
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||
LONG-TERM INVESTMENTS – 114.2% (86.5% of Total Investments) | ||||||||||||||||||||
EMERGING MARKETS DEBT – 66.3% (50.2% of Total Investments) |
|
|||||||||||||||||||
Argentina – 2.5% | ||||||||||||||||||||
$ | 8,214 | Provincia de Buenos Aires/Government Bonds, 144A |
3.900% | 9/01/37 | CCC+ | $ | 2,430,843 | |||||||||||||
Bahrain – 3.0% | ||||||||||||||||||||
2,950 | Bahrain Government International Bond, 144A | 6.125% | 7/05/22 | B+ | 2,950,000 | |||||||||||||||
Barbados – 6.5% | ||||||||||||||||||||
6,640 | Barbados Government International Bond, 144A | 6.500% | 10/01/29 | B- | 6,373,920 | |||||||||||||||
Costa Rica – 5.1% | ||||||||||||||||||||
5,000 | Costa Rica Government International Bond, 144A, (3) | 4.250% | 1/26/23 | B | 4,973,761 | |||||||||||||||
Ecuador – 3.9% | ||||||||||||||||||||
2,205 | Ecuador Government International Bond, 144A | 5.000% | 7/31/30 | B- | 1,419,517 | |||||||||||||||
625 | Ecuador Government International Bond, 144A | 0.000% | 7/31/30 | B- | 258,243 | |||||||||||||||
3,640 | Ecuador Government International Bond, 144A | 1.000% | 7/31/35 | B- | 1,754,899 | |||||||||||||||
853 | Ecuador Government International Bond, 144A | 0.500% | 7/31/40 | B- | 346,919 | |||||||||||||||
7,323 | Total Ecuador | 3,779,578 | ||||||||||||||||||
Egypt – 5.7% | ||||||||||||||||||||
5,725 | Egypt Government International Bond, 144A | 5.577% | 2/21/23 | B+ | 5,605,050 | |||||||||||||||
El Salvador – 4.5% | ||||||||||||||||||||
6,375 | El Salvador Government International Bond, 144A, (3) | 7.750% | 1/24/23 | CCC+ | 4,434,742 | |||||||||||||||
Ghana – 1.2% | ||||||||||||||||||||
1,250 | Ghana Government International Bond, 144A | 9.250% | 9/15/22 | B- | 1,192,375 | |||||||||||||||
Iraq – 9.4% | ||||||||||||||||||||
9,500 | Iraq International Bond, 144A, (3) | 6.752% | 3/09/23 | B- | 9,262,500 | |||||||||||||||
Lebanon – 0.5% | ||||||||||||||||||||
4,000 | Lebanon Government International Bond, (4) | 6.400% | 5/26/23 | D | 240,800 | |||||||||||||||
5,000 | Lebanon Government International Bond, Reg S, (4) | 6.000% | 1/27/23 | D | 301,000 | |||||||||||||||
9,000 | Total Lebanon | 541,800 | ||||||||||||||||||
Mongolia – 4.7% | ||||||||||||||||||||
3,000 | Mongolia Government International Bond, 144A | 5.125% | 12/05/22 | B | 2,977,500 | |||||||||||||||
1,650 | Mongolia Government International Bond, 144A | 5.625% | 5/01/23 | B | 1,623,188 | |||||||||||||||
4,650 | Total Mongolia | 4,600,688 | ||||||||||||||||||
Oman – 3.0% | ||||||||||||||||||||
3,000 | Oman Government International Bond, 144A, (3) | 4.125% | 1/17/23 | Ba3 | 2,992,380 | |||||||||||||||
Pakistan – 3.3% | ||||||||||||||||||||
3,450 | Third Pakistan International Sukuk Co Ltd, 144A | 5.625% | 12/05/22 | B- | 3,225,750 | |||||||||||||||
Sri Lanka – 1.0% | ||||||||||||||||||||
3,000 | Sri Lanka Government International Bond, 144A | 5.750% | 4/18/23 | D | 951,054 | |||||||||||||||
Turkey – 5.0% | ||||||||||||||||||||
4,000 | Turkey Government International Bond, (3) | 3.250% | 3/23/23 | B+ | 3,871,760 | |||||||||||||||
1,000 | Turkiye Ihracat Kredi Bankasi AS, 144A | 4.250% | 9/18/22 | B2 | 990,014 | |||||||||||||||
5,000 | Total Turkey | 4,861,774 |
20
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||
Ukraine – 3.8% | ||||||||||||||||||||
$ | 6,825 | Ukraine Government International Bond, 144A | 7.750% | 9/01/22 | CCC+ | $ | 3,685,500 | |||||||||||||
Zambia – 3.2% | ||||||||||||||||||||
5,500 | Zambia Government International Bond, 144A | 5.375% | 9/20/22 | D | 3,117,950 | |||||||||||||||
$ | 93,402 | Total Emerging Markets Debt (cost $86,984,800) | 64,979,665 | |||||||||||||||||
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||
CORPORATE BONDS – 47.6% (36.1% of Total Investments) | ||||||||||||||||||||
Banks – 9.7% | ||||||||||||||||||||
$ | 3,000 | Bank Muscat SAOG, Reg S | 4.875% | 3/14/23 | Ba3 | $ | 2,973,628 | |||||||||||||
3,200 | Turkiye Is Bankasi AS, 144A | 6.000% | 10/24/22 | B- | 3,171,584 | |||||||||||||||
2,704 | Turkiye Vakiflar Bankasi TAO, 144A | 6.000% | 11/01/22 | CCC+ | 2,670,103 | |||||||||||||||
700 | Turkiye Vakiflar Bankasi TAO, 144A | 5.750% | 1/30/23 | B2 | 689,304 | |||||||||||||||
9,604 | Total Banks | 9,504,619 | ||||||||||||||||||
Beverages – 1.5% | ||||||||||||||||||||
1,500 | Anadolu Efes Biracilik Ve Malt Sanayii AS, 144A | 3.375% | 11/01/22 | BBB- | 1,469,997 | |||||||||||||||
Capital Markets – 2.0% | ||||||||||||||||||||
2,000 | Grupo Aval Ltd, 144A, (3) | 4.750% | 9/26/22 | BB+ | 1,992,020 | |||||||||||||||
Chemicals – 4.3% | ||||||||||||||||||||
4,200 | Sasol Financing International Ltd | 4.500% | 11/14/22 | BB | 4,170,600 | |||||||||||||||
Food Products – 2.8% | ||||||||||||||||||||
2,800 | BRF SA, 144A, (3) | 3.950% | 5/22/23 | BB | 2,768,500 | |||||||||||||||
Oil, Gas & Consumable Fuels – 11.4% | ||||||||||||||||||||
2,500 | NAK Naftogaz Ukraine via Kondor Finance PLC, Reg S | 7.375% | 7/19/22 | CCC | 1,887,500 | |||||||||||||||
9,440 | Petroleos Mexicanos, (3) | 3.500% | 1/30/23 | BBB | 9,286,600 | |||||||||||||||
11,940 | Total Oil, Gas & Consumable Fuels | 11,174,100 | ||||||||||||||||||
Pharmaceuticals – 5.1% | ||||||||||||||||||||
5,050 | Teva Pharmaceutical Finance Co BV | 2.95% | 12/18/2022 | Ba2 | 4,974,250 | |||||||||||||||
Real Estate Management & Development – 2.1% | ||||||||||||||||||||
1,750 | Country Garden Holdings Co Ltd, Reg | 4.75% | 7/25/2022 | BBB- | 1,733,227 | |||||||||||||||
3,000 | Shimao Group Holdings Ltd, Reg S | 4.75% | 7/3/2022 | N/R | 346,500 | |||||||||||||||
4,750 | Total Real Estate Management & Development | 2,079,727 | ||||||||||||||||||
Road & Rail – 8.7% | ||||||||||||||||||||
8,900 | Transnet SOC Ltd, 144A, (3) | 4.000% | 7/26/22 | BB- | 8,487,930 | |||||||||||||||
$ | 50,744 | Total Corporate Bonds (cost $50,755,365) | 46,621,743 | |||||||||||||||||
Principal Amount (000) |
Description (1) | Coupon | Maturity | Ratings (2) | Value | |||||||||||||||
CONVERTIBLE BONDS – 0.3% (0.2% of Total Investments) |
|
|||||||||||||||||||
Wireless Telecommunication Services – 0.3% | ||||||||||||||||||||
$ | 640 | Digicel Group Holdings Ltd, 144A, (cash 7.000%, PIK 7.000%) |
7.000% | N/A | (5) | CC | $ | 294,529 | ||||||||||||
$ | 640 | Total Convertible Bonds (cost $121,752) |
|
294,529 | ||||||||||||||||
Total Long-Term Investments (cost $137,861,917) |
|
111,895,937 |
21
JEMD | Nuveen Emerging Markets Debt 2022 Target Term Fund (continued) | |
Portfolio of Investments June 30, 2022 | ||
(Unaudited) |
Principal Amount (000) |
Description (1) | Coupon | Maturity | Value | ||||||||||||||||
SHORT-TERM INVESTMENTS – 17.8% (13.5% of Total Investments) |
|
|||||||||||||||||||
COMMERCIAL PAPER – 17.8% (13.5% of Total Investments) |
|
|||||||||||||||||||
Banks – 12.0% | ||||||||||||||||||||
$ | 4,850 | MUFG Bank Ltd/New York NY |
0.000% | 11/30/22 | $ | 4,795,734 | ||||||||||||||
2,000 | Toronto-Dominion Bank, 144A |
0.000% | 11/16/22 | 1,984,437 | ||||||||||||||||
5,000 | Toronto-Dominion Bank, 144A |
0.000% | 11/30/22 | 4,956,300 | ||||||||||||||||
11,850 | Total Banks |
11,736,471 | ||||||||||||||||||
Diversified Financial Services – 5.8% | ||||||||||||||||||||
2,800 | MetLife Short Term Funding LLC, 144A |
0.000% | 11/22/22 | 2,777,264 | ||||||||||||||||
3,000 | MetLife Short Term Funding LLC, 144A |
0.000% | 11/28/22 | 2,968,375 | ||||||||||||||||
5,800 | Total Diversified Financial Services |
5,745,639 | ||||||||||||||||||
$ | 17,650 | Total Commercial Paper (cost $17,482,110) |
17,482,110 | |||||||||||||||||
Total Short-Term Investments (cost $17,482,110) |
17,482,110 | |||||||||||||||||||
Total Investments (cost $155,344,027) – 132.0% |
129,378,047 | |||||||||||||||||||
Reverse Repurchase Agreements, including accrued interest – (33.6)% (6) |
|
(32,916,563 | ) | |||||||||||||||||
Other Assets Less Liabilities – 1.6% |
1,576,413 | |||||||||||||||||||
Net Assets Applicable to Common Shares – 100% |
$ | 98,037,897 |
Summary of Investments in Emerging Markets Countries
Turkey | 9.9% | |||
South Africa | 9.8% | |||
Mexico | 7.2% | |||
Iraq | 7.2% | |||
Barbados | 4.9% | |||
Oman | 4.6% | |||
Egypt | 4.3% | |||
Ukraine | 4.3% | |||
Costa Rica | 3.8% | |||
Mongolia | 3.6% | |||
El Salvador | 3.4% | |||
Ecuador | 2.9% | |||
Pakistan | 2.5% |
Zambia | 2.4% | |||
Bahrain | 2.3% | |||
Brazil | 2.1% | |||
Argentina | 1.9% | |||
China | 1.6% | |||
Colombia | 1.6% | |||
Ghana | 0.9% | |||
Sri Lanka | 0.7% | |||
Lebanon | 0.4% | |||
Jamaica | 0.2% | |||
Total Emerging Markets Countries |
82.5% | |||
Total Developed Countries |
17.5% | |||
Total Investments |
100% |
22
For Fund portfolio compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications into sectors for reporting ease.
(1) | All percentages shown in the Portfolio of Investments are based on net assets applicable to common shares unless otherwise noted. |
(2) | For financial reporting purposes, the ratings disclosed are the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. This treatment of split-rated securities may differ from that used for other purposes, such as for Fund investment policies. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies. |
(3) | Investment, or portion of investment has been pledged to collateralize the net payment obligations for investments in reverse repurchase agreements. As of the end of the reporting period, investments with a value of $45,439,427 have been pledged as collateral for reverse repurchase agreements. |
(4) | Defaulted security. A security whose issuer has failed to fully pay principal and/or interest when due, or is under the protection of bankruptcy. |
(5) | Perpetual security. Maturity date is not applicable. |
(6) | Reverse Repurchase Agreements, including accured interest as a percentage of Total Investments is 25.4%. |
144A | Investment is exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These investments may only be resold in transactions exempt from registration, which are normally those transactions with qualified institutional buyers. |
PIK | Payment-in-kind (“PIK”) security. Depending on the terms of the security, income may be received in the form of cash, securities, or a combination of both. The PIK rate shown, where applicable, represents the annualized rate of the last PIK payment made by the issuer as of the end of the reporting period. |
Reg S | Regulation S allows U.S. companies to sell securities to persons or entities located outside of the United States without registering those securities with the Securities and Exchange Commission. Specifically, Regulation S provides a safe harbor from the registration requirements of the Securities Act for the offers and sales of securities by both foreign and domestic issuers that are made outside the United States. |
N/A | Not Applicable |
23
Statement of Assets and Liabilities
June 30, 2022
(Unaudited)
JHAA | JEMD | |||||||
Assets |
||||||||
Long-term investments, at value (cost $94,622,881 and $137,861,917, respectively) |
$ | 91,880,979 | $ | 111,895,937 | ||||
Short-term investments, at value (cost approximates value) |
5,330,638 | 17,482,110 | ||||||
Cash |
43,125 | 92,299 | ||||||
Receivable for: |
||||||||
Interest |
986,780 | 1,963,723 | ||||||
Investment sold |
31,116 | — | ||||||
Other assets |
3,952 | 4,077 | ||||||
Total assets |
98,276,590 | 131,438,146 | ||||||
Liabilities |
||||||||
Borrowings |
24,525,000 | — | ||||||
Reverse repurchase agreements, including accrued interest |
— | 32,916,563 | ||||||
Payable for: |
||||||||
Dividends |
192,951 | 317,336 | ||||||
Investments purchased – regular settlement |
25,665 | — | ||||||
Accrued expenses: |
||||||||
Interest |
38,109 | — | ||||||
Management fees |
66,309 | 105,456 | ||||||
Trustees fees |
901 | 1,232 | ||||||
Other |
64,449 | 59,662 | ||||||
Total liabilities |
24,913,384 | 33,400,249 | ||||||
Net assets applicable to common shares |
$ | 73,363,206 | $ | 98,037,897 | ||||
Common shares outstanding |
7,826,142 | 14,248,486 | ||||||
Net asset value (“NAV”) per common share outstanding |
$ | 9.37 | $ | 6.88 | ||||
Net assets applicable to common shares consist of: |
||||||||
Common shares, $0.01 par value per share |
$ | 78,261 | $ | 142,485 | ||||
Paid-in surplus |
76,939,595 | 139,606,265 | ||||||
Total distributable earnings (loss) |
(3,654,650 | ) | (41,710,853 | ) | ||||
Net assets applicable to common shares |
$ | 73,363,206 | $ | 98,037,897 | ||||
Authorized common shares |
Unlimited | Unlimited |
See accompanying notes to financial statements.
24
Six Months Ended June 30, 2022
(Unaudited)
JHAA | JEMD | |||||||
Investment Income |
$ | 1,895,444 | $ | 3,586,231 | ||||
Expenses |
||||||||
Management fees |
325,238 | 653,121 | ||||||
Interest expense |
145,270 | 190,237 | ||||||
Custodian fees |
20,672 | 10,627 | ||||||
Trustees fees |
1,518 | 2,068 | ||||||
Professional fees |
25,737 | 25,272 | ||||||
Shareholder reporting expenses |
17,281 | 27,662 | ||||||
Shareholder servicing agent fees |
62 | 60 | ||||||
Stock exchange listing fees |
3,787 | 3,797 | ||||||
Investor relations expenses |
2,469 | 3,421 | ||||||
Other |
6,354 | 5,997 | ||||||
Total expenses |
548,388 | 922,262 | ||||||
Net investment income (loss) |
1,347,056 | 2,663,969 | ||||||
Realized and Unrealized Gain (Loss) |
||||||||
Net realized gain (loss) from investments and foreign currency |
(142,562 | ) | 106,231 | |||||
Change in net unrealized appreciation (depreciation) of investments and foreign currency |
(4,683,502 | ) | (13,671,457 | ) | ||||
Net realized and unrealized gain (loss) |
(4,826,064 | ) | (13,565,226 | ) | ||||
Net increase (decrease) in net assets applicable to common shares from operations |
$ | (3,479,008 | ) | $ | (10,901,257 | ) |
See accompanying notes to financial statements.
25
Statement of Changes in Net Assets
JHAA | JEMD | |||||||||||||||
Unaudited Six Months Ended 6/30/22 |
Year Ended 12/31/21 |
Unaudited Six Months Ended 6/30/22 |
Year Ended 12/31/21 |
|||||||||||||
Operations |
||||||||||||||||
Net investment income (loss) |
$ | 1,347,056 | $ | 3,258,821 | $ | 2,663,969 | $ | 5,470,780 | ||||||||
Net realized gain (loss) from investments and foreign currency |
(142,562 | ) | 668,197 | 106,231 | (6,962,168 | ) | ||||||||||
Change in net unrealized appreciation (depreciation) of investments and foreign currency |
(4,683,502 | ) | (915,848 | ) | (13,671,457 | ) | 5,539,441 | |||||||||
Net increase (decrease) in net assets applicable to common shares from operations |
(3,479,008 | ) | 3,011,170 | (10,901,257 | ) | 4,048,053 | ||||||||||
Distributions to Common Shareholders |
||||||||||||||||
Dividends |
(1,428,271 | ) | (3,271,129 | ) | (2,500,609 | ) | (5,300,200 | ) | ||||||||
Decrease in net assets applicable to common shares from distributions to common shareholders |
(1,428,271 | ) | (3,271,129 | ) | (2,500,609 | ) | (5,300,200 | ) | ||||||||
Capital Share Transactions |
||||||||||||||||
Net proceeds from common shares issued to shareholders due to reinvestment of distributions |
— | 6,859 | — | 12,358 | ||||||||||||
Net increase (decrease) in net assets applicable to common shares from capital share transactions |
— | 6,859 | — | 12,358 | ||||||||||||
Net increase (decrease) in net assets applicable to common shares |
(4,907,279 | ) | (253,100 | ) | (13,401,866 | ) | (1,239,789 | ) | ||||||||
Net assets applicable to common shares at the beginning of period |
78,270,485 | 78,523,585 | 111,439,763 | 112,679,552 | ||||||||||||
Net assets applicable to common shares at the end of period |
$ | 73,363,206 | $ | 78,270,485 | $ | 98,037,897 | $ | 111,439,763 |
See accompanying notes to financial statements.
26
Six Months Ended June 30, 2022
(Unaudited)
JHAA | JEMD | |||||||
Cash Flows from Operating Activities: |
||||||||
Net Increase (Decrease) in Net Assets Applicable to Common Shares from Operations |
$ | (3,479,008 | ) | $ | (10,901,257 | ) | ||
Adjustments to reconcile the net increase (decrease) in net assets applicable to common shares from operations to net cash provided by (used in) operating activities: |
||||||||
Purchases of investments |
(17,313,138 | ) | (7,680,202 | ) | ||||
Proceeds from sales and maturities of investments |
17,649,909 | 24,522,159 | ||||||
Proceeds from (Purchase of) short-term investments, net |
868,277 | (16,787,110 | ) | |||||
Taxes paid |
(28,956 | ) | (88,775 | ) | ||||
Amortization (Accretion) of premiums and discounts, net |
261,994 | (51,583 | ) | |||||
(Increase) Decrease in: |
||||||||
Receivable for interest |
(54,184 | ) | 324,244 | |||||
Receivable for investments sold |
1,001,369 | — | ||||||
Other assets |
(3,489 | ) | (3,510 | ) | ||||
Increase (Decrease) in: |
||||||||
Investments purchased – regular settlement |
24,102 | (514,354 | ) | |||||
Investments purchased – when-issued/delayed-delivery settlement |
(2,501,875 | ) | — | |||||
Payable for interest |
— | (87,662 | ) | |||||
Accrued management fees |
9,378 | (11,488 | ) | |||||
Accrued interest |
36,620 | — | ||||||
Accrued Trustees fees |
221 | 254 | ||||||
Accrued other expenses |
(18,839 | ) | (21,176 | ) | ||||
Net realized (gain) loss from Investments and foreign currency |
142,562 | (106,231 | ) | |||||
Change in net unrealized appreciation (depreciation) of investments and foreign currency |
4,683,502 | 13,671,457 | ||||||
Net cash provided by (used in) operating activities |
1,278,445 | 2,264,766 | ||||||
Cash Flow from Financing Activities: |
||||||||
Cash distributions paid to common shareholders |
(1,235,320 | ) | (2,183,273 | ) | ||||
Net cash provided by (used in) financing activities |
(1,235,320 | ) | (2,183,273 | ) | ||||
Net Increase (Decrease) in Cash |
43,125 | 81,493 | ||||||
Cash at the beginning of period |
— | 10,806 | ||||||
Cash at the end of period |
43,125 | 92,299 | ||||||
Supplemental Disclosure of Cash Flow Information | JHAA | JEMD | ||||||
Cash paid for interest (excluding costs) |
$ | 106,749 | $ | 190,149 |
See accompanying notes to financial statements.
27
Selected data for a share outstanding throughout each period:
|
||||||||||||||||||||||||||||||||||||||||
Investment Operations | Less Distributions to Common Shareholders |
Common Share | ||||||||||||||||||||||||||||||||||||||
Beginning Common Share NAV |
Net Investment Income (Loss)(a) |
Net Realized/ Unrealized Gain (Loss) |
Total | From Net Investment Income |
From Accumulated Net Realized Gains |
Total | Offering Costs |
Ending NAV |
Ending Share Price |
|||||||||||||||||||||||||||||||
JHAA |
|
|||||||||||||||||||||||||||||||||||||||
Year Ended 12/31: |
|
|||||||||||||||||||||||||||||||||||||||
2022(i) |
$ | 10.00 | $ | 0.17 | $ | (0.62 | ) | $ | (0.45 | ) | $ | (0.18 | ) | $ | — | $ | (0.18 | ) | $ | — | $ | 9.37 | $ | 8.86 | ||||||||||||||||
2021 |
10.03 | 0.42 | (0.03 | ) | 0.39 | (0.42 | ) | — | (0.42 | ) | — | 10.00 | 9.98 | |||||||||||||||||||||||||||
2020 |
10.36 | 0.53 | (0.31 | ) | 0.22 | (0.55 | ) | — | (0.55 | ) | — | 10.03 | 9.58 | |||||||||||||||||||||||||||
2019 |
9.85 | 0.63 | 0.45 | 1.08 | (0.57 | ) | — | (0.57 | ) | — | 10.36 | 10.85 | ||||||||||||||||||||||||||||
2018(e) |
9.88 | (0.01 | ) | — | (0.01 | ) | — | — | — | (0.02 | ) | 9.85 | 10.85 | |||||||||||||||||||||||||||
JEMD |
||||||||||||||||||||||||||||||||||||||||
Year Ended 12/31: |
|
|||||||||||||||||||||||||||||||||||||||
2022(i) |
7.82 | 0.19 | (0.95 | ) | (0.76 | ) | (0.18 | ) | — | (0.18 | ) | — | 6.88 | 6.69 | ||||||||||||||||||||||||||
2021 |
7.91 | 0.38 | (0.10 | ) | 0.28 | (0.37 | ) | — | (0.37 | ) | — | 7.82 | 7.57 | |||||||||||||||||||||||||||
2020 |
8.87 | 0.42 | (0.95 | ) | (0.53 | ) | (0.43 | ) | — | (0.43 | ) | — | 7.91 | 7.48 | ||||||||||||||||||||||||||
2019 |
8.49 | 0.54 | 0.29 | 0.83 | (0.45 | ) | — | (0.45 | ) | — | 8.87 | 8.91 | ||||||||||||||||||||||||||||
2018 |
9.84 | 0.54 | (1.38 | ) | (0.84 | ) | (0.51 | ) | — | (0.51 | ) | — | 8.49 | 7.63 | ||||||||||||||||||||||||||
2017(f) |
9.85 | 0.12 | (0.02 | ) | 0.10 | (0.09 | ) | — | * | (0.09 | ) | (0.02 | ) | 9.84 | 9.40 |
The following table sets forth information regarding the Fund’s outstanding senior securities as of the end of the Fund’s last five fiscal periods, as applicable.
Borrowings at the End of Period | ||||||||
Aggregate Amount Outstanding (000)(g) |
Asset Coverage Per $1,000(h) |
|||||||
JHAA |
| |||||||
Year Ended 12/31: |
||||||||
2022(i) |
$ | 24,525 | $ | 3,991 | ||||
2021 |
24,525 | 4,191 | ||||||
2020 |
24,525 | 4,202 | ||||||
2019 |
27,025 | 3,998 |
28
Common Share Supplemental Data/ Ratios Applicable to Common Shares |
||||||||||||||||||||||
Common Shares Total Returns |
Ratios to Average Net Assets(c) | |||||||||||||||||||||
Based |
Based on Share Price(b) |
Ending Net Assets (000) |
Expenses | Net |
Portfolio Turnover Rate(d) |
|||||||||||||||||
(4.51 | )% | (9.50 | )% | $ | 73,363 | 1.46 | %** | 3.59 | %** | 18 | % | |||||||||||
3.92 | 8.63 | 78,270 | 1.29 | 4.14 | 70 | |||||||||||||||||
2.51 | (6.43 | ) | 78,524 | 1.57 | 5.49 | 47 | ||||||||||||||||
11.20 | 5.71 | 81,028 | 2.03 | 6.13 | 34 | |||||||||||||||||
(0.30 | ) | 8.50 | 69,042 | 1.74 | ** | (1.74 | )** | — | ||||||||||||||
(9.88 | ) | (9.42 | ) | 98,038 | 1.77 | ** | 5.11 | ** | 6 | |||||||||||||
3.53 | 6.04 | 111,440 | 1.57 | 4.76 | 27 | |||||||||||||||||
(5.57 | ) | (10.90 | ) | 112,680 | 1.87 | 5.52 | 18 | |||||||||||||||
9.88 | 22.93 | 126,339 | 2.50 | 6.11 | 14 | |||||||||||||||||
(8.71 | ) | (13.85 | ) | 120,871 | 2.38 | 5.98 | 9 | |||||||||||||||
0.79 | (5.15 | ) | 140,077 | 1.85 | ** | 4.70 | ** | 7 |
(a) | Per share Net Investment Income (Loss) is calculated using the average daily common shares method. |
(b) | Total Return Based on Common Share NAV is the combination of changes in common share NAV, reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest price for the last dividend declared in the period may often be based on the Fund’s market price (and not its NAV), and therefore may be different from the price used in the calculation. Total returns are not annualized. |
Total Return Based on Common Share Price is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.
(c) | • | Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to borrowings and/or reverse repurchase agreements, where applicable, (as described in Note 8 – Fund Leverage), where applicable. | ||
• | Each ratio includes the effect of all interest expense paid and other costs related to borrowings and/or reverse repurchase agreements, where applicable, as follows: |
Ratios of Interest Expense to Average Net Assets Applicable to Common Shares |
||||
JHAA |
||||
Year Ended 12/31: |
||||
2022(i) |
0.39 | %** | ||
2021 |
0.27 | |||
2020 |
0.47 | |||
2019 |
0.99 | ** |
Ratios of Interest Expense to Average Net Assets Applicable to Common Shares |
||||
JEMD |
||||
Year Ended 12/31: |
||||
2022(i) |
0.37 | %** | ||
2021 |
0.24 | |||
2020 |
0.48 | |||
2019 |
1.09 | |||
2018 |
0.94 | |||
2017(f) |
0.48 | ** |
(d) | Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 4 – Portfolio Securities and Investments in Derivatives) divided by the average long-term market value during the period. |
(e) | For the period December 18, 2018 (commencement of operations) through December 31, 2018. |
(f) | For the period September 26, 2017 (commencement of operations) through December 31, 2017. |
(g) | Aggregate Amount Outstanding: Aggregate amount outstanding represents the principal amount as of the end of the relevant fiscal year. |
(h) | Asset Coverage Per $1,000: Asset coverage per $1,000 of debt is calculated by subtracting the Fund’s liabilities and indebtedness not represented by senior securities from the Fund’s total assets, dividing the results by the aggregate amount of the Fund’s senior securities representing indebtedness then outstanding, and multiplying the result by 1,000. |
(i) | Unaudited. For the six months ended June 30, 2022. |
* | Value rounded to zero. |
** | Annualized. |
See accompanying notes to financial statements.
29
(Unaudited)
1. General Information
Fund Information
The funds covered in this report and their corresponding New York Stock Exchange (“NYSE”) symbols are as follows (each a “Fund” and collectively, the “Funds”):
• | Nuveen Corporate Income 2023 Target Term Fund (JHAA) |
• | Nuveen Emerging Markets Debt 2022 Target Term Fund (JEMD) |
The Funds are registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, as diversified, closed-end management investment companies. JHAA and JEMD were each organized as Massachusetts business trusts on September 20, 2018 and June 1, 2017, respectively.
Each Fund seeks to return its original net asset value (“NAV”) per share on or about its termination date as noted in the following table.
Original NAV Per Share |
Termination Date | |||||||
JHAA |
$ | 9.875 | December 1, 2023 | |||||
JEMD* |
$ | 9.85 | December 1, 2022 |
* | Based on market conditions as of the date of this report, management anticipates that JEMD’s objective of returning the original $9.85 NAV on December 1, 2022 will not be met. |
Current Fiscal Period
The end of the reporting period for the Funds is June 30, 2022, and the period covered by these Notes to Financial Statements is the six months ended June 30, 2022 (the “current fiscal period”).
Investment Adviser and Sub-Adviser
The Funds’ investment adviser is Nuveen Fund Advisors, LLC (the “Adviser”), a subsidiary of Nuveen, LLC (“Nuveen”). Nuveen is the investment management arm of Teachers Insurance and Annuity Association of America (TIAA). The Adviser has overall responsibility for management of the Funds, oversees the management of the Funds’ portfolios, manages the Funds’ business affairs and provides certain clerical, bookkeeping and other administrative services, and, if necessary, asset allocation decisions. For JHAA, the Adviser has entered into sub-advisory agreements with Nuveen Asset Management, LLC, (“NAM”), a subsidiary of the Adviser, under which NAM manages the investment portfolios of the Funds. For JEMD, the Adviser has entered into a sub-advisory agreement with Teachers Advisors, LLC (“TAL”), an affiliate of the Adviser, under which TAL manages the Fund’s investment portfolio.
Fund Announces Wind-Up Period
JEMD has entered the wind-up period in anticipation of its termination date on December 1, 2022. During the wind-up period the Fund may deviate from its investment objectives and policies, and may invest up to a 100% of its managed assets in high quality, short-term securities. High quality, short-term securities for this Fund include securities rated investment grade (BBB-/Baa3 or higher or unrated but judged by the Fund’s sub-adviser to be of comparable quality) with a final or remaining maturity of 397 days or less. Consequently, for the remainder of its term, the Fund will invest at least 80% of its managed assets in (i) emerging markets debt securities; and (ii) short-term investment grade securities that have a final or remaining maturity of 397 days or less, so long as the maturity of any security in the Fund does not occur later than June 1, 2023. These expanded investment parameters currently will provide the Fund additional flexibility to reinvest the proceeds of matured or called portfolio securities in higher quality, short-term securities. As the Fund gets closer to its termination date, the Fund will begin to affirmatively transition its remaining below investment grade portfolio holdings to such high quality, short-term securities to enhance its ability to efficiently liquidate its portfolio at termination. The Fund’s NAV ended the reporting period at $6.88 per share.
Developments Regarding the Funds’ Control Share By-Law
On October 5, 2020, the Funds and certain other closed-end funds in the Nuveen fund complex amended their by-laws. Among other things, the amended by-laws included provisions pursuant to which, in summary, a shareholder who obtains beneficial ownership of common shares in a Control Share Acquisition (as defined in the by-laws) shall have the same voting rights as other common shareholders only to the extent authorized by the other disinterested shareholders (the “Control Share By-Law”). On January 14, 2021, a shareholder of certain Nuveen closed-end funds filed a civil complaint in the U.S. District Court for the Southern District of New York (the “District Court”) against certain Nuveen funds and their trustees, seeking a declaration that such funds’ Control Share By-Laws violate the 1940 Act, rescission of such fund’s Control Share By-Laws and a permanent injunction against such funds applying the Control Share By-Laws. On February 18, 2022, the District Court granted judgment in favor of the plaintiff’s claim for rescission of such funds’ Control Share By-Laws and the plaintiff’s declaratory judgment claim, and declared that such funds’ Control Share By-Laws violate Section 18(i) of the 1940 Act. Following review of the judgment of the District Court, on February 22, 2022, the Board of Trustees (the “Board”) amended the Funds’
30
by-laws to provide that the Funds’ Control Share By-Law shall be of no force and effect for so long as the judgment of the District Court is effective and that if the judgment of the District Court is reversed, overturned, vacated, stayed, or otherwise nullified, the Funds’ Control Share By-Law will be automatically reinstated and apply to any beneficial owner of common shares acquired in a Control Share Acquisition, regardless of whether such Control Share Acquisition occurs before or after such reinstatement, for the duration of the stay or upon issuance of the mandate reversing, overturning, vacating or otherwise nullifying the judgment of the District Court. On February 25, 2022, the Board and the Funds appealed the District Court’s decision to the U.S. Court of Appeals for the Second Circuit.
Other Matters
The outbreak of the novel coronavirus (“COVID-19”) and subsequent global pandemic began significantly impacting the U.S. and global financial markets and economies during the calendar quarter ended March 31, 2020. The worldwide spread of COVID-19 has created significant uncertainty in the global economy. The duration and extent of COVID-19 over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which COVID-19 impacts the Funds’ normal course of business, results of operations, investments, and cash flows will depend on future developments, which are highly uncertain and difficult to predict. Management continues to monitor and evaluate this situation.
2. Significant Accounting Policies
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require the use of estimates made by management and the evaluation of subsequent events. Actual results may differ from those estimates. Each Fund is an investment company and follows the accounting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 946, Financial Services – Investment Companies. The NAV for financial reporting purposes may differ from the NAV for processing security and common share transactions. The NAV for financial reporting purposes includes security and common share transactions through the date of the report. Total return is computed based on the NAV used for processing security and common share transactions. The following is a summary of the significant accounting policies consistently followed by the Funds.
Compensation
The Funds pay no compensation directly to those of its trustees or to its officers, all of whom receive remuneration for their services to the Funds from the Adviser or its affiliates. The Board has adopted a deferred compensation plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen-advised funds.
Distributions to Common Shareholders
Distributions to common shareholders are recorded on the ex-dividend date. The amount, character and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP.
In seeking to achieve its investment objectives, each Fund currently intends to set aside and retain in its net assets (and therefore its NAV) a portion of its net investment income, and possibly all or a portion of its gains. This will reduce the amounts otherwise available for distribution prior to the liquidation of the Funds, and the Funds may incur taxes on such retained amounts. Such retained income or gains, net of any taxes, would constitute a portion of the liquidating distribution returned to investors on or about the termination date.
Foreign Currency Transactions and Translation
To the extent that the Funds invest in securities and/or contracts that are denominated in a currency other than U.S. dollars, the Funds will be subject to currency risk, which is the risk that an increase in the U.S. dollar relative to the foreign currency will reduce returns or portfolio value. Generally, when the U.S. dollar rises in value against a foreign currency, the Funds’ investments denominated in that currency will lose value because its currency is worth fewer U.S. dollars; the opposite effect occurs if the U.S. dollar falls in relative value. Investments and other assets and liabilities denominated in foreign currencies are converted into U.S. dollars on a spot (i.e. cash) basis at the spot rate prevailing in the foreign currency exchange market at the time of valuation. Purchases and sales of investments and income denominated in foreign currencies are translated into U.S. dollars on the respective dates of such transactions. The books and records of the Funds are maintained in U.S. dollars. Assets, including investments, and liabilities denominated in foreign currencies are translated into U.S. dollars at the end of each day. Purchases and sales of securities, income and expenses are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.
Net realized foreign currency gains and losses resulting from changes in exchange rates associated with (i) foreign currency, (ii) investments and (iii) derivatives include foreign currency gains and losses between trade date and settlement date of the transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received are recognized as a component of “Net realized gain (loss) from investments and foreign currency” on the Statement of Operations, when applicable. The unrealized gains
31
Notes to Financial Statements (continued)
(Unaudited)
and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with (i) investments and (ii) other assets and liabilities are recognized as a component of “Change in net unrealized appreciation (depreciation) of investments and foreign currency” on the Statement of Operations, when applicable. The unrealized gains and losses resulting from changes in foreign exchange rates associated with investments in derivatives are recognized as a component of the respective derivative’s related “Change in net unrealized appreciation (depreciation)” on the Statement of Operations, when applicable.
Indemnifications
Under the Funds’ organizational documents, their officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts that provide general indemnifications to other parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote.
Investments and Investment Income
Securities transactions are accounted for as of the trade date for financial reporting purposes. Trade date for senior and subordinated loans purchased in the “primary market” is considered the date on which the loan allocations are determined. Trade date for senior and subordinated loans purchased in the “secondary market” is the date on which the transaction is entered into. Realized gains and losses on securities transactions are based upon the specific identification method. Investment income is comprised of interest income, which is recorded on an accrual basis and includes accretion of discounts and amortization of premiums for financial reporting purposes. Investment income also reflects payment-in-kind (“PIK”) interest, fee income and paydown gains and losses, if any. PIK interest represents income received in the form of securities in lieu of cash. Fee income consists primarily of amendment fees. Amendment fees are earned as compensation for evaluating and accepting changes to an original senior loan agreement and are recognized when received.
Netting Agreements
In the ordinary course of business, the Funds may enter into transactions subject to enforceable master repurchase agreements, International Swaps and Derivatives Association, Inc. (ISDA) master agreements or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows each Fund to offset certain securities and derivatives with a specific counterparty, when applicable, as well as any collateral received or delivered to that counterparty based on the terms of the agreements. Generally, each Fund manages its cash collateral and securities collateral on a counterparty basis.
The Funds’ investments subject to netting agreements as of the end of the reporting period, if any, are further described in Note 4 – Portfolio Securities and Investments in Derivatives.
New Accounting Pronouncements and Rule Issuances
Reference Rate Reform
In March 2020, FASB issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The main objective of the new guidance is to provide relief to companies that will be impacted by the expected change in benchmark interest rates, when participating banks will no longer be required to submit London Interbank Offered Rate (LIBOR) quotes by the UK Financial Conduct Authority (FCA). The new guidance allows companies to, provided the only changes to existing contracts are a change to an approved benchmark interest rate, account for modifications as a continuance of the existing contract without additional analysis. For new and existing contracts, the Funds may elect to apply the amendments as of March 12, 2020 through December 31, 2022. Management has not yet elected to apply the amendments, is continuously evaluating the potential effect a discontinuation of LIBOR could have on the Funds’ investments and has currently determined that it is unlikely the ASU’s adoption will have a significant impact on the Funds’ financial statements and various filings.
Securities and Exchange Commission (“SEC”) Adopts New Rules to Modernize Fund Valuation Framework
In December 2020, the SEC voted to adopt a new rule governing fund valuation practices. New Rule 2a-5 under the 1940 Act establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Rule 2a-5 will permit fund boards to designate certain parties to perform fair value determinations, subject to board oversight and certain other conditions. Rule 2a-5 also defines when market quotations are “readily available” for purposes of Section 2(a)(41) of the 1940 Act, which requires a fund to fair value a security when market quotations are not readily available. The SEC also adopted new Rule 31a-4 under the 1940 Act, which sets forth the recordkeeping requirements associated with fair value determinations. Finally, the SEC is rescinding previously issued guidance on related issues, including the role of a board in determining fair value and the accounting and auditing of fund investments. Rule 2a-5 and Rule 31a-4 became effective on March 8, 2021, with a compliance date of September 8, 2022. A fund may voluntarily comply with the rules after the effective date, and in advance of the compliance date, under certain conditions. Management is currently assessing the impact of these provisions on the Funds’ financial statements.
32
3. Investment Valuation and Fair Value Measurements
The Funds’ investments in securities are recorded at their estimated fair value utilizing valuation methods approved by the Board. Fair value is defined as the price that would be received upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. U.S. GAAP establishes the three-tier hierarchy which is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect management’s assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.
Level 1 – | Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities. | |
Level 2 – | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, credit spreads, etc.). | |
Level 3 – | Prices are determined using significant unobservable inputs (including management’s assumptions in determining the fair value of investments). |
A description of the valuation techniques applied to the Funds’ major classifications of assets and liabilities measured at fair value follows:
Prices of fixed-income securities are generally provided by an independent pricing service (“pricing service”) approved by the Board. The pricing service establishes a security’s fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about a security, its issuer or market activity provided by the Adviser. These securities are generally classified as Level 2.
For events affecting the value of foreign securities between the time when the exchange on which they are traded closes and the time when the Funds’ net assets are calculated, such securities will be valued at fair value in accordance with procedures adopted by the Board. These foreign securities are generally classified as Level 2.
Repurchase agreements are valued at contract amount plus accrued interest, which approximates market value. These securities are generally classified as Level 2.
Any portfolio security or derivative for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued at fair value, as determined in good faith using procedures approved by the Board. As a general principle, the fair value of a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. To the extent the inputs are observable and timely, the values would be classified as Level 2 of the fair value hierarchy; otherwise they would be classified as Level 3.
The following table summarizes the market value of the Funds’ investments as of the end of the reporting period, based on the inputs used to value them:
JHAA | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Long-Term Investments*: |
||||||||||||||||
Corporate Bonds |
$ | — | $ | 72,020,680 | $ | — | $ | 72,020,680 | ||||||||
Variable Rate Senior Loan Interests |
— | 16,340,424 | — | 16,340,424 | ||||||||||||
Convertible Bonds |
— | 3,519,875 | — | 3,519,875 | ||||||||||||
Short-Term Investments: |
||||||||||||||||
Repurchase Agreements |
— | 5,330,638 | — | 5,330,638 | ||||||||||||
Total |
$ | — | $ | 97,211,617 | $ | — | $ | 97,211,617 | ||||||||
JEMD | ||||||||||||||||
Long-Term Investments*: |
||||||||||||||||
Emerging Markets Debt |
$ | — | $ | 64,979,665 | $ | — | $ | 64,979,665 | ||||||||
Corporate Bonds |
— | 46,621,743 | — | 46,621,743 | ||||||||||||
Convertible Bonds |
— | 294,529 | — | 294,529 | ||||||||||||
Short-Term Investments: |
||||||||||||||||
Commercial Paper |
— | 17,482,110 | — | 17,482,110 | ||||||||||||
Total |
$ | — | $ | 129,378,047 | $ | — | $ | 129,378,047 |
* | Refer to the Funds’ Portfolio of Investments for industry and/or country classifications, where applicable. |
33
Notes to Financial Statements (continued)
(Unaudited)
4. Portfolio Securities and Investments in Derivatives
Portfolio Securities
Unfunded Commitments
Pursuant to the terms of certain of the variable rate senior loan agreements, each Fund may have unfunded senior loan commitments. Each Fund will maintain with its custodian, cash, liquid securities and/or liquid senior loans having an aggregate value at least equal to the amount of unfunded senior loan commitments. As of the end of the reporting period, the Funds had no such outstanding unfunded senior loan commitments
Participation Commitments
With respect to the senior loans held in each Fund’s portfolio, a Fund may: 1) invest in assignments; 2) act as a participant in primary lending syndicates; or 3) invest in participations. If a Fund purchases a participation of a senior loan interest, the Fund would typically enter into a contractual agreement with the lender or other third party selling the participation, rather than directly with the borrower. As such, a Fund not only assumes the credit risk of the borrower, but also that of the selling participant or other persons interpositioned between the Fund and the borrower. As of the end of the reporting period, the Funds had no such outstanding participation commitments.
Repurchase Agreements
In connection with transactions in repurchase agreements, it is each Fund’s policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value of the collateral declines, realization of the collateral may be delayed or limited.
The following table presents the repurchase agreements for the Funds that are subject to netting agreements as of the end of the reporting period, and the collateral delivered related to those repurchase agreements.
Fund | Counterparty | Short-Term Investments, at Value |
Collateral Pledged (From) Counterparty |
|||||||
JHAA | Fixed Income Clearing Corporation |
$ | 5,330,638 | $ | (5,437,283 | ) |
Zero Coupon Securities
A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.
Investment Transactions
Long-term purchases and sales (including maturities) during the current fiscal period were as follows:
JHAA | JEMD | |||||||
Purchases |
$ | 17,313,138 | $ | 7,680,202 | ||||
Sales and maturities |
17,649,909 | 24,522,159 |
The Funds may purchase securities on a when-issued or delayed-delivery basis. Securities purchased on a when-issued or delayed-delivery basis may have extended settlement periods; interest income is not accrued until settlement date. Any securities so purchased are subject to market fluctuation during this period. The Funds have earmarked securities in their portfolios with a current value at least equal to the amount of the when-issued/delayed-delivery purchase commitments. If a Fund has outstanding when-issued/delayed-delivery purchases commitments as of the end of the reporting period, such amounts are recognized on the Statement of Assets and Liabilities.
Investments in Derivatives
Each Fund is authorized to invest in certain derivative instruments, such as futures, options and swap contracts. Each Fund limits its investments in futures, options on futures and swap contracts to the extent necessary for the Adviser to claim the exclusion from registration by the Commodity Futures Trading Commission as a commodity pool operator with respect to the Fund. The Funds record derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Funds’ investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes.
Although the Funds are authorized to invest in derivative instruments, and may do so in the future, they did not make any such investments during the current fiscal period.
34
Market and Counterparty Credit Risk
In the normal course of business each Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose each Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of each Fund’s exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement of Assets and Liabilities.
Each Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of each Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed the custodian to pledge assets of the Funds as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.
5. Fund Shares
Common Share Transactions
Transactions in common shares during the Funds’ current and prior fiscal period were as follows:
JHAA | JEMD | |||||||||||||||
Six Months Ended 6/30/22 |
Year Ended 12/31/21 |
Six Months Ended 6/30/22 |
Year Ended 12/31/21 |
|||||||||||||
Common shares: |
||||||||||||||||
Issued to shareholders due to reinvestment of distributions |
— | 683 | — | 1,494 |
6. Income Tax Information
Each Fund is a separate taxpayer for federal income tax purposes. Each Fund intends to distribute substantially all of its net investment income and net capital gains to shareholders and otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. Therefore, no federal income tax provision is required.
Each Fund files income tax returns in U.S. federal and applicable state and local jurisdictions. A Fund’s federal income tax returns are generally subject to examination for a period of three fiscal years after being filed. State and local tax returns may be subject to examination for an additional period of time depending on the jurisdiction. Management has analyzed each Fund’s tax positions taken for all open tax years and has concluded that no provision for income tax is required in the Fund’s financial statements.
As of the end of the reporting period, the aggregate cost and the net unrealized appreciation/(depreciation) of all investments for federal income tax purposes was as follows:
Fund | Tax Cost | Gross Unrealized Appreciation |
Gross Unrealized (Depreciation) |
Net Unrealized Appreciation (Depreciation) |
||||||||||||
JHAA | $ | 100,006,529 | $ | 76,770 | $ | (2,871,682 | ) | $ | (2,794,912 | ) | ||||||
JEMD | 155,343,733 | 172,777 | (26,138,463 | ) | (25,965,686 | ) |
For purposes of this disclosure, tax cost generally includes the cost of portfolio investments as well as up-front fees or premiums exchanged on derivatives and any amounts unrealized for income statement reporting but realized income and/or capital gains for tax reporting, if applicable.
As of prior fiscal period end, the components of accumulated earnings on a tax basis were as follows:
Fund | Undistributed Ordinary Income |
Undistributed Long-Term Capital Gains |
Unrealized Appreciation (Depreciation) |
Capital Loss Carryforwards |
Late-Year Loss Deferrals |
Other Book-to-Tax Differences |
Total | |||||||||||||||||||||
JHAA | $ | 944,220 | $ | — | $ | 1,912,135 | $ | (1,632,682 | ) | $ | — | $ | — | $ | 1,223,673 | |||||||||||||
JEMD | 2,351,369 | — | (12,294,523 | ) | (18,454,608 | ) | — | — | (28,397,762 | ) |
35
Notes to Financial Statements (continued)
(Unaudited)
As of prior fiscal period end, the Funds had capital loss carryforwards, which will not expire:
Fund | Short-Term | Long-Term | Total | |||||||||
JHAA |
$ | 146,284 | $ | 1,486,398 | $ | 1,632,682 | ||||||
JEMD |
332,939 | 18,121,669 | 18,454,608 |
7. Management Fees
Each Fund’s management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. NAM and TAL are compensated for their services to the Funds from the management fees paid to the Adviser.
Each Funds’ management fee consists of two components – a fund-level fee, based only on the amount of assets within the Fund, and a complex-level fee, based on the aggregate amount of all eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within their respective Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.
The annual fund-level fee, payable monthly, for each Fund is calculated according to the following schedule:
Average Daily Managed Assets* | JHAA Fund-Level Fee Rate |
JEMD Fund-Level Fee Rate |
||||||
For the first $500 million |
0.5000% | 0.8000% | ||||||
For the next $250 million |
0.4875 | 0.7875 | ||||||
For managed assets over $750 million |
0.4750 | 0.7750 |
The annual complex-level fee, payable monthly, is calculated by multiplying the current complex-wide fee rate, determined according to the following schedule by the Funds’ daily managed assets:
Complex-Level Eligible Asset Breakpoint Level* | Effective Complex-Level Fee Rate at Breakpoint Level |
|||
$55 billion |
0.2000 | % | ||
$56 billion |
0.1996 | |||
$57 billion |
0.1989 | |||
$60 billion |
0.1961 | |||
$63 billion |
0.1931 | |||
$66 billion |
0.1900 | |||
$71 billion |
0.1851 | |||
$76 billion |
0.1806 | |||
$80 billion |
0.1773 | |||
$91 billion |
0.1691 | |||
$125 billion |
0.1599 | |||
$200 billion |
0.1505 | |||
$250 billion |
0.1469 | |||
$300 billion |
0.1445 |
* | For the complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to certain types of leverage. For these purposes, leverage includes the funds’ use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust’s issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen open-end and closed-end funds that constitute “eligible assets.” Eligible assets do not include assets attributable to investments in other Nuveen funds or assets in excess of a determined amount (originally $2 billion) added to the Nuveen fund complex in connection with the Adviser’s assumption of the management of the former First American Funds effective January 1, 2011, but do not include certain assets of certain Nuveen funds that were reorganized into funds advised by an affiliate of the Adviser during the 2019 calendar year. As of June 30, 2022, the complex-level fee for each Fund was 0.1571%. |
36
8. Fund Leverage
Borrowings
During the current fiscal period, JHAA entered into borrowing arrangements (“Borrowings”) as a means of leverage.
As of the end of the reporting period JHAA’s maximum commitment amount under its Borrowings is as follows:
JHAA | ||||
Maximum commitment amount |
$27,500,000 |
As of the end of the reporting period, JHAA’s outstanding balance on its Borrowings was as follows:
JHAA | ||||
Outstanding balance on Borrowings |
$24,525,000 |
For JHAA interest is charged on the Borrowings at 1-Month LIBOR plus 0.700% per annum on the amounts borrowed and accrues a 0.125% per annum commitment fee on the undrawn portion of the Borrowings.
During the current fiscal period, the average daily balance outstanding (which was for the entire reporting period) and average annual interest rate on JHAA’s Borrowings were as follows:
JHAA | ||||
Average daily balance outstanding |
$24,525,000 | |||
Average annual interest rate |
1.19 | % |
In order to maintain its Borrowings, the Fund must meet certain collateral, asset coverage and other requirements. The Fund’s Borrowings outstanding are fully secured by eligible securities held in its portfolio of investments.
The Fund’s Borrowings outstanding are recognized as “Borrowings” on the Statement of Assets and Liabilities. Interest expense incurred on the borrowed amount and undrawn balance are recognized as components of “Interest expense” on the Statement of Operations.
Reverse Repurchase Agreements
During the current fiscal period, JEMD entered into reverse repurchase agreements as a means of leverage.
The Fund may enter into a reverse repurchase agreement with brokers, dealers, banks or other financial institutions that have been determined by the Adviser to be creditworthy. In a reverse repurchase agreement, a Fund sells to the counterparty a security that it holds with a contemporaneous agreement to repurchase the same security at an agreed-upon price and date, reflecting the interest rate effective for the term of the agreement. It may also be viewed as the borrowing of money by the Fund. Cash received in exchange for securities delivered, plus accrued interest payments to be made by the Fund to a counterparty, are reflected as a liability on the Statement of Assets and Liabilities. Interest payments made by the Fund to counterparties are recognized as a component of “Interest expense” on the Statement of Operations.
In a reverse repurchase agreement, the Fund retains the risk of loss associated with the sold security. In order to minimize risk, the Fund identifies for coverage securities and cash as collateral with a fair value at least equal to its purchase obligations under these agreements (including accrued interest). Reverse repurchase agreements also involve the risk that the purchaser fails to return the securities as agreed upon, files for bankruptcy or becomes insolvent. Upon a bankruptcy or insolvency of a counterparty, the Fund is considered to be an unsecured creditor with respect to excess collateral and as such the return of excess collateral may be delayed. The Fund will identify assets determined to be liquid by the Adviser to cover its obligations under reverse repurchase agreements.
As of the end of the reporting period, the Fund’s outstanding balances on its reverse repurchase agreements were as follows:
Counterparty | Coupon | Principal Amount |
Maturity | Value | Value and Accrued Interest |
|||||||||||||||
J.P. Morgan Securities PLC |
1.878 | % | $ | (19,854,811 | ) | N/A | $ | (19,854,811 | ) | $ | (19,893,089 | ) | ||||||||
Societe Generale |
2.463 | % | (13,000,000 | ) | N/A | (13,000,000 | ) | (13,023,474 | ) | |||||||||||
$ | (32,854,811 | ) | $ | (32,854,811 | ) | $ | (32,916,563 | ) |
N/A – Maturity is not applicable. The final repurchase date will be established following pre-specified advance notice by the Fund or the counterparty to the reverse repurchase agreement.
37
Notes to Financial Statements (continued)
(Unaudited)
During the current fiscal period, the average daily balance outstanding (which was for the entire current reporting period) and average interest rate on JEMD’s reverse repurchase agreements were as follows:
Average daily balance outstanding |
$32,854,811 | |||
Average annual interest rate |
1.15 | % |
The following table presents the reverse repurchase agreements subject to netting agreements and the collateral delivered related to those reverse repurchase agreements.
Counterparty | Reverse Repurchase Agreements* |
Collateral Pledged to Counterparty |
||||||
J.P. Morgan Securities PLC |
$ | (19,893,089 | ) | $ | (26,670,351 | ) | ||
Societe Generale |
(13,023,474 | ) | (18,769,075 | ) | ||||
$ | (32,916,563 | ) | $ | (45,439,427 | ) |
* | Represents gross value and accrued interest for the counterparty as reported in the preceding table. |
9. Inter-Fund Lending
Inter-Fund Borrowing and Lending
The SEC has granted an exemptive order permitting registered open-end and closed-end Nuveen funds to participate in an inter-fund lending facility whereby the Nuveen funds may directly lend to and borrow money from each other for temporary purposes (e.g., to satisfy redemption requests or when a sale of securities “fails,” resulting in an unanticipated cash shortfall) (the “Inter-Fund Program”). The closed-end Nuveen funds, including the Funds covered by this shareholder report, will participate only as lenders, and not as borrowers, in the Inter-Fund Program because such closed-end funds rarely, if ever, need to borrow cash to meet redemptions. The Inter-Fund Program is subject to a number of conditions, including, among other things, the requirements that (1) no fund may borrow or lend money through the Inter-Fund Program unless it receives a more favorable interest rate than is typically available from a bank or other financial institution for a comparable transaction; (2) no fund may borrow on an unsecured basis through the Inter-Fund Program unless the Funds’ outstanding borrowings from all sources immediately after the inter-fund borrowing total 10% or less of its total assets; provided that if the borrowing fund has a secured borrowing outstanding from any other lender, including but not limited to another fund, the inter-fund loan must be secured on at least an equal priority basis with at least an equivalent percentage of collateral to loan value; (3) if a Funds’ total outstanding borrowings immediately after an inter-fund borrowing would be greater than 10% of its total assets, the fund may borrow through the inter-fund loan on a secured basis only; (4) no fund may lend money if the loan would cause its aggregate outstanding loans through the Inter-Fund Program to exceed 15% of its net assets at the time of the loan; (5) a Funds’ inter-fund loans to any one fund shall not exceed 5% of the lending Funds’ net assets; (6) the duration of inter-fund loans will be limited to the time required to receive payment for securities sold, but in no event more than seven days; and (7) each inter-fund loan may be called on one business day’s notice by a lending fund and may be repaid on any day by a borrowing fund. In addition, a Nuveen fund may participate in the Inter-Fund Program only if and to the extent that such participation is consistent with the Funds’ investment objective and investment policies. The Board is responsible for overseeing the Inter-Fund Program.
The limitations detailed above and the other conditions of the SEC exemptive order permitting the Inter-Fund Program are designed to minimize the risks associated with Inter-Fund Program for both the lending fund and the borrowing fund. However, no borrowing or lending activity is without risk. When a fund borrows money from another fund, there is a risk that the loan could be called on one day’s notice or not renewed, in which case the fund may have to borrow from a bank at a higher rate or take other actions to payoff such loan if an inter-fund loan is not available from another fund. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional borrowing costs.
During the current reporting period, none of the Funds covered by this shareholder report have entered into any inter-fund loan activity.
10. Subsequent Events
Borrowings
During July 2022, JHAA amended its borrowings through July 2023 and changed its interest on Borrowings to 1-Month Term SOFR plus 0.750% per annum on the amount borrowed and 0.125% per annum on the undrawn balance. All other terms remained unchanged.
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Fund shares are not guaranteed or endorsed by any bank or other insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation.
Nuveen Corporate Income 2023 Target Term Fund (JHAA)
Investing in closed-end funds involves risk; principal loss is possible. There is no guarantee the Fund’s investment objectives will be achieved. Closed-end fund shares may frequently trade at a discount or premium to their net asset value. Debt or fixed income securities such as those held by the Fund, are subject to market risk, credit risk, interest rate risk, derivatives risk, liquidity risk, and income risk. As interest rates rise, bond prices fall. Lower credit debt securities may be more likely to fail to make timely interest or principal payments and may be subject to higher liquidity risk. Adjustable Rate Senior Loans may not be fully secured by collateral, generally do not trade on exchanges, and are typically issued by unrated or below-investment grade companies, and therefore are subject to greater liquidity and credit risk. Leverage increases return volatility and magnifies the Fund’s potential return and its risks; there is no guarantee a fund’s leverage strategy will be successful. Foreign investments involve additional risks, including currency fluctuation, political and economic instability, lack of liquidity and differing legal and accounting standards. The risks of foreign investments are magnified in emerging markets. These and other risk considerations including the Fund’s limited term and call risk are described in more detail on the Fund’s web page at www.nuveen.com/JHAA.
Nuveen Emerging Markets Debt 2022 Target Term Fund (JEMD)
Investing in closed-end funds involves risk; principal loss is possible. There is no guarantee the Fund’s investment objectives will be achieved. Closed-end fund shares may frequently trade at a discount or premium to their net asset value. Emerging markets, particularly including frontier markets, involve additional risks, including smaller capitalization, illiquidity, price volatility, political and economic instability that could lead to diminished security values, and different legal and accounting standards. Debt or fixed income securities such as those held by the Fund, are subject to market risk, credit risk, interest rate risk, derivatives risk, liquidity risk, and income risk. As interest rates rise, bond prices fall. Lower credit debt securities may be more likely to fail to make timely interest or principal payments. Leverage increases return volatility and magnifies the Fund’s potential return and its risks; there is no guarantee a fund’s leverage strategy will be successful. These and other risk considerations such as limited term risk are described in more detail on the Fund’s web page at www.nuveen.com/JEMD.
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Additional Fund Information (Unaudited)
Board of Trustees | ||||||||||
Jack B. Evans | William C. Hunter | Amy B.R. Lancellotta | Joanne T. Medero | Albin F. Moschner | John K. Nelson | |||||
Judith M. Stockdale | Carole E. Stone | Matthew Thornton III | Terence J. Toth | Margaret L. Wolff | Robert L. Young |
Investment Adviser Nuveen Fund Advisors, LLC 333 West Wacker Drive Chicago, IL 60606 |
Custodian State Street
Bank One Lincoln Street Boston, MA 02111 |
Legal Counsel Chapman and Cutler LLP Chicago, IL 60603 |
Independent Registered KPMG LLP 200 East Randolph Street Chicago, IL 60601 |
Transfer Agent and Computershare Trust Company, N.A. 150 Royall Street Canton, MA 02021 (800) 257-8787 |
Portfolio of Investments Information
Each Fund is required to file its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its report on Form N-PORT. You may obtain this information on the SEC’s website at http://www.sec.gov.
Nuveen Funds’ Proxy Voting Information
You may obtain (i) information regarding how each fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, without charge, upon request, by calling Nuveen toll-free at (800) 257-8787 or on Nuveen’s website at www.nuveen.com and (ii) a description of the policies and procedures that each fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen toll free at (800) 257-8787. You may also obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov.
CEO Certification Disclosure
The Fund’s Chief Executive Officer (CEO) has submitted to the New York Stock Exchange (NYSE) the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual. The Fund has filed with the SEC the certification of its CEO and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act.
Common Share Repurchases
The Funds intend to repurchase, through their open-market share repurchase program, shares of their own common stock at such times and in such amounts as is deemed advisable. During the period covered by this report, each Fund repurchased shares of its common stock, as shown in the accompanying table. Any future repurchases will be reported to shareholders in the next annual or semi-annual report.
JHAA | JEMD | |||||||
Common shares repurchased |
0 | 0 |
FINRA BrokerCheck
The Financial Industry Regulatory Authority (FINRA) provides information regarding the disciplinary history of FINRA member firms and associated investment professionals. This information as well as an investor brochure describing FINRA BrokerCheck is available to the public by calling the FINRA BrokerCheck Hotline number at (800) 289-9999 or by visiting www.FINRA.org.
40
Glossary of Terms Used in this Report
(Unaudited)
∎ | Average Annual Total Return: This is a commonly used method to express an investment’s performance over a particular, usually multi-year time period. It expresses the return that would have been necessary each year to equal the investment’s actual cumulative performance (including change in NAV or market price and reinvested dividends and capital gains distributions, if any) over the time period being considered. |
∎ | Bloomberg U.S. Corporate High Yield 1-5 Year Cash Pay 2% Issuer Capped Bond Index: A maturity and issuer-constrained version of the U.S. Corporate High Yield Bond Index, which is an index designed to measure the performance of USD-denominated, fixed-rate corporate high yield bonds with maturities of 1 to 4.99 years that limits each issue to 2% of the index. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees. |
∎ | Duration: Duration is a measure of the expected period over which a bond’s principal and interest will be paid, and consequently is a measure of the sensitivity of a bond’s or bond fund’s value to changes when market interest rates change. Generally, the longer a bond’s or fund’s duration, the more the price of the bond or fund will change as interest rates change. |
∎ | Effective Leverage: Effective leverage is a fund’s effective economic leverage, and includes both regulatory leverage (see below) and the leverage effects of certain derivative investments in the fund’s portfolio. |
∎ | JP Morgan EMBI Global Diversified Index: A uniquely weighted USD-denominated emerging markets sovereign index, which allows for a more even weight distribution among the countries than the JP Morgan EMBI Global Index. The countries covered are identical to those covered by the JP Morgan EMBI Global Index, which is an index designed to measure total returns for USD-denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees. |
∎ | Leverage: Leverage is created whenever a fund has investment exposure (both reward and/or risk) equivalent to more than 100% of the investment capital. |
∎ | Net Asset Value (NAV) Per Share: A fund’s Net Assets is equal to its total assets (securities, cash, accrued earnings and receivables) less its total liabilities. NAV per share is equal to the fund’s Net Assets divided by its number of shares outstanding. |
∎ | Regulatory Leverage: Regulatory leverage consists of preferred shares issued by or borrowings of a fund. Both of these are part of a fund’s capital structure. Regulatory leverage is subject to asset coverage limits set in the Investment Company Act of 1940. |
41
Annual Investment Management Agreement Approval Process
(Unaudited)
At a meeting held on May 23-25, 2022 (the “May Meeting”), the Boards of Trustees (collectively, the “Board” and each Trustee, a “Board Member”) of the Funds, which are comprised entirely of Board Members who are not “interested persons” (as defined under the Investment Company Act of 1940 (the “1940 Act”)) (the “Independent Board Members”), approved, for their respective Fund, the renewal of the management agreement (each, an “Investment Management Agreement”) with Nuveen Fund Advisors, LLC (the “Adviser”) pursuant to which the Adviser serves as investment adviser to such Fund and the sub-advisory agreement (each, a “Sub-Advisory Agreement”) with (a) in the case of Nuveen Corporate Income 2023 Target Term Fund (the “2023 Fund”), Nuveen Asset Management, LLC (“NAM”), pursuant to which NAM serves as the investment sub-adviser to such Fund; and (b) in the case of Nuveen Emerging Markets Debt 2022 Target Term Fund (the “Emerging Markets Fund”), Teachers Advisors, LLC (“TAL,” and NAM and TAL are each, a “Sub-Adviser”), pursuant to which TAL serves as the investment sub-adviser to such Fund, for an additional one-year term. As the Board is comprised of all Independent Board Members, the references to the Board and the Independent Board Members are interchangeable.
Following up to an initial two-year period, the Board considers the renewal of each Investment Management Agreement and Sub-Advisory Agreement on behalf of the applicable Fund on an annual basis. The Investment Management Agreements and Sub-Advisory Agreements are collectively referred to as the “Advisory Agreements,” and the Adviser and the Sub-Advisers are collectively, the “Fund Advisers” and each, a “Fund Adviser.” The Board has established various standing committees composed of various Independent Board Members that are assigned specific responsibilities to enhance the effectiveness of the Board’s oversight and decision making. Throughout the year, the Board and its committees meet regularly and, at these meetings, receive regular and/or special reports that cover an extensive array of topics and information that are relevant to the Board’s annual consideration of the renewal of the advisory agreements for the Nuveen funds. Such information may address, among other things, fund performance and risk information; the Adviser’s strategic plans; product initiatives for various funds; the review of the funds and investment teams; compliance, regulatory and risk management matters; the trading practices of the various sub-advisers to the Nuveen funds; management of distributions; valuation of securities; fund expenses; securities lending; liquidity management; overall market and regulatory developments; and with respect to closed-end funds, capital management initiatives, institutional ownership, management of leverage financing and the secondary market trading of the closed-end funds and any actions to address discounts. The Board also seeks to meet periodically with the Nuveen funds’ sub-advisers and/or portfolio teams, when feasible. The Board further meets, among other things, to specifically consider the annual renewal of the advisory agreements for the Nuveen funds.
In connection with its annual consideration of the advisory agreements for the Nuveen funds, the Board, through its independent legal counsel, requested and received extensive materials and information prepared specifically for its review of such advisory agreements by the Adviser and by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data. The materials cover a wide range of topics including, but not limited to, a description of the nature, extent and quality of services provided by the Fund Advisers; a review of product actions taken during 2021 (such as mergers, liquidations, fund launches, changes to investment teams, and changes to investment policies); a review of each sub-adviser to the Nuveen funds and/or the applicable investment teams; an analysis of fund performance in absolute terms and as compared to the performance of certain peer funds and benchmarks with a focus on any performance outliers; an analysis of the fees and expense ratios of the Nuveen funds in absolute terms and as compared to those of certain peer funds with a focus on any expense outliers; a review of management fee schedules; a description of portfolio manager compensation; an overview of the secondary market trading of shares of the Nuveen closed-end funds (including, among other things, an analysis of secondary market performance and commentary regarding the leverage management, share repurchase and shelf offering programs of Nuveen closed-end funds); a review of the performance of various service providers; a description of various initiatives Nuveen had undertaken or continued in 2021 and 2022 for the benefit of particular fund(s) and/or the complex; a description of the profitability or financial data of Nuveen and the sub-advisers to the Nuveen funds; and a description of indirect benefits received by the Adviser and the sub-advisers as a result of their relationships with the Nuveen funds. The information prepared specifically for the annual review supplemented the information provided to the Board and its committees and the evaluations of the Nuveen funds by the Board
42
and its committees during the year. The Board’s review of the advisory agreements for the Nuveen funds is based on all the information provided to the Board and its committees throughout the year as well as the information prepared specifically with respect to the annual review of such advisory agreements.
In continuing its practice, the Board met prior to the May Meeting to begin its considerations of the renewal of the Advisory Agreements. Accordingly, on April 13-14, 2022 (the “April Meeting”), the Board met to review and discuss, in part, the performance of the Nuveen funds and the Adviser’s evaluation of each sub-adviser to the Nuveen funds and/or its investment teams. At the April Meeting, the Board Members asked questions and requested additional information that was provided for the May Meeting.
The Independent Board Members considered the review of the advisory agreements for the Nuveen funds to be an ongoing process and employed the accumulated information, knowledge and experience the Board Members had gained during their tenure on the boards governing the Nuveen funds and working with the Adviser and sub-advisers in their review of the advisory agreements. The contractual arrangements are a result of multiple years of review, negotiation and information provided in connection with the boards’ annual review of the Nuveen funds’ advisory arrangements and oversight of the Nuveen funds.
The Independent Board Members were advised by independent legal counsel during the annual review process as well as throughout the year, including meeting in executive sessions with such counsel at which no representatives from the Adviser or the Sub-Advisers were present. In connection with their annual review, the Independent Board Members also received a memorandum from independent legal counsel outlining their fiduciary duties and legal standards in reviewing the Advisory Agreements, including guidance from court cases evaluating advisory fees.
The Board’s decision to renew the Advisory Agreements was not based on a single identified factor, but rather the decision reflected the comprehensive consideration of all the information provided to the Board and its committees throughout the year as well as the materials prepared specifically in connection with the renewal process. Each Board Member may have attributed different levels of importance to the various factors and information considered in connection with the approval process and may place different emphasis on the relevant information year to year in light of, among other things, changing market and economic conditions. A summary of the principal factors and information, but not all the factors, the Board considered in deciding to renew the Advisory Agreements is set forth below.
A. | Nature, Extent and Quality of Services |
In evaluating the renewal of the Advisory Agreements, the Independent Board Members received and considered information regarding the nature, extent and quality of the applicable Fund Adviser’s services provided to the respective Fund with particular focus on the services and enhancements to such services provided during the last year. The Independent Board Members considered the Investment Management Agreements and the Sub-Advisory Agreements separately in the course of their review. With this approach, they considered the respective roles of the Adviser and the Sub-Advisers in providing services to the applicable Fund(s).
The Board recognized that the Nuveen funds operate in a highly regulated industry and, therefore, the Adviser has provided a wide array of management, oversight and administrative services to manage and operate the funds, and the scope and complexity of these services have expanded over time as a result of, among other things, regulatory, market and other developments. The Board accordingly considered the Adviser’s dedication of extensive resources, time, people and capital employed to support and manage the Nuveen funds as well as the Adviser’s continued program of developing improvements and innovations for the benefit of the funds and shareholders and to meet the ever increasing regulatory requirements applicable to the funds. In this regard, the Board received and reviewed information regarding, among other things, the Adviser’s investment oversight responsibilities, regulatory and compliance services, administrative duties and other services. The Board considered the Adviser’s investment oversight team’s extensive services in overseeing the various sub-advisers to the Nuveen funds; evaluating fund performance; and preparing reports to the Board addressing, among other things, fund performance, market conditions, investment team matters, product developments and management proposals. The Board further recognized the range of services the various teams of the Adviser provided including, but not limited to, overseeing operational and risk management; managing liquidity; overseeing the daily valuation process and managing distributions in seeking to deliver long-term fund earnings to shareholders consistent with the respective Nuveen fund’s product design and
43
Annual Investment Management Agreement Approval Process (continued)
(Unaudited)
positioning. The Board also considered the structure of investment personnel compensation of each Fund Adviser and whether the structure provides appropriate incentives to attract and maintain qualified personnel and to act in the best interests of the respective Nuveen fund.
The Board further recognized that the Adviser’s compliance and regulatory functions were integral to the investment management of the Nuveen funds. The Board recognized such services included, but were not limited to, managing compliance policies; monitoring compliance with applicable policies, law and regulations; devising internal compliance programs and a framework to review and assess compliance programs; overseeing sub-adviser compliance testing; preparing compliance training materials; and responding to regulatory requests. The Board further considered information regarding the Adviser’s business continuity and disaster recovery plans as well as information regarding its information security program, including presentations of such program provided at a site visit in 2022, to help identify and manage information security risks.
In addition to the above functions, the Board considered that the Adviser also provides, among other things, fund administration services (such as preparing fund tax returns and other tax compliance services; preparing regulatory filings; interacting with the Nuveen funds’ independent public accountants and overseeing other service providers; and managing fund budgets and expenses); product management services (such as evaluating and enhancing products and strategies); legal services (such as helping to prepare and file registration statements and proxy statements; overseeing fund activities and providing legal interpretations regarding such activities; maintaining regulatory registrations and negotiating agreements with other fund service providers; and monitoring changes in regulatory requirements and commenting on rule proposals impacting investment companies); oversight of shareholder services and transfer agency functions (such as overseeing transfer agent service providers which include registered shareholder customer service and transaction processing; overseeing proxy solicitation and tabulation services; and overseeing the production and distribution of financial reports by service providers); and with respect to the Nuveen closed-end funds, managing leverage, monitoring asset coverage and seeking to promote an orderly secondary market.
The Board also considered the quality of support services and communications the Adviser provided the Board, including, in part, organizing and administrating Board meetings and supporting Board committees; preparing regular and ad hoc reports on fund performance, market conditions and investment team matters; providing due diligence reports addressing product development and management proposals; and coordinating site visits of the Board and presentations by investment teams and senior management.
In addition to the services provided, the Board considered the financial resources of the Adviser and its affiliates and their willingness to make investments in the technology, personnel and infrastructure to support the Nuveen funds, including maintaining a seed capital budget to support new or existing funds and/or facilitate changes for a respective fund. Further, the Board noted the benefits to shareholders of investing in a fund that is a part of a large fund complex with a variety of investment disciplines, capabilities, expertise and resources available to navigate and support the Nuveen funds including during stressed times. The Board recognized the overall reputation and capabilities of the Adviser and its affiliates, the Adviser’s continuing commitment to provide high quality services, its willingness to implement operational or organizational changes in seeking, among other things, to enhance efficiencies and services to the Nuveen funds and its responsiveness to the Board’s questions and/or concerns raised throughout the year and during the annual review of advisory agreements. The Board also considered the significant risks borne by the Adviser and its affiliates in connection with their services to the Nuveen funds, including entrepreneurial risks in sponsoring new funds and ongoing risks with managing the funds such as investment, operational, reputational, regulatory, compliance and litigation risks.
In evaluating services, the Board reviewed various highlights of the initiatives the Adviser and its affiliates have undertaken or continued in 2021 and 2022 to benefit the Nuveen complex and/or particular Nuveen funds and meet the requirements of an increasingly complex regulatory environment including, but not limited to:
• | Centralization of Functions – ongoing initiatives to centralize investment leadership and create a more cohesive market approach and centralized shared support model (including through the consolidation of certain affiliated sub-advisers) in seeking to operate more effectively and enhance the research capabilities and services to the Nuveen funds; |
44
• | Fund Improvements and Product Management Initiatives – continuing to proactively manage the Nuveen fund complex as a whole and at the individual fund level with an aim to continually improve product platforms and investment strategies to better serve shareholders through, among other things, rationalizing the product line and gaining efficiencies through mergers, repositionings and liquidations; launching new funds; reviewing and updating investment policies and benchmarks; soft closing certain funds; modifying the conversion periods on certain share classes; and evaluating and adjusting portfolio management teams as appropriate for various funds; |
• | Capital Initiatives – continuing to invest capital to support new Nuveen funds with initial capital as well as to support existing funds; |
• | Compliance Program Initiatives – continuing efforts to mitigate compliance risk with a focus on environmental, social and governance (“ESG”) controls and processes, increase operating efficiencies, implement enhancements to strengthen ongoing execution of key compliance program elements, support international business growth and facilitate integration of Nuveen’s operating model; |
• | Investment Oversight – preparing reports to the Board addressing, among other things, fund performance; market conditions; investment team matters; product developments; changes to mandates, policies and benchmarks; and other management proposals as well as preparing and coordinating investment presentations to the Board; |
• | Risk Management and Valuation Services – continuing to oversee and manage risk including, among other things, conducting ongoing calculations and monitoring of risk measures across the Nuveen funds, instituting investment risk controls, providing risk reporting throughout Nuveen, participating in internal oversight committees, dedicating the resources and time to develop the processes necessary to help address fund compliance with the new derivatives rule and continuing to implement an operational risk framework that seeks to provide greater transparency of operational risk matters across the complex as well as provide multiple other risk programs that seek to provide a more disciplined and consistent approach to identifying and mitigating Nuveen’s operational risks. Further, the securities valuation team continues, among other things, to oversee the daily valuation process of the portfolio securities of the funds, maintain the valuation policies and procedures, facilitate valuation committee meetings, manage relationships with pricing vendors, prepare relevant valuation reports and design methods to simplify and enhance valuation workflow within the organization and implement processes and procedures to help address compliance with the new valuation rule applicable to the funds; |
• | Regulatory Matters – continuing efforts to monitor regulatory trends and advocate on behalf of Nuveen and/or the Nuveen funds, to implement and comply with new or revised rules and mandates and to respond to regulatory inquiries and exams; |
• | Government Relations – continuing efforts of various Nuveen teams and Nuveen’s affiliates to develop policy positions on a broad range of issues that may impact the Nuveen funds, advocate and communicate these positions to lawmakers and other regulatory authorities and work with trade associations to ensure these positions are represented; |
• | Business Continuity, Disaster Recovery and Information Security – continuing efforts of Nuveen to periodically test and update business continuity and disaster recovery plans and, together with its affiliates, to maintain an information security program that seeks to identify and manage information security risks, and provide reports to the Board, at least annually, addressing, among other things, management’s security risk assessment, cyber risk profile, potential impact of new or revised laws and regulations, incident tracking and other relevant information technology risk-related reports; |
• | Distribution Management Services – continuing to manage the distributions among the varying types of Nuveen funds within the Nuveen complex to be consistent with the respective fund’s product design and positioning in striving to deliver those earnings to shareholders in a relatively consistent manner over time as well as assisting in the development of new products or the restructuring of existing funds; and |
45
Annual Investment Management Agreement Approval Process (continued)
(Unaudited)
• | with respect specifically to closed-end funds, such continuing services also included: |
• | Leverage Management Services – continuing to actively manage the various forms of leverage utilized across the complex, including through committing resources and focusing on sourcing/structure development and bank provider management; |
• | Capital Management, Market Intelligence and Secondary Market Services – ongoing capital management efforts which may include at times shelf offerings, tender offers, capital return programs and share repurchases as well as providing market data analysis to help understand closed-end fund ownership cycles and their impact on secondary market trading as well as to improve proxy solicitation efforts; and |
• | Closed-end Fund Investor Relations Program – maintaining the closed-end fund investor relations program which, among other things, raises awareness, provides educational materials and cultivates advocacy for closed-end funds and the Nuveen closed-end fund product line. |
The Board further considered the division of responsibilities between the Adviser and the respective Sub-Adviser and recognized that each Sub-Adviser and its investment personnel generally are responsible for the management of the applicable Fund’s portfolio under the oversight of the Adviser and the Board. The Board considered an analysis of each Sub-Adviser provided by the Adviser which included, among other things, the assets under management of the applicable investment team and changes thereto, a summary of the applicable investment team and changes thereto, the investment process and philosophy of the applicable investment team, the performance of the Nuveen funds sub-advised by the Sub-Adviser over various periods of time and a summary of any significant policy and/or other changes to the Nuveen funds sub-advised by the Sub-Adviser and/or managed by the applicable investment team. The Board further considered at the May Meeting or prior meetings evaluations of each Sub-Adviser’s compliance programs and trade execution. The Board noted that the Adviser recommended the renewal of the Sub-Advisory Agreements.
Based on its review, the Board determined, in the exercise of its reasonable business judgment, that it was satisfied with the nature, extent and quality of services provided to the respective Funds under each applicable Advisory Agreement.
B. | The Investment Performance of the Funds and Fund Advisers |
In evaluating the quality of the services provided by the Fund Advisers, the Board also received and considered a variety of investment performance data of the Nuveen funds they advise. In evaluating performance, the Board recognized that performance data may differ significantly depending on the ending date selected, particularly during periods of market volatility, and therefore considered the broader perspective of performance over a variety of time periods that may include full market cycles. In this regard, the Board reviewed, among other things, Fund performance over the quarter, one- and three-year periods ending December 31, 2021 and March 31, 2022. The performance data prepared for the annual review of the advisory agreements for the Nuveen funds supplemented the fund performance data that the Board received throughout the year at its meetings representing differing time periods. In its review, the Board took into account the discussions with representatives of the Adviser; the Adviser’s analysis regarding fund performance that occurred at these Board meetings with particular focus on funds that were considered performance outliers (both overperformance and underperformance); the factors contributing to the performance; and any recommendations or steps taken to address performance concerns. Regardless of the time period reviewed by the Board, the Board recognized that shareholders may evaluate performance based on their own holding periods which may differ from the periods reviewed by the Board and lead to differing results.
In its review, the Board reviewed both absolute and relative fund performance during the annual review over the various time periods. With respect to the latter, the Board considered fund performance in comparison to the performance of peer funds (the “Performance Peer Group”) and recognized and/or customized benchmarks (i.e., generally benchmarks derived from multiple recognized benchmarks). For Nuveen funds that had changes in portfolio managers or other significant changes to their investment strategies or policies since March 2019, the Board reviewed certain tracking performance data comparing the performance of such funds before and after such changes. In considering performance data, the Board is aware of certain inherent limitations with such data, including that differences between the objective(s), strategies and other characteristics of the Nuveen funds compared to the respective Performance Peer Group and/or benchmark(s); differences in the composition
46
of the Performance Peer Group over time; and differences in the types and/or levels of any leverage and related costs with that of the Performance Peer Group would all necessarily contribute to differences in performance results and limit the value of the comparative information. Further, the Board recognized the inherent limitations in comparing the performance of an actively managed fund to a benchmark index due to the fund’s pursuit of an investment strategy that does not directly follow the index. To assist the Board in its review of the comparability of the relative performance, the Adviser has ranked the relevancy of the peer group to the Funds as low, medium or high.
The Board also evaluated performance in light of various relevant factors which may include, among other things, general market conditions, issuer-specific information, asset class information, leverage and fund cash flows. In relation to general market conditions, the Board had recognized the recent periods in 2022 of general market volatility and underperformance. In their review from year to year, the Board Members consider and may place different emphasis on the relevant information in light of changing circumstances in market and economic conditions. Further, the Board recognized that the market and economic conditions may significantly impact a fund’s performance, particularly over shorter periods, and such performance may be more reflective of such economic or market events and not necessarily reflective of management skill. Accordingly, depending on the facts and circumstances including any differences between the respective Nuveen fund and its benchmark and/or Performance Peer Group, the Board may be satisfied with a fund’s performance notwithstanding that its performance may be below that of its benchmark or peer group for certain periods. However, with respect to any Nuveen funds for which the Board has identified performance issues, the Board monitors such funds closely until performance improves, discusses with the Adviser the reasons for such results, considers whether any steps are necessary or appropriate to address such issues, and reviews the results of any steps undertaken.
The secondary market trading of shares of the Nuveen closed-end funds also continues to be a priority for the Board given its importance to shareholders, and therefore the Board and/or its Closed-end Fund committee reviews certain performance data reflecting, among other things, the premiums and discounts at which the shares of the closed-end funds have traded over specified periods throughout the year. In its review, the Board considers, among other things, changes to investment mandates and guidelines, distribution policies, leverage levels and types; share repurchases and similar capital market actions; and effective communications programs to build greater awareness and deepen understanding of closed-end funds.
The Board noted that each of the Nuveen target term funds (including each Fund) had investment objectives that seek to provide a high level of current income and to return its original net asset value per common share on or about its termination date. Given the heightened volatility in the market in recent periods which continued to impact longer term performance and the investment objectives of these funds to seek the return of original net asset value, the Board will continue to monitor each of these funds. Further, the Board’s determinations with respect to each Fund are summarized below.
For the 2023 Fund, the Board noted that the Fund’s performance was below the performance of its benchmark and the Fund ranked in the fourth quartile of its Performance Peer Group for the one- and three-year periods ended December 31, 2021. In addition, although the Fund’s performance was below the performance of its benchmark for the one- and three-year periods ended March 31, 2022 and the Fund ranked in the fourth quartile of its Performance Peer Group for the three-year period ended March 31, 2022, the Fund ranked in the third quartile of its Performance Peer Group for the one-year period ended March 31, 2022. In its review, the Board recognized that the Performance Peer Group was classified as low for relevancy. The Board will continue to monitor the Fund.
For the Emerging Markets Fund, the Board recognized that although the Fund’s performance was below the performance of its benchmark for the three-year period ended December 31, 2021, the Fund outperformed its benchmark for the one-year period ended December 31, 2021 and ranked in the first quartile of its Performance Peer Group for the one-year period and third quartile for the three-year period ended December 31, 2021. In addition, although the Fund’s performance was below the performance of its benchmark for the three-year period ended March 31, 2022, the Fund outperformed its benchmark for the one-year period and ranked in the first quartile of its Performance Peer Group for the one-year period and second quartile of its Performance Peer Group for the three-year period ended March 31, 2022. In its review, the Board recognized that the Performance Peer Group was classified as low for relevancy. The Board recognized that recent market conditions and certain distressed portfolio holdings in the portfolio increased the risk associated with achieving the Fund’s objective to return original net asset value. The Board will continue to monitor the Fund.
47
Annual Investment Management Agreement Approval Process (continued)
(Unaudited)
C. | Fees, Expenses and Profitability |
1. | Fees and Expenses |
As part of its annual review, the Board considered the contractual management fee and net management fee (the management fee after taking into consideration fee waivers and/or expense reimbursements, if any) paid by a Nuveen fund to the Adviser in light of the nature, extent and quality of the services provided. The Board also considered the total operating expense ratio of a fund before and after any fee waivers and/or expense reimbursements. More specifically, the Independent Board Members reviewed, among other things, each fund’s gross and net management fee rates (i.e., before and after expense reimbursements and/or fee waivers, if any) and net total expense ratio in relation to those of a comparable universe of funds (the “Peer Universe”) established by Broadridge (subject to certain exceptions). The Independent Board Members reviewed the methodology Broadridge employed to establish its Peer Universe and recognized that differences between the applicable fund and its respective Peer Universe as well as changes to the composition of the Peer Universe from year to year may limit some of the value of the comparative data. The Independent Board Members take these limitations and differences into account when reviewing comparative peer data. The Independent Board Members also considered a fund’s operating expense ratio as it more directly reflected the shareholder’s costs in investing in the respective fund.
In their review, the Independent Board Members considered, in particular, each fund with a net expense ratio (excluding investment-related costs of leverage) of six basis points or higher compared to that of its peer average (each, an “Expense Outlier Fund”) and an analysis as to the factors contributing to each such fund’s higher relative net expense ratio. In addition, although the Board reviewed a fund’s total net expenses both including and excluding investment-related expenses (i.e., leverage costs) for certain of the closed-end funds, the Board recognized that leverage expenses will vary across funds and in comparison to peers because of differences in the forms and terms of leverage employed by the respective fund. Accordingly, in reviewing the comparative data between a fund and its peers, the Board generally considered the fund’s net expense ratio and fees (excluding leverage costs and leveraged assets) to be higher if they were over 10 basis points higher, slightly higher if they were 6 to 10 basis points higher, in line if they were within approximately 5 basis points higher than the peer average and below if they were below the peer average of the Peer Universe. The Independent Board Members also considered, in relevant part, a fund’s net management fee and net total expense ratio in light of its performance history.
In their review of the fee arrangements for the Nuveen funds, the Independent Board Members considered the management fee schedules, including the complex-wide and fund-level breakpoint schedules, as applicable. The Board noted that across the Nuveen fund complex, the complex-wide fee breakpoints reduced fees by approximately $72.5 million and fund-level breakpoints reduced fees by approximately $89.1 million in 2021.
With respect to each Sub-Adviser, the Board also considered, among other things, the sub-advisory fee schedule paid to the Sub-Adviser in light of the sub-advisory services provided to the respective Fund and comparative data of the fees the Sub-Adviser charges to other clients, if any. In its review, the Board recognized that the compensation paid to each Sub-Adviser is the responsibility of the Adviser, not the applicable Fund.
The Independent Board Members noted that each Fund had a net management fee and a net expense ratio that were below the respective peer averages.
Based on its review of the information provided, the Board determined that each Fund’s management fees (as applicable) to a Fund Adviser were reasonable in light of the nature, extent and quality of services provided to the Fund.
2. | Comparisons with the Fees of Other Clients |
In determining the appropriateness of fees, the Board also considered information regarding the fee rates the respective Fund Advisers charged to certain other types of clients and the type of services provided to these other clients. With respect to the Adviser and/or the Sub-Advisers, such other clients may include: retail and institutional managed accounts advised by a Sub-Adviser (with respect to NAM); hedge funds or other structured products managed by a Sub-Adviser (with respect to NAM); investment companies offered outside the Nuveen family and sub-advised by a Sub-Adviser (with respect to NAM); foreign investment companies offered by Nuveen and sub-advised by a Sub-Adviser (with respect to NAM and TAL); collective investment trusts sub-advised by a Sub-Adviser (with respect to NAM); and certain funds advised by a Sub-Adviser
48
(with respect to TAL). The Board further noted that the Adviser also advised, and each Sub-Adviser sub-advised, certain exchange-traded funds (“ETFs”) sponsored by Nuveen. The Board recognized that each Fund had an affiliated sub-adviser and, with respect to affiliated sub-advisers, the Board reviewed, among other things, the range of fees assessed for managed accounts, hedge funds (along with their performance fee), foreign investment companies and ETFs offered by Nuveen, as applicable. The Board also reviewed the fee range and average fee rate of certain selected investment strategies offered in retail and institutional managed accounts advised by NAM, the hedge funds advised by NAM (along with their performance fee) and non-Nuveen investment companies sub-advised by certain affiliated sub-advisers. With respect to TAL, the Board reviewed the management fees and expense ratios of certain funds advised by TAL in the TIAA-CREF family of funds.
In considering the fee data of other clients, the Board recognized, among other things, that differences in the amount, type and level of services provided to the Nuveen funds relative to other types of clients as well as any differences in portfolio investment policies, the types of assets managed and related complexities in managing such assets, the entrepreneurial and other risks associated with a particular strategy, investor profiles, account sizes and regulatory requirements will contribute to the variations in the fee schedules. The Board recognized the breadth of services the Adviser had provided to the Nuveen funds compared to these other types of clients as the funds operate in a highly regulated industry with increasing regulatory requirements as well as the increased entrepreneurial, legal and regulatory risks that the Adviser incurs in sponsoring and managing the funds. Similarly, with respect to foreign funds, the Board recognized that the differences in the client base, governing bodies, distribution jurisdiction and operational complexities would also contribute to variations in management fees of the Nuveen funds compared to those of the foreign funds. Further, with respect to ETFs, the Board considered that certain Nuveen ETFs were passively managed compared to the active management of other Nuveen funds which also contributed to the differences in fee levels between such Nuveen ETFs and the actively-managed funds. In general, higher fee levels reflect higher levels of service provided by the Adviser, increased investment management complexity, greater product management requirements, and higher levels of business risk or some combination of these factors. The Board further considered that a Sub-Adviser’s fee is essentially for portfolio management services and therefore more comparable to the fees it receives for retail wrap accounts and other external sub-advisory mandates, as applicable. The Board concluded the varying levels of fees were justified given, among other things, the inherent differences in the products and the level of services provided to the Nuveen funds versus other clients, the differing regulatory requirements and legal liabilities and the entrepreneurial, legal and regulatory risks incurred in sponsoring and advising a registered investment company.
3. | Profitability of Fund Advisers |
In their review, the Independent Board Members considered information regarding Nuveen’s level of profitability for its advisory services to the Nuveen funds for the calendar years 2021 and 2020. The Board reviewed, among other things, the net margins (pre-tax) for Nuveen Investments, Inc. (“Nuveen Investments”), the gross and net revenue margins (pre- and post-tax and excluding distribution) and the revenues, expenses and net income (pre- and post-tax and before distribution expenses) of Nuveen Investments from the Nuveen funds only; and comparative profitability data comparing the operating margins of Nuveen Investments compared to the adjusted operating margins of certain peers that had publicly available data and with the most comparable assets under management (based on asset size and asset composition) for each of the last two calendar years. The Board also reviewed the revenues, expenses and operating margin (pre- and post-tax) the Adviser derived from its ETF product line for the 2021 and 2020 calendar years.
In reviewing the profitability data, the Independent Board Members recognized the subjective nature of calculating profitability as the information is not audited and is dependent on cost allocation methodologies to allocate corporate-wide overhead/shared service expenses, TIAA (defined below) corporate-wide overhead expenses and partially fund related expenses to the Nuveen complex and its affiliates and to further allocate such expenses between the Nuveen fund and non-fund businesses. The Independent Board Members reviewed a description of the cost allocation methodologies employed to develop the financial information, a summary of the history of changes to the methodology over the years from 2010 to 2021, and the net revenue margins derived from the Nuveen funds (pre-tax and including and excluding distribution) and total company margins from Nuveen Investments compared to the firm-wide adjusted operating margins of the peers for each calendar year from 2012 to 2021.
49
Annual Investment Management Agreement Approval Process (continued)
(Unaudited)
The Board had also appointed four Independent Board Members to serve as the Board’s liaisons, with the assistance of independent counsel, to review the development of the profitability data and to report to the full Board. In its evaluation, the Board, however, recognized that other reasonable and valid allocation methodologies could be employed and could lead to significantly different results. The Independent Board Members also reviewed a summary of the key drivers that affected Nuveen’s revenues and expenses impacting profitability in 2021 versus 2020.
In reviewing the comparative peer data noted above, the Board considered that the operating margins of Nuveen Investments compared favorably to the peer group range of operating margins; however, the Independent Board Members also recognized the limitations of the comparative data given that peer data is not generally public and the calculation of profitability is subjective and affected by numerous factors (such as types of funds a peer manages, its business mix, its cost of capital, the numerous assumptions underlying the methodology used to allocate expenses and other factors) that can have a significant impact on the results.
Aside from Nuveen’s profitability, the Board recognized that the Adviser is a subsidiary of Nuveen, LLC, the investment management arm of Teachers Insurance and Annuity Association of America (“TIAA”). Accordingly, the Board also reviewed a balance sheet for TIAA reflecting its assets, liabilities and capital and contingency reserves for the 2021 and 2020 calendar years to consider the financial strength of TIAA. The Board recognized the benefit of an investment adviser and its parent with significant resources, particularly during periods of market volatility. The Board also noted the reinvestments Nuveen, its parent and/or other affiliates made into its business through, among other things, the investment of seed capital in certain Nuveen funds and continued investments in enhancements to technological capabilities.
In addition to Nuveen, the Independent Board Members considered the profitability of each Sub-Adviser from its relationships with the Nuveen funds. In this regard, the Independent Board Members reviewed, among other things, NAM’s revenues, expenses and net revenue margins (pre- and post-tax) for its advisory activities to the respective funds for the calendar years ended December 31, 2021 and December 31, 2020. With respect to NAM, the Independent Board Members also reviewed a profitability analysis reflecting the revenues, expenses and revenue margin (pre- and post-tax) by asset type for such Sub-Adviser for the calendar years ending December 31, 2021 and December 31, 2020 and the pre- and post-tax revenue margins from 2021 and 2020. With respect to TAL, the Independent Board Members reviewed, among other things, the revenues, expenses and net operating income for its advisory services to the Nuveen ETFs and Nuveen closed-end funds it sub-advises for 2021 and 2020.
In evaluating the reasonableness of the compensation, the Independent Board Members also considered any other ancillary benefits derived by the respective Fund Adviser from its relationship with the Nuveen funds as discussed in further detail below.
Based on a consideration of all the information provided, the Board noted that Nuveen’s and each Sub-Adviser’s level of profitability was acceptable and not unreasonable in light of the services provided.
D. | Economies of Scale and Whether Fee Levels Reflect These Economies of Scale |
The Board considered whether there have been economies of scale with respect to the management of the Nuveen funds and whether these economies of scale have been appropriately shared with the funds. The Board recognized that although economies of scale are difficult to measure and certain expenses may not decline with a rise in assets, there are several methods to help share the benefits of economies of scale, including breakpoints in the management fee schedule, fee waivers and/or expense limitations, the pricing of Nuveen funds at scale at inception and investments in Nuveen’s business which can enhance the services provided to the funds for the fees paid. The Board noted that Nuveen generally has employed these various methods, and the Board considered the extent to which the Nuveen funds will benefit from economies of scale as their assets grow. In this regard, the Board recognized that the management fee of the Adviser is generally comprised of a fund-level component and a complex-level component each with its own breakpoint schedule, subject to certain exceptions. The Board reviewed the fund-level and complex-level fee schedules. The Board considered that the fund-level breakpoint schedules are designed to share economies of scale with shareholders if the particular fund grows, and the complex-level breakpoint schedule is designed to deliver the benefits of economies of scale to shareholders when the eligible assets in the
50
complex pass certain thresholds even if the assets of a particular fund are unchanged or have declined. Further, with respect to the Nuveen closed-end funds, the Independent Board Members noted that, although such funds may from time to time make additional share offerings, the growth of their assets would occur primarily through the appreciation of such funds’ investment portfolios. As noted above, the Independent Board Members also recognized the continued reinvestment in Nuveen’s business.
Based on its review, the Board concluded that the current fee arrangements together with the reinvestment in Nuveen’s business appropriately shared any economies of scale with shareholders.
E. | Indirect Benefits |
The Independent Board Members received and considered information regarding other benefits the respective Fund Adviser or its affiliates may receive as a result of their relationship with the Nuveen funds. The Board considered the compensation that an affiliate of the Adviser received for serving as co-manager in the initial public offerings of new closed-end funds and for serving as an underwriter on shelf offerings of existing closed-end funds.
In addition, the Independent Board Members also noted that various sub-advisers (including NAM) may engage in soft dollar transactions pursuant to which they may receive the benefit of research products and other services provided by broker-dealers executing portfolio transactions on behalf of the applicable Nuveen funds. However, the Board noted that any benefits for a sub-adviser when transacting in fixed-income securities may be more limited as such securities generally trade on a principal basis and therefore do not generate brokerage commissions. The Board noted that TAL does not participate in soft dollar arrangements with respect to Nuveen fund portfolio transactions.
Based on its review, the Board concluded that any indirect benefits received by a Fund Adviser as a result of its relationship with the applicable Fund(s) were reasonable and within acceptable parameters.
F. | Other Considerations |
The Board Members did not identify any single factor discussed previously as all-important or controlling. The Board Members, including the Independent Board Members, concluded that the terms of each Advisory Agreement were reasonable, that the respective Fund Adviser’s fees were reasonable in light of the services provided to each Fund and that the Advisory Agreements be renewed.
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Nuveen:
Serving Investors for Generations
Since 1898, financial professionals and their clients have relied on Nuveen to provide
dependable investment solutions through continued adherence to
proven, long-term investing
principles. Today, we offer a range of high quality solutions designed to
be integral components of a well-diversified core portfolio.
Focused on meeting investor needs.
Nuveen is the investment manager of TIAA. We have grown into one of the world’s premier global asset managers, with specialist knowledge across all major asset classes and particular strength in solutions that provide income for investors and that draw on our expertise in alternatives and responsible investing. Nuveen is driven not only by the independent investment processes across the firm, but also the insights, risk management, analytics and other tools and resources that a truly world-class platform provides. As a global asset manager, our mission is to work in partnership with our clients to create solutions which help them secure their financial future.
Find
out how we can help you.
To learn more about how the products and services of Nuveen may be able to help you meet your financial goals, talk to your financial professional, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Investors should consider the investment objective and policies, risk considerations, charges and expenses of any investment carefully. Where applicable, be sure to obtain a prospectus, which contains this and other relevant information. To obtain a prospectus, please contact your securities representative or Nuveen, 333 W. Wacker Dr., Chicago, IL 60606. Please read the prospectus carefully before you invest or send money.
Learn more about Nuveen Funds at:
www.nuveen.com/closed-end-funds
Nuveen Securities, LLC, member FINRA and SIPC | 333 West Wacker Drive Chicago, IL 60606 | www.nuveen.com | ESA-E-0622D 2329980-INV-B-08/23 |
Item 2. Code of Ethics.
Not applicable to this filing.
Item 3. Audit Committee Financial Expert.
Not applicable to this filing.
Item 4. Principal Accountant Fees and Services.
Not applicable to this filing.
Item 5. Audit Committee of Listed Registrants.
Not applicable to this filing.
Item 6. Schedule of Investments.
(a) See Portfolio of Investments in Item 1.
(b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to this filing.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to this filing.
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.
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board implemented after the registrant last provided disclosure in response to this item.
Item 11. Controls and Procedures.
(a) | The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 13. Exhibits.
File the exhibits listed below as part of this Form.
(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable to this filing.
(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons: Not applicable.
(a)(4) Change in the registrant’s independent public accountant. Not applicable.
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) Nuveen Emerging Markets Debt 2022 Target Term Fund
By (Signature and Title) | /s/ Mark L. Winget |
|||
Mark L. Winget | ||||
Vice President and Secretary |
Date: September 6, 2022
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/ David J. Lamb |
|||
David J. Lamb | ||||
Chief Administrative Officer | ||||
(principal executive officer) |
Date: September 6, 2022
By (Signature and Title) | /s/ E. Scott Wickerham |
|||
E. Scott Wickerham | ||||
Vice President and Controller | ||||
(principal financial officer) |
Date: September 6, 2022