Annual Report September 30, 2022 |
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Annual Report | | | September 30, 2022 | 3 |
Chairman’s Letter | (Unaudited) September 30, 2022 |
4 | DoubleLine Opportunistic Credit Fund |
Financial Markets Highlights | (Unaudited) September 30, 2022 |
· | U.S. Government Securities |
· | Agency Residential Mortgage-Backed and Agency Commercial Mortgage-Backed Securities |
· | Non-Agency Residential Mortgage-Backed Securities |
· | Non-Agency Commercial Mortgage-Backed Securities |
Annual Report | | | September 30, 2022 | 5 |
Financial Markets Highlights (Cont.) |
· | Collateralized Loan Obligations |
· | Bank Loans |
6 | DoubleLine Opportunistic Credit Fund |
Management’s Discussion of Fund Performance | (Unaudited) September 30, 2022 |
12-Month Period Ended9-30-22 | 12-Months | |||||||||
Total Return based on NAV | -18.05% | |||||||||
Total Return based on Market Price | -20.55% | |||||||||
Bloomberg US Aggregate Bond Index* | -14.60% |
* | Reflects no deduction for fees, expenses, or taxes. |
Annual Report | | | September 30, 2022 | 7 |
Management’s Discussion of Fund Performance (Cont.) |
8 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 9 |
Standardized Performance Summary | (Unaudited) September 30, 2022 |
DBL | |||||||||||||||||||||||||
DoubleLine Opportunistic Credit Fund Returns as of September 30, 2022 | 1-Year | 3-Years Annualized | 5-Years Annualized | 10-Years Annualized | Since Inception Annualized (1-27-12 to 9-30-22) | ||||||||||||||||||||
Total Return based on NAV | -18.05% | -3.58% | 0.02% | 3.79% | 4.43% | ||||||||||||||||||||
Total Return based on Market Price | -20.55% | -3.91% | -2.00% | 2.64% | 3.69% | ||||||||||||||||||||
Bloomberg US Aggregate Bond Index 1 | -14.60% | -3.26% | -0.27% | 0.89% | 1.17% |
1 | Reflects no deduction for fees, expenses, or taxes. |
10 | DoubleLine Opportunistic Credit Fund |
Growth of Investment | (Unaudited) September 30, 2022 |
1 Year | 5 Years | 10 Years | Since Inception (1/27/2012) | ||||||||||||||||||||||
DoubleLine Opportunistic Credit Fund | |||||||||||||||||||||||||
Total Return based on NAV | -18.05% | 0.02% | 3.79% | 4.43% | |||||||||||||||||||||
Total Return based on Market Price | -20.55% | -2.00% | 2.64% | 3.69% | |||||||||||||||||||||
Bloomberg US Aggregate Bond Index | -14.60% | -0.27% | 0.89% | 1.17% |
1 | Past performance is not an indication of future results. Returns represent past performance and reflect changes in share prices, the reinvestment of all dividends and capital gains, and the effects of compounding. The prospectus contains more complete information on the investment objectives, risks, charges and expenses of the investment company, which investors should read and consider carefully before investing. To obtain a prospectus, contact an authorized representative at (877) 354-6311 or visit www.doubleline.com. The returns shown do not reflect taxes a shareholder would pay on distributions or redemptions. The returns shown do not reflect commissions that may be paid in respect of shares purchased in connection with the Fund’s offering of Common Shares under the Fund’s Shelf Registration (see Note 13). If it were reflected the Fund’s performance shown would be lower. The total investment return and principal value of your investment will fluctuate, and your shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data quoted. Please call (877) 354-6311 or visit www.doubleline.com to receive performance results current to the most recent month-end. |
Bloomberg US Aggregate Bond Index-This index represents securities that are SEC-registered, taxable, and dollar denominated. The index covers the US investment grade fixed rate bond market, with components for government and corporate securities, mortgage pass-through securities, and asset-backed securities. These major sectors are subdivided into more specific indexes that are calculated and reported on a regular basis. The Fund’s investments likely will diverge widely from the components of the benchmark Index which could lead to performance dispersion between the Fund and the benchmark index, meaning that the Fund could outperform or underperform the index at any given time. |
Annual Report | | | September 30, 2022 | 11 |
Schedule of Investments DoubleLine Opportunistic Credit Fund | September 30, 2022 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
ASSET BACKED OBLIGATIONS 2.6% | ||||||||||||||||
Castlelake Aircraft Structured Trust, | ||||||||||||||||
1,700,781 | Series 2019-1A-C | 6.90% | (b)(i) | 04/15/2039 | 1,018,027 | |||||||||||
Horizon Aircraft Finance Ltd., | ||||||||||||||||
2,033,003 | Series 2018-1-C | 6.66% | (b)(i) | 12/15/2038 | 1,262,580 | |||||||||||
Jimmy Johns Funding LLC, | ||||||||||||||||
1,159,000 | Series 2017-1A-A2II | 4.85% | (b) | 07/30/2047 | 1,082,568 | |||||||||||
LendingPoint Asset Securitization Trust, | ||||||||||||||||
1,000,000 | Series 2022-B-B | 5.99% | (b) | 10/15/2029 | 947,999 | |||||||||||
SoFi Professional Loan Program LLC, | ||||||||||||||||
20,000 | Series 2018-A-R1 | 0.00% | (b)(h)(i) | 02/25/2042 | 384,438 | |||||||||||
5,930 | Series 2018-A-R2 | 0.00% | (b)(h)(i) | 02/25/2042 | 113,986 | |||||||||||
Upstart Pass-Through Trust, | ||||||||||||||||
1,000,000 | Series 2021-ST5-CERT | 0.00% | (b)(h)(i) | 07/20/2027 | 512,607 | |||||||||||
Willis Engine Structured Trust, | ||||||||||||||||
832,766 | Series 2021-A-C | 7.39% | (b)(i) | 05/15/2046 | 667,919 | |||||||||||
Total Asset Backed Obligations (Cost $7,870,623) | 5,990,124 | |||||||||||||||
BANK LOANS 9.3% | ||||||||||||||||
AAdvantage Loyalty IP Ltd., | ||||||||||||||||
370,000 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.75%, 0.75% Floor) | 7.46% | 04/20/2028 | 359,455 | ||||||||||||
Acrisure LLC, | ||||||||||||||||
480,132 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.50%) | 6.62% | 02/16/2027 | 440,320 | ||||||||||||
Almonde, Inc., | ||||||||||||||||
700,000 | Senior Secured Second Lien Term Loan (6 Month LIBOR USD + 7.25%, 1.00% Floor) | 10.62% | 06/16/2025 | 576,191 | ||||||||||||
American Tire Distributors, Inc., | ||||||||||||||||
427,850 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 6.25%, 0.75% Floor) | 9.03% | 10/20/2028 | 401,798 | ||||||||||||
Applied Systems, Inc., | ||||||||||||||||
1,230,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 5.50%, 0.75% Floor) | 9.17% | 09/19/2025 | 1,215,855 | ||||||||||||
Artera Services LLC, | ||||||||||||||||
500,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 7.25%, 1.00% Floor) | 10.92% | 03/06/2026 | 297,000 | ||||||||||||
Ascend Learning LLC, | ||||||||||||||||
230,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 5.75%, 0.50% Floor) | 8.87% | 12/10/2029 | 201,826 | ||||||||||||
Astra Acquisition Corporation, | ||||||||||||||||
180,704 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.25%, 0.50% Floor) | 8.37% | 10/25/2028 | 154,502 | ||||||||||||
Asurion LLC, | ||||||||||||||||
110,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 5.25%) | 8.37% | 01/31/2028 | 83,462 | ||||||||||||
450,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 5.25%) | 8.37% | 01/19/2029 | 346,500 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Atlas Purchaser, Inc., | ||||||||||||||||
459,188 | Senior Secured First Lien Term Loan (6 Month LIBOR USD + 5.25%, 0.75% Floor) | 8.68% | 05/08/2028 | 362,184 | ||||||||||||
Avaya, Inc., | ||||||||||||||||
249,108 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.25%) | 7.07% | 12/15/2027 | 136,152 | ||||||||||||
Aveanna Healthcare LLC, | ||||||||||||||||
825,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%, 0.50% Floor) | 10.05% | 12/10/2029 | 610,500 | ||||||||||||
Boxer Parent Company, Inc., | ||||||||||||||||
432,502 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.75%) | 6.87% | 10/02/2025 | 411,043 | ||||||||||||
Brand Industrial Services, Inc., | ||||||||||||||||
Senior Secured First Lien Term Loan | ||||||||||||||||
717 | (3 Month LIBOR USD + 4.25%, 1.00% Floor) | 6.50% | 06/21/2024 | 627 | ||||||||||||
53,732 | (3 Month LIBOR USD + 4.25%, 1.00% Floor) | 6.60% | 06/21/2024 | 47,009 | ||||||||||||
217,111 | (3 Month LIBOR USD + 4.25%, 1.00% Floor) | 7.03% | 06/21/2024 | 189,946 | ||||||||||||
Brazos Delaware LLC, | ||||||||||||||||
243,320 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%) | 7.01% | 05/21/2025 | 235,290 | ||||||||||||
Cengage Learning, Inc., | ||||||||||||||||
603,900 | Senior Secured First Lien Term Loan (6 Month LIBOR USD + 4.75%, 1.00% Floor) | 7.81% | 07/14/2026 | 548,323 | ||||||||||||
Circor International, Inc., | ||||||||||||||||
230,932 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.50%, 0.50% Floor) | 8.58% | 12/15/2028 | 217,076 | ||||||||||||
Clydesdale Acquisition Holdings, Inc., | ||||||||||||||||
224,438 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.18%, 0.50% Floor) | 7.31% | 04/13/2029 | 212,344 | ||||||||||||
Connect US Finco LLC, | ||||||||||||||||
234,000 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.50%, 1.00% Floor) | 6.03% | 12/11/2026 | 218,499 | ||||||||||||
Delta Topco, Inc., | ||||||||||||||||
200,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 7.25%, 0.75% Floor) | 9.34% | 12/01/2028 | 177,667 | ||||||||||||
DG Investment Intermediate Holdings, Inc., | ||||||||||||||||
280,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%, 0.75% Floor) | 9.87% | 03/19/2029 | 262,850 | ||||||||||||
DirectTV Financing LLC, | ||||||||||||||||
170,690 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%, 0.75% Floor) | 8.12% | 08/02/2027 | 159,436 | ||||||||||||
Dynasty Acquisition Company, Inc., | ||||||||||||||||
33,942 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.50%) | 6.02% | 04/06/2026 | 31,435 | ||||||||||||
63,131 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.50%) | 6.62% | 04/06/2026 | 58,469 | ||||||||||||
Eagle Parent Corporation, | ||||||||||||||||
512,425 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.25%, 0.50% Floor) | 7.80% | 04/02/2029 | 499,827 |
12 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2022 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
EG Group Limited, | ||||||||||||||||
270,154 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%) | 7.67% | 02/06/2025 | 252,764 | ||||||||||||
Eisner Advisory Group LLC, | ||||||||||||||||
301,951 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.25%, 0.75% Floor) | 8.40% | 07/28/2028 | 288,363 | ||||||||||||
EnergySolutions LLC, | ||||||||||||||||
442,594 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.75%, 1.00% Floor) | 7.42% | 05/09/2025 | 412,373 | ||||||||||||
Flynn Canada Ltd., | ||||||||||||||||
363,063 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%, 0.50% Floor) | 7.63% | 07/21/2028 | 324,941 | ||||||||||||
Foresight Energy LLC, | ||||||||||||||||
88,856 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 8.00%, 1.50% Floor) | 11.67% | (i) | 06/30/2027 | 88,856 | |||||||||||
Getty Images, Inc., | ||||||||||||||||
119,423 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%) | 7.63% | 02/19/2026 | 118,783 | ||||||||||||
GIP II Blue Holding LP, | ||||||||||||||||
76,421 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.50%, 1.00% Floor) | 8.17% | 09/29/2028 | 75,466 | ||||||||||||
Grab Holdings, Inc., | ||||||||||||||||
813,245 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%, 1.00% Floor) | 7.62% | 01/29/2026 | 765,979 | ||||||||||||
Granite US Holdings Corporation, | ||||||||||||||||
451,491 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%) | 7.69% | 09/30/2026 | 435,689 | ||||||||||||
Groupe Solmax, Inc., | ||||||||||||||||
326,197 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.75%, 0.75% Floor) | 7.00% | 05/30/2028 | 290,315 | ||||||||||||
Gulf Finance LLC, | ||||||||||||||||
Senior Secured First Lien Term Loan | ||||||||||||||||
336,556 | (1 Month LIBOR USD + 6.75%, 1.00% Floor) | 9.39% | 08/25/2026 | 268,224 | ||||||||||||
192,557 | (1 Month LIBOR USD + 6.75%, 1.00% Floor) | 9.87% | 08/25/2026 | 153,461 | ||||||||||||
Hyland Software, Inc., | ||||||||||||||||
378,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.25%, 0.75% Floor) | 9.37% | 07/07/2025 | 372,959 | ||||||||||||
Intelsat Jackson Holdings S.A., | ||||||||||||||||
511,612 | Senior Secured First Lien Term Loan (6 Month Secured Overnight Financing Rate + 4.25%, 0.50% Floor) | 7.44% | 02/01/2029 | 481,427 | ||||||||||||
ION Trading Technologies SARL, | ||||||||||||||||
123,438 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.75%) | 8.42% | 03/31/2028 | 114,920 | ||||||||||||
Jo-Ann Stores LLC, | ||||||||||||||||
79,200 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.75%, 0.75% Floor) | 7.52% | 07/07/2028 | 52,767 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Keane Group Holdings LLC, | ||||||||||||||||
459,600 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.75%, 1.00% Floor) | 6.88% | 05/26/2025 | 446,961 | ||||||||||||
Kenan Advantage Group, Inc., | ||||||||||||||||
505,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.25%, 0.75% Floor) | 9.77% | 09/01/2027 | 467,125 | ||||||||||||
Lealand Finance Company B.V., | ||||||||||||||||
82,782 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 1.00%) | 4.12% | 06/30/2025 | 42,115 | ||||||||||||
6,257 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.00%) | 6.12% | 06/30/2024 | 3,989 | ||||||||||||
Lereta LLC, | ||||||||||||||||
118,327 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.25%, 0.75% Floor) | 8.37% | 07/27/2028 | 101,189 | ||||||||||||
LSF9 Atlantis Holdings LLC, | ||||||||||||||||
190,000 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 7.25%, 0.75% Floor) | 10.80% | 03/31/2029 | 180,975 | ||||||||||||
MedAssets Software Intermediate Holdings, Inc., | ||||||||||||||||
235,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%, 0.50% Floor) | 9.87% | 12/17/2029 | 202,981 | ||||||||||||
Milano Acquisition Corporation, | ||||||||||||||||
201,413 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%, 0.75% Floor) | 7.67% | 10/01/2027 | 192,450 | ||||||||||||
Mileage Plus Holdings LLC, | ||||||||||||||||
99,750 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.25%, 1.00% Floor) | 8.78% | 06/21/2027 | 100,445 | ||||||||||||
Minotaur Acquisition, Inc., | ||||||||||||||||
424,600 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.00%) | 8.13% | 03/27/2026 | 404,470 | ||||||||||||
Mitchell International, Inc., | ||||||||||||||||
205,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 6.50%, 0.50% Floor) | 9.57% | 10/15/2029 | 192,444 | ||||||||||||
MLN US HoldCo LLC, | ||||||||||||||||
155,000 | Senior Secured Second Lien Term Loan (6 Month LIBOR USD + 8.75%) | 12.50% | 11/30/2026 | 64,482 | ||||||||||||
NEP Group, Inc., | ||||||||||||||||
110,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%) | 10.12% | 10/19/2026 | 100,430 | ||||||||||||
New Constellis Borrower LLC, | ||||||||||||||||
70,977 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 11.00%, 1.00% Floor) (1 Month LIBOR USD + 11.00% + 1.00% PIK) | 14.12% | 03/27/2025 | 35,866 | ||||||||||||
OYO Hospitality Netherlands B.V., | ||||||||||||||||
118,500 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 8.25%, 0.75% Floor) | 11.86% | 06/23/2026 | 105,860 | ||||||||||||
PetVet Care Centers LLC, | ||||||||||||||||
720,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.25%) | 9.37% | 02/13/2026 | 689,998 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 13 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
PMHC, Inc., | ||||||||||||||||
185,000 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.25%, 0.50% Floor) | 6.98% | 04/23/2029 | 150,139 | ||||||||||||
Polar US Borrower LLC, | ||||||||||||||||
58,968 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.75%) | 7.21% | 10/15/2025 | 48,158 | ||||||||||||
Potters Borrower LP, | ||||||||||||||||
88,650 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%, 0.75% Floor) | 7.67% | 12/14/2027 | 84,661 | ||||||||||||
Prairie ECI Acquiror LP, | ||||||||||||||||
251,331 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.75%) | 7.87% | 03/11/2026 | 235,911 | ||||||||||||
Pretium PKG Holdings, Inc., | ||||||||||||||||
Senior Secured Second Lien Term Loan | ||||||||||||||||
155,000 | (3 Month LIBOR USD + 6.75%, 0.50% Floor) | 9.03% | 09/21/2029 | 132,525 | ||||||||||||
155,000 | (3 Month LIBOR USD + 6.75%, 0.50% Floor) | 9.92% | 09/21/2029 | 132,525 | ||||||||||||
Radiology Partners, Inc., | ||||||||||||||||
Senior Secured First Lien Term Loan | ||||||||||||||||
230,806 | (1 Month LIBOR USD + 4.25%) | 7.30% | 07/09/2025 | 195,493 | ||||||||||||
269,194 | (1 Month LIBOR USD + 4.25%) | 7.33% | 07/09/2025 | 228,007 | ||||||||||||
Renaissance Holding Corporation, | ||||||||||||||||
105,597 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.25%) | 5.77% | 05/30/2025 | 100,713 | ||||||||||||
Rentpath, Inc., | ||||||||||||||||
21,564 | Senior Secured First Lien Term Loan (Prime Rate + 0.00%) | 3.25% | 04/25/2024 | 647 | ||||||||||||
Riverbed Technology, Inc., | ||||||||||||||||
231,006 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 6.00%, 1.00% Floor) (3 Month LIBOR USD + 6.00% + 2.00% PIK) | 8.66% | 12/07/2026 | 89,997 | ||||||||||||
Securus Technologies Holdings, Inc., | ||||||||||||||||
76,705 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.50%, 1.00% Floor) | 8.17% | 11/01/2024 | 67,800 | ||||||||||||
Skillsoft Finance, Inc., | ||||||||||||||||
151,123 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.25%, 0.75% Floor) | 7.96% | 07/14/2028 | 129,739 | ||||||||||||
Sound Inpatient Physicians, Inc., | ||||||||||||||||
190,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%) | 9.27% | 06/26/2026 | 169,575 | ||||||||||||
Southern Veterinary Partners LLC, | ||||||||||||||||
125,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.75%, 1.00% Floor) | 10.87% | 09/22/2028 | 116,250 | ||||||||||||
The Edelman Financial Engines Centre LLC, | ||||||||||||||||
535,000 | Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%) | 9.87% | 07/20/2026 | 476,150 | ||||||||||||
Think & Learn Private Limited, | ||||||||||||||||
183,613 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 6.00%, 0.75% Floor) | 7.51% | 11/24/2026 | 134,561 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Travel Leaders Group LLC, | ||||||||||||||||
60,733 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%) | 7.12% | 01/25/2024 | 56,053 | ||||||||||||
Travelport Finance (Luxembourg) SARL, | ||||||||||||||||
529,722 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 1.50%, 1.00% Floor) | 5.17% | 02/28/2025 | 525,309 | ||||||||||||
UKG, Inc., | ||||||||||||||||
90,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 5.25%, 0.50% Floor) | 7.54% | 05/03/2027 | 85,575 | ||||||||||||
United Natural Foods, Inc., | ||||||||||||||||
51,512 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.25%) | 6.40% | 10/22/2025 | 50,854 | ||||||||||||
Vantage Specialty Chemicals, Inc., | ||||||||||||||||
500,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 8.25%, 1.00% Floor) | 11.32% | 10/27/2025 | 485,832 | ||||||||||||
Verscend Holding Corporation, | ||||||||||||||||
288,818 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%) | 7.12% | 08/27/2025 | 280,875 | ||||||||||||
Viad Corporation, | ||||||||||||||||
301,950 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%, 0.50% Floor) | 8.12% | 07/31/2028 | 287,858 | ||||||||||||
VT Topco, Inc., | ||||||||||||||||
160,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 6.75%, 0.75% Floor) (1 Month LIBOR USD + 6.75%, 0.75% Floor) | 9.87% | 07/31/2026 | 154,900 | ||||||||||||
WaterBridge Midstream Operating LLC, | ||||||||||||||||
486,250 | Senior Secured First Lien Term Loan (6 Month LIBOR USD + 5.75%, 1.00% Floor) | 9.13% | 06/22/2026 | 470,546 | ||||||||||||
WWEX UNI TopCo Holdings LLC, | ||||||||||||||||
50,000 | Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 7.00%, 0.75% Floor) | 9.25% | 07/26/2029 | 45,375 | ||||||||||||
Zelis Cost Management Buyer, Inc., | ||||||||||||||||
155,628 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.50%) | 6.06% | 09/30/2026 | 150,376 | ||||||||||||
Total Bank Loans (Cost $23,856,392) | 21,371,057 | |||||||||||||||
COLLATERALIZED LOAN OBLIGATIONS 36.3% | ||||||||||||||||
Allegany Park Ltd., | ||||||||||||||||
1,000,000 | Series 2019-1A-ER (Secured Overnight Financing Rate 3 Month + 6.40%, 6.40% Floor) | 8.88% | (b) | 01/22/2035 | 850,013 | |||||||||||
ARES Ltd., | ||||||||||||||||
1,000,000 | Series 2014-1A-SUB | 0.00% | (b)(d)(i) | 04/17/2026 | 1 |
14 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2022 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Atlas Senior Loan Fund Ltd., | ||||||||||||||||
1,700,000 | Series 2019-14A-D (3 Month LIBOR USD + 3.90%, 3.90% Floor) | 6.61% | (b) | 07/20/2032 | 1,446,915 | |||||||||||
Atrium Corporation, | ||||||||||||||||
1,000,000 | Series 9A-DR (3 Month LIBOR USD + 3.60%) | 6.64% | (b) | 05/28/2030 | 909,331 | |||||||||||
Bain Capital Credit Ltd., | ||||||||||||||||
500,000 | Series 2019-3A-DR (3 Month LIBOR USD + 3.10%, 3.10% Floor) | 5.83% | (b) | 10/23/2034 | 442,125 | |||||||||||
4,000,000 | Series 2022-5A-D (Secured Overnight Financing Rate 3 Month + 4.39%, 4.39% Floor) | 6.62% | (b) | 07/24/2034 | 3,673,979 | |||||||||||
Barings Ltd., | ||||||||||||||||
1,000,000 | Series 2015-2A-DR (3 Month LIBOR USD + 2.95%) | 5.66% | (b) | 10/21/2030 | 899,155 | |||||||||||
1,000,000 | Series 2017-1A-D (3 Month LIBOR USD + 3.60%) | 6.34% | (b) | 07/18/2029 | 930,108 | |||||||||||
500,000 | Series 2018-3A-D (3 Month LIBOR USD + 2.90%) | 5.61% | (b) | 07/20/2029 | 438,657 | |||||||||||
1,000,000 | Series 2018-3A-E (3 Month LIBOR USD + 5.75%) | 8.46% | (b) | 07/20/2029 | 840,745 | |||||||||||
2,500,000 | Series 2019-1A-DR (3 Month LIBOR USD + 3.65%, 3.65% Floor) | 6.16% | (b) | 04/16/2035 | 2,244,611 | |||||||||||
1,500,000 | Series 2019-1A-ER (3 Month LIBOR USD + 6.86%, 6.86% Floor) | 9.37% | (b) | 04/16/2035 | 1,272,748 | |||||||||||
1,000,000 | Series 2019-2A-CR (3 Month LIBOR USD + 3.40%, 3.40% Floor) | 5.91% | (b) | 04/15/2036 | 896,639 | |||||||||||
Beechwood Park Ltd., | ||||||||||||||||
5,000,000 | Series 2019-1A-DR (Secured Overnight Financing Rate 3 Month + 3.10%, 3.10% Floor) | 5.58% | (b) | 01/17/2035 | 4,384,849 | |||||||||||
BlueMountain Ltd., | ||||||||||||||||
1,000,000 | Series 2013-2A-DR (3 Month LIBOR USD + 2.90%) | 5.66% | (b) | 10/22/2030 | 883,528 | |||||||||||
Canyon Capital Ltd., | ||||||||||||||||
1,700,000 | Series 2014-1A-CR (3 Month LIBOR USD + 2.75%, 2.75% Floor) | 5.53% | (b) | 01/30/2031 | 1,456,948 | |||||||||||
1,000,000 | Series 2017-1A-DR (3 Month LIBOR USD + 3.00%, 3.00% Floor) | 5.51% | (b) | 07/15/2030 | 905,709 | |||||||||||
1,000,000 | Series 2017-1A-E (3 Month LIBOR USD + 6.25%) | 8.76% | (b) | 07/15/2030 | 817,838 | |||||||||||
1,500,000 | Series 2018-1A-E (3 Month LIBOR USD + 5.75%, 5.75% Floor) | 8.26% | (b) | 07/15/2031 | 1,224,337 | |||||||||||
1,550,000 | Series 2019-1A-DR (3 Month LIBOR USD + 3.10%, 3.10% Floor) | 5.61% | (b) | 04/15/2032 | 1,346,048 | |||||||||||
1,000,000 | Series 2019-1A-ER (3 Month LIBOR USD + 7.15%, 7.15% Floor) | 9.66% | (b) | 04/15/2032 | 823,811 | |||||||||||
2,250,000 | Series 2021-1A-E (3 Month LIBOR USD + 6.41%, 6.41% Floor) | 8.92% | (b) | 04/17/2034 | 1,730,508 | |||||||||||
Carlyle Global Market Strategies Ltd., | ||||||||||||||||
2,000,000 | Series 2013-1A-CR (3 Month LIBOR USD + 3.35%) | 6.26% | (b) | 08/14/2030 | 1,780,137 | |||||||||||
1,500,000 | Series 2015-5A-DR (3 Month LIBOR USD + 6.70%, 6.70% Floor) | 9.41% | (b) | 01/20/2032 | 1,235,169 | |||||||||||
1,000,000 | Series 2021-1A-D (3 Month LIBOR USD + 6.00%, 6.00% Floor) | 8.51% | (b) | 04/17/2034 | 825,502 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Dewolf Park Ltd., | ||||||||||||||||
500,000 | Series 2017-1A-DR (3 Month LIBOR USD + 2.85%, 2.85% Floor) | 5.36% | (b) | 10/15/2030 | 442,210 | |||||||||||
Dryden Senior Loan Fund, | ||||||||||||||||
1,500,000 | Series 2015-37A-ER (3 Month LIBOR USD + 5.15%, 5.15% Floor) | 7.66% | (b) | 01/15/2031 | 1,199,791 | |||||||||||
1,200,000 | Series 2015-38A-ER (3 Month LIBOR USD + 5.60%, 5.60% Floor) | 8.11% | (b) | 07/15/2030 | 948,218 | |||||||||||
2,000,000 | Series 2015-40A-ER (3 Month LIBOR USD + 5.75%, 5.75% Floor) | 8.66% | (b) | 08/15/2031 | 1,590,196 | |||||||||||
1,750,000 | Series 2016-42A-ER (3 Month LIBOR USD + 5.55%) | 8.06% | (b) | 07/15/2030 | 1,427,945 | |||||||||||
500,000 | Series 2017-50A-D (3 Month LIBOR USD + 3.25%, 3.25% Floor) | 5.76% | (b) | 07/15/2030 | 451,554 | |||||||||||
Gilbert Park Ltd., | ||||||||||||||||
2,000,000 | Series 2017-1A-E (3 Month LIBOR USD + 6.40%) | 8.91% | (b) | 10/15/2030 | 1,747,131 | |||||||||||
Goldentree Loan Management Ltd., | ||||||||||||||||
500,000 | Series 2018-3A-D (3 Month LIBOR USD + 2.85%) | 5.56% | (b) | 04/22/2030 | 448,025 | |||||||||||
Greenwood Park Ltd., | ||||||||||||||||
1,000,000 | Series 2018-1A-E (3 Month LIBOR USD + 4.95%) | 7.46% | (b) | 04/15/2031 | 809,373 | |||||||||||
Grippen Park Ltd., | ||||||||||||||||
775,000 | Series 2017-1A-D (3 Month LIBOR USD + 3.30%) | 6.01% | (b) | 01/20/2030 | 715,801 | |||||||||||
Halcyon Loan Advisors Funding Ltd., | ||||||||||||||||
501,054 | Series 2014-3A-D (3 Month LIBOR USD + 3.65%) | 6.41% | (b) | 10/22/2025 | 476,607 | |||||||||||
Highbridge Loan Management Ltd., | ||||||||||||||||
1,000,000 | Series 11A-17-E (3 Month LIBOR USD + 6.10%) | 8.96% | (b) | 05/06/2030 | 820,204 | |||||||||||
1,000,000 | Series 2013-2A-CR (3 Month LIBOR USD + 2.90%) | 5.61% | (b) | 10/22/2029 | 880,662 | |||||||||||
LCM LP, | ||||||||||||||||
2,500,000 | Series 26A-E (3 Month LIBOR USD + 5.30%, 5.30% Floor) | 8.01% | (b) | 01/21/2031 | 1,964,475 | |||||||||||
Madison Park Funding Ltd., | ||||||||||||||||
850,000 | Series 2014-14A-ER (3 Month LIBOR USD + 5.80%, 5.80% Floor) | 8.56% | (b) | 10/22/2030 | 703,803 | |||||||||||
1,500,000 | Series 2016-22A-ER (3 Month LIBOR USD + 6.70%, 6.70% Floor) | 9.21% | (b) | 01/18/2033 | 1,288,319 | |||||||||||
1,000,000 | Series 2019-34A-ER (3 Month LIBOR USD + 6.65%, 6.65% Floor) | 9.43% | (b) | 04/26/2032 | 881,156 | |||||||||||
Magnetite Ltd., | ||||||||||||||||
1,500,000 | Series 2019-24A-DR (Secured Overnight Financing Rate 3 Month + 3.05%, 3.05% Floor) | 5.38% | (b) | 04/16/2035 | 1,337,189 | |||||||||||
1,000,000 | Series 2019-24A-ER (Secured Overnight Financing Rate 3 Month + 6.40%, 6.40% Floor) | 8.73% | (b) | 04/16/2035 | 889,345 | |||||||||||
Marble Point Ltd., | ||||||||||||||||
500,000 | Series 2021-3A-D1 (3 Month LIBOR USD + 3.50%, 3.50% Floor) | 6.24% | (b) | 10/17/2034 | 450,154 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 15 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Neuberger Berman Loan Advisers Ltd., | ||||||||||||||||
1,000,000 | Series 2017-16SA-ER (3 Month LIBOR USD + 6.25%, 6.25% Floor) | 8.76% | (b) | 04/17/2034 | 849,202 | |||||||||||
1,000,000 | Series 2017-25A-DR (3 Month LIBOR USD + 2.85%, 2.85% Floor) | 5.59% | (b) | 10/18/2029 | 896,969 | |||||||||||
2,000,000 | Series 2019-32A-DR (3 Month LIBOR USD + 2.70%, 2.70% Floor) | 5.44% | (b) | 01/20/2032 | 1,802,798 | |||||||||||
Octagon Investment Partners Ltd., | ||||||||||||||||
2,500,000 | Series 2014-1A-CR3 (3 Month LIBOR USD + 2.75%, 2.75% Floor) | 5.66% | (b) | 02/14/2031 | 2,211,262 | |||||||||||
1,000,000 | Series 2014-1A-CRR (3 Month LIBOR USD + 1.90%, 1.90% Floor) | 4.66% | (b) | 01/22/2030 | 931,700 | |||||||||||
4,000,000 | Series 2014-1A-DRR (3 Month LIBOR USD + 7.00%, 7.00% Floor) | 9.91% | (b) | 02/17/2032 | 3,437,177 | |||||||||||
1,000,000 | Series 2016-1A-DR (3 Month LIBOR USD + 2.85%, 2.85% Floor) | 5.36% | (b) | 07/15/2030 | 865,053 | |||||||||||
2,000,000 | Series 2016-1A-ER (3 Month LIBOR USD + 7.25%) | 10.03% | (b) | 01/24/2033 | 1,650,000 | |||||||||||
1,000,000 | Series 2016-1A-FR (3 Month LIBOR USD + 8.09%, 8.09% Floor) | 10.60% | (b)(i) | 07/15/2030 | 783,404 | |||||||||||
500,000 | Series 2017-1A-CR (3 Month LIBOR USD + 3.30%) | 6.01% | (b) | 03/18/2030 | 442,837 | |||||||||||
2,000,000 | Series 2017-1A-SUB | 0.00% | (b)(d)(h)(i) | 03/17/2030 | 865,535 | |||||||||||
1,500,000 | Series 2018-1A-D (3 Month LIBOR USD + 5.20%, 5.20% Floor) | 7.91% | (b) | 01/21/2031 | 1,203,259 | |||||||||||
900,000 | Series 2018-3A-E (3 Month LIBOR USD + 5.75%, 5.75% Floor) | 8.46% | (b) | 10/21/2030 | 740,762 | |||||||||||
1,000,000 | Series 2019-1A-DR (3 Month LIBOR USD + 3.25%, 3.25% Floor) | 5.76% | (b) | 10/15/2034 | 901,250 | |||||||||||
500,000 | Series 2019-4A-E (3 Month LIBOR USD + 6.80%, 6.80% Floor) | 9.72% | (b) | 05/12/2031 | 423,207 | |||||||||||
OHA Credit Funding Ltd., | ||||||||||||||||
500,000 | Series 2021-9A-D (3 Month LIBOR USD + 2.95%, 2.95% Floor) | 5.69% | (b) | 07/19/2035 | 447,622 | |||||||||||
RR Ltd., | ||||||||||||||||
500,000 | Series 2017-2A-DR (3 Month LIBOR USD + 5.80%, 5.80% Floor) | 8.31% | (b) | 04/15/2036 | 421,230 | |||||||||||
1,000,000 | Series 2018-4A-C (3 Month LIBOR USD + 2.95%) | 5.46% | (b) | 04/15/2030 | 889,283 | |||||||||||
1,000,000 | Series 2019-6A-DR (3 Month LIBOR USD + 5.85%, 5.85% Floor) | 8.36% | (b) | 04/15/2036 | 795,661 | |||||||||||
Sound Point Ltd., | ||||||||||||||||
2,500,000 | Series 2019-2A-DR (3 Month LIBOR USD + 3.30%, 3.30% Floor) | 5.81% | (b) | 07/17/2034 | 2,117,119 | |||||||||||
THL Credit Wind River Ltd., | ||||||||||||||||
2,500,000 | Series 2014-2A-ER (3 Month LIBOR USD + 5.75%, 5.75% Floor) | 8.26% | (b) | 01/15/2031 | 1,989,587 | |||||||||||
1,000,000 | Series 2014-3A-DR2 (3 Month LIBOR USD + 3.40%, 3.40% Floor) | 6.16% | (b) | 10/22/2031 | 873,104 | |||||||||||
1,000,000 | Series 2017-3A-DR (3 Month LIBOR USD + 3.85%, 3.85% Floor) | 6.36% | (b) | 04/16/2035 | 881,162 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
THL Credit Wind River Ltd., (Cont.) | ||||||||||||||||
1,040,000 | Series 2017-4A-D (3 Month LIBOR USD + 2.65%) | 5.63% | (b) | 11/20/2030 | 934,160 | |||||||||||
1,000,000 | Series 2021-3A-D (3 Month LIBOR USD + 3.35%, 3.35% Floor) | 6.06% | (b) | 07/20/2033 | 870,769 | |||||||||||
Trimaran CAVU LLC, | ||||||||||||||||
2,250,000 | Series 2019-1A-D (3 Month LIBOR USD + 4.15%, 4.15% Floor) | 6.86% | (b) | 07/20/2032 | 2,054,395 | |||||||||||
500,000 | Series 2019-2A-C (3 Month LIBOR USD + 4.72%, 4.72% Floor) | 7.46% | (b) | 11/26/2032 | 453,750 | |||||||||||
Venture Ltd., | ||||||||||||||||
500,000 | Series 2017-30A-C (3 Month LIBOR USD + 1.95%) | 4.46% | (b) | 01/15/2031 | 465,642 | |||||||||||
Voya Ltd., | ||||||||||||||||
1,000,000 | Series 2020-1A-DR (3 Month LIBOR USD + 3.10%, 3.10% Floor) | 5.84% | (b) | 07/17/2034 | 885,660 | |||||||||||
Total Collateralized Loan Obligations (Cost $97,763,258) | 83,815,128 | |||||||||||||||
FOREIGN CORPORATE BONDS 3.5% | ||||||||||||||||
200,000 | ABM Investama Tbk PT | 9.50% | (b) | 08/05/2026 | 172,339 | |||||||||||
250,000 | AI Candelaria Spain S.A. | 5.75% | 06/15/2033 | 170,550 | ||||||||||||
200,000 | Aris Mining Corporation | 6.88% | 08/08/2026 | 145,587 | ||||||||||||
200,000 | Banco Davivienda S.A. (10 Year CMT Rate + 5.10%) | 6.65% | (a) | 04/22/2031 | 146,962 | |||||||||||
800,000 | Banco GNB Sudameris S.A. (5 Year CMT Rate + 6.66%) | 7.50% | 04/16/2031 | 585,476 | ||||||||||||
200,000 | Banco Mercantil del Norte S.A. (10 Year CMT Rate + 5.03%) | 6.63% | (a)(b) | 01/24/2032 | 157,332 | |||||||||||
250,000 | Braskem Idesa SAPI | 6.99% | (b) | 02/20/2032 | 167,500 | |||||||||||
250,000 | BRF S.A. | 5.75% | 09/21/2050 | 172,847 | ||||||||||||
200,000 | Coruripe Netherlands B.V. | 10.00% | 02/10/2027 | 171,500 | ||||||||||||
250,000 | Ecopetrol S.A. | 5.88% | 05/28/2045 | 151,770 | ||||||||||||
250,000 | Ecopetrol S.A. | 5.88% | 11/02/2051 | 148,644 | ||||||||||||
450,000 | Empresas Publicas de Medellin ESP | 4.38% | 02/15/2031 | 317,054 | ||||||||||||
188,378 | FEL Energy SARL | 5.75% | 12/01/2040 | 129,325 | ||||||||||||
800,000 | Frigorifico Concepcion S.A. | 7.70% | (b) | 07/21/2028 | 635,404 | |||||||||||
1,190,800 | Hunt Oil Company of Peru LLC Sucursal Del Peru | 6.38% | 06/01/2028 | 1,064,277 | ||||||||||||
400,000 | Indonesia Asahan Aluminium Persero PT | 5.80% | 05/15/2050 | 302,112 | ||||||||||||
200,000 | Jababeka International B.V. | 6.50% | 10/05/2023 | 113,000 | ||||||||||||
341,280 | LLPL Capital Pte Ltd. | 6.88% | 02/04/2039 | 275,167 | ||||||||||||
200,000 | MC Brazil Downstream Trading SARL | 7.25% | 06/30/2031 | 150,826 | ||||||||||||
450,000 | Mexico City Airport Trust | 5.50% | 07/31/2047 | 281,806 | ||||||||||||
400,000 | Minejesa Capital B.V. | 5.63% | 08/10/2037 | 286,550 | ||||||||||||
200,000 | Movida Europe S.A. | 5.25% | 02/08/2031 | 142,314 | ||||||||||||
200,000 | Petrobras Global Finance B.V. | 5.50% | 06/10/2051 | 142,328 | ||||||||||||
600,000 | Petroleos del Peru S.A. | 5.63% | 06/19/2047 | 361,590 |
16 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2022 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
800,000 | Petroleos Mexicanos | 6.38% | 01/23/2045 | 443,684 | ||||||||||||
500,000 | Prime Energia S.p.A. | 5.38% | 12/30/2030 | 298,360 | ||||||||||||
400,000 | SierraCol Energy Andina LLC | 6.00% | (b) | 06/15/2028 | 260,317 | |||||||||||
200,000 | Simpar Europe S.A. | 5.20% | 01/26/2031 | 141,317 | ||||||||||||
200,000 | Theta Capital Pte Ltd. | 6.75% | 10/31/2026 | 128,500 | ||||||||||||
200,000 | UPL Corporation Ltd. (5 Year CMT Rate + 3.87%) | 5.25% | (a) | 02/27/2025 | 146,550 | |||||||||||
200,000 | Vedanta Resources Ltd. | 6.13% | 08/09/2024 | 118,567 | ||||||||||||
200,000 | YPF S.A. | 8.50% | 06/27/2029 | 120,605 | ||||||||||||
Total Foreign Corporate Bonds (Cost $10,091,883) | 8,050,160 | |||||||||||||||
FOREIGN GOVERNMENT BONDS, FOREIGN AGENCIES AND FOREIGN GOVERNMENT SPONSORED CORPORATIONS 0.7% | ||||||||||||||||
400,000 | Brazilian Government International Bond | 4.75% | 01/14/2050 | 273,548 | ||||||||||||
800,000 | Colombia Government International Bond | 5.00% | 06/15/2045 | 487,238 | ||||||||||||
250,000 | Dominican Republic International Bond | 5.30% | 01/21/2041 | 169,860 | ||||||||||||
150,000 | Dominican Republic International Bond | 5.88% | 01/30/2060 | 99,564 | ||||||||||||
500,000 | Mexico Government International Bond | 3.77% | 05/24/2061 | 296,829 | ||||||||||||
350,000 | Republic of South Africa Government Bond | 5.65% | 09/27/2047 | 225,979 | ||||||||||||
200,000 | Ukraine Government International Bond | 9.75% | (c) | 11/01/2030 | 43,747 | |||||||||||
200,000 | Ukraine Government International Bond | 7.25% | (c) | 03/15/2035 | 37,703 | |||||||||||
Total Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations (Cost $2,489,235) | 1,634,468 | |||||||||||||||
NON-AGENCY COMMERCIAL MORTGAGE BACKED OBLIGATIONS 26.6% | ||||||||||||||||
Alen Mortgage Trust, | ||||||||||||||||
2,500,000 | Series 2021-ACEN-F (1 Month LIBOR USD + 5.00%, 5.00% Floor) | 7.82% | (b) | 04/17/2034 | 2,110,672 | |||||||||||
AREIT Trust, | ||||||||||||||||
2,000,000 | Series 2019-CRE3-D (Secured Overnight Financing Rate 1 Month + 2.76%, 2.65% Floor) | 5.69% | (b) | 09/14/2036 | 1,898,928 | |||||||||||
BANK, | ||||||||||||||||
5,843,520 | Series 2020-BN26-XF | 1.50% | (b)(e) | 03/16/2063 | 461,585 | |||||||||||
Beast Mortgage Trust, | ||||||||||||||||
1,000,000 | Series 2021-1818-G (1 Month LIBOR USD + 6.00%, 6.25% Floor) | 8.82% | (b) | 03/17/2036 | 934,883 | |||||||||||
Benchmark Mortgage Trust, | ||||||||||||||||
14,884,380 | Series 2018-B1-XA | 0.68% | (d)(e) | 01/18/2051 | 302,531 | |||||||||||
1,398,000 | Series 2018-B4-D | 2.95% | (b)(d) | 07/17/2051 | 1,019,524 | |||||||||||
BF Mortgage Trust, | ||||||||||||||||
1,012,000 | Series 2019-NYT-F (1 Month LIBOR USD + 3.00%, 3.00% Floor) | 5.82% | (b) | 12/17/2035 | 875,767 | |||||||||||
BX Trust, | ||||||||||||||||
850,000 | Series 2017-APPL-F (1 Month LIBOR USD + 4.38%, 4.25% Floor) | 7.19% | (b) | 07/17/2034 | 834,887 | |||||||||||
2,125,000 | Series 2017-SLCT-F (1 Month LIBOR USD + 4.38%, 4.25% Floor) | 7.19% | (b) | 07/17/2034 | 2,054,988 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
BX Trust, (Cont.) | ||||||||||||||||
4,200,000 | Series 2019-IMC-G (1 Month LIBOR USD + 3.60%, 3.60% Floor) | 6.42% | (b) | 04/17/2034 | 3,873,920 | |||||||||||
1,000,000 | Series 2019-OC11-E | 4.08% | (b)(d) | 12/11/2041 | 765,556 | |||||||||||
Carbon Capital Commercial Mortgage Trust, | ||||||||||||||||
516,671 | Series 2019-FL2-B (1 Month LIBOR USD + 2.85%, 2.85% Floor) | 5.67% | (b) | 10/15/2035 | 507,050 | |||||||||||
CD Commercial Mortgage Trust, | ||||||||||||||||
15,866,241 | Series 2017-CD6-XA | 1.02% | (d)(e) | 11/15/2050 | 465,912 | |||||||||||
Citigroup Commercial Mortgage Trust, | ||||||||||||||||
269,000 | Series 2015-GC27-D | 4.57% | (b)(d) | 02/12/2048 | 240,418 | |||||||||||
3,842,421 | Series 2015-GC27-XA | 1.46% | (d)(e) | 02/12/2048 | 89,988 | |||||||||||
182,000 | Series 2016-GC36-D | 2.85% | (b) | 02/10/2049 | 106,175 | |||||||||||
168,000 | Series 2018-TBR-F (1 Month LIBOR USD + 3.65%, 3.65% Floor) | 6.47% | (b) | 12/15/2036 | 157,537 | |||||||||||
Commercial Mortgage Pass-Through Trust, | ||||||||||||||||
16,221,709 | Series 2013-LC6-XA | 1.37% | (d)(e) | 01/12/2046 | 404 | |||||||||||
26,400,000 | Series 2014-UBS3-XC | 1.40% | (b)(d)(e) | 06/12/2047 | 468,605 | |||||||||||
1,288,300 | Series 2014-UBS4-F | 3.75% | (b)(i) | 08/12/2047 | 201,774 | |||||||||||
2,210,087 | Series 2014-UBS4-G | 3.75% | (b)(i) | 08/12/2047 | 155,175 | |||||||||||
5,000 | Series 2014-UBS4-V | 0.00% | (b)(d)(i) | 08/12/2047 | 0 | |||||||||||
27,394,000 | Series 2015-CR23-XD | 1.19% | (b)(d)(e) | 05/12/2048 | 675,621 | |||||||||||
5,297,000 | Series 2015-CR26-XD | 1.37% | (b)(d)(e) | 10/13/2048 | 167,129 | |||||||||||
69,847,363 | Series 2015-LC21-XA | 0.81% | (d)(e) | 07/10/2048 | 986,741 | |||||||||||
CSAIL Commercial Mortgage Trust, | ||||||||||||||||
885,000 | Series 2016-C5-C | 4.80% | (d) | 11/18/2048 | 813,079 | |||||||||||
4,341,201 | Series 2016-C6-XA | 2.03% | (d)(e) | 01/15/2049 | 217,530 | |||||||||||
DOLP Trust, | ||||||||||||||||
1,000,000 | Series 2021-NYC-F | 3.70% | (b)(d) | 05/10/2041 | 683,179 | |||||||||||
1,000,000 | Series 2021-NYC-G | 3.70% | (b)(d) | 05/10/2041 | 642,070 | |||||||||||
FREMF Mortgage Trust, | ||||||||||||||||
600,529 | Series 2015-KF07-B (1 Month LIBOR USD + 4.95%) | 7.50% | (b) | 02/25/2025 | 599,725 | |||||||||||
543,955 | Series 2016-KF25-B (1 Month LIBOR USD + 5.00%, 5.00% Floor) | 7.55% | (b) | 10/25/2023 | 543,288 | |||||||||||
1,972,795 | Series 2018-KF56-C (1 Month LIBOR USD + 5.80%, 5.80% Floor) | 8.35% | (b) | 11/25/2028 | 1,829,321 | |||||||||||
1,243,740 | Series 2019-KF71-C (1 Month LIBOR USD + 6.00%, 6.00% Floor) | 8.55% | (b) | 10/25/2029 | 1,228,262 | |||||||||||
FS Rialto, | ||||||||||||||||
750,000 | Series 2022-FL5-D (Secured Overnight Financing Rate 1 Month + 4.82%, 4.82% Floor) | 7.84% | (b) | 06/17/2037 | 739,939 | |||||||||||
Great Wolf Trust, | ||||||||||||||||
3,000,000 | Series 2019-WOLF-F (1 Month LIBOR USD + 3.13%, 3.13% Floor) | 5.95% | (b) | 12/15/2036 | 2,842,251 | |||||||||||
GS Mortgage Securities Corporation Trust, | ||||||||||||||||
1,000,000 | Series 2021-ARDN-G (1 Month LIBOR USD + 5.00%, 5.00% Floor) | 7.82% | (b) | 11/17/2036 | 895,695 | |||||||||||
GS Mortgage Securities Trust, | ||||||||||||||||
1,304,000 | Series 2014-GC26-D | 4.67% | (b)(d) | 11/13/2047 | 957,916 | |||||||||||
1,744,000 | Series 2015-GC28-D | 4.45% | (b)(d) | 02/12/2048 | 1,554,939 | |||||||||||
79,033,226 | Series 2018-GS9-XA | 0.57% | (d)(e) | 03/10/2051 | 1,428,565 | |||||||||||
JP Morgan Chase Commercial Mortgage Securities Trust, | ||||||||||||||||
2,000,000 | Series 2011-C3-D | 5.71% | (b)(d) | 02/16/2046 | 1,513,806 | |||||||||||
1,175,000 | Series 2018-AON-F | 4.77% | (b)(d) | 07/08/2031 | 958,329 | |||||||||||
500,000 | Series 2019-MFP-F (1 Month LIBOR USD + 3.00%, 3.00% Floor) | 5.82% | (b) | 07/15/2036 | 461,518 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 17 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
JP Morgan Chase Commercial Mortgage Securities Trust, (Cont.) | ||||||||||||||||
1,153,000 | Series 2019-MFP-G (1 Month LIBOR USD + 4.05%, 4.05% Floor) | 6.87% | (b) | 07/15/2036 | 1,057,397 | |||||||||||
1,153,000 | Series 2019-MFP-XG | 0.50% | (b)(d)(e) | 07/15/2036 | 4,224 | |||||||||||
JPMBB Commercial Mortgage Securities Trust, | ||||||||||||||||
8,316,233 | Series 2013-C14-XC | 1.10% | (b)(d)(e) | 08/17/2046 | 77,946 | |||||||||||
3,488,650 | Series 2014-C19-E | 4.00% | (b)(d)(i) | 04/17/2047 | 2,824,267 | |||||||||||
1,938,200 | Series 2014-C19-F | 3.75% | (b)(d)(i) | 04/17/2047 | 1,249,253 | |||||||||||
5,158,805 | Series 2014-C19-NR | 3.75% | (b)(d)(i) | 04/17/2047 | 477,065 | |||||||||||
925,000 | Series 2014-C23-C | 4.63% | (d) | 09/15/2047 | 867,332 | |||||||||||
2,000,000 | Series 2014-C23-D | 4.13% | (b)(d) | 09/17/2047 | 1,757,599 | |||||||||||
3,486,583 | Series 2014-C26-XA | 1.09% | (d)(e) | 01/17/2048 | 53,986 | |||||||||||
500,000 | Series 2015-C27-D | 3.94% | (b)(d) | 02/18/2048 | 410,134 | |||||||||||
180,000 | Series 2015-C29-C | 4.32% | (d) | 05/15/2048 | 164,949 | |||||||||||
20,920,000 | Series 2015-C29-XE | 0.42% | (b)(d)(e) | 05/15/2048 | 167,408 | |||||||||||
675,000 | Series 2015-C32-C | 4.81% | (d) | 11/15/2048 | 521,469 | |||||||||||
16,358,000 | Series 2015-C32-XD | 0.50% | (b)(d)(e) | 11/18/2048 | 197,677 | |||||||||||
LSTAR Commercial Mortgage Trust, | ||||||||||||||||
3,057,894 | Series 2016-4-XA | 1.85% | (b)(d)(e) | 03/12/2049 | 75,556 | |||||||||||
1,000,000 | Series 2017-5-C | 4.83% | (b)(d) | 03/10/2050 | 892,594 | |||||||||||
Med Trust, | ||||||||||||||||
1,000,000 | Series 2021-MDLN-G (1 Month LIBOR USD + 5.25%, 5.25% Floor) | 8.07% | (b) | 11/15/2038 | 925,794 | |||||||||||
Morgan Stanley Bank of America Merrill Lynch Trust, | ||||||||||||||||
500,000 | Series 2014-C19-C | 4.00% | 12/17/2047 | 453,189 | ||||||||||||
Morgan Stanley Capital Trust, | ||||||||||||||||
1,191,000 | Series 2017-ASHF-G (1 Month LIBOR USD + 6.90%, 6.90% Floor) | 9.72% | (b) | 11/15/2034 | 1,044,775 | |||||||||||
SMR Mortgage Trust, | ||||||||||||||||
2,893,771 | Series 2022-IND-G (Secured Overnight Financing Rate 1 Month + 7.50%, 7.50% Floor) | 10.35% | (b) | 02/15/2039 | 2,733,022 | |||||||||||
STWD Ltd., | ||||||||||||||||
305,000 | Series 2019-FL1-C (Secured Overnight Financing Rate 1 Month + 2.06%, 1.95% Floor) | 4.99% | (b) | 07/15/2038 | 293,560 | |||||||||||
TTAN, | ||||||||||||||||
996,827 | Series 2021-MHC-G (1 Month LIBOR USD + 4.20%, 4.20% Floor) | 7.02% | (b) | 03/15/2038 | 916,279 | |||||||||||
UBS Commercial Mortgage Trust, | ||||||||||||||||
1,000,000 | Series 2018-C12-C | 5.11% | (d) | 08/17/2051 | 866,804 | |||||||||||
UBS-Barclays Commercial Mortgage Trust, | ||||||||||||||||
1,420,000 | Series 2013-C5-C | 4.20% | (b)(d) | 03/12/2046 | 1,298,044 | |||||||||||
824,000 | Series 2013-C5-D | 4.20% | (b)(d) | 03/12/2046 | 551,751 | |||||||||||
Wells Fargo Commercial Mortgage Trust, | ||||||||||||||||
23,293,000 | Series 2015-C28-XF | 1.22% | (b)(d)(e) | 05/15/2048 | 564,501 | |||||||||||
747,000 | Series 2015-NXS4-D | 3.84% | (d) | 12/17/2048 | 638,062 | |||||||||||
1,044,000 | Series 2016-C34-C | 5.24% | (d) | 06/17/2049 | 915,902 | |||||||||||
1,000,000 | Series 2017-RC1-D | 3.25% | (b) | 01/16/2060 | 767,193 | |||||||||||
48,102,562 | Series 2018-C43-XA | 0.75% | (d)(e) | 03/17/2051 | 1,225,302 | |||||||||||
Total Non-Agency Commercial Mortgage Backed Obligations (Cost $77,786,818) | 61,258,216 | |||||||||||||||
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
NON-AGENCY RESIDENTIAL COLLATERALIZED MORTGAGE OBLIGATIONS 15.2% | ||||||||||||||||
Adjustable Rate Mortgage Trust, | ||||||||||||||||
1,270,272 | Series 2006-1-2A1 | 3.73% | (d) | 03/25/2036 | 789,400 | |||||||||||
BCAP LLC Trust, | ||||||||||||||||
505,431 | Series 2010-RR6-6A2 | 9.30% | (b)(d) | 07/26/2037 | 280,311 | |||||||||||
9,199,377 | Series 2007-AB1-A5 | 4.69% | (j) | 03/25/2037 | 4,137,976 | |||||||||||
Chase Mortgage Finance Trust, | ||||||||||||||||
1,284,608 | Series 2007-S1-A7 | 6.00% | 02/25/2037 | 555,467 | ||||||||||||
1,405,363 | Series 2007-S3-1A5 | 6.00% | 05/25/2037 | 724,842 | ||||||||||||
CHL Mortgage Pass-Through Trust, | ||||||||||||||||
1,322,722 | Series 2007-4-1A35 (-1 x 1 Month LIBOR USD + 6.70%, 6.70% Cap) | 3.62% | (e)(f) | 05/25/2037 | 208,173 | |||||||||||
Citigroup Mortgage Loan Trust, Inc., | ||||||||||||||||
290,862 | Series 2006-8-A4 (-3 x 1 Month LIBOR USD + 19.66%, 19.66% Cap) | 11.18% | (b)(f) | 10/25/2035 | 244,139 | |||||||||||
Countrywide Alternative Loan Trust, | ||||||||||||||||
686,940 | Series 2005-85CB-2A5 (1 Month LIBOR USD + 1.10%, 1.10% Floor, 7.00% Cap) | 4.18% | 02/25/2036 | 568,631 | ||||||||||||
Countrywide Alternative Loan Trust, | ||||||||||||||||
145,071 | Series 2005-85CB-2A6 (-4 x 1 Month LIBOR USD + 21.63%, 21.63% Cap) | 10.33% | (f) | 02/25/2036 | 116,643 | |||||||||||
Credit Suisse First Boston Mortgage Securities Corporation, | ||||||||||||||||
1,912,901 | Series 2005-11-7A1 | 6.00% | 12/25/2035 | 1,116,031 | ||||||||||||
CSMC Mortgage-Backed Trust, | ||||||||||||||||
3,141,541 | Series 2006-5-3A3 | 6.50% | 06/25/2036 | 735,070 | ||||||||||||
401,262 | Series 2006-9-2A1 | 5.50% | 11/25/2036 | 346,186 | ||||||||||||
163,151 | Series 2006-9-6A14 | 6.00% | 11/25/2036 | 140,748 | ||||||||||||
Federal Home Loan Mortgage Corporation STACR REMIC Trust, | ||||||||||||||||
3,000,000 | Series 2020-HQA2-B2 (1 Month LIBOR USD + 7.60%) | 10.68% | (b) | 03/25/2050 | 2,854,940 | |||||||||||
2,000,000 | Series 2021-HQA2-B2 (Secured Overnight Financing Rate 30 Day Average + 5.45%) | 7.73% | (b) | 12/27/2033 | 1,613,794 | |||||||||||
IndyMac INDX Mortgage Loan Trust, | ||||||||||||||||
1,036,583 | Series 2005-AR23-6A1 | 3.02% | (d) | 11/25/2035 | 920,693 | |||||||||||
JP Morgan Alternative Loan Trust, | ||||||||||||||||
63,609 | Series 2006-S1-2A5 | 5.50% | 02/25/2023 | 46,232 | ||||||||||||
JP Morgan Resecuritization Trust, | ||||||||||||||||
1,102,869 | Series 2011-1-2A10 | 6.00% | (b)(d) | 06/26/2037 | 913,883 | |||||||||||
Lehman Mortgage Trust, | ||||||||||||||||
222,957 | Series 2007-10-1A1 | 6.00% | 01/25/2038 | 211,409 | ||||||||||||
1,212,332 | Series 2007-4-1A3 | 5.75% | 05/25/2037 | 650,334 | ||||||||||||
PNMAC GMSR Issuer Trust, | ||||||||||||||||
5,800,000 | Series 2018-FT1-A (1 Month LIBOR USD + 2.35%) | 5.43% | (b) | 04/25/2023 | 5,561,256 | |||||||||||
RBSGC Structured Trust, | ||||||||||||||||
746,498 | Series 2008-B-A1 | 6.00% | (b) | 06/25/2037 | 621,929 | |||||||||||
Residential Accredit Loans, Inc., | ||||||||||||||||
603,943 | Series 2005-QS14-3A1 | 6.00% | 09/25/2035 | 524,097 | ||||||||||||
1,442,434 | Series 2006-QS7-A3 | 6.00% | 06/25/2036 | 1,152,121 | ||||||||||||
445,524 | Series 2007-QS1-1A1 | 6.00% | 01/25/2037 | 359,485 | ||||||||||||
700,697 | Series 2007-QS6-A1 (1 Month LIBOR USD + 0.33%, 0.33% Floor, 7.00% Cap) | 3.41% | 04/25/2037 | 538,351 | ||||||||||||
741,822 | Series 2007-QS6-A102 | 5.75% | 04/25/2037 | 609,664 |
18 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2022 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Residential Accredit Loans, Inc., (Cont.) | ||||||||||||||||
159,622 | Series 2007-QS6-A2 (-8 x 1 Month LIBOR USD + 55.58%, 55.58% Cap) | 29.88% | (f) | 04/25/2037 | 161,974 | |||||||||||
Residential Asset Securitization Trust, | ||||||||||||||||
1,645,761 | Series 2006-A6-1A12 (-1 x 1 Month LIBOR USD + 7.10%, 7.10% Cap) | 4.02% | (e)(f) | 07/25/2036 | 237,209 | |||||||||||
1,627,242 | Series 2006-A6-1A9 | 6.00% | 07/25/2036 | 502,660 | ||||||||||||
Residential Funding Mortgage Securities Trust, | ||||||||||||||||
432,589 | Series 2007-S2-A4 | 6.00% | 02/25/2037 | 344,025 | ||||||||||||
Structured Adjustable Rate Mortgage Loan Trust, | ||||||||||||||||
438,693 | Series 2006-1-2A2 | 3.40% | (d) | 02/25/2036 | 407,119 | |||||||||||
Velocity Commercial Capital Loan Trust, | ||||||||||||||||
477,903 | Series 2018-1-M4 | 5.01% | (b) | 04/25/2048 | 418,078 | |||||||||||
357,166 | Series 2018-1-M5 | 6.26% | (b) | 04/25/2048 | 315,159 | |||||||||||
501,773 | Series 2018-1-M6 | 7.26% | (b) | 04/25/2048 | 405,066 | |||||||||||
VOLT LLC, | ||||||||||||||||
5,000,000 | Series 2021-NPL3-A2 | 4.95% | (b)(k) | 02/27/2051 | 4,361,132 | |||||||||||
Washington Mutual Mortgage Pass-Through Certificates Trust, | ||||||||||||||||
3,226,312 | Series 2006-8-A4 | 4.19% | 10/25/2036 | 1,231,261 | ||||||||||||
Total Non-Agency Residential Collateralized Mortgage Obligations (Cost $42,641,536) | 34,925,488 | |||||||||||||||
US GOVERNMENT AND AGENCY MORTGAGE BACKED OBLIGATIONS 17.1% | ||||||||||||||||
Federal Home Loan Mortgage Corporation REMICS, | ||||||||||||||||
338,009 | Series 3211-SI (-4 x 1 Month LIBOR USD + 27.67%, 27.67% Cap) | 15.82% | (e)(f) | 09/15/2036 | 122,479 | |||||||||||
800,697 | Series 3236-ES (-1 x 1 Month LIBOR USD + 6.70%, 6.70% Cap) | 3.88% | (e)(f) | 11/15/2036 | 61,425 | |||||||||||
501,690 | Series 3256-S (-1 x 1 Month LIBOR USD + 6.69%, 6.69% Cap) | 3.87% | (e)(f) | 12/15/2036 | 49,423 | |||||||||||
256,023 | Series 3292-SD (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap) | 3.28% | (e)(f) | 03/15/2037 | 15,474 | |||||||||||
3,255,924 | Series 3297-BI (-1 x 1 Month LIBOR USD + 6.76%, 6.76% Cap) | 3.94% | (e)(f) | 04/15/2037 | 339,713 | |||||||||||
2,641,903 | Series 3311-BI (-1 x 1 Month LIBOR USD + 6.76%, 6.76% Cap) | 3.94% | (e)(f) | 05/15/2037 | 205,485 | |||||||||||
2,208,714 | Series 3311-IA (-1 x 1 Month LIBOR USD + 6.41%, 6.41% Cap) | 3.59% | (e)(f) | 05/15/2037 | 215,921 | |||||||||||
452,557 | Series 3314-SH (-1 x 1 Month LIBOR USD + 6.40%, 6.40% Cap) | 3.58% | (e)(f) | 11/15/2036 | 42,219 | |||||||||||
179,148 | Series 3330-KS (-1 x 1 Month LIBOR USD + 6.55%, 6.55% Cap) | 3.73% | (e)(f) | 06/15/2037 | 10,299 | |||||||||||
45,330 | Series 3339-AI (-1 x 1 Month LIBOR USD + 6.55%, 6.55% Cap) | 3.73% | (e)(f) | 07/15/2037 | 3,260 | |||||||||||
1,601,767 | Series 3339-TI (-1 x 1 Month LIBOR USD + 6.14%, 6.14% Cap) | 3.32% | (e)(f) | 07/15/2037 | 117,510 | |||||||||||
804,134 | Series 3374-SD (-1 x 1 Month LIBOR USD + 6.45%, 6.45% Cap) | 3.63% | (e)(f) | 10/15/2037 | 64,341 | |||||||||||
127,344 | Series 3382-SU (-1 x 1 Month LIBOR USD + 6.30%, 6.30% Cap) | 3.48% | (e)(f) | 11/15/2037 | 8,036 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Federal Home Loan Mortgage Corporation REMICS, (Cont.) | ||||||||||||||||
2,861,085 | Series 3404-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 3.18% | (e)(f) | 01/15/2038 | 228,567 | |||||||||||
137,174 | Series 3423-GS (-1 x 1 Month LIBOR USD + 5.65%, 5.65% Cap) | 2.83% | (e)(f) | 03/15/2038 | 7,649 | |||||||||||
1,915,778 | Series 3435-S (-1 x 1 Month LIBOR USD + 5.98%, 5.98% Cap) | 3.16% | (e)(f) | 04/15/2038 | 163,594 | |||||||||||
117,345 | Series 3508-PS (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap) | 3.83% | (e)(f) | 02/15/2039 | 8,714 | |||||||||||
661,503 | Series 3728-SV (-1 x 1 Month LIBOR USD + 4.45%, 4.45% Cap) | 1.63% | (e)(f) | 09/15/2040 | 22,894 | |||||||||||
6,015,070 | Series 3736-SN (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap) | 3.23% | (e)(f) | 10/15/2040 | 500,909 | |||||||||||
2,162,356 | Series 3753-SB (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 3.18% | (e)(f) | 11/15/2040 | 201,968 | |||||||||||
2,512,779 | Series 3780-SM (-1 x 1 Month LIBOR USD + 6.50%, 6.50% Cap) | 3.68% | (e)(f) | 12/15/2040 | 247,151 | |||||||||||
859,493 | Series 3815-ST (-1 x 1 Month LIBOR USD + 5.85%, 5.85% Cap) | 3.03% | (e)(f) | 02/15/2041 | 70,842 | |||||||||||
1,174,966 | Series 3905-SC (-5 x 1 Month LIBOR USD + 22.75%, 22.75% Cap) | 9.93% | (f) | 08/15/2041 | 1,106,064 | |||||||||||
962,404 | Series 3924-SJ (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 3.18% | (e)(f) | 09/15/2041 | 77,823 | |||||||||||
1,707,956 | Series 3960-ES (-1 x 1 Month LIBOR USD + 5.95%, 5.95% Cap) | 3.13% | (e)(f) | 11/15/2041 | 128,015 | |||||||||||
1,772,180 | Series 4291-MS (-1 x 1 Month LIBOR USD + 5.90%, 5.90% Cap) | 3.08% | (e)(f) | 01/15/2054 | 144,285 | |||||||||||
585,238 | Series 4610-IB | 3.00% | (e) | 06/15/2041 | 9,919 | |||||||||||
13,023,266 | Series 5100-DS (-1 x Secured Overnight Financing Rate 30 Day Average + 2.50%, 2.50% Cap) | 0.22% | (e)(f) | 05/25/2051 | 126,841 | |||||||||||
11,266,705 | Series 5112-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 2.50%, 2.50% Cap) | 0.22% | (e)(f) | 06/25/2051 | 117,374 | |||||||||||
Federal Home Loan Mortgage Corporation, | ||||||||||||||||
33,519,696 | Series 2021-P009-X | 1.55% | (d)(e) | 01/25/2031 | 2,114,174 | |||||||||||
Federal National Mortgage Association Pass-Thru, | ||||||||||||||||
4,414,977 | Pool MA4625 | 3.50% | 06/01/2052 | 3,984,585 | ||||||||||||
Federal National Mortgage Association REMICS, | ||||||||||||||||
56,188 | Series 2005-72-WS (-1 x 1 Month LIBOR USD + 6.75%, 6.75% Cap) | 3.67% | (e)(f) | 08/25/2035 | 3,013 | |||||||||||
472,758 | Series 2005-90-SP (-1 x 1 Month LIBOR USD + 6.75%, 6.75% Cap) | 3.67% | (e)(f) | 09/25/2035 | 10,470 | |||||||||||
277,315 | Series 2006-117-SQ (-1 x 1 Month LIBOR USD + 6.55%, 6.55% Cap) | 3.47% | (e)(f) | 12/25/2036 | 20,343 | |||||||||||
149,268 | Series 2006-119-HS (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap) | 3.57% | (e)(f) | 12/25/2036 | 15,226 | |||||||||||
2,861,583 | Series 2006-123-CI (-1 x 1 Month LIBOR USD + 6.74%, 6.74% Cap) | 3.66% | (e)(f) | 01/25/2037 | 297,751 | |||||||||||
1,506,729 | Series 2007-15-BI (-1 x 1 Month LIBOR USD + 6.70%, 6.70% Cap) | 3.62% | (e)(f) | 03/25/2037 | 125,853 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 19 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Federal National Mortgage Association REMICS, (Cont.) | ||||||||||||||||
248,466 | Series 2007-20-S (-1 x 1 Month LIBOR USD + 6.74%, 6.74% Cap) | 3.66% | (e)(f) | 03/25/2037 | 16,708 | |||||||||||
151,332 | Series 2007-21-SD (-1 x 1 Month LIBOR USD + 6.48%, 6.48% Cap) | 3.40% | (e)(f) | 03/25/2037 | 10,714 | |||||||||||
731,541 | Series 2007-30-IE (-1 x 1 Month LIBOR USD + 6.74%, 6.74% Cap) | 3.66% | (e)(f) | 04/25/2037 | 80,099 | |||||||||||
1,639,948 | Series 2007-32-SA (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap) | 3.02% | (e)(f) | 04/25/2037 | 136,751 | |||||||||||
599,233 | Series 2007-40-SA (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap) | 3.02% | (e)(f) | 05/25/2037 | 41,111 | |||||||||||
109,072 | Series 2007-48-SE (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap) | 3.02% | (e)(f) | 05/25/2037 | 6,651 | |||||||||||
166,234 | Series 2007-64-LI (-1 x 1 Month LIBOR USD + 6.56%, 6.56% Cap) | 3.48% | (e)(f) | 07/25/2037 | 14,989 | |||||||||||
79,536 | Series 2007-68-SA (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap) | 3.57% | (e)(f) | 07/25/2037 | 6,365 | |||||||||||
3,806,035 | Series 2007-75-PI (-1 x 1 Month LIBOR USD + 6.54%, 6.54% Cap) | 3.46% | (e)(f) | 08/25/2037 | 330,155 | |||||||||||
1,947,315 | Series 2008-33-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 2.92% | (e)(f) | 04/25/2038 | 148,638 | |||||||||||
1,667,271 | Series 2008-42-SC (-1 x 1 Month LIBOR USD + 5.90%, 5.90% Cap) | 2.82% | (e)(f) | 05/25/2038 | 103,335 | |||||||||||
386,489 | Series 2008-5-GS (-1 x 1 Month LIBOR USD + 6.25%, 6.25% Cap) | 3.17% | (e)(f) | 02/25/2038 | 24,930 | |||||||||||
965,281 | Series 2008-62-SD (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap) | 2.97% | (e)(f) | 07/25/2038 | 60,192 | |||||||||||
699,340 | Series 2008-68-SB (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap) | 3.02% | (e)(f) | 08/25/2038 | 51,637 | |||||||||||
100,796 | Series 2009-111-SE (-1 x 1 Month LIBOR USD + 6.25%, 6.25% Cap) | 3.17% | (e)(f) | 01/25/2040 | 9,607 | |||||||||||
630,679 | Series 2009-12-CI (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap) | 3.52% | (e)(f) | 03/25/2036 | 45,461 | |||||||||||
108,086 | Series 2009-47-SA (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap) | 3.02% | (e)(f) | 07/25/2039 | 5,994 | |||||||||||
130,699 | Series 2009-48-WS (-1 x 1 Month LIBOR USD + 5.95%, 5.95% Cap) | 2.87% | (e)(f) | 07/25/2039 | 9,955 | |||||||||||
72,634 | Series 2009-67-SA (-1 x 1 Month LIBOR USD + 5.15%, 0.25% Floor, 5.15% Cap) | 2.07% | (e)(f) | 07/25/2037 | 2,889 | |||||||||||
291,308 | Series 2009-87-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 2.92% | (e)(f) | 11/25/2049 | 32,368 | |||||||||||
4,805,381 | Series 2009-90-QI (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap) | 3.52% | (e)(f) | 08/25/2036 | 400,414 | |||||||||||
556,223 | Series 2009-91-SD (-1 x 1 Month LIBOR USD + 6.15%, 6.15% Cap) | 3.07% | (e)(f) | 11/25/2039 | 46,938 | |||||||||||
102,722 | Series 2010-115-SD (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap) | 3.52% | (e)(f) | 11/25/2039 | 9,690 | |||||||||||
125,131 | Series 2010-11-SC (-1 x 1 Month LIBOR USD + 4.80%, 4.80% Cap) | 1.72% | (e)(f) | 02/25/2040 | 2,844 | |||||||||||
345,655 | Series 2010-134-SE (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap) | 3.57% | (e)(f) | 12/25/2025 | 6,808 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Federal National Mortgage Association REMICS, (Cont.) | ||||||||||||||||
3,881,063 | Series 2010-142-SC (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap) | 3.52% | (e)(f) | 12/25/2040 | 460,507 | |||||||||||
613,673 | Series 2010-15-SL (-1 x 1 Month LIBOR USD + 4.95%, 4.95% Cap) | 1.87% | (e)(f) | 03/25/2040 | 31,219 | |||||||||||
163,197 | Series 2010-19-SA (-1 x 1 Month LIBOR USD + 5.40%, 5.40% Cap) | 2.32% | (e)(f) | 03/25/2050 | 9,621 | |||||||||||
454,582 | Series 2010-31-SB (-1 x 1 Month LIBOR USD + 5.00%, 5.00% Cap) | 1.92% | (e)(f) | 04/25/2040 | 24,326 | |||||||||||
848,820 | Series 2010-39-SL (-1 x 1 Month LIBOR USD + 5.67%, 5.67% Cap) | 2.59% | (e)(f) | 05/25/2040 | 53,135 | |||||||||||
109,787 | Series 2010-8-US (-1 x 1 Month LIBOR USD + 4.80%, 4.80% Cap) | 1.72% | (e)(f) | 02/25/2040 | 1,893 | |||||||||||
125,513 | Series 2010-9-GS (-1 x 1 Month LIBOR USD + 4.75%, 4.75% Cap) | 1.67% | (e)(f) | 02/25/2040 | 3,693 | |||||||||||
682,802 | Series 2011-114-S (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 2.92% | (e)(f) | 09/25/2039 | 60,820 | |||||||||||
803,216 | Series 2011-146-US (-1 x 1 Month LIBOR USD + 7.00%, 7.00% Cap) | 2.68% | (f) | 01/25/2042 | 561,035 | |||||||||||
48,410 | Series 2011-5-PS (-1 x 1 Month LIBOR USD + 6.40%, 6.40% Cap) | 3.32% | (e)(f) | 11/25/2040 | 458 | |||||||||||
170,607 | Series 2012-29-SG (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 2.92% | (e)(f) | 04/25/2042 | 9,404 | |||||||||||
1,583,436 | Series 2012-56-SN (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap) | 2.97% | (e)(f) | 06/25/2042 | 115,688 | |||||||||||
1,626,498 | Series 2012-76-SC (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 2.92% | (e)(f) | 07/25/2042 | 150,218 | |||||||||||
1,386,415 | Series 2013-83-US (-1 x 1 Month LIBOR USD + 5.00%, 5.00% Cap) | 1.92% | (f) | 08/25/2043 | 897,127 | |||||||||||
4,537,175 | Series 2016-64-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap) | 2.92% | (e)(f) | 09/25/2046 | 489,604 | |||||||||||
3,923,048 | Series 2020-61-DI | 3.00% | (e) | 09/25/2060 | 723,232 | |||||||||||
16,557,475 | Series 2021-17-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 2.00%, 2.00% Cap) | 0.00% | (e)(f) | 04/25/2051 | 74,262 | |||||||||||
4,809,104 | Series 2021-56-WI | 2.50% | (e) | 09/25/2051 | 622,529 | |||||||||||
Federal National Mortgage Association, | ||||||||||||||||
16,491,761 | Series 2019-M26-X1 | 0.72% | (d)(e) | 03/25/2030 | 514,296 | |||||||||||
15,361,477 | Series 2020-M27-X1 | 0.94% | (d)(e) | 03/25/2031 | 694,409 | |||||||||||
173,160 | Series 374-19 | 6.50% | (e) | 09/25/2036 | 35,900 | |||||||||||
Government National Mortgage Association, | ||||||||||||||||
435,968 | Series 2009-104-SD (-1 x 1 Month LIBOR USD + 6.35%, 6.35% Cap) | 3.41% | (e)(f) | 11/16/2039 | 34,592 | |||||||||||
59,354 | Series 2010-98-IA | 5.54% | (d)(e) | 03/20/2039 | 4,252 | |||||||||||
438,240 | Series 2011-69-SB (-1 x 1 Month LIBOR USD + 5.35%, 5.35% Cap) | 2.34% | (e)(f) | 05/20/2041 | 29,961 | |||||||||||
739,903 | Series 2011-71-SG (-1 x 1 Month LIBOR USD + 5.40%, 5.40% Cap) | 2.39% | (e)(f) | 05/20/2041 | 53,380 | |||||||||||
791,757 | Series 2011-72-AS (-1 x 1 Month LIBOR USD + 5.38%, 5.38% Cap) | 2.37% | (e)(f) | 05/20/2041 | 56,773 | |||||||||||
941,751 | Series 2011-89-SA (-1 x 1 Month LIBOR USD + 5.45%, 5.45% Cap) | 2.44% | (e)(f) | 06/20/2041 | 68,625 |
20 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2022 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Government National Mortgage Association, (Cont.) | ||||||||||||||||
6,538,057 | Series 2012-26-SP (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap) | 3.64% | (e)(f) | 02/20/2042 | 822,147 | |||||||||||
517,746 | Series 2012-34-LI (-20 x 1 Month LIBOR USD + 122.00%, 6.00% Cap) | 6.00% | (e)(f) | 12/16/2039 | 102,652 | |||||||||||
4,772,739 | Series 2013-119-TZ | 3.00% | 08/20/2043 | 4,338,807 | ||||||||||||
2,953,563 | Series 2014-39-SK (-1 x 1 Month LIBOR USD + 6.20%, 6.20% Cap) | 3.19% | (e)(f) | 03/20/2044 | 294,522 | |||||||||||
5,031,370 | Series 2014-59-DS (-1 x 1 Month LIBOR USD + 6.25%, 6.25% Cap) | 3.31% | (e)(f) | 04/16/2044 | 418,621 | |||||||||||
3,904,703 | Series 2014-63-SD (-1 x 1 Month LIBOR USD + 5.55%, 5.55% Cap) | 2.54% | (e)(f) | 04/20/2044 | 406,900 | |||||||||||
2,005,767 | Series 2014-69-ST (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap) | 3.16% | (e)(f) | 12/16/2039 | 172,196 | |||||||||||
2,933,469 | Series 2015-148-BS (-1 x 1 Month LIBOR USD + 5.69%, 5.69% Cap) | 2.68% | (e)(f) | 10/20/2045 | 232,285 | |||||||||||
7,980,591 | Series 2015-158-SK (-1 x 1 Month LIBOR USD + 6.20%, 6.20% Cap) | 3.19% | (e)(f) | 11/20/2045 | 837,154 | |||||||||||
9,396,056 | Series 2018-111-SA (-1 x 1 Month LIBOR USD + 4.55%, 4.55% Cap) | 1.54% | (e)(f) | 08/20/2048 | 235,897 | |||||||||||
26,204,692 | Series 2018-48-SD (-1 x 1 Month LIBOR USD + 3.90%, 3.90% Cap) | 0.89% | (e)(f) | 04/20/2048 | 549,090 | |||||||||||
7,902,310 | Series 2020-115-SC (-1 x 1 Month LIBOR USD + 4.20%, 4.20% Cap) | 1.19% | (e)(f) | 08/20/2050 | 321,477 | |||||||||||
6,616,479 | Series 2020-129-SE (-1 x 1 Month LIBOR USD + 3.75%, 3.75% Cap) | 0.74% | (e)(f) | 09/20/2050 | 96,340 | |||||||||||
7,054,927 | Series 2020-138-IL | 3.50% | (e) | 09/20/2050 | 1,205,437 | |||||||||||
8,780,674 | Series 2020-175-KI | 2.50% | (e) | 11/20/2050 | 1,243,320 | |||||||||||
3,413,411 | Series 2020-187-SB (-1 x 1 Month LIBOR USD + 6.30%, 6.30% Cap) | 3.29% | (e)(f) | 12/20/2050 | 371,562 | |||||||||||
5,632,662 | Series 2020-196-DI | 2.50% | (e) | 12/01/2050 | 716,455 | |||||||||||
7,505,044 | Series 2021-107-SA (-1 x 1 Month LIBOR USD + 3.75%, 3.75% Cap) | 0.74% | (e)(f) | 06/20/2051 | 134,448 | |||||||||||
4,172,160 | Series 2021-125-AS (-1 x Secured Overnight Financing Rate 30 Day Average + 3.25%, 3.25% Cap) | 0.97% | (e)(f) | 07/20/2051 | 58,985 | |||||||||||
7,616,070 | Series 2021-130-DI | 3.00% | (e) | 07/20/2051 | 1,202,522 | |||||||||||
7,630,950 | Series 2021-158-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 3.70%, 3.70% Cap) | 1.42% | (e)(f) | 09/20/2051 | 242,469 | |||||||||||
17,017,277 | Series 2021-221-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 3.80%, 3.80% Cap) | 1.52% | (e)(f) | 12/20/2051 | 359,973 | |||||||||||
12,810,121 | Series 2021-221-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 3.80%, 3.80% Cap) | 1.52% | (e)(f) | 12/20/2051 | 268,594 | |||||||||||
12,626,767 | Series 2021-24-XI | 2.00% | (e) | 02/20/2051 | 1,384,168 | |||||||||||
9,209,329 | Series 2021-46-DS (-1 x 1 Month LIBOR USD + 2.80%, 2.80% Cap) | 0.43% | (e)(f) | 03/20/2051 | 4,503 | |||||||||||
5,451,378 | Series 2021-58-SJ (-1 x 1 Month LIBOR USD + 6.30%, 6.30% Cap) | 3.29% | (e)(f) | 04/20/2051 | 568,028 |
P RINCIPAL A MOUNT $/S HARES | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Government National Mortgage Association, (Cont.) | ||||||||||||||||
40,220,311 | Series 2021-59-S (-1 x Secured Overnight Financing Rate 30 Day Average + 2.60%, 2.60% Cap) | 0.32% | (e)(f) | 04/20/2051 | 438,265 | |||||||||||
16,930,370 | Series 2021-73-LS (-1 x Secured Overnight Financing Rate 30 Day Average + 2.50%, 0.50% Floor, 2.50% Cap) | 0.50% | (e)(f) | 04/20/2051 | 309,794 | |||||||||||
8,855,498 | Series 2021-77-IH | 2.50% | (e) | 05/20/2051 | 1,037,789 | |||||||||||
15,986,024 | Series 2021-78-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 2.60%, 2.60% Cap) | 0.32% | (e)(f) | 05/20/2051 | 173,285 | |||||||||||
16,926,633 | Series 2021-97-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 2.60%, 2.60% Cap) | 0.32% | (e)(f) | 06/20/2051 | 161,164 | |||||||||||
9,849,914 | Series 2021-H04-BI | 1.93% | (d)(e) | 02/20/2071 | 470,611 | |||||||||||
11,398,349 | Series 2021-H07-AI | 0.01% | (d)(e) | 05/20/2071 | 468,884 | |||||||||||
18,232,008 | Series 2022-22-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 3.60%, 3.60% Cap) | 1.32% | (e)(f) | 08/20/2050 | 399,204 | |||||||||||
6,959,671 | Series 2022-25-EI | 3.00% | (e) | 02/20/2052 | 1,036,914 | |||||||||||
Total US Government and Agency Mortgage Backed Obligations (Cost $72,590,725) | 39,460,273 | |||||||||||||||
US GOVERNMENT AND AGENCY OBLIGATIONS 6.3% | ||||||||||||||||
15,000,000 | United States Treasury Notes | 3.13% | 08/15/2025 | 14,541,211 | ||||||||||||
Total US Government and Agency Obligations (Cost $14,824,199) | 14,541,211 | |||||||||||||||
COMMON STOCKS 0.1% | ||||||||||||||||
13,001 | Foresight Equity (g)(i) | 240,650 | ||||||||||||||
34,446 | McDermott International Ltd. (g) | 17,223 | ||||||||||||||
4,476 | New Constellis Holdings, Inc. (g)(i) | 1,678 | ||||||||||||||
4,104 | Summit Midstream Partners LP (g) | 61,642 | ||||||||||||||
Total Common Stocks (Cost $421,795) | 321,193 | |||||||||||||||
�� | ||||||||||||||||
PREFERRED STOCKS 0.0% (n) | ||||||||||||||||
2,010 | Riverbed Technologies, Inc. (g)(i) | 11/17/2028 | 2,010 | |||||||||||||
Total Preferred Stocks (Cost $42,848) | 2,010 | |||||||||||||||
SHORT TERM INVESTMENTS 0.1% | ||||||||||||||||
90,247 | First American Government Obligations Fund - Class U | 2.79% | (l) | 90,247 | ||||||||||||
90,247 | JP Morgan U.S. Government Money Market Fund - Institutional Share Class | 2.71% | (l) | 90,247 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 21 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
S HARES | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
90,247 | Morgan Stanley Institutional Liquidity Funds Government Portfolio - Institutional Share Class | 2.80% | (l) | 90,247 | ||||||||||||
Total Short Term Investments (Cost $270,741) | 270,741 | |||||||||||||||
Total Investments 117.8% (Cost $350,650,053) (m) | 271,640,069 | |||||||||||||||
Liabilities in Excess of Other Assets (17.8)% | (41,000,288 | ) | ||||||||||||||
NET ASSETS 100.0% | $ | 230,639,781 | ||||||||||||||
SECURITY TYPE BREAKDOWN | |||||
Collateralized Loan Obligations | 36.3% | ||||
Non-Agency Commercial Mortgage Backed Obligations | 26.6% | ||||
US Government and Agency Mortgage Backed Obligations | 17.1% | ||||
Non-Agency Residential Collateralized Mortgage Obligations | 15.2% | ||||
Bank Loans | 9.3% | ||||
US Government and Agency Obligations | 6.3% | ||||
Foreign Corporate Bonds | 3.5% | ||||
Asset Backed Obligations | 2.6% | ||||
Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations | 0.7% | ||||
Common Stocks | 0.1% | ||||
Short Term Investments | 0.1% | ||||
Preferred Stocks | 0.0% | (n) | |||
Other Assets and Liabilities | (17.8)% | ||||
100.0% | |||||
INVESTMENT BREAKDOWN | |||||
Collateralized Loan Obligations | 36.3% | ||||
Non-Agency Commercial Mortgage Backed Obligations | 26.6% | ||||
US Government and Agency Mortgage Backed Obligations | 17.1% | ||||
Non-Agency Residential Collateralized Mortgage Obligations | 15.2% | ||||
US Government and Agency Obligations | 6.3% | ||||
Asset Backed Obligations | 2.6% | ||||
Energy | 2.1% | ||||
Electronics/Electric | 1.9% | ||||
Healthcare | 1.1% | ||||
Business Equipment and Services | 1.1% | ||||
Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations | 0.7% | ||||
Chemicals/Plastics | 0.6% | ||||
Utilities | 0.6% | ||||
Transportation | 0.5% | ||||
Media | 0.5% | ||||
Consumer Products | 0.4% | ||||
Mining | 0.4% | ||||
Telecommunications | 0.4% | ||||
Banking | 0.4% | ||||
Financial Intermediaries | 0.4% | ||||
Insurance | 0.4% | ||||
Industrial Equipment | 0.3% | ||||
Building and Development (including Steel/Metals) | 0.3% | ||||
Aerospace & Defense | 0.2% | ||||
Retailers (other than Food/Drug) | 0.2% | ||||
Food Service | 0.2% | ||||
Environmental Control | 0.2% | ||||
Automotive | 0.2% | ||||
Leisure | 0.2% | ||||
Short Term Investments | 0.1% | ||||
Containers and Glass Products | 0.1% | ||||
Chemical Products | 0.1% | ||||
Real Estate | 0.1% | ||||
Hotels/Motels/Inns and Casinos | 0.0% | (n) | |||
Food Products | 0.0% | (n) | |||
Technology | 0.0% | (n) | |||
Commercial Services | 0.0% | (n) | |||
Other Assets and Liabilities | (17.8)% | ||||
100.0% | |||||
(a) | Perpetual maturity. The date disclosed is the next call date of the security. |
(b) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional buyers. |
(c) | Security is in default or has failed to make a scheduled payment. Income is not being accrued. |
(d) | Coupon rate is variable based on the weighted average coupon of the underlying collateral. To the extent the weighted average coupon of the underlying assets which comprise the collateral increases or decreases, the coupon rate of this security will increase or decrease correspondingly. The rate disclosed is as of period end. |
(e) | Interest only security |
(f) | Inverse floating rate security whose interest rate moves in the opposite direction of reference interest rates. Reference interest rates are typically based on a negative multiplier or slope. Interest rate may also be subject to a cap or floor. |
(g) | Non-income producing security |
(h) | Security pays interest at rates that represent residual cashflows available after more senior tranches have been paid. The interest rate disclosed reflects the estimated rate in effect as of period end. |
(i) | Value determined using significant unobservable inputs. |
(j) | The interest rate may step up conditioned upon the aggregate remaining principal balance of the underlying mortgage loans being reduced below a targeted percentage of the aggregate original principal balance of the mortgage loans. The interest rate shown is the rate in effect as of period end. |
(k) | The interest rate will step up if the issuer does not redeem the bond on or before a scheduled redemption date in accordance with the terms of the instrument. The interest rate shown is the rate in effect as of period end. |
(l) | Seven-day yield as of period end |
(m) | Under the Fund’s credit agreement, the lender, through its agent, has been granted a security interest in all of the Fund’s investments in consideration of the Fund’s borrowing under the line of credit with the lender (See Note 9). |
(n) | Represents less than 0.05% of net assets |
PIK | A payment-in-kind |
22 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
Statement of Assets and Liabilities | September 30, 2022 |
ASSETS | |||||
Investments in Securities, at Value* | $ | 271,369,328 | |||
Short Term Investments* | 270,741 | ||||
Interest Receivable | 3,026,561 | ||||
Prepaid Expenses and Other Assets | 299,790 | ||||
Receivable for Investments Sold | 288,315 | ||||
Cash | 76,976 | ||||
Total Assets | 275,331,711 | ||||
LIABILITIES | |||||
Loan Payable (See Note 9) | 44,000,000 | ||||
Investment Advisory Fees Payable | 250,620 | ||||
Interest Expense Payable | 168,524 | ||||
Administration, Fund Accounting and Custodian Fees Payable | 98,897 | ||||
Professional Fees Payable | 92,228 | ||||
Distribution Fees Payable | 46,372 | ||||
Trustees Fees Payable (See Note 7) | 32,250 | ||||
Accrued Expenses | 3,039 | ||||
Total Liabilities | 44,691,930 | ||||
Commitments and Contingencies (See Note 2, Note 8 and Note 9) | |||||
Net Assets | $ | 230,639,781 | |||
NET ASSETS CONSIST OF: | |||||
Capital Stock ($0.00001 par value) | $ | 157 | |||
Additional Paid-in Capital | 358,388,003 | ||||
Total Distributable Earnings (See Note 5) | (127,748,379 | ) | |||
Net Assets | $ | 230,639,781 | |||
*Identified Cost: | |||||
Investments in Securities | $ | 350,379,312 | |||
Short Term Investments | 270,741 | ||||
Shares Outstanding and Net Asset Value Per Share: | |||||
Shares Outstanding (unlimited authorized) | 15,691,202 | ||||
Net Asset Value per Share | $ | 14.70 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 23 |
Statement of Operations | For the Year Ended September 30, 2022 |
INVESTMENT INCOME | |||||
Income: | |||||
Interest | $ | 20,521,415 | |||
Dividends | 476 | ||||
Total Investment Income | 20,521,891 | ||||
Expenses: | |||||
Investment Advisory Fees | 3,224,357 | ||||
Interest Expense | 929,204 | ||||
Administration, Fund Accounting and Custodian Fees | 225,337 | ||||
Professional Fees | 138,207 | ||||
Trustees Fees | 94,311 | ||||
Shareholder Reporting Expenses | 39,427 | ||||
Registration Fees | 26,398 | ||||
Insurance Expenses | 7,831 | ||||
Miscellaneous Expenses | 5,554 | ||||
Total Expenses | 4,690,626 | ||||
Net Investment Income (Loss) | 15,831,265 | ||||
REALIZED & UNREALIZED GAIN (LOSS) | |||||
Net Realized Gain (Loss) on Investments | (2,398,473 | ) | |||
Net Change in Unrealized Appreciation (Depreciation) on: | |||||
Investments | (65,639,286 | ) | |||
Unfunded Loan Commitments | (532 | ) | |||
Net Realized and Unrealized Gain (Loss) | (68,038,291 | ) | |||
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | $ | (52,207,026 | ) |
24 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
Statements of Changes in Net Assets |
Year Ended September 30, 2022 | Year Ended September 30, 2021 | |||||||||
OPERATIONS | ||||||||||
Net Investment Income (Loss) | $ | 15,831,265 | $ | 21,044,083 | ||||||
Net Realized Gain (Loss) on Investments | (2,398,473 | ) | 3,640,265 | |||||||
Net Change in Unrealized Appreciation (Depreciation) on Investments | (65,639,818 | ) | (778,341 | ) | ||||||
Net Increase (Decrease) in Net Assets Resulting from Operations | (52,207,026 | ) | 23,906,007 | |||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||||
From Earnings | (17,689,842 | ) | (25,647,506 | ) | ||||||
From Return of Capital | (3,778,258 | ) | — | |||||||
Total Distributions to Shareholders | (21,468,100 | ) | (25,647,506 | ) | ||||||
NET SHARE TRANSACTIONS | ||||||||||
Proceeds from Issuance of common shares in connection with the shelf offering | 5,418,126 | 8,225,842 | ||||||||
Commissions and offering expenses associated with the issuance of common shares in connection with the shelf offering | (72,339 | ) | (109,807 | ) | ||||||
Issuance of common shares from reinvestment of distributions | 152,986 | 522,518 | ||||||||
Increase (Decrease) in Net Assets Resulting from Net Share Transactions | 5,498,773 | 8,638,553 | ||||||||
Total Increase (Decrease) in Net Assets | $ | (68,176,353 | ) | $ | 6,897,054 | |||||
NET ASSETS | ||||||||||
Beginning of Period | $ | 298,816,134 | $ | 291,919,080 | ||||||
End of Period | $ | 230,639,781 | $ | 298,816,134 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 25 |
Statement of Cash Flows | For the Year Ended September 30, 2022 |
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES | |||||
Net Increase (Decrease) in Net Assets Resulting from Operations | $ | (52,207,026 | ) | ||
Adjustments to Reconcile the Change in Net Assets from Operations to Net Cash Provided By (Used In) Operating activities: | |||||
Purchases of Long Term Investments | (81,621,957 | ) | |||
Proceeds from Disposition of Long Term Investments | 92,824,342 | ||||
Net (Purchases of) Proceeds from Disposition of Short Term Investments | 5,745,566 | ||||
Net Amortization (Accretion) of Premiums/Discounts | (921,705 | ) | |||
Net Realized (Gain) Loss on Investments | 2,398,473 | ||||
Net Change in Unrealized Depreciation (Appreciation) on: | |||||
Investments | 65,639,286 | ||||
Unfunded Bank Loans | 532 | ||||
(Increase) Decrease in: | |||||
Interest Receivable | (109,062 | ) | |||
Prepaid Expenses and Other Assets | 17,160 | ||||
Receivable for Investments Sold | 163,463 | ||||
Receivable for Fund Shares Sold | 375,497 | ||||
Increase (Decrease) in: | |||||
Payable for Investments Purchased | (505,114 | ) | |||
Investment Advisory Fees Payable | (64,568 | ) | |||
Interest Expense Payable | 103,389 | ||||
Trustees Fees Payable | (382 | ) | |||
Payable to Broker for Dividend Reinvestment | 46,372 | ||||
Accrued Expenses | (19,202 | ) | |||
Administration, Fund Accounting and Custodian Fees Payable | 55,879 | ||||
Professional Fees Payable | 21,058 | ||||
Net Cash Provided By (Used In) Operating Activities | 31,942,001 | ||||
CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES | |||||
Cash Dividends Paid to Common Stockholders | (21,315,114 | ) | |||
Issuance of shares, net of fees | 5,345,787 | ||||
Decrease in borrowings | (16,000,000 | ) | |||
Net Cash Provided By (Used In) Financing Activities | (31,969,327 | ) | |||
NET CHANGE IN CASH | |||||
Cash at Beginning of Period | 104,302 | ||||
Cash at End of Period | $ | 76,976 | |||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW AND NON-CASH INFORMATION | |||||
Additional Paid-in Capital from Dividend Reinvestment | $ | 152,986 | |||
Cash Paid for Interest on Loan Outstanding | $ | 825,815 |
26 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
Financial Highlights |
Year Ended September 30, 2022 | Year Ended September 30, 2021 | Year Ended September 30, 2020 | Year Ended September 30, 2019 | Year Ended September 30, 2018 | ||||||||||||||||
Net Asset Value, Beginning of Period | $ | 19.41 | $ | 19.52 | $ | 20.80 | $ | 19.75 | $ | 22.04 | ||||||||||
Income (Loss) from Investment Operations: | ||||||||||||||||||||
Net Investment Income (Loss) (a) | 1.01 | 1.40 | 1.60 | 1.35 | 1.41 | |||||||||||||||
Net Gain (Loss) on Investments (Realized and Unrealized) | (4.35 | ) | 0.20 | (1.47 | ) | 1.13 | (1.70 | ) | ||||||||||||
Total from Investment Operations | (3.34 | ) | 1.60 | 0.13 | 2.48 | (0.29 | ) | |||||||||||||
Less Distributions: | ||||||||||||||||||||
Distributions from Net Investment Income | (1.13 | ) | (1.71 | ) | (1.41 | ) | (1.43 | ) | (1.58 | ) | ||||||||||
Return of Capital | (0.24 | ) | — | — | — | (0.42 | ) | |||||||||||||
Total Distributions | (1.37 | ) | (1.71 | ) | (1.41 | ) | (1.43 | ) | (2.00 | ) | ||||||||||
Proceeds from Issuance of Common Shares: | ||||||||||||||||||||
Premiums less commissions and offering costs on issuance of common shares (See Note 13) | — | (d)(e) | — | (d)(e) | — | — | — | |||||||||||||
Total capital stock transactions | — | (d)(e) | — | (d)(e) | — | — | — | |||||||||||||
Net Asset Value, End of Period | $ | 14.70 | $ | 19.41 | $ | 19.52 | $ | 20.80 | $ | 19.75 | ||||||||||
Market Price, End of Period | $ | 14.45 | $ | 19.72 | $ | 19.06 | $ | 20.71 | $ | 20.57 | ||||||||||
Total Return on Net Asset Value (b) | (18.05 | )% | 8.49% | 0.83% | 13.12% | (1.31 | )% | |||||||||||||
Total Return on Market Price (c) | (20.55 | )% | 12.85% | (1.04 | )% | 8.12% | (5.78 | )% | ||||||||||||
Supplemental Data: | ||||||||||||||||||||
Net Assets, End of Period (000’s) | $ | 230,640 | $ | 298,816 | $ | 291,919 | $ | 310,652 | $ | 294,700 | ||||||||||
Ratios to Average Net Assets: | ||||||||||||||||||||
Expenses, including interest expense | 1.72% | 1.64% | 1.90% | 2.30% | 2.17% | |||||||||||||||
Net Investment Income (Loss) | 5.81% | 7.14% | 8.18% | 6.72% | 6.77% | |||||||||||||||
Portfolio Turnover Rate | 25% | 46% | 29% | 26% | 28% |
(a) | Calculated based on average shares outstanding during the period. |
(b) | Total return on Net Asset Value is computed based upon the Net Asset Value of common stock on the first business day and the closing Net Asset Value on the last business day of the period. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan. |
(c) | Total return on Market Price is computed based upon the New York Stock Exchange market price of the Fund’s shares and excludes the effect of brokerage commissions. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan. Total return on Market Price does not reflect any sales load paid by investors. |
(d) | Represents the premium on the at the market offering of $0.006 and $0.005 per share, respectively, less underwriting and offering costs of $0.005 and $0.004 per share, respectively, for the years ending September 30, 2022 and September 30, 2021. |
(e) | Less than $0.005 per share |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2022 | 27 |
Financial Highlights (Cont.) |
Year Ended September 30, 2017 | Year Ended September 30, 2016 | Year Ended September 30, 2015 | Year Ended September 30, 2014 | Year Ended September 30, 2013 | ||||||||||||||||
Net Asset Value, Beginning of Period | $ | 23.30 | $ | 24.10 | $ | 23.41 | $ | 22.97 | $ | 24.87 | ||||||||||
Income (Loss) from Investment Operations: | ||||||||||||||||||||
Net Investment Income (Loss) (a) | 1.63 | 1.81 | 2.21 | 1.83 | 1.63 | |||||||||||||||
Net Gain (Loss) on Investments (Realized and Unrealized) | (0.89 | ) | (0.08 | ) | 0.97 | 0.61 | (1.05 | ) | ||||||||||||
Total from Investment Operations | 0.74 | 1.73 | 3.18 | 2.44 | 0.58 | |||||||||||||||
Less Distributions: | ||||||||||||||||||||
Distributions from Net Investment Income | (1.93 | ) | (2.48 | ) | (2.49 | ) | (2.00 | ) | (2.48 | ) | ||||||||||
Return of Capital | (0.07 | ) | (0.05 | ) | — | — | — | |||||||||||||
Total Distributions | (2.00 | ) | (2.53 | ) | (2.49 | ) | (2.00 | ) | (2.48 | ) | ||||||||||
Net Asset Value, End of Period | $ | 22.04 | $ | 23.30 | $ | 24.10 | $ | 23.41 | $ | 22.97 | ||||||||||
Market Price, End of Period | $ | 24.04 | $ | 25.68 | $ | 24.88 | $ | 23.60 | $ | 22.88 | ||||||||||
Total Return on Net Asset Value (b) | 3.49% | 7.81% | 14.33% | 11.12% | 2.24% | |||||||||||||||
Total Return on Market Price (c) | 2.09% | 14.38% | 17.08% | 12.46% | (6.60)% | |||||||||||||||
Supplemental Data: | ||||||||||||||||||||
Net Assets, End of Period (000’s) | $ | 327,927 | $ | 345,864 | $ | 356,678 | $ | 345,682 | $ | 338,659 | ||||||||||
Ratios to Average Net Assets: | ||||||||||||||||||||
Expenses, including interest expense | 1.80% | 1.59% | 1.65% | 1.67% | 1.40% | |||||||||||||||
Net Investment Income (Loss) | 7.32% | 7.77% | 9.27% | 7.90% | 6.70% | |||||||||||||||
Portfolio Turnover Rate | 17% | 14% | 4% | 22% | 17% |
Fiscal Year/Period Ended | Total Amount Outstanding (d) | Asset Coverage per $1,000 of Senior Securities | Average Market Value per $1,000 of Senior Securities (Excluding Bank Loans) | Type of Senior Security | ||||||||||||||||
September 30, 2022 | $ | 44,168,524 | $ | 6,222 | N/A | Loan | ||||||||||||||
September 30, 2021 | $ | 60,065,135 | $ | 3,487 | N/A | Loan | ||||||||||||||
September 30, 2020 | $ | 61,065,420 | $ | 4,780 | N/A | Loan | ||||||||||||||
September 30, 2019 | $ | 80,198,507 | $ | 4,874 | N/A | Loan | ||||||||||||||
September 30, 2018 | $ | 87,144,451 | $ | 4,382 | N/A | Reverse Repo | ||||||||||||||
September 30, 2017 | $ | 85,851,178 | $ | 4,820 | N/A | Reverse Repo | ||||||||||||||
September 30, 2016 | $ | 66,370,049 | $ | 6,211 | N/A | Reverse Repo | ||||||||||||||
September 30, 2015 | $ | 48,686,293 | $ | 8,326 | N/A | Reverse Repo | ||||||||||||||
September 30, 2014 | $ | 88,592,022 | $ | 4,902 | N/A | Reverse Repo | ||||||||||||||
September 30, 2013 (e) | $ | 65,143,732 | $ | 6,199 | N/A | Reverse Repo |
(a) | Calculated based on average shares outstanding during the period. |
(b) | Total Return on Net Asset Value is computed based upon the Net Asset Value of common stock on the first business day and the closing Net Asset Value on the last business day of the period. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan. |
(c) | Total Return on Market Price is computed based upon the New York Stock Exchange market price of the Fund’s shares and excludes the effect of brokerage commissions. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan. |
(d) | Includes accrued interest payable on amounts outstanding as of the end of the relevant fiscal year/period. |
(e) | The information for this period was audited by a different auditor, whose report was issued on November 22, 2013. |
28 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
Notes to Financial Statements | September 30, 2022 |
• | Level 1—Unadjusted quoted market prices in active markets for identical securities |
• | Level 2—Quoted prices for identical or similar assets in markets that are not active, or inputs derived from observable market data |
• | Level 3—Significant unobservable inputs (including the reporting entity’s estimates and assumptions) |
Fixed-income class | Examples of Inputs | |||||
All | Benchmark yields, transactions, bids, offers, quotations from dealers and trading systems, new issues, spreads and other relationships observed in the markets among comparable securities; and proprietary pricing models such as yield measures calculated using factors such as cash flows, financial or collateral performance and other reference data (collectively referred to as “standard inputs”) | |||||
Corporate bonds and notes; convertible securities | Standard inputs and underlying equity of the issuer | |||||
US bonds and notes of government and government agencies | Standard inputs | |||||
Residential and commercial mortgage-backed obligations; asset-backed obligations (including collateralized loan obligations) | Standard inputs and cash flows, prepayment information, default rates, delinquency and loss assumptions, collateral characteristics, credit enhancements and specific deal information, trustee reports | |||||
Bank loans | Standard inputs |
Annual Report | | | September 30, 2022 | 29 |
Notes to Financial Statements (Cont.) |
Category | ||||||||||
Investments in Securities | ||||||||||
Level 1 | ||||||||||
Money Market Funds | $ | 270,741 | ||||||||
Common Stocks | 61,642 | |||||||||
Total Level 1 | 332,383 | |||||||||
Level 2 | ||||||||||
Collateralized Loan Obligations | 82,166,188 | |||||||||
Non-Agency Commercial Mortgage Backed Obligations | 56,350,682 | |||||||||
US Government and Agency Mortgage Backed Obligations | 39,460,273 | |||||||||
Non-Agency Residential Collateralized Mortgage Obligations | 34,925,488 | |||||||||
Bank Loans | 21,282,201 | |||||||||
US Government and Agency Obligations | 14,541,211 | |||||||||
Foreign Corporate Bonds | 8,050,160 | |||||||||
Asset Backed Obligations | 2,030,567 | |||||||||
Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations | 1,634,468 | |||||||||
Common Stocks | 17,223 | |||||||||
Total Level 2 | 260,458,461 | |||||||||
Level 3 | ||||||||||
Non-Agency Commercial Mortgage Backed Obligations | 4,907,534 | |||||||||
Asset Backed Obligations | 3,959,557 | |||||||||
Collateralized Loan Obligations | 1,648,940 | |||||||||
Common Stocks | 242,328 | |||||||||
Bank Loans | 88,856 | |||||||||
Preferred Stocks | 2,010 | |||||||||
Total Level 3 | 10,849,225 | |||||||||
Total | $ | 271,640,069 |
30 | DoubleLine Opportunistic Credit Fund |
September 30, 2022 |
Fair Value as of 9/30/2021 | Net Realized Gain (Loss) | Net Change in Unrealized Appreciation (Depreciation) (c) | Net Accretion (Amortization) | Purchases (a) | Sales (b) | Transfers Into Level 3 (d) | Transfers Out of Level 3 (d) | Fair Value as of 9/30/2022 | Net Change in Unrealized Appreciation (Depreciation) on securities held at 9/30/2022 (c) | ||||||||||||||||||||||||||||||||||||||||||||||
Investments in Securities | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Non-Agency Commercial Mortgage Backed Obligations | $ | 5,696,751 | $ | 158,197 | $ | (347,130 | ) | $ | 109,853 | $ | 35 | $ | (710,172 | ) | $ | — | $ | — | $ | 4,907,534 | $ | (341,907 | ) | ||||||||||||||||||||||||||||||||
Asset Backed Obligations | 5,908,479 | 4 | (1,999,389 | ) | — | 243,649 | (193,186 | ) | — | — | 3,959,557 | (1,969,451 | ) | ||||||||||||||||||||||||||||||||||||||||||
Collateralized Loan Obligations | 1,354,392 | — | (488,856 | ) | — | — | — | 783,404 | — | 1,648,940 | (488,856 | ) | |||||||||||||||||||||||||||||||||||||||||||
Common Stocks | 810,873 | 367,404 | (388,134 | ) | — | — | (547,815 | ) | — | — | 242,328 | (66,870 | ) | ||||||||||||||||||||||||||||||||||||||||||
Bank Loans | 89,952 | 383 | (3,755 | ) | 3,372 | — | (1,096 | ) | — | — | 88,856 | (3,347 | ) | ||||||||||||||||||||||||||||||||||||||||||
Preferred Stocks | — | — | (40,838 | ) | — | 42,848 | — | — | — | 2,010 | — | ||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 13,860,447 | $ | 525,988 | $ | (3,268,102 | ) | $ | 113,225 | $ | 286,532 | $ | (1,452,269 | ) | $ | 783,404 | $ | — | $ | 10,849,225 | $ | (2,870,431 | ) |
(a) | Purchases include all purchases of securities, payups and corporate actions. |
(b) | Sales include all sales of securities, maturities, and paydowns. |
(c) | Any difference between Net Change in Unrealized Appreciation (Depreciation) and Net Change in Unrealized Appreciation (Depreciation) on securities held at September 30, 2022 may be due to a security that was not held or categorized as Level 3 at either period end. |
(d) | Transfers into or out of Level 3 can be attributed to changes in the availability of pricing sources and/or in the observability of significant inputs used to measure the fair value of those instruments. |
Fair Val ue as of 9/30/2022 | Valuation Techniques | Unobservable Input | Unobservable Input Values (Weighted Average) (e) | Impact to valuation from an increase to input | |||||||||||||||||
Non-Agency Commercial Mortgage Backed Obligations | $ | 4,907,534 | Market Comparables | Market Quotes | $0.01-$80.96 ($64.76) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||||||
Asset Backed Obligations | $ | 3,959,557 | Market Comparables | Market Quotes | $51.26-$1,922.19 ($297.32) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||||||
Collateralized Loan Obligations | $ | 1,648,940 | Market Comparables | Market Quotes | $0.00-$78.34 ($59.94) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||||||
Common Stocks | $ | 242,328 | Market Comparables | Market Quotes | $0.38-$18.51 ($18.38) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||||||
Bank Loans | $ | 88,856 | Market Comparables | Market Quotes | $100.00 ($100.00) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||||||
Preferred Stocks | $ | 2,010 | Market Comparables | Market Quotes | $1.00 ($1.00) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security |
(e) | Unobservable inputs were weighted by the relative fair value of the instruments. |
Annual Report | | | September 30, 2022 | 31 |
Notes to Financial Statements (Cont.) |
32 | DoubleLine Opportunistic Credit Fund |
September 30, 2022 |
Year Ended September 30, 2022 | Year Ended September 30, 2021 | ||||||||||||||
Distributions Paid From: | |||||||||||||||
Ordinary Income | $ | 17,689,842 | $ | 25,647,506 | |||||||||||
Return of Capital | 3,778,258 | — | |||||||||||||
Total Distributions Paid | $ | 21,468,100 | $ | 25,647,506 |
Tax Cost of Investments | $ | 352,564,569 | ||||||||
Gross Tax Unrealized Appreciation | 5,128,475 | |||||||||
Gross Tax Unrealized Depreciation | (86,052,975 | ) | ||||||||
Net Tax Unrealized Appreciation (Depreciation) | (80,924,500 | ) |
Net Tax Unrealized Appreciation (Depreciation) | $ | (80,924,500 | ) | |||||||
Other Accumulated Gains (Losses) | (46,823,879 | ) | ||||||||
Total Distributable Earnings (Loss) | (127,748,379 | ) |
Paid-in Capital | Total Distributable Earnings (Loss) | |||||||
$(3,778,258) | $ | 3,778,258 |
Annual Report | | | September 30, 2022 | 33 |
Notes to Financial Statements (Cont.) |
For the Year Ended September 30, 2022 | For the Year Ended September 30, 2021 | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||||||||
Shares Sold (net of fees) | 285,206 | $ | 5,345,787 | 414,295 | $ | 8,116,035 | |||||||||||||||||||
Reinvested Dividends | 8,048 | 152,986 | 26,757 | 522,518 | |||||||||||||||||||||
Increase (Decrease) in Net Assets Resulting from Net Share Transactions | 293,254 | $ | 5,498,773 | 441,052 | $ | 8,638,553 |
34 | DoubleLine Opportunistic Credit Fund |
September 30, 2022 |
Maximum Amount Available | Average Borrowings | Maximum Amount Outstanding | Interest Expense | Commitment Fee | Average Interest Rate | |||||||||||||||||||||||
$65,000,000 | $ | 49,739,726 | $ | 60,000,000 | $ | 816,634 | $ | 112,570 | 1.70% |
• | asset-backed securities investment risk: non-payment of loans) will result in a reduction in the value of the security. |
• | collateralized debt obligations risk: e.g. |
• | confidential information access risk: non-public information by the Adviser could limit the Fund’s ability to sell certain investments held by the Fund or pursue certain investment opportunities on behalf of the Fund, potentially for a substantial period of time. |
• | counterparty risk: |
Annual Report | | | September 30, 2022 | 35 |
Notes to Financial Statements (Cont.) |
• | credit default swaps risk: |
• | credit risk: |
• | derivatives risk: |
• | emerging markets risk: |
• | foreign investing risk: |
• | foreign currency risk: |
• | high yield risk: |
• | interest rate risk: |
36 | DoubleLine Opportunistic Credit Fund |
September 30, 2022 |
• | inverse floaters and related securities risk: |
• | investment and market risk: COVID-19, experience periods of high volatility and reduced liquidity. Certain securities may be difficult to value during such periods. Recently, there have been inflationary price movements, which have caused the fixed income securities markets to experience heightened levels of interest rate volatility and liquidity risk. |
• | issuer risk: |
• | leverage risk: |
• | LIBOR phase out/transition risk: |
• | liquidity risk: |
• | loan risk: |
• | market discount risk: closed-end management investment companies frequently trade at a discount from their net asset value. |
• | market disruption and geopolitical risk: |
Annual Report | | | September 30, 2022 | 37 |
Notes to Financial Statements (Cont.) |
investor sentiment, or other external factors, experience periods of high volatility and reduced liquidity, which may cause the Fund to sell securities at times when it would otherwise not do so, and potentially at unfavorable prices. |
• | mortgage-backed securities risk: re-payment of principal to other classes of the issuer’s securities. |
• | operational and information security risks: |
• | restricted securities risk: |
• | sovereign debt obligations risk: |
• | U.S. Government securities risk: |
38 | DoubleLine Opportunistic Credit Fund |
September 30, 2022 |
Annual Report | | | September 30, 2022 | 39 |
Report of Independent Registered Public Accounting Firm |
40 | DoubleLine Opportunistic Credit Fund |
Federal Tax Information | (Unaudited) September 30, 2022 |
Qualified Dividend Income | 0.00% |
Dividends Received Deduction | 0.00% |
Qualified Short-term Gains | 0.00% |
Qualified Interest Income | 82.90% |
Annual Report | | | September 30, 2022 | 41 |
Trustees and Officers | (Unaudited) September 30, 2022 |
Name, Address, and Year of Birth (1) | Position with Trust | Term of Office and Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of Portfolios Overseen (2) | Other Directorships Held by Trustee During Past 5 Years | |||||
Independent Trustees | ||||||||||
Joseph J. Ciprari, 1964 | Trustee | Class I (2025)*/Since Inception | President, Remo Consultants, a real estate financial consulting firm. Formerly, Managing Director, UBS AG. Formerly, Managing Director, Ally Securities LLC. | 22 | None | |||||
John C. Salter, 1957 | Trustee | Class II (2023)*/Since Inception | Partner, Stark Municipal Brokers. Formerly, Managing Director, Municipals, Tullet Prebon Financial Services LLC (d/b/a Chapdelaine). Formerly, Partner, Stark, Salter & Smith, a securities brokerage firm specializing in tax exempt bonds. | 22 | None | |||||
Raymond B. Woolson, 1958 | Trustee | Class III (2024)*/Since Inception | President, Apogee Group, Inc., a company providing financial consulting services. | 22 | Independent Trustee, DoubleLine ETF (an open-end investment company with 2 portfolios). Independent Trustee, Advisors Series Trust (an open-end investment company with 35 portfolios) (3) |
Name, Address, and Year of Birth (1) | Position with Trust | Term of Office and Length of Time Served | Principal Occupation(s) During Past 5 Years | Number of Portfolios Overseen (2) | Other Directorships Held by Trustee During Past 5 Years | |||||
Interested Trustee | ||||||||||
Ronald R. Redell, 1970 | Trustee, Chairman, President and Chief Executive Officer | Class III (2024)*/Since Inception | Trustee, Chairman, President, and Chief Executive Officer, DoubleLine Income Solutions Fund (since January 2013); President, DoubleLine Group LP (since January 2019 and Executive from January 2013 to January 2019); Trustee, Chairman, President and Chief Executive Officer, DoubleLine Opportunistic Credit Fund (since July 2011); Executive, DoubleLine Capital (since July 2010); President, DoubleLine Funds Trust (since January 2010). | 22 | Interested Trustee, DoubleLine ETF Trust |
42 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Name, Address, and Year of Birth (1) | Position(s) Held with Trust | Term of Office and Length of Time Served | Principal Occupation(s) During Past 5 Years | |||
Henry V. Chase, 1949 | Treasurer and Principal Financial and Accounting Officer | Indefinite/Since January 2020 | Treasurer and Principal Financial and Accounting Officer, DoubleLine Funds Trust (since January 2020); Treasurer and Principal Financial and Accounting Officer, DoubleLine Yield Opportunities Fund (since January 2020); Treasurer and Principal Financial and Accounting Officer, DoubleLine Income Solutions Fund (since January 2020); Treasurer and Principal Financial and Accounting Officer, DoubleLine Opportunistic Credit Fund (since January 2020); Chief Financial Officer, DoubleLine Capital (since January 2013); Vice President, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Income Solutions Fund (since May 2019); Vice President, DoubleLine Funds Trust (since May 2019); Vice President, DoubleLine Opportunistic Credit Fund (since May 2019). | |||
Youse Guia, 1972 | Chief Compliance Officer | Indefinite/Since March 2018 | Chief Compliance Officer, DoubleLine Yield Opportunities Fund (since November 2019); Chief Compliance Officer, DoubleLine Capital (since March 2018); Chief Compliance Officer, DoubleLine Equity LP (since March 2018); Chief Compliance Officer, DoubleLine Funds Trust (since March 2018); Chief Compliance Officer, DoubleLine Opportunistic Credit Fund (since March 2018); Chief Compliance Officer, DoubleLine Income Solutions Fund (since March 2018). Formerly, Executive Vice President and Deputy Chief Compliance Officer, Pacific Investment Management Company LLC (“PIMCO”) (from April 2014 to February 2018); Chief Compliance Officer, PIMCO Managed Accounts Trust (from September 2014 to February 2018); Chief Compliance Officer, PIMCO-sponsored closed-end funds (from September 2014 to February 2018); Chief Compliance Officer, PIMCO Flexible Credit Income Fund (from February 2017 to February 2018). Formerly, Head of Compliance, Allianz Global Investors U.S. Holdings LLC (from October 2012 to March 2014); Chief Compliance Officer, Allianz Funds, AllianzMulti-Strategy Trust, Allianz Global Investors SponsoredClosed-End Funds, PremierMulti-Series VIT and The Korea Fund, Inc. (from October 2004 to December 2013). | |||
Winnie Han, 1988 | Assistant Treasurer | Indefinite/Since May 2017 | Assistant Treasurer, DoubleLine Yield Opportunities Fund (since November 2019); Assistant Treasurer, DoubleLine Income Solutions Fund (since May 2017); Assistant Treasurer, DoubleLine Funds Trust (since May 2017); Assistant Treasurer, DoubleLine Opportunistic Credit Fund (since May 2017); Assistant Treasurer, DoubleLine Capital (since March 2017); Formerly, Investment Accounting Supervisor, Alexandria Real Estate Equities, Inc. (June 2016 to March 2017); Formerly, Manager, PricewaterhouseCoopers (January 2011 to June 2016). | |||
Cris Santa Ana, 1965 | Vice President and Secretary | Indefinite/Vice President Since Inception and Secretary Since July 2018 | Vice President and Secretary, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Income Solutions Fund (since January 2013); Vice President, DoubleLine Opportunistic Credit Fund (since July 2011); Vice President, DoubleLine Funds Trust (since April 2011); Chief Risk Officer, DoubleLine Capital (since June 2010). Formerly, Chief Operating Officer, DoubleLine Capital (from December 2009 through May 2010). | |||
Earl A. Lariscy, 1966 | Vice President and Assistant Secretary | Indefinite/Vice President Since May 2012 and Assistant Secretary Since Inception | Vice President and Secretary, DoubleLine Yield Opportunities Fund (since November 2019); Vice President and Assistant Secretary, DoubleLine Income Solutions Fund (since January 2013); Vice President, DoubleLine Funds Trust (since May 2012); Vice President and Assistant Secretary, DoubleLine Opportunistic Credit Fund (since May 2012 and inception, respectively); General Counsel, DoubleLine Capital (since April 2010). | |||
David Kennedy, 1964 | Vice President | Indefinite/Since May 2012 | Vice President and Secretary, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Income Solutions Fund (since January 2013); Vice President, DoubleLine Funds Trust (since May 2012); Vice President, DoubleLine Opportunistic Credit Fund (since May 2012); Manager, Trading and Settlements, DoubleLine Capital (since December 2009). |
Annual Report | | | September 30, 2022 | 43 |
Trustees and Officers (Cont.) |
Name, Address, and Year of Birth (1) | Position(s) Held with Trust | Term of Office and Length of Time Served | Principal Occupation(s) During Past 5 Years | |||
Patrick A. Townzen, 1978 | Vice President | Indefinite/Since September 2012 | Vice President and Secretary, DoubleLine Yield Opportunities Fund (since September 2019); Vice President, DoubleLine Income Solutions Fund (since January 2013); Vice President, DoubleLine Funds Trust (since September 2012); Vice President, DoubleLine Opportunistic Credit Fund (since September 2012); Director of Operations, DoubleLine Capital (since March 2018). Formerly, Manager of Operations, DoubleLine Capital (from September 2012 to March 2018). | |||
Brady J. Femling, 1987 | Vice President | Indefinite/Since May 2017 | Vice President, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Income Solutions Fund (since May 2017); Vice President, DoubleLine Opportunistic Credit Fund (since May 2017); Vice President, DoubleLine Funds Trust (since May 2017); Senior Fund Accountant, DoubleLine Capital (Since April 2013). Fund Accounting Supervisor, ALPS Fund Services (From October 2009 to April 2013). | |||
Neal L. Zalvan, 1973 | Vice President | Indefinite/Vice President Since May 2017 | Vice President, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Opportunistic Credit Fund (since May 2017); Vice President, DoubleLine Funds Trust (since May 2016); Vice President, DoubleLine Income Solutions Fund (since May 2016); Legal/Compliance, DoubleLine Group LP (since January 2013); Formerly, Anti-Money Laundering Officer, DoubleLine Yield Opportunities Fund (from November 2019 to September 2020);Anti-Money Laundering Officer, DoubleLine Capital, DoubleLine Opportunistic Credit Fund, DoubleLine Income Solutions Fund, DoubleLine Equity LP and DoubleLine Alternatives (from March 2016 to September 2020). | |||
Grace Walker, 1970 | Assistant Treasurer | Indefinite/Since January 2020 | Assistant Treasurer, DoubleLine Funds Trust (since January 2020); Assistant Treasurer, DoubleLine Income Solutions Fund (since January 2020); Assistant Treasurer, DoubleLine Opportunistic Credit Fund (since January 2020); Assistant Treasurer, DoubleLine Yield Opportunities Fund (since January 2020); Treasurer, DoubleLine Funds (Luxembourg) and DoubleLine Cayman Unit Trust (since March 2017). Formerly, Assistant Treasurer, DoubleLine Income Solutions Fund (from January 2013 to May 2017); Assistant Treasurer, DoubleLine Opportunistic Credit Fund (from March 2012 to May 2017); Assistant Treasurer, DoubleLine Funds Trust (from March 2012 to May 2017). | |||
Adam D. Rossetti, 1978 | Vice President | Indefinite/Since February 2019 | Vice President, DoubleLine Yield Opportunities Fund (since September 2019); Vice President, DoubleLine Funds Trust (since February 2019); Vice President, DoubleLine Income Solutions Fund (since February 2019); Vice President, DoubleLine Opportunistic Credit Fund (since February 2019); Chief Compliance Officer, DoubleLine Alternatives LP (since June 2015); Legal/ Compliance, DoubleLine Group LP (since April 2015). Formerly, Chief Compliance Officer, DoubleLine Capital (from August 2017 to March 2018); Chief Compliance Officer, DoubleLine Equity LP (from August 2017 to March 2018); Chief Compliance Officer, DoubleLine Funds Trust (from August 2017 to March 2018); Chief Compliance Officer, DoubleLine Income Solutions Fund (from August 2017 to March 2018); Chief Compliance Officer, DoubleLine Opportunistic Credit Fund (from August 2017 to March 2018); Vice President and Counsel, PIMCO (from April 2012 to April 2015). | |||
Jeffery J. Sherman, 1977 | Vice President | Indefinite/Since Inception | Deputy Chief Investment Officer, DoubleLine (since June 2016); President and Portfolio Manager, DoubleLine Alternatives LP (since April 2015 and May 2015, respectively); Vice President, DoubleLine Income Solutions Fund (since January 2013); Vice President, DoubleLine Opportunistic Credit Fund (since July 2011); Portfolio Manager, DoubleLine Capital (since September 2010); Fixed Income Asset Allocation, DoubleLine Capital (since December 2009). | |||
Dawn Oswald, 1980 | Vice President | Indefinite/Since January 2020 | Vice President, DoubleLine Funds Trust (since January 2020); Vice President, DoubleLine Yield Opportunities Fund (since January 2020); Vice President, DoubleLine Income Solutions Fund (since January 2020); Vice President, DoubleLine Opportunistic Credit Fund (since January 2020); Pricing Manager, DoubleLine Capital (since January 2018). Formerly, Operations Specialist, DoubleLine Capital (from July 2016 to January 2018). Global Securities Fixed Income Valuation Senior Analyst, Capital Group (from April 2015 to July 2016). Global Securities Fair Valuation Analyst, Capital Group (from January 2010 to April 2015). |
44 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 | ||
Name, Address, and Year of Birth (1) | Position(s) Held with Trust | Term of Office and Length of Time Served | Principal Occupation(s) During Past 5 Years | |||
Robert Herron, 1987 | Vice President | Indefinite/Since June 2020 | Vice President, DoubleLine Funds Trust (since June 2020); Vice President, DoubleLine Yield Opportunities Fund (since June 2020); Vice President, DoubleLine Income Solutions Fund (since June 2020); Vice President, DoubleLine Opportunistic Credit Fund (since June 2020). Manager–Risk Analytics, DoubleLine Capital (since January 2017); Formerly, Analyst–Risk Analytics, DoubleLine Capital (from October 2011 to January 2017). | |||
Jose Sarmenta, 1975 | Anti-Money Laundering Officer | Indefinite/Since September 2020 | Anti-Money Laundering Officer, DoubleLine Funds Trust (since September 2020);Anti-Money Laundering Officer, DoubleLine Yield Opportunities Fund (since September 2020);Anti-Money Laundering Officer, DoubleLine Opportunistic Credit Fund (since September 2020);Anti-Money Laundering Officer, DoubleLine Income Solutions Fund (since September 2020); Compliance Analyst, DoubleLine Capital (since October 2019); Formerly, Compliance Manager,Anti-Money Laundering Manager for CIM Group (from November 2017 to October 2019); Governance and Risk Manager for PennyMac Financial Services Inc. (from July 2015 to November 2017). |
Annual Report | | | September 30, 2022 | 45 |
Additional Information Regarding the Fund | (Unaudited) September 30, 2022 |
Shareholder Transaction Expenses | Percentage of Offering Price | |||||||||
Sales Load Paid by Investors (1) | See Footnote 1 below | |||||||||
Dividend Reinvestment Plan Fees (2) | None | |||||||||
Annual Expenses | Percentage of Net Assets Attributable to Common Shares | |||||||||
Management Fees (3) | 1.18% | |||||||||
Administration Fees (4) | 0.02% | |||||||||
Interest Expense on Borrowed Funds (5) | 0.35% | |||||||||
Other Expenses (6) | 0.17% | |||||||||
Total Annual Expenses | 1.72% |
(1) | As of September 30, 2022, the Fund had an effective registration statement under which it may offer and sell additional Common Shares of the Fund. The maximum sales load paid by investors in an offering under that registration statement is presently expected to be 1.00% of the offering price. |
(2) | You will pay brokerage charges if you direct your broker or the plan agent to sell your Common Shares that you acquired pursuant to a dividend reinvestment plan. You will also bear a pro rata share of brokerage commissions incurred in connection with open-market purchases pursuant to the Fund’s Dividend Reinvestment Plan. See “Dividend Reinvestment Plan”. |
(3) | The Fund pays DoubleLine Capital LP (“DoubleLine” or the “Adviser”) a monthly management fee for its investment management services in an amount equal to 1.00% of the Fund’s average daily total managed assets. In accordance with the requirements of the Securities and Exchange Commission (the “SEC”), the table above shows the Fund’s management fee as a percentage of average net assets, which reflects the Fund’s use of leverage. “Total managed assets” means the total assets of the Fund (including assets attributable to any reverse repurchase agreements, dollar roll transactions or similar transactions, borrowings, and preferred shares that may be outstanding) minus accrued liabilities (other than liabilities in respect of reverse repurchase agreements, dollar roll transactions or similar transactions, and borrowings). |
(4) | The Master Services Agreement between the Fund and U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (the “Administrator”), obligates the Fund to pay the Administrator a fee of 0.02% of the Fund’s average daily total managed assets for providing administration, bookkeeping, pricing, and other services to the Fund. The Administrator will also be reimbursed by the Fund for out-of-pocket |
(5) | Assumes the use of leverage in the form of borrowings representing 16.02% of the Fund’s total assets (including the amounts of leverage obtained through the use of such borrowings) at an annual effective interest rate cost to the Fund of 4.01%, which reflects approximately the percentage of the Fund’s total assets attributable to such borrowings as of September 30, 2022. |
(6) | Other expenses are for the Fund’s fiscal year ended September 30, 2022. |
1 Year | 3 Years | 5 Years | 10 Years | ||||||||||||||||||||||
Total Expenses Incurred | $ | 17 | $ | 54 | $ | 93 | $ | 203 |
(1) | The example above should not be considered a representation of future expenses. Actual expenses may be higher or lower than those shown |
46 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Quarter | Common Share Market Price | Common Share Net Asset Value | Premium (Discount) as a % of Net Asset Value | ||||||||||||||||||||||||||||||||
High | Low | High | Low | High | Low | ||||||||||||||||||||||||||||||
September 30, 2022 | $ | 16.27 | $ | 14.13 | $ | 16.03 | $ | 14.70 | 1.50% | -3.88% | |||||||||||||||||||||||||
June 30, 2022 | $ | 17.03 | $ | 15.13 | $ | 17.45 | $ | 15.92 | -2.41% | -4.96% | |||||||||||||||||||||||||
March 31, 2022 | $ | 19.26 | $ | 16.26 | $ | 18.85 | $ | 17.39 | 2.18% | -6.50% | |||||||||||||||||||||||||
December 31, 2021 | $ | 19.93 | $ | 18.71 | $ | 19.45 | $ | 18.83 | 2.47% | -0.64% | |||||||||||||||||||||||||
September 30, 2021 | $ | 20.05 | $ | 19.58 | $ | 19.72 | $ | 19.38 | 1.67% | 1.03% | |||||||||||||||||||||||||
June 30, 2021 | $ | 20.25 | $ | 19.47 | $ | 19.72 | $ | 19.48 | 2.69% | -0.05% | |||||||||||||||||||||||||
March 31, 2021 | $ | 20.19 | $ | 19.04 | $ | 19.87 | $ | 19.46 | 1.61% | -2.16% | |||||||||||||||||||||||||
December 31, 2020 | $ | 19.87 | $ | 18.55 | $ | 19.87 | $ | 19.39 | 0.00% | -4.33% |
Annual Report | | | September 30, 2022 | 47 |
Summary of Updated Information Regarding the Fund | (Unaudited) September 30, 2022 |
48 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 49 |
Summary of Updated Information Regarding the Fund (Cont.) |
50 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Assumed Portfolio Total Return | (10.00 | )% | (5.00 | )% | 0.00% | 5.00% | 10.00% | |||||||||||||||||||||||
Common Share Total Return | (12.67 | )% | (6.72 | )% | (0.77)% | 5.19% | 11.14% |
Annual Report | | | September 30, 2022 | 51 |
Summary of Updated Information Regarding the Fund (Cont.) |
52 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 53 |
Summary of Updated Information Regarding the Fund (Cont.) |
54 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 55 |
Summary of Updated Information Regarding the Fund (Cont.) |
56 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 57 |
Summary of Updated Information Regarding the Fund (Cont.) |
58 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 59 |
Summary of Updated Information Regarding the Fund (Cont.) |
60 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 61 |
Summary of Updated Information Regarding the Fund (Cont.) |
62 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
• | Other creditors might convince the court to set aside a loan or the collateralization of the loan as a “fraudulent conveyance” or “preferential transfer.” In that event, the court could recover from the Fund the interest and principal payments that the borrower made before becoming insolvent. There can be no assurance that the Fund would be able to prevent that recapture. |
• | A bankruptcy court may restructure the payment obligations under the loan so as to reduce the amount to which the Fund would be entitled. |
• | The court might discharge the amount of the loan that exceeds the value of the collateral. |
• | The court could subordinate the Fund’s rights to the rights of other creditors of the borrower under applicable law, decreasing, potentially significantly, the likelihood of any recovery on the Fund’s investment. |
Annual Report | | | September 30, 2022 | 63 |
Summary of Updated Information Regarding the Fund (Cont.) |
64 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 65 |
Summary of Updated Information Regarding the Fund (Cont.) |
66 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 67 |
Summary of Updated Information Regarding the Fund (Cont.) |
• | Redemption Risk—Debt securities sometimes contain provisions that allow for redemption in the event of tax or security law changes in addition to call features at the option of the issuer. In the event of a redemption, the Fund may not be able to reinvest the proceeds at comparable rates of return. |
• | Limited Voting Rights—Debt securities typically do not provide any voting rights, except in some cases when interest payments have not been made and the issuer is in default. Even in such cases, such rights may be limited to the terms of the debenture or other agreements. |
• | Liquidity Risk—Certain debt securities may be substantially less liquid than many other securities, such as U.S. Government securities or common shares or other equity securities. |
• | Spread Risk—Wider credit spreads and decreasing market values typically represent a deterioration of the debt security’s credit soundness and a perceived greater likelihood or risk of default by the issuer. |
• | Extension Risk—This is the risk that if interest rates rise, repayments of principal on certain debt securities, including, but not limited to, floating rate loans and mortgage-related securities, may occur at a slower rate than expected and the expected maturity of those securities could lengthen as a result. Securities that are subject to extension risk generally have a greater potential for loss when prevailing interest rates rise, which could cause their values to fall sharply. |
• | Prepayment/Reinvestment Risk—Many types of debt securities, including floating rate loans, mortgage-backed securities and asset-backed securities, may reflect an interest in periodic payments made by borrowers. Although debt securities and other obligations typically mature after a specified period of time, borrowers may pay them off sooner. When a prepayment happens, all or a portion of the obligation will be prepaid. A borrower is more likely to prepay an obligation which bears a relatively high rate of interest. This means that in times of declining interest rates, there is a greater likelihood that the Fund’s higher yielding securities will be pre-paid and the Fund will probably be unable to reinvest those proceeds in an investment with as great a yield, causing the Fund’s yield to decline. Securities subject to prepayment risk generally offer less potential for gains when prevailing interest rates fall. If the Fund buys those investments at a premium, accelerated prepayments on those investments could cause the Fund to lose a portion of its principal investment and |
68 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
result in lower yields to shareholders. The increased likelihood of prepayment when interest rates decline also limits market price appreciation, especially with respect to certain loans, mortgage-backed securities and asset-backed securities. The effect of prepayments on the price of a security may be difficult to predict and may increase the security’s price volatility. Interest-only and principal-only securities are especially sensitive to interest rate changes, which can affect not only their prices but can also change the income flows and repayment assumptions about those investments. Income from the Fund’s portfolio may decline when the Fund invests the proceeds from investment income, sales of portfolio securities or matured, traded or called debt obligations. A decline in income received by the Fund from its investments is likely to have a negative effect on the dividend levels and market price, NAV and/or overall return of the Common Shares. |
• | the likelihood of greater volatility of NAV and market price of Common Shares, and of the investment return to Common Shareholders, than a comparable portfolio without leverage; |
Annual Report | | | September 30, 2022 | 69 |
Summary of Updated Information Regarding the Fund (Cont.) |
• | the possibility either that Common Share dividends will fall if the interest and other costs of leverage rise, or that dividends paid on Common Shares will fluctuate because such costs vary over time; |
• | the effects of leverage in a declining market or a rising interest rate environment, as leverage is likely to cause a greater decline in the NAV of the Common Shares than if the Fund were not leveraged and may result in a greater decline in the market value of the Common Shares; and, |
• | the Fund’s creditors, counterparties to the Fund’s leveraging transactions and any preferred shareholders of the Fund will have priority of payment over the Fund’s Common Shareholders. |
70 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 71 |
Summary of Updated Information Regarding the Fund (Cont.) |
72 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 73 |
Summary of Updated Information Regarding the Fund (Cont.) |
74 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 75 |
Summary of Updated Information Regarding the Fund (Cont.) |
76 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 77 |
Summary of Updated Information Regarding the Fund (Cont.) |
78 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 79 |
Summary of Updated Information Regarding the Fund (Cont.) |
80 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 81 |
Portfolio Managers | (Unaudited) September 30, 2022 |
82 | DoubleLine Opportunistic Credit Fund |
Dividend Reinvestment Plan | (Unaudited) September 30, 2022 |
Annual Report | | | September 30, 2022 | 83 |
Dividend Reinvestment Plan (Cont.) |
84 | DoubleLine Opportunistic Credit Fund |
DoubleLine Privacy Policy Notice | (Unaudited) September 30, 2022 |
• | Your personal identification information, which may include your name and passport information, your IP address, politically exposed person (“PEP”) status, and such other information as may be necessary for us to provide our services to you and to complete our customer due diligence process and discharge anti-money laundering obligations; |
• | Your contact information, which may include postal address and e-mail address and your home and mobile telephone numbers; |
• | Your family relationships, which may include your marital status, the identity of your spouse and the number of children that you have; |
• | Your professional and employment information, which may include your level of education and professional qualifications, your employment, employer’s name and details of directorships and other offices which you may hold; and |
• | Financial information, risk tolerance, sources of wealth and your assets, which may include details of shareholdings and beneficial interests in financial instruments, your bank details and your credit history. |
• | Information we receive about you on applications or other forms; |
• | Information you may give us orally; |
• | Information about your transactions with us or others; |
• | Information you submit to us in correspondence, including emails or other electronic communications; and |
• | Information about any bank account you use for transfers between your bank account and any Fund account, including information provided when effecting wire transfers. |
Annual Report | | | September 30, 2022 | 85 |
DoubleLine Privacy Policy Notice (Cont.) |
• | It may be necessary for DoubleLine to provide information to nonaffiliated third parties in connection with our performance of the services we have agreed to provide to the Funds or you. For example, it might be necessary to do so in order to process transactions and maintain accounts. |
• | DoubleLine will release any of the non-public information listed above about a customer if directed to do so by that customer or if DoubleLine is authorized by law to do so, such as in the case of a court order, legal investigation, or other properly executed governmental request. |
• | In order to alert a customer to other financial products and services offered by an affiliate, DoubleLine may share information with an affiliate, including companies using the DoubleLine name. Such products and services may include, for example, other investment products offered by a DoubleLine company. If you prefer that we not disclose non-public personal information about you to our affiliates for this purpose, you may direct us not to make such disclosures (other than disclosures permitted by law) by calling (213)633-8200. If you limit this sharing and you have a joint account, your decision will be applied to all owners of the account. |
• | the country to which we send the personal information may have been assessed by the European Commission as providing an “adequate” level of protection for personal data; |
• | the recipient may have signed a contract based on standard contractual clauses approved by the European Commission; or |
• | where the recipient is located in the U.S., it may be a certified member of the EU-U.S. Privacy Shield scheme. |
• | for the purposes for which the personal information was collected; |
• | in order to establish or defend legal rights or obligations or to satisfy any reporting or accounting obligations; and/or |
• | as required by data protection laws and any other applicable laws or regulatory requirements, including, but not limited to, U.S. laws and regulations applicable to our business. |
• | the right to access and port personal information; |
• | the right to rectify personal information; |
• | the right to restrict the use of personal information; |
86 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2022 |
• | the right to request that personal information is erased; and |
• | the right to object to processing of personal information. |
Annual Report | | | September 30, 2022 | 87 |
(b) | Not applicable. |
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any substantive amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report. A copy of the registrant’s Code of Ethics is filed herewith.
Item 3. Audit Committee Financial Expert.
The registrant’s board of trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Raymond B. Woolson is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. “Audit services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no “Other services” provided by the principal accountant. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.
FYE 9/30/2022 | FYE 9/30/2021 | |||
( a ) Audit Fees | $63,658 | $71,501 | ||
( b ) Audit-Related Fees | N/A | $3,000 | ||
( c ) Tax Fees | $11,219 | $10,684 | ||
( d ) All Other Fees | N/A | N/A |
(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.
(e)(2) The percentage of fees billed by Deloitte & Touche LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:
FYE 9/30/2022 | FYE 9/30/2021 | |||
Audit-Related Fees | 0% | 0% | ||
Tax Fees | 0% | 0% | ||
All Other Fees | 0% | 0% |
(f) All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full-time permanent employees of the principal accountant.
(g) The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.
Non-Audit Related Fees | FYE 9/30/2022 | FYE 9/30/2021 | ||
Registrant | $11,219 | $10,684 | ||
Registrant’s Investment Adviser | N/A | N/A |
(h) The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser is compatible with maintaining the principal accountant’s independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.
(i) The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.
(j) The registrant is not a foreign issuer.
Item 5. Audit Committee of Listed Registrants.
(a) | The registrant is an issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934, (the “Act”) and has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Act. The independent members of the committee are as follows: Joseph J. Ciprari, John C. Salter, and Raymond B. Woolson. |
Item 6. Investments.
(a) | Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
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DoubleLine Funds Trust
DoubleLine ETF Trust
DoubleLine Capital LP
DoubleLine Alternatives LP
DoubleLine ETF Adviser LP
DoubleLine Private Funds
DoubleLine Opportunistic Credit Fund
DoubleLine Income Solutions Fund
DoubleLine Yield Opportunities Fund
DoubleLine Shiller CAPE® Enhanced Income Fund
Proxy Voting, Corporate Actions and Class Actions Policy
I. | Background |
This Proxy Voting, Corporate Actions and Class Actions Policy (“Policy”) is adopted by DoubleLine Capital LP, DoubleLine Alternatives LP and DoubleLine ETF Adviser LP (each, as applicable, “DoubleLine”, the “Adviser” or the “Firm”), DoubleLine Funds Trust (“DFT”) DoubleLine ETF Trust (“DET”), the DoubleLine Opportunistic Credit Fund (“DBL”) the DoubleLine Income Solutions Fund (“DSL”), the DoubleLine Yield Opportunities Fund (“DLY”) and the DoubleLine Shiller CAPE® Enhanced Income Fund (“DUB” and, together with DFT, DET, DBL, DSL, and DLY , collectively, the “Funds”) to govern the voting of proxies related to securities held by the Funds and actions taken with respect to corporate actions and class actions affecting such securities, and to provide a method of reporting the actions taken and overseeing compliance with regulatory requirements.
Each private investment fund (such as, but not limited to), the DoubleLine Opportunistic Income Master Fund LP (and its related entities), the DoubleLine Opportunistic CMBS/CRE Fund LP (and its related entities), and the DoubleLine Mortgage Opportunities Master Fund LP (and its related entities), each of which is a “Private Fund” and, collectively, the “Private Funds”) managed by DoubleLine also adopts this Policy.
DoubleLine generally will exercise voting, corporate actions and class actions authority on behalf of its separate account clients (“Separate Account Clients” and together with the Funds and Private Funds, the “Clients”) only where a Client has expressly delegated authority in writing to DoubleLine and DoubleLine has accepted that responsibility. Separate Account Clients that do not provide written authorization for DoubleLine to exercise voting authority are responsible for their own proxy voting, corporate actions and class actions and this Policy does not apply to them.
To the extent that voting a proxy or taking action with respect to a class action or corporate action (in each case, a “proposal”) is desirable, DoubleLine (or its designee) will seek to take action on such proposal in a manner that it believes is most likely to enhance the economic value of the underlying securities held in Client accounts. With respect to proposals not otherwise covered by the Guidelines herein, DoubleLine (or its designee) will seek to consider each proposal on a case-by-case basis from the perspective of each affected Client, taking into consideration the proxy voting agent’s recommendation, any relevant contractual obligations as well as other relevant facts and circumstances at the time of the vote. In the event proxy voting requests are sent on shares no longer owned by Clients, DoubleLine may choose to not vote such shares. DoubleLine will not respond to proxy solicitor requests unless DoubleLine determines that it is in the best interest of a Client to do so.
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II. | Issue |
Rule 206(4)-6 under the Investment Advisers Act of 1940, as amended (the “Rule”), requires every investment adviser who exercises voting authority with respect to client securities to adopt and implement written policies and procedures reasonably designed to ensure that the adviser votes proxies in the best interest of its clients. The procedures must address material conflicts that may arise between DoubleLine and a Client in connection with proxy voting. The Rule further requires the adviser to provide a concise summary of the adviser’s proxy voting policies and procedures and to provide copies of the complete proxy voting policy and procedures to clients upon request. Lastly, the Rule requires that the adviser disclose to clients how they may obtain information on how the adviser voted their proxies.1
III. | Policy – Proxies and Corporate Actions; Role of Third-Party Proxy Agent |
To assist DoubleLine in carrying out its proxy voting obligations, DoubleLine has retained a third-party proxy voting service provider, currently Glass, Lewis & Co. (“Glass Lewis”), as its proxy voting agent. Pursuant to an agreement with DoubleLine, Glass Lewis obtains proxy ballots with respect to securities held by one or more Client accounts advised by DoubleLine, evaluates the individual facts and circumstances relating to any proposal, and, except as otherwise provided below, votes on any such proposal in accordance with the Guidelines set forth in Attachment A hereto (the “Guidelines”).
In the event that a proposal is not adequately addressed by the Guidelines, Glass Lewis will make a recommendation to DoubleLine as to how to vote on such proposal. The portfolio manager or other authorized person of the relevant Client account will review the proposal, including a review of the recommendation made by Glass Lewis, and will vote in line with the recommendation or instruct Glass Lewis to vote the Client’s securities against Glass Lewis’ recommendation when DoubleLine believes doing so is in the best interests of the applicable Client. The portfolio manager or authorized person shall record the reasons for voting against Glass Lewis’ recommendation and shall provide that written record to the Chief Compliance Officer or his/her designee. In the absence of a timely instruction from DoubleLine to the contrary, Glass Lewis will vote in accordance with its recommendation. In the event that Glass Lewis does not provide a recommendation with respect to a proposal, DoubleLine may vote on any such proposal in its discretion and in a manner consistent with this Policy after conducting a reasonable investigation of the proposal.
In the event that DoubleLine determines that a recommendation of Glass Lewis (or of any other third-party proxy voting service retained by DoubleLine) was based on a material factual error, DoubleLine will investigate the error, taking into account, among other things, the nature of the error and the related recommendation, and seek to determine whether Glass Lewis’ recommendation was affected by the error and whether Glass Lewis (or any other third-party proxy voting service retained by DoubleLine) is taking reasonable steps to reduce similar errors in the future. DoubleLine will also inform the Chief Compliance Officer of the error so that he can determine whether to conduct a more detailed review of Glass Lewis (or any other third-party proxy voting service retained by DoubleLine).
The Guidelines provide a basis for making decisions in the voting of proxies and taking action with respect to class actions or corporate actions for Clients. When voting proxies or taking action with respect to class actions or corporate actions, DoubleLine’s utmost concern in exercising its duties of loyalty and care is that all decisions be made on an informed basis and in the best interests of the Client and with the goal of
1 The Commission clarified an investment adviser’s proxy voting responsibilities in an August 2019 release (IA-5325). The Commission further published supplementary guidance, effective September 3, 2020, regarding the proxy voting responsibilities of investment advisers (IA-5547).
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maximizing the value of the Client’s investments. With this goal in mind, the Guidelines cover various categories of voting decisions and generally specify whether DoubleLine (or its designee) will vote (assuming it votes at all) for or against a particular type of proposal. The applicable portfolio managers who are primarily responsible for evaluating the individual holdings of the relevant Client are responsible in the first instance for overseeing the voting of proxies and taking action with respect to corporate actions for such Client (though they are not expected to conduct an independent review of each such corporate action.). Such portfolio managers may, in their discretion, vote proxies or take action with respect to class actions or corporate actions in a manner that is inconsistent with the Guidelines (or instruct Glass Lewis to do so) when they determine, after conducting a reasonable investigation, that doing so is in the best interests of the Client. In making any such determination, the portfolio managers may, in their discretion, take into account the recommendations of appropriate members of DoubleLine’s executive and senior management, other investment personnel and, if desired, an outside service.
Limitations of this Policy. This Policy applies to voting and/or consent rights of securities held by Clients. DoubleLine (or its designee) will, on behalf of each Client (including the Funds or the Private Funds) vote in circumstances such as, but not limited to, plans of reorganization, and waivers and consents under applicable indentures. This Policy does not apply, however, to consent rights that primarily represent decisions to buy or sell investments, such as tender or exchange offers, conversions, put options, redemption and Dutch auctions. Such decisions, while considered not to be covered within this Policy, shall be made with the Client’s best interests in mind. In certain limited circumstances, particularly in the area of structured finance, DoubleLine may, on behalf of Clients, enter into voting agreements or other contractual obligations that govern the voting of shares. In the event of a conflict between any such contractual requirements and the Guidelines, DoubleLine (or its designee) will vote in accordance with its contractual obligations.
In addition, where DoubleLine determines that there are unusual costs to the Client and/or difficulties associated with voting on a proposal, which more typically might be the case with respect to proposals relating to non-U.S. issuers, DoubleLine reserves the right to not vote on a proposal unless DoubleLine determines that the expected benefits of voting on such proposal exceed the expected cost to the Client, such as in situations where a jurisdiction imposes share blocking restrictions which may affect the ability of the portfolio managers to effect trades in the related security. When contacting a client is reasonable and not cost- or time-prohibitive, DoubleLine will seek to consult with its Clients in such circumstances (where it has determined not to vote as a result of unusual costs and/or difficulties) unless the investment management agreement or other written arrangement with the applicable Client gives DoubleLine authority to act in its own discretion.
Records of all proxies, class actions or corporate actions received shall be retained by the Chief Risk Officer or designee. Such records shall include whether DoubleLine voted such proxy or corporate actions and, if so, how the proxy was voted or what action was taken with respect to the corporate action or class action. The records also shall be transcribed into a format such that any Client’s overall proxy and corporate actions voting record can be provided upon request.
DoubleLine provides no assurance to former clients that applicable proxy, class actions or corporate actions information will be delivered to them.
IV. | Proofs of Claim |
DoubleLine does not complete proofs-of-claim on behalf of Clients for current or historical holdings other than for the Funds and Private Funds; however, DoubleLine will provide reasonable assistance to Clients with collecting information relevant to filing proofs-of-claim when such information is in the possession of DoubleLine. DoubleLine does not undertake to complete or provide proofs-of-claim for securities that had
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been held by any former client. DoubleLine will complete proofs-of-claim for the Funds and Private Funds, or provide reasonable access to the applicable Fund’s or Private Fund’s administrator to file such proofs-of-claim when appropriate.
V. | Class Actions Policy |
In the event that Client securities become the subject of a class action lawsuit, DoubleLine will assess the potential value to Clients in participating in such legal action and such other factors as it deems appropriate. If DoubleLine decides that participating in the class action is in the Client’s best interest, DoubleLine will recommend that the Client or its custodian submit appropriate documentation on the Client’s behalf, subject to contractual or other authority. DoubleLine may consider any relevant information in determining whether participation in a class action lawsuit is in a Client’s best interest, including the costs that likely would be incurred by the Client and the resources that likely would be expended in participating in the class action, including in comparison to the Client pursuing other legal recourse against the issuer. DoubleLine also may choose to notify Clients (other than the Funds and the Private Funds) of the class action without making a recommendation as to participation, which would allow Clients to decide how or if to proceed.
DoubleLine provides no assurance to former clients that applicable class action information will be delivered to them.
VI. | Procedures for Lent Securities and Issuers in Share-blocking Countries |
At times, DoubleLine may not be able to take action in respect of a proposal on behalf of a Client when the Client’s relevant securities are on loan in accordance with a securities lending program and/or are controlled by a securities lending agent or custodian acting independently of DoubleLine. Notwithstanding this fact, in the event that DoubleLine becomes aware of a proposal on which a Client’s securities may be voted and with respect to which the outcome of such proposal could reasonably be expected to enhance the economic value of the Client’s position and some or a portion of that position is lent out, DoubleLine will make reasonable efforts to inform the Client that DoubleLine will not able to take action with respect to such proposal until and unless the lent security is recalled. When such situations relate to the Funds or the Private Funds, DoubleLine will take reasonable measures to recall the lent security in order to take action timely. There can be no assurance that any lent security will be returned timely.
In certain markets where share blocking occurs, shares must be frozen for trading purposes at the custodian or sub-custodian in order to vote. During the time that shares are blocked, any pending trades will not settle. Depending on the market, this period can last from one day to three weeks. Any sales that must be executed will settle late and potentially will be subject to interest charges or other punitive fees. For this reason, in blocking markets, DoubleLine retains the right to vote or not, based on the determination of DoubleLine’s investment personnel as to whether voting would be in the Client’s best interest under the circumstances.
VII. | Proxy Voting Committee; Oversight |
DoubleLine has established a proxy voting committee (the “Committee”) with a primary responsibility of overseeing compliance with this Policy. The Committee, made up of non-investment executive officers, the Chief Risk Officer, and the Chief Compliance Officer (or his/her designee), meets on an as-needed basis. The Committee will (1) monitor compliance with the Policy, including by periodically sampling proxy votes for review, (2) review, no less frequently than annually, the adequacy of this Policy to ensure that such Policy has been effectively implemented and that the Policy, including the Guidelines, continues to be designed to ensure that proxies are voted in the best interests of Clients, (3) periodically review, as
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needed, the adequacy and effectiveness of Glass Lewis or other third-party proxy voting services retained by DoubleLine, including its process for seeking timely input from issuers, whether such firm has the capacity and competency to adequately analyze voting matters, the processes and methodologies employed by such firm and instances where an issuer has challenged Glass Lewis or other third-party proxy voting service recommendations, and (4) review potential conflicts of interest that may arise under this Policy, including changes to the businesses of DoubleLine, Glass Lewis or other third-party proxy voting services retained by DoubleLine to determine whether those changes present new or additional conflicts of interest that should be addressed by this Policy.
The Committee shall have primary responsibility for managing DoubleLine’s relationship with Glass Lewis and/or any other third-party proxy voting service provider, including overseeing their compliance with this Policy generally as well as reviewing periodically instances in which (i) DoubleLine overrides a recommendation made by Glass Lewis; (ii) Glass Lewis does not provide a recommendation with respect to a proposal, or (iii) instances when Glass Lewis commits one or more material errors. The Committee shall also periodically review DoubleLine’s relationships with such entities more generally, including for potential conflicts of interest relevant to such entities and whether DoubleLine’s relationships with such entities should continue.
VIII. | Procedures for Material Conflicts of Interest |
The portfolio managers will seek to monitor for conflicts of interest arising between DoubleLine and a Client with respect to proxy voting, class actions and corporate actions and shall report any such conflict identified by the portfolio managers to the Committee. Should material conflicts of interest arise between DoubleLine and a Client as to a proposal, the proposal shall be brought to the attention of the Committee, who shall involve other executive managers, legal counsel (which may be DoubleLine’s in-house counsel or outside counsel) or the Chief Compliance Officer as may be deemed necessary or appropriate by the Committee to attempt to resolve such conflicts. The Committee shall determine the materiality of such conflict if the conflict cannot be resolved. (An example of a specific conflict of interest that should be brought to the Committee is a situation where a proxy contest involves securities issued by a Client. When in doubt as to the existence or materiality of a potential conflict, portfolio managers shall bring the proposal to the attention of the Committee.)
If, after appropriate review, a material conflict between DoubleLine and a Client is deemed to exist, DoubleLine will seek to resolve any such conflict in the best interest of the Client whose assets it is voting by pursuing any one of the following courses of action: (i) voting (or not voting) in accordance with the Guidelines; (ii) convening a Committee meeting to assess available measures to address the conflict and implementing those measures; (iii) voting in accordance with the recommendation of an independent third-party service provider chosen by the Committee; (iv) voting (or not voting) in accordance with the instructions of such Client; (v) or not voting with respect to the proposal if consistent with DoubleLine’s fiduciary obligations.
Investments in the DoubleLine Funds. In the event that DoubleLine has discretionary authority to vote shares of a Fund owned by all Clients (including the Funds), DoubleLine will vote the shares of such Fund in the same proportion as the votes of the other beneficial shareholders of such Fund. Under this “echo voting” approach, DoubleLine’s voting of a Fund’s shares would merely amplify the votes already received from such Fund’s other shareholders. DoubleLine’s potential conflict is therefore mitigated by replicating the voting preferences expressed by the Fund’s other shareholders.
IX. | Procedures for Proxy Solicitation |
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In the event that any employee of DoubleLine receives a request to reveal or disclose DoubleLine’s voting intention on a specific proxy event to a third party, the employee must forward the solicitation request to the Chief Compliance Officer or designee. Such requests shall be reviewed with the Committee or appropriate executive and senior management. Any written requests shall be retained with the proxy files maintained by the Chief Operating Officer or designee.
X. | Additional Procedures for the Funds |
A. Filing Form N-PX
Rule 30b1-4 under the Investment Company Act of 1940 requires open-end and closed-end management investment companies to file an annual record of proxies voted by a Fund on Form N-PX. Form N-PX must be filed each year no later than August 31 and must contain the Funds’ proxy voting record for the most recent twelve-month period ending June 30.
The Funds rely upon their respective fund administrator to prepare and make their filings on Form N-PX. DoubleLine shall assist the fund administrator by providing information (including by causing such information to be provided by any third party proxy voting service for record comparison purposes as deemed necessary) regarding any proxy votes made for the Funds within the most recent twelve-month period ending June 30. DoubleLine shall retain records of any such votes with sufficient information to make accurate annual Form N-PX filings.
B. Providing Policies and Procedures
Mutual funds (including the Funds) that invest in voting securities are required to describe in their Statements of Additional Information (“SAIs”) the policies and procedures that they use to determine how to vote proxies relating to securities held in their portfolios. The Funds also may choose to include these policies and procedures as part of their registration statement. Closed-end funds must disclose their proxy voting policies and procedures annually on Form N-CSR.
Funds are required to disclose in shareholder reports that a description of the fund’s proxy voting policies and procedures is available (i) without charge, upon request, by calling a specified toll-free (or collect) telephone number; (ii) on the fund’s website, if applicable; and (iii) on the Commission’s website at http://www.sec.gov. The fund administrator shall ensure that such disclosures are included when preparing shareholder reports on the Funds’ behalf. The Funds currently do not provide the proxy policies and procedures on their website.
A Fund is required to send the description of the fund’s proxy voting policies and procedures within three business days of receipt of the request, by first-class mail or other means designed to ensure equally prompt delivery. The Funds rely upon the fund administrator to provide this service.
XI. | Recordkeeping |
A. | DoubleLine must maintain the documentation described in this Policy for a period of not less than five (5) years from the end of the fiscal year during which the last entry was made on such record, the first two (2) years at its principal place of business. DoubleLine will be responsible for the following procedures and for ensuring that the required documentation is retained, including with respect to class action claims or corporate actions other than proxy voting. DoubleLine has engaged Glass Lewis to retain the aforementioned proxy voting records on behalf of DoubleLine (and its Clients). |
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B. | Client request to review proxy votes: |
Any written request from a Client related to actions taken with respect to a proposal received by any employee of DoubleLine must be retained. Only written responses to oral requests need to be maintained.
The Client Service group will record the identity of the Client, the date of the request, and the disposition (e.g., provided a written or oral response to Client’s request, referred to third party, not a proxy voting client, other dispositions, etc.).
In order to facilitate the management of proxy voting record keeping process, and to facilitate dissemination of such proxy voting records to Clients, the Client Service group will distribute to any Client requesting proxy voting information DoubleLine’s complete proxy voting record for the Client for the period requested. If deemed operationally more efficient, DoubleLine may choose to release its entire proxy voting record for the requested period, with any information identifying a particular Client redacted. The Client Service group shall furnish the information requested, free of charge, to the Client within a reasonable time period (within 10 business days) and maintain a copy of the written record provided in response to Client’s written (including e-mail) or oral request. A copy of the written response should be attached and maintained with the Client’s written request, if applicable, and stored in an appropriate file.
Clients can require the delivery of the proxy voting record relevant to their accounts for the five year period prior to their request.
C. | Examples of proxy voting records: |
- | Documents prepared or created by DoubleLine in connection with DoubleLine’s reasonable investigation (or more detailed analysis) of a matter, or that were material to making a decision on how to vote, or that memorialized the basis for the decision. Documentation or notes or any communications received from third parties, other industry analysts, third party service providers, company’s management discussions, etc. that were material in the basis for the decision. |
XII. | Disclosure |
The Chief Compliance Officer or designee will ensure that Form ADV Part 2A is updated as necessary to reflect: (i) all material changes to this Policy; and (ii) regulatory requirements related to proxy voting disclosure.
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Attachment A to Proxy Voting, Corporate Actions and Class Actions Policy
Guidelines
The proxy voting decisions set forth below refer to proposals by company management except for the categories of “Shareholder Proposals” and “Social Issue Proposals.” The voting decisions in these latter two categories refer to proposals by outside shareholders.
Governance
• | For trustee nominees in uncontested elections |
• | For management nominees in contested elections |
• | For ratifying auditors, except against if the previous auditor was dismissed because of a disagreement with the company or if the fees for non-audit services exceed 51% of total fees |
• | For changing the company name |
• | For approving other business |
• | For adjourning the meeting |
• | For technical amendments to the charter and/or bylaws |
• | For approving financial statements |
Capital Structure
• | For increasing authorized common stock |
• | For decreasing authorized common stock |
• | For amending authorized common stock |
• | For the issuance of common stock, except against if the issued common stock has superior voting rights |
• | For approving the issuance or exercise of stock warrants |
• | For authorizing preferred stock, except against if the board has unlimited rights to set the terms and conditions of the shares |
• | For increasing authorized preferred stock, except against if the board has unlimited rights to set the terms and conditions of the shares |
• | For decreasing authorized preferred stock |
• | For canceling a class or series of preferred stock |
• | For amending preferred stock |
• | For issuing or converting preferred stock, except against if the shares have voting rights superior to those of other shareholders |
• | For eliminating preemptive rights |
• | For creating or restoring preemptive rights |
• | Against authorizing dual or multiple classes of common stock |
• | For eliminating authorized dual or multiple classes of common stock |
• | For amending authorized dual or multiple classes of common stock |
• | For increasing authorized shares of one or more classes of dual or multiple classes of common stock, except against if it will allow the company to issue additional shares with superior voting rights |
• | For a stock repurchase program |
• | For a stock split |
• | For a reverse stock split, except against if the company does not intend to proportionally reduce the number of authorized shares |
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Mergers and Restructuring
• | For merging with or acquiring another company |
• | For recapitalization |
• | For restructuring the company |
• | For bankruptcy restructurings |
• | For liquidations |
• | For reincorporating in a different state |
• | For spinning off certain company operations or divisions |
• | For the sale of assets |
• | Against eliminating cumulative voting |
• | For adopting cumulative voting |
Board of Trustees
• | For limiting the liability of trustees |
• | For setting the board size |
• | For allowing the trustees to fill vacancies on the board without shareholder approval |
• | Against giving the board the authority to set the size of the board as needed without shareholder approval |
• | For a proposal regarding the removal of trustees, except against if the proposal limits the removal of trustees to cases where there is legal cause |
• | For non-technical amendments to the company’s certificate of incorporation, except against if an amendment would have the effect of reducing shareholders’ rights |
• | For non-technical amendments to the company’s bylaws, except against if an amendment would have the effect of reducing shareholder’s rights |
Anti-Takeover Provisions
• | Against a classified board |
• | Against amending a classified board |
• | For repealing a classified board |
• | Against ratifying or adopting a shareholder rights plan (poison pill) |
• | Against redeeming a shareholder rights plan (poison pill) |
• | Against eliminating shareholders’ right to call a special meeting |
• | Against limiting shareholders’ right to call a special meeting |
• | For restoring shareholders’ right to call a special meeting |
• | Against eliminating shareholders’ right to act by written consent |
• | Against limiting shareholders’ right to act by written consent |
• | For restoring shareholders’ right to act by written consent |
• | Against establishing a supermajority vote provision to approve a merger or other business combination |
• | For amending a supermajority vote provision to approve a merger or other business combination, except against if the amendment would increase the vote required to approve the transaction |
• | For eliminating a supermajority vote provision to approve a merger or other business combination |
• | Against adopting supermajority vote requirements (lock-ins) to change certain bylaw or charter provisions |
• | Against amending supermajority vote requirements (lock-ins) to change certain bylaw or charter provisions |
• | For eliminating supermajority vote requirements (lock-ins) to change certain bylaw or charter provisions |
• | Against expanding or clarifying the authority of the board of trustees to consider factors other than the interests of shareholders in assessing a takeover bid |
• | Against establishing a fair price provision |
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• | Against amending a fair price provision |
• | For repealing a fair price provision |
• | For limiting the payment of greenmail |
• | Against adopting advance notice requirements |
• | For opting out of a state takeover statutory provision |
• | Against opt into a state takeover statutory provision |
Compensation
• | For adopting a stock incentive plan for employees, except decide on a case-by-case basis if the plan dilution is more than 5% of outstanding common stock or if the potential dilution from all company plans, including the one proposed, is more than 10% of outstanding common stock |
• | For amending a stock incentive plan for employees, except decide on a case-by-case basis if the minimum potential dilution from all company plans, including the one proposed, is more than 10% of outstanding common stock |
• | For adding shares to a stock incentive plan for employees, except decide on a case-by-case basis if the plan dilution is more than 5% of outstanding common stock or if the potential dilution from all company plans, including the one proposed, is more than 10% of outstanding common stock |
• | For limiting per-employee option awards |
• | For extending the term of a stock incentive plan for employees |
• | Case-by-case on assuming stock incentive plans |
• | For adopting a stock incentive plan for non-employee trustees, except decide on a case-by-case basis if the plan dilution is more than 5% of outstanding common equity or if the minimum potential dilution from all plans, including the one proposed, is more than 10% of outstanding common equity |
• | For amending a stock incentive plan for non-employee trustees, except decide on a case-by-case basis if the minimum potential dilution from all plans, including the one proposed, is more than 10% of outstanding common equity |
• | For adding shares to a stock incentive plan for non-employee trustees, except decide on a case-by-case basis if the plan dilution is more than 5% of outstanding common equity or if the minimum potential dilution from all plans, including the one proposed, is more than 10% of the outstanding common equity |
• | For adopting an employee stock purchase plan, except against if the proposed plan allows employees to purchase stock at prices of less than 85% of the stock’s fair market value |
• | For amending an employee stock purchase plan, except against if the proposal allows employees to purchase stock at prices of less than 85% of the stock’s fair market value |
• | For adding shares to an employee stock purchase plan, except against if the proposed plan allows employees to purchase stock at prices of less than 85% of the stock’s fair market value |
• | For adopting a stock award plan, except decide on a case-by-case basis if the plan dilution is more than 5% of the outstanding common equity or if the minimum potential dilution from all plans, including the one proposed, is more than 10% of the outstanding common equity |
• | For amending a stock award plan, except against if the amendment shortens the vesting requirements or lessens the performance requirements |
• | For adding shares to a stock award plan, except decide on a case-by-case basis if the plan dilution is more than 5% of the outstanding common equity or if the minimum potential dilution from all plans, including the one proposed, is more than 10% of the outstanding common equity |
• | For adopting a stock award plan for non-employee trustees, except decide on a case-by-case basis if the plan dilution is more than 5% of the outstanding common equity or if the minimum potential dilution from all plans, including the one proposed, is more than 10% of the outstanding common equity |
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• | For amending a stock award plan for non-employee trustees, except decide on a case-by-case basis if the minimum potential dilution from all plans is more than 10% of the outstanding common equity. |
• | For adding shares to a stock award plan for non-employee trustees, except decide on a case-by-case basis if the plan dilution is more than 5% of the outstanding common equity or if the minimum potential dilution from all plans, including the one proposed, is more than 10% of the outstanding common equity |
• | For approving an annual bonus plan |
• | For adopting a savings plan |
• | For granting a one-time stock option or stock award, except decide on a case-by-case basis if the plan dilution is more than 5% of the outstanding common equity |
• | For adopting a deferred compensation plan |
• | For approving a long-term bonus plan |
• | For approving an employment agreement or contract |
• | For amending a deferred compensation plan |
• | For amending an annual bonus plan |
• | For reapproving a stock option plan or bonus plan for purposes of OBRA |
• | For amending a long-term bonus plan |
Shareholder Proposals
• | For requiring shareholder ratification of auditors |
• | Against requiring the auditors to attend the annual meeting |
• | Against limiting consulting by auditors |
• | Against requiring the rotation of auditors |
• | Against restoring preemptive rights |
• | For asking the company to study sales, spin-offs, or other strategic alternatives |
• | For asking the board to adopt confidential voting and independent tabulation of the proxy ballots |
• | Against asking the company to refrain from counting abstentions and broker non-votes in vote tabulations |
• | Against eliminating the company’s discretion to vote unmarked proxy ballots. |
• | For providing equal access to the proxy materials for shareholders |
• | Against requiring a majority vote to elect trustees |
• | Against requiring the improvement of annual meeting reports |
• | Against changing the annual meeting location |
• | Against changing the annual meeting date |
• | Against asking the board to include more women and minorities as trustees. |
• | Against seeking to increase board independence |
• | Against limiting the period of time a trustee can serve by establishing a retirement or tenure policy |
• | Against requiring minimum stock ownership by trustees |
• | Against providing for union or employee representatives on the board of trustees |
• | For increasing disclosure regarding the board’s role in the development and monitoring of the company’s long-term strategic plan |
• | For creating a nominating committee of the board |
• | Against urging the creation of a shareholder committee |
• | Against asking that the chairman of the board of trustees be chosen from among the ranks of the non-employee trustees |
• | Against asking that a lead trustee be chosen from among the ranks of the non-employee trustees |
• | For adopting cumulative voting |
• | Against requiring trustees to place a statement of candidacy in the proxy statement |
• | Against requiring the nomination of two trustee candidates for each open board seat |
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• | Against making trustees liable for acts or omissions that constitute a breach of fiduciary care resulting from a trustee’s gross negligence and/or reckless or willful neglect |
• | For repealing a classified board |
• | Against asking the board to redeem or to allow shareholders to vote on a poison pill shareholder rights plan |
• | Against repealing fair price provisions |
• | For restoring shareholders’ right to call a special meeting |
• | For restoring shareholders’ right to act by written consent |
• | For limiting the board’s discretion to issue targeted share placements or requiring shareholder approval before such block placements can be made |
• | For seeking to force the company to opt out of a state takeover statutory provision |
• | Against reincorporating the company in another state |
• | For limiting greenmail payments |
• | Against advisory vote on compensation |
• | Against restricting executive compensation |
• | For enhancing the disclosure of executive compensation |
• | Against restricting trustee compensation |
• | Against capping executive pay |
• | Against calling for trustees to be paid with company stock |
• | Against calling for shareholder votes on executive pay |
• | Against calling for the termination of trustee retirement plans |
• | Against asking management to review, report on, and/or link executive compensation to non-financial criteria, particularly social criteria |
• | Against seeking shareholder approval to reprice or replace underwater stock options |
• | For banning or calling for a shareholder vote on future golden parachutes |
• | Against seeking to award performance-based stock options |
• | Against establishing a policy of expensing the costs of all future stock options issued by the company in the company’s annual income statement |
• | Against requesting that future executive compensation be determined without regard to any pension fund income |
• | Against approving extra benefits under Supplemental Executive Retirement Plans (SERPs) |
• | Against requiring option shares to be held |
• | For creating a compensation committee |
• | Against requiring that the compensation committee hire its own independent compensation consultants-separate from the compensation consultants working with corporate management-to assist with executive compensation issues |
• | For increasing the independence of the compensation committee |
• | For increasing the independence of the audit committee |
• | For increasing the independence of key committees |
Social Issue Proposals
• | Against asking the company to develop or report on human rights policies |
• | Against asking the company to limit or end operations in Burma |
• | For asking management to review operations in Burma |
• | For asking management to certify that company operations are free of forced labor |
• | Against asking management to implement and/or increase activity on each of the principles of the U.S. Business Principles for Human Rights of Workers in China. |
• | Against asking management to develop social, economic, and ethical criteria that the company could use to determine the acceptability of military contracts and to govern the execution of the contracts |
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• | Against asking management to create a plan of converting the company’s facilities that are dependent on defense contracts toward production for commercial markets |
• | Against asking management to report on the company’s government contracts for the development of ballistic missile defense technologies and related space systems |
• | Against asking management to report on the company’s foreign military sales or foreign offset activities |
• | Against asking management to limit or end nuclear weapons production |
• | Against asking management to review nuclear weapons production |
• | Against asking the company to establish shareholder-designated contribution programs |
• | Against asking the company to limit or end charitable giving |
• | For asking the company to increase disclosure of political spending and activities |
• | Against asking the company to limit or end political spending |
• | For requesting disclosure of company executives’ prior government service |
• | Against requesting affirmation of political nonpartisanship |
• | For asking management to report on or change tobacco product marketing practices, except against if the proposal calls for action beyond reporting |
• | Against severing links with the tobacco industry |
• | Against asking the company to review or reduce tobacco harm to health |
• | For asking management to review or promote animal welfare, except against if the proposal calls for action beyond reporting |
• | For asking the company to report or take action on pharmaceutical drug pricing or distribution, except against if the proposal asks for more than a report |
• | Against asking the company to take action on embryo or fetal destruction |
• | For asking the company to review or report on nuclear facilities or nuclear waste, except against if the proposal asks for cessation of nuclear-related activities or other action beyond reporting |
• | For asking the company to review its reliance on nuclear and fossil fuels, its development or use of solar and wind power, or its energy efficiency, except vote against if the proposal asks for more than a report. |
• | Against asking management to endorse the Ceres principles |
• | For asking the company to control generation of pollutants, except against if the proposal asks for action beyond reporting or if the company reports its omissions and plans to limit their future growth or if the company reports its omissions and plans to reduce them from established levels |
• | For asking the company to report on its environmental impact or plans, except against if management has issued a written statement beyond the legal minimum |
• | For asking management to report or take action on climate change, except against if management acknowledges a global warming threat and has issued company policy or if management has issued a statement and committed to targets and timetables or if the company is not a major emitter of greenhouse gases |
• | For asking management to report on, label, or restrict sales of bioengineered products, except against if the proposal asks for action beyond reporting or calls for a moratorium on sales of bioengineered products |
• | Against asking the company to preserve natural habitat |
• | Against asking the company to review its developing country debt and lending criteria and to report to shareholders on its findings |
• | Against requesting the company to assess the environmental, public health, human rights, labor rights, or other socioeconomic impacts of its credit decisions |
• | For requesting reports and/or reviews of plans and/or policies on fair lending practices, except against if the proposal calls for action beyond reporting |
• | Against asking the company to establish committees to consider issues related to facilities closure and relocation of work |
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• | For asking management to report on the company’s affirmative action policies and programs, including releasing its EEO-1 forms and providing statistical data on specific positions within the company, except against if the company releases its EEO-1 reports |
• | Against asking management to drop sexual orientation from EEO policy |
• | Against asking management to adopt a sexual orientation non-discrimination policy |
• | For asking management to report on or review Mexican operations |
• | Against asking management to adopt standards for Mexican operations |
• | Against asking management to review or implement the MacBride principles |
• | Against asking the company to encourage its contractors and franchisees to implement the MacBride principles |
• | For asking management to report on or review its global labor practices or those of its contractors, except against if the company already reports publicly using a recognized standard or if the resolution asks for more than a report |
• | Against asking management to adopt, implement, or enforce a global workplace code of conduct based on the International Labor Organization’s core labor conventions |
• | For requesting reports on sustainability, except against if the company has already issued a report in GRI format |
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History of Amendments:
Effective as of August 2022
Approved by the Boards of DFT, DET and Closed-End Funds: August 18, 2022
Updated and effective as of May 2022
Approved by the Boards of DFT, DET and Closed-End Funds: May 19, 2022
Updated and effective as of February 15, 2022
Approved by the Boards of DFT, DET, DSL, DBL and DLY: February 15, 2022
Updated and effective as of January 2022
Effective as of January 2021
Approved by the boards of DFT, DSL, DBL and DLY: December 15, 2020
Last reviewed December 2020
Updated and effective as of February 2020
Approved by the boards of DFT, DSL, DBL and DLY: November 21, 2019
Last reviewed November 2019
Reviewed and approved by the Boards of the DoubleLine Funds Trust, DoubleLine Equity Funds, DoubleLine Opportunistic Credit Fund and DoubleLine Income Solutions Fund: August 20, 2015
Adopted by the DoubleLine Equity Funds Board of Trustees: March 19, 2013
Renewed, reviewed and approved by the DoubleLine Equity Funds Board: May 22, 2013
Renewed, reviewed and approved by the DoubleLine Equity Funds Board: November 20, 2013
Renewed, reviewed and approved by the DoubleLine Equity Funds Board: August 21, 2014
Adopted by the DoubleLine Income Solutions Board of Trustees: March 19, 2013
Renewed, reviewed and approved by the DoubleLine Income Solutions Board of Trustees: May 22, 2013 Renewed, reviewed and approved by the DoubleLine Income Solutions Board of Trustees: November 20, 2013
Renewed, reviewed and approved by the DoubleLine Income Solutions Board of Trustees: August 21, 2014
Adopted by the DoubleLine Opportunistic Credit Fund Board of Trustees: August 24, 2011
Renewed and approved by the DoubleLine Opportunistic Credit Fund Board of Trustees: March 19, 2013
Renewed, reviewed and approved by the DoubleLine Opportunistic Credit Fund Board of Trustees: May 22, 2013
Renewed, reviewed and approved by the DoubleLine Opportunistic Credit Fund Board of Trustees: November 20, 2013
Renewed, reviewed and approved by the DoubleLine Opportunistic Credit Fund Board of Trustees: August 21, 2014
Adopted by the DoubleLine Funds Trust Board: March 25, 2010
Renewed, reviewed and approved by the DoubleLine Funds Trust Board: March 1, 2011
Renewed, reviewed and approved by the DoubleLine Funds Trust Board: August 25, 2011
Renewed and approved by the DoubleLine Funds Trust Board of Trustees: March 19, 2013
Renewed, reviewed and approved by the DoubleLine Funds Trust Board: May 22, 2013
Renewed, reviewed and approved by the DoubleLine Funds Trust Board: November 20, 2013
Renewed, reviewed and approved by the DoubleLine Funds Trust Board: August 21, 2014
Information about how the Fund voted proxies relating to portfolio securities held during the most recent twelve month period ended June 30th is available no later than the following August 31st without charge, upon request, by calling (877) DLine11 (877-354-6311) and on the SEC’s website at http://www.sec.gov.
Item 8. Portfolio Managers of Closed-End Management Investment Companies. |
(a)(1) The following provides biographical information about the individuals who are primarily responsible for the day-to-day management of the registrant’s portfolio (“Portfolio Managers”) as of the date of this filing:
Jeffrey E. Gundlach (Portfolio Manager since the Fund’s inception)
Mr. Jeffrey E. Gundlach is the founder and Chief Executive Officer and Chief Investment Officer of DoubleLine Capital LP (“Doubleline” or the “Adviser”). Mr. Gundlach has been Chief Executive Officer of DoubleLine since its inception in December 2009.
Andrew Hsu (Portfolio Manager since April 2020)
Mr. Hsu joined DoubleLine in 2009. He is a Portfolio Manager and heads the Global Infrastructure and Asset-Backed Securities (ABS) group. He is a permanent member of the Fixed Income Asset Allocation and Structured Products Committees.
Ken Shinoda (Portfolio Manager since April 2020)
Mr. Shinoda joined DoubleLine in 2009. He is the Chair of the Structured Products Committee and a Portfolio Manager overseeing the Non-Agency Residential Mortgage-Backed Securities (RMBS) group. He is a permanent member of the Fixed Income Asset Allocation Committee.
(a)(2) The following provides information on other accounts managed on a day-to-day basis by the Portfolio Managers listed above as of September 30, 2022:
Name of Portfolio Manager | Number of Accounts | Total Assets of millions) | Number of Accounts Subject to a Performance Fee | Total Assets of Accounts Subject to a Performance Fee ($ millions) | ||||
Jeffrey E. Gundlach | ||||||||
Registered investment companies | 32 | $73,029 | - | - | ||||
Other pooled investment vehicles | 19 | $6,919 | 2 | $1,329 | ||||
Other accounts | 77 | $14,653 | 3 | $1,035 | ||||
Andrew Hsu |
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Registered investment companies | 7 | $38,488 | - | - | ||||
Other pooled investment vehicles | 4 | $1,346 | - | - | ||||
Other accounts | 24 | $5,449 | - | - | ||||
Ken Shinoda | ||||||||
Registered investment companies | 4 | $37,317 | - | - | ||||
Other pooled investment vehicles | 1 | $269 | 1 | $269 | ||||
Other accounts | 22 | $4,283 | - | - |
Conflicts of Interest
From time to time, potential and actual conflicts of interest may arise between a portfolio manager’s management of the investments of the Fund, on the one hand, and the management of other accounts, on the other. Potential and actual conflicts of interest also may result because of the Adviser’s other business activities. Other accounts managed by a portfolio manager might have similar investment objectives or strategies as the Fund, be managed (benchmarked) against the same index the Fund tracks, or otherwise hold, purchase, or sell securities that are eligible to be held, purchased or sold by the Fund. The other accounts might also have different investment objectives or strategies than the Fund.
Knowledge and Timing of Fund Trades. A potential conflict of interest may arise as a result of the portfolio managers’ management of the Fund. Because of their positions with the Fund, the portfolio managers know the size, timing and possible market impact of the Fund’s trades. It is theoretically possible that a portfolio manager could use this information to the advantage of other accounts under management, and also theoretically possible that actions could be taken (or not taken) to the detriment of the Fund.
Investment Opportunities. A potential conflict of interest may arise as a result of a portfolio manager’s management of a number of accounts with varying investment guidelines. Often, an investment opportunity may be suitable for both the Fund and other accounts managed by the portfolio manager, but securities may not be available in sufficient quantities for both the Fund and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by the Fund and another account. The Adviser has adopted policies and procedures reasonably designed to allocate investment opportunities on a fair and equitable basis over time.
Under the Adviser’s allocation procedures, investment opportunities are allocated among various investment strategies based on individual account investment guidelines, the Adviser’s investment outlook, cash availability and a series of other factors. The Adviser has also adopted additional internal practices to complement the general trade allocation policy that are designed
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to address potential conflicts of interest due to the side-by-side management of the Fund and certain pooled investment vehicles, including investment opportunity allocation issues. Conflicts potentially limiting the Fund’s investment opportunities may also arise when the Fund and other clients of the Adviser invest in different parts of an issuer’s capital structure, such as when the Fund owns senior debt obligations of an issuer and other clients own junior tranches of the same issuer. In such circumstances, decisions over whether to trigger an event of default, over the terms of any workout, or how to exit an investment may result in conflicts of interest. In order to minimize such conflicts, a portfolio manager may avoid certain investment opportunities that would potentially give rise to conflicts with other clients of the Adviser or the Adviser may enact internal procedures designed to minimize such conflicts, which could have the effect of limiting the Fund’s investment opportunities. Additionally, if the Adviser acquires material non-public confidential information in connection with its business activities for other clients, a portfolio manager or other investment personnel may be restricted from purchasing securities or selling certain securities for the Fund or other clients. When making investment decisions where a conflict of interest may arise, the Adviser will endeavor to act in a fair and equitable manner between the Fund and other clients; however, in certain instances the resolution of the conflict may result in the Adviser acting on behalf of another client in a manner that may not be in the best interest, or may be opposed to the best interest, of the Fund.
Broad and Wide-Ranging Activities. The portfolio managers, the Adviser and its affiliates engage in a broad spectrum of activities. In the ordinary course of their business activities, the portfolio managers, the Adviser and its affiliates may engage in activities where the interests of certain divisions of the Adviser and its affiliates or the interests of their clients may conflict with the interests of the shareholders of the Fund.
Possible Future Activities. The Adviser and its affiliates may expand the range of services that it provides over time. Except as provided herein, the Adviser and its affiliates will not be restricted in the scope of its business or in the performance of any such services (whether now offered or undertaken in the future) even if such activities could give rise to conflicts of interest, and whether or not such conflicts are described herein. The Adviser and its affiliates have, and will continue to develop, relationships with a significant number of companies, financial sponsors and their senior managers, including relationships with clients who may hold or may have held investments similar to those intended to be made by the Fund. These clients may themselves represent appropriate investment opportunities for the Fund or may compete with the Fund for investment opportunities.
Performance Fees and Personal Investments. A portfolio manager may advise certain accounts with respect to which the advisory fee is based entirely or partially on performance or in respect of which the portfolio manager may have made a significant personal investment. Such circumstances may create a conflict of interest for a portfolio manager in that the portfolio manager may have an incentive to allocate the investment opportunities that he or she believes might be the most profitable to such other accounts instead of allocating them to the Fund. The Adviser has adopted policies and procedures reasonably designed to allocate investment opportunities between the Fund and performance fee based accounts on a fair and equitable basis over time.
Use of Leverage. During periods in which the Fund is using leverage, the fees paid to the Adviser for investment advisory services, which may directly or indirectly affect the portfolio managers’ compensation, will be higher than if the Fund did not use leverage because the fees paid will be calculated on the basis of the Fund’s total managed assets, including assets
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attributable to reverse repurchase agreements, dollar roll transactions or similar transactions and/or borrowings, and to any preferred shares that may be outstanding, which may create an incentive for a portfolio manager to leverage the Fund or to leverage using strategies that increase the Adviser’s fee.
(a)(3) The following describes how the Adviser is compensated as of September 30, 2022:
The Fund pays a monthly fee to the Adviser, computed and paid at the annual rate (as a percentage of the Fund’s average daily total managed assets) of 1.00%. “Total managed assets” means the total assets of the Fund (including assets attributable to any reverse repurchase agreements, dollar roll transactions or similar transactions, borrowings, and/or preferred shares that may be outstanding) minus accrued liabilities (other than liabilities representing reverse repurchase agreements, dollar roll transactions or similar transactions, and/or borrowings). For purposes of calculating “total managed assets,” the liquidation preference of any preferred shares outstanding is not considered a liability. With respect to any reverse repurchase agreements, dollar rolls or similar transactions, “total managed assets” also includes any proceeds from the sale of an asset of the Fund to a counterparty in such a transaction, in addition to the value of the asset so sold as of the relevant measuring date. The average daily total managed assets of the Fund for any month is determined by taking an average of all of the determinations of total managed assets during such month at the close of business on each business day during such month.
The overall objective of the compensation program for portfolio managers is for the Adviser to attract competent and expert investment professionals and to retain them over the long-term. Compensation is comprised of several components which, in the aggregate are designed to achieve these objectives and to reward the portfolio managers for their contribution to the success of their clients and the Adviser. Portfolio managers are compensated through a combination of base salary, discretionary bonus and equity participation in the Adviser. Bonuses and equity generally represent most of the portfolio managers’ compensation. However, in some cases, portfolio managers may have a profit sharing interest in the revenue or income related to the areas for which the portfolio managers are responsible. Such profit sharing arrangements can comprise a significant portion of a portfolio manager’s overall compensation.
Salary. Salary is agreed to with managers at time of employment and is reviewed from time to time. It does not change significantly and often does not constitute a significant part of a portfolio manager’s compensation.
Discretionary Bonus/Guaranteed Minimums. Portfolio managers receive discretionary bonuses. However, in some cases, pursuant to contractual arrangements, some portfolio managers may be entitled to a mandatory minimum bonus if the sum of their salary and profit sharing does not reach certain levels.
Equity Incentives. Portfolio managers may participate in equity incentives based on overall firm performance of the Adviser, through direct ownership interests in the Adviser or participation in stock option or stock appreciation plans of Adviser. These ownership interests or participation interests provide eligible portfolio managers the opportunity to participate in the financial performance of the Adviser as a whole. Participation is generally determined in the discretion of Adviser, taking into account factors relevant to a portfolio manager’s contribution to the success of Adviser.
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Other Plans and Compensation Vehicles. Portfolio managers may elect to participate in the Adviser’s 401(k) plan, to which they may contribute a portion of their pre- and post-tax compensation to the plan for investment on a tax-deferred basis. The Adviser may also choose, from time to time to offer certain other compensation plans and vehicles, such as a deferred compensation plan, to portfolio managers.
Summary. As described above, an investment professional’s total compensation is determined through a subjective process that evaluates numerous quantitative and qualitative factors, including the contribution made to the overall investment process. Not all factors apply to each investment professional and there is no particular weighting or formula for considering certain factors. Among the factors considered are: relative investment performance of portfolios (although there are no specific benchmarks or periods of time used in measuring performance); complexity of investment strategies; participation in the investment team’s dialogue; contribution to business results and overall business strategy; success of marketing/business development efforts and client servicing; seniority/length of service with the firm; management and supervisory responsibilities; and fulfillment of the Adviser’s leadership criteria. (a)(4) The following provides information about the dollar range of equity securities in the registrant beneficially owned by the Portfolio Managers as of September 30, 2022:
Portfolio Manager | Aggregate Dollar Range of Beneficial Ownership in the Registrant | |
Jeffrey E. Gundlach | None | |
Andrew Hsu | None | |
Ken Shinoda | None |
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
There were no purchases made by or on behalf of the registrant or any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended, of shares of the registrant’s equity securities that are registered by the registrant pursuant to Section 12 of the Exchange Act made in the period covered by this report.
Item 10. Submission of Matters to a Vote of Security Holders.
At a meeting on May 19, 2022, the registrant’s board of trustees adopted Amended and Restated Bylaws, dated May 19, 2022, which, among other things, made changes to the procedures by which shareholders may recommend nominees to the board. See “Additional Information Regarding the Fund—Fund Organizational Structure” in this report for a summary of these changes.
Item 11. Controls and Procedures.
(a) | The registrant’s President and Treasurer have reviewed the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of |
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1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the registrant and by the registrant’s service provider. |
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) 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
The registrant did not engage in securities lending activities during the fiscal year reported on this Form N-CSR.
Item 13. Exhibits.
(a) |
(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.
(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.
(b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith. |
(c) | CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM |
We consent to the incorporation by reference in Registration Statement No. 333-239482 on Form N-2 of our report dated November 21, 2022, relating to the financial statements and financial highlights of DoubleLine Opportunistic Credit Fund and appearing in this Annual Report on Form N-CSR for the year ended September 30, 2022.
/s/ Deloitte & Touche LLP |
Costa Mesa, California |
November 21, 2022 |
(d) | Third Amended and Restated Bylaws of DoubleLine Opportunistic Credit Fund. Filed herewith. |
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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) | DoubleLine Opportunistic Credit Fund |
By (Signature and Title) | /s/ Ronald R. Redell | |
Ronald R. Redell, President and Chief Executive Officer | ||
Date December 1, 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/ Ronald R. Redell | |||
Ronald R. Redell, President and Chief Executive Officer | ||||
Date December 1 , 2022 | ||||
By (Signature and Title) | /s/ Henry V. Chase | |||
Henry V. Chase, Treasurer and Principal Financial and Accounting Officer | ||||
Date December 1, 2022 |
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