Annual Report September 30, 2023 |
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Annual Report | | | September 30, 2023 | 3 |
Chairman’s Letter | (Unaudited) September 30, 2023 |
4 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 5 |
Management’s Discussion of Fund Performance | (Unaudited) September 30, 2023 |
12-Month Period Ended 9-30-23 | 12-Months | |||||||||
Total Return based on NAV | 6.55% | |||||||||
Total Return based on Market Price | 10.46% | |||||||||
Bloomberg US Aggregate Bond Index* | 0.64% |
* | Reflects no deduction for fees, expenses, or taxes. |
6 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 7 |
Management’s Discussion of Fund Performance (Cont.) |
8 | DoubleLine Opportunistic Credit Fund |
Standardized Performance Summary | (Unaudited) September 30, 2023 |
DBL | |||||||||||||||||||||||||
DoubleLine Opportunistic Credit Fund Returns as of September 30, 2023 | 1-Year | 3-Years Annualized | 5-Years Annualized | 10-Years Annualized | Since Inception Annualized (1-27-12 to 9-30-23) | ||||||||||||||||||||
Total Return based on NAV | 6.55% | -1.79% | 1.56% | 4.22% | 4.61% | ||||||||||||||||||||
Total Return based on Market Price | 10.46% | -0.32% | 1.17% | 4.38% | 4.25% | ||||||||||||||||||||
Bloomberg US Aggregate Bond Index 1 | 0.64% | -5.21% | 0.10% | 1.13% | 1.12% |
1 | Reflects no deduction for fees, expenses, or taxes. |
Annual Report | | | September 30, 2023 | 9 |
Growth of Investment | (Unaudited) September 30, 2023 |
1 Year | 5 Years | 10 Years | Since Inception (1/27/2012) | ||||||||||||||||||||||
DoubleLine Opportunistic Credit Fund | |||||||||||||||||||||||||
Total Return based on NAV | 6.55% | 1.56% | 4.22% | 4.61% | |||||||||||||||||||||
Total Return based on Market Price | 10.46% | 1.17% | 4.38% | 4.25% | |||||||||||||||||||||
Bloomberg US Aggregate Bond Index | 0.64% | 0.10% | 1.13% | 1.12% |
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 12). 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 (the “Agg”) represents securities that are SEC registered, taxable and dollar denominated. It covers the U.S. 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. Index performance reflects no deduction for fees, expenses or taxes. |
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. |
10 | DoubleLine Opportunistic Credit Fund |
Schedule of Investments DoubleLine Opportunistic Credit Fund | September 30, 2023 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
ASSET BACKED OBLIGATIONS 1.7% | ||||||||||||||||
Blue Stream Issuer LLC, | ||||||||||||||||
500,000 | Series 2023-1A-C | 8.90% | (a) | 05/20/2053 | 447,667 | |||||||||||
Jimmy Johns Funding LLC, | ||||||||||||||||
1,140,000 | Series 2017-1A-A2II | 4.85% | (a) | 07/30/2047 | 1,051,504 | |||||||||||
LendingPoint Asset Securitization Trust, | ||||||||||||||||
1,000,000 | Series 2022-B-B | 5.99% | (a) | 10/15/2029 | 965,689 | |||||||||||
Sierra Timeshare Receivable Funding LLC, | ||||||||||||||||
453,599 | Series 2023-2A-D | 9.72% | (a) | 04/20/2040 | 455,194 | |||||||||||
SoFi Professional Loan Program LLC, | ||||||||||||||||
20,000 | Series 2018-A-R1 | 0.00% | (a)(b)(c) | 02/25/2042 | 288,012 | |||||||||||
5,930 | Series 2018-A-R2 | 0.00% | (a)(b)(c) | 02/25/2042 | 85,396 | |||||||||||
Upstart Pass-Through Trust, | ||||||||||||||||
1,000,000 | Series 2021-ST5-CERT | 0.00% | (a)(b)(c) | 07/20/2027 | 193,848 | |||||||||||
Willis Engine Structured Trust, | ||||||||||||||||
703,551 | Series 2021-A-C | 7.39% | (a)(c) | 05/15/2046 | 566,075 | |||||||||||
Total Asset Backed Obligations (Cost $4,263,600) | 4,053,385 | |||||||||||||||
BANK LOANS 10.1% | ||||||||||||||||
AAdvantage Loyalty IP Ltd., | ||||||||||||||||
351,500 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 5.01%, 0.75% Floor) | 10.34% | 04/20/2028 | 362,727 | ||||||||||||
Access CIG LLC, | ||||||||||||||||
455,000 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.00%, 0.50% Floor) | 10.32% | 08/15/2028 | 449,881 | ||||||||||||
Acrisure LLC, | ||||||||||||||||
475,208 | Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.50%) | 8.93% | (o) | 02/16/2027 | 469,522 | |||||||||||
Acuris Finance, Inc., | ||||||||||||||||
120,000 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.10%, 0.50% Floor) | 9.54% | 02/16/2028 | 118,680 | ||||||||||||
American Tire Distributors, Inc., | ||||||||||||||||
424,625 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 6.51%, 0.75% Floor) | 11.81% | 10/20/2028 | 373,160 | ||||||||||||
Applied Systems, Inc., | ||||||||||||||||
1,230,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 6.75%, 0.75% Floor) | 12.14% | 09/17/2027 | 1,237,687 | ||||||||||||
Artera Services LLC, | ||||||||||||||||
500,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 7.35%, 1.00% Floor) | 12.74% | 03/06/2026 | 368,750 | ||||||||||||
Ascend Learning LLC, | ||||||||||||||||
230,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.85%, 0.50% Floor) | 11.17% | 12/10/2029 | 198,853 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Astra Acquisition Corporation, | ||||||||||||||||
180,704 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 5.36%, 0.50% Floor) | 10.90% | 10/25/2028 | 136,522 | ||||||||||||
Asurion LLC, | ||||||||||||||||
110,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.36%) | 10.68% | 01/31/2028 | 99,491 | ||||||||||||
450,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.36%) | 10.68% | 01/22/2029 | 400,820 | ||||||||||||
Atlas Purchaser, Inc., | ||||||||||||||||
454,538 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 5.51%, 0.75% Floor) | 10.88% | 05/08/2028 | 325,683 | ||||||||||||
Aveanna Healthcare LLC, | ||||||||||||||||
825,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 7.15%, 0.50% Floor) | 12.57% | 12/10/2029 | 544,500 | ||||||||||||
Bausch & Lomb Corporation, | ||||||||||||||||
275,000 | Senior Secured First Lien Term Loan | 9.32% | (d) | 09/29/2028 | 271,906 | |||||||||||
133,982 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 3.35%, 0.50% Floor) | 8.76% | 05/10/2027 | 130,484 | ||||||||||||
BCPE Empire Holdings, Inc., | ||||||||||||||||
119,391 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.75%, 0.50% Floor) | 10.07% | 12/11/2028 | 119,525 | ||||||||||||
Boxer Parent Company, Inc., | ||||||||||||||||
427,452 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.86%) | 9.18% | 10/02/2025 | 427,510 | ||||||||||||
Castlelake Aviation LLC, | ||||||||||||||||
476,354 | Senior Secured First Lien Term Loan (3 Month LIBOR USD + 2.75%, 0.50% Floor) | 8.42% | (o) | 10/22/2026 | 476,435 | |||||||||||
Cengage Learning, Inc., | ||||||||||||||||
597,800 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 5.01%, 1.00% Floor) | 10.32% | 07/14/2026 | 595,932 | ||||||||||||
Circor International, Inc., | ||||||||||||||||
223,673 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.60%, 0.50% Floor) | 10.92% | 12/15/2028 | 224,154 | ||||||||||||
7,259 | (1 Month LIBOR USD + 5.50%, 0.50% Floor) | 10.69% | (o) | 12/15/2028 | 7,275 | |||||||||||
Clear Channel Outdoor Holdings, Inc., | ||||||||||||||||
124,031 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 3.76%) | 9.13% | 08/21/2026 | 120,750 | ||||||||||||
323 | (1 Month Secured Overnight Financing Rate + 3.61%) | 8.93% | 08/21/2026 | 314 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 11 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Clydesdale Acquisition Holdings, Inc., | ||||||||||||||||
222,188 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.28%, 0.50% Floor) | 9.59% | 04/13/2029 | 219,485 | ||||||||||||
Connect US Finco LLC, | ||||||||||||||||
231,600 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.50%, 1.00% Floor) | 8.82% | 12/11/2026 | 227,692 | ||||||||||||
Deerfield Dakota Holding LLC, | ||||||||||||||||
60,000 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 3.75%, 1.00% Floor) | 9.14% | 04/09/2027 | 58,638 | ||||||||||||
Delta Topco, Inc., | ||||||||||||||||
200,000 | Senior Secured Second Lien Term Loan (6 Month Secured Overnight Financing Rate + 7.25%, 0.75% Floor) | 12.57% | 12/01/2028 | 191,500 | ||||||||||||
DG Investment Intermediate Holdings, Inc., | ||||||||||||||||
280,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 6.86%, 0.75% Floor) | 12.18% | 03/29/2029 | 248,850 | ||||||||||||
DirectTV Financing LLC, | ||||||||||||||||
153,809 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.11%, 0.75% Floor) | 10.43% | 08/02/2027 | 150,669 | ||||||||||||
Eagle Parent Corporation, | ||||||||||||||||
507,275 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.25%, 0.50% Floor) | 9.64% | 04/02/2029 | 494,383 | ||||||||||||
EG Group Ltd., | ||||||||||||||||
76,101 | Senior Secured First Lien Term Loan (Daily Secured Overnight Financing Rate + 4.11%) | 9.41% | 02/07/2025 | 76,267 | ||||||||||||
160,820 | Senior Secured First Lien Term Loan (Daily Secured Overnight Financing Rate + 4.11%) | 9.53% | 03/31/2026 | 154,387 | ||||||||||||
Eisner Advisory Group LLC, | ||||||||||||||||
298,903 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.36%, 0.75% Floor) | 10.68% | 07/28/2028 | 298,841 | ||||||||||||
70,000 | EnergySolutions LLC | 9.33% | (d) | 09/18/2030 | 69,650 | |||||||||||
Flynn Canada Ltd., | ||||||||||||||||
353,813 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.61%, 0.50% Floor) | 9.93% | 07/21/2028 | 336,122 | ||||||||||||
Foresight Energy LLC, | ||||||||||||||||
87,760 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 8.10%, 1.50% Floor) | 13.49% | (c) | 06/30/2027 | 87,760 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Getty Images, Inc., | ||||||||||||||||
110,700 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.60%) | 9.99% | 02/19/2026 | 111,143 | ||||||||||||
GIP II Blue Holding LP, | ||||||||||||||||
57,559 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.61%, 1.00% Floor) | 9.93% | 09/29/2028 | 57,823 | ||||||||||||
Grab Holdings, Inc., | ||||||||||||||||
363,673 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.61%, 1.00% Floor) | 9.93% | 01/29/2026 | 366,515 | ||||||||||||
Groupe Solmax, Inc., | ||||||||||||||||
173,595 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 5.01%, 0.75% Floor) | 10.40% | 05/30/2028 | 163,505 | ||||||||||||
149,299 | (1 Month Secured Overnight Financing Rate + 4.86%, 0.75% Floor) | 10.18% | 05/30/2028 | 140,620 | ||||||||||||
Gulf Finance LLC, | ||||||||||||||||
187,226 | Senior Secured First Lien Term Loan (6 Month Secured Overnight Financing Rate + 7.18%, 1.00% Floor) | 12.63% | 08/25/2026 | 188,078 | ||||||||||||
336,556 | (1 Month Secured Overnight Financing Rate + 6.86%, 1.00% Floor) | 12.19% | 08/25/2026 | 338,088 | ||||||||||||
Ineos US Finance LLC, | ||||||||||||||||
478,800 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.60%) | 8.92% | 02/19/2030 | 475,808 | ||||||||||||
Intelsat Jackson Holdings S.A., | ||||||||||||||||
463,511 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.50%, 0.50% Floor) | 9.77% | 02/01/2029 | 463,064 | ||||||||||||
ION Trading Technologies SARL, | ||||||||||||||||
122,188 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.85%) | 10.24% | 03/31/2028 | 120,774 | ||||||||||||
Jo-Ann Stores LLC, | ||||||||||||||||
78,400 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 5.01%, 0.75% Floor) | 10.36% | 07/07/2028 | 26,264 | ||||||||||||
Kenan Advantage Group, Inc., | ||||||||||||||||
204,488 | Senior Secured First Lien Term Loan (6 Month Secured Overnight Financing Rate + 4.43%, 0.75% Floor) | 9.73% | 03/24/2026 | 204,743 | ||||||||||||
LaserShip, Inc., | ||||||||||||||||
149,618 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.76%, 0.75% Floor) | 10.40% | 05/08/2028 | 139,669 |
12 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2023 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
LBM Acquisition LLC, | ||||||||||||||||
288,523 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.85%, 0.75% Floor) | 9.18% | 12/17/2027 | 282,294 | ||||||||||||
Lealand Finance Company B.V., | ||||||||||||||||
6,257 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.11%) | 8.43% | 06/30/2024 | 4,536 | ||||||||||||
85,328 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.11%) | 9.43% | 06/30/2025 | 47,528 | ||||||||||||
Lereta LLC, | ||||||||||||||||
117,132 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.11%, 0.75% Floor) | 10.43% | 07/27/2028 | 95,565 | ||||||||||||
LifePoint Health, Inc., | ||||||||||||||||
375,000 | Term Loan | 10.82% | (d) | 11/16/2028 | 363,750 | |||||||||||
LSF9 Atlantis Holdings LLC, | ||||||||||||||||
178,125 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 7.25%, 0.75% Floor) | 12.64% | 03/31/2029 | 171,111 | ||||||||||||
MedAssets Software Intermediate Holdings, Inc., | ||||||||||||||||
235,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 6.86%, 0.50% Floor) | 12.18% | 12/17/2029 | 150,621 | ||||||||||||
Milano Acquisition Corporation, | ||||||||||||||||
199,363 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.10%, 0.75% Floor) | 9.49% | 10/01/2027 | 195,001 | ||||||||||||
Mileage Plus Holdings LLC, | ||||||||||||||||
78,750 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 5.40%, 1.00% Floor) | 10.80% | 06/21/2027 | 81,936 | ||||||||||||
Minotaur Acquisition, Inc., | ||||||||||||||||
420,200 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.85%) | 10.17% | 03/27/2026 | 419,267 | ||||||||||||
Mitchell International, Inc., | ||||||||||||||||
205,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 6.61%, 0.50% Floor) | 11.93% | 10/15/2029 | 189,402 | ||||||||||||
MLN US HoldCo LLC, | ||||||||||||||||
155,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 8.85%) | 14.26% | 11/30/2026 | 17,437 | ||||||||||||
NEP Group, Inc., | ||||||||||||||||
110,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 7.11%) | 12.43% | 10/19/2026 | 87,909 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
New Constellis Borrower LLC, | ||||||||||||||||
71,509 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 11.36% + 1.00% PIK, 1.00% Floor) | 16.87% | 03/27/2025 | 38,830 | ||||||||||||
NortonLifeLock, Inc., | ||||||||||||||||
245,208 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 2.10%, 0.50% Floor) | 7.42% | 09/12/2029 | 244,734 | ||||||||||||
Olympus Water US Holding Corporation, | ||||||||||||||||
415,000 | Term Loan (3 Month Secured Overnight Financing Rate + 5.00%, 0.50% Floor) | 10.39% | 11/09/2028 | 415,259 | ||||||||||||
OYO Hospitality Netherlands B.V., | ||||||||||||||||
117,300 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 8.51%, 0.75% Floor) | 13.91% | 06/23/2026 | 101,660 | ||||||||||||
Par Petroleum, LLC, | ||||||||||||||||
368,150 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.35%, 0.50% Floor) | 9.77% | 02/28/2030 | 368,225 | ||||||||||||
PECF USS Intermediate Holding Corporation, | ||||||||||||||||
234,404 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.51%, 0.50% Floor) | 9.88% | 12/15/2028 | 189,030 | ||||||||||||
Penn National Gaming, Inc., | ||||||||||||||||
526,005 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 2.85%, 0.50% Floor) | 8.17% | 05/03/2029 | 526,005 | ||||||||||||
PetVet Care Centers LLC, | ||||||||||||||||
720,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 6.35%) | 11.67% | 02/13/2026 | 714,780 | ||||||||||||
PG&E Corporation, | ||||||||||||||||
119,077 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.11%, 0.50% Floor) | 8.43% | 06/23/2025 | 119,350 | ||||||||||||
PMHC, Inc., | ||||||||||||||||
183,150 | Senior Secured First Lien Term Loan (6 Month Secured Overnight Financing Rate + 4.85%, 0.50% Floor) | 9.70% | 04/23/2029 | 173,347 | ||||||||||||
Polar US Borrower LLC, | ||||||||||||||||
26,914 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.85%) | 10.15% | 10/15/2025 | 21,749 | ||||||||||||
31,491 | (6 Month Secured Overnight Financing Rate + 4.85%) | 9.82% | 10/15/2025 | 25,449 | ||||||||||||
Potters Borrower LP, | ||||||||||||||||
87,750 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.10%, 0.75% Floor) | 9.49% | 12/14/2027 | 88,175 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 13 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Prairie ECI Acquiror LP, | ||||||||||||||||
251,331 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.85%) | 10.17% | 03/11/2026 | 251,231 | ||||||||||||
Pretium PKG Holdings, Inc., | ||||||||||||||||
155,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 7.01%, 0.50% Floor) | 12.28% | 09/30/2029 | 49,711 | ||||||||||||
155,000 | (1 Month Secured Overnight Financing Rate + 6.86%, 0.50% Floor) | 12.19% | 09/30/2029 | 49,711 | ||||||||||||
Pug LLC, | ||||||||||||||||
625,215 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 4.36%, 0.50% Floor) | 9.68% | 02/13/2027 | 595,517 | ||||||||||||
Radiology Partners, Inc., | ||||||||||||||||
498,946 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.51%) | 10.18% | 07/09/2025 | 378,009 | ||||||||||||
RegionalCare Hospital Partners Holdings, Inc., | ||||||||||||||||
426,691 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.61%) | 9.38% | 11/14/2025 | 426,469 | ||||||||||||
Rentpath, Inc., | ||||||||||||||||
21,564 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 3.50%) | 8.00% | 04/25/2024 | 323 | ||||||||||||
Riverbed Technology, Inc., | ||||||||||||||||
94,802 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.50% + 2.00% PIK, 1.00% Floor) | 9.89% | 07/01/2028 | 61,858 | ||||||||||||
Securus Technologies Holdings, Inc., | ||||||||||||||||
75,899 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 3.75%, 1.00% Floor) | 10.23% | 11/01/2024 | 68,589 | ||||||||||||
Simon & Schuster, | ||||||||||||||||
20,000 | Term Loan | 9.32% | (d) | 09/19/2030 | 19,900 | |||||||||||
Skillsoft Finance II, Inc., | ||||||||||||||||
149,521 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 5.36%, 0.75% Floor) | 10.70% | 07/14/2028 | 141,608 | ||||||||||||
Sound Inpatient Physicians, Inc., | ||||||||||||||||
190,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 6.75%) | 12.12% | 06/26/2026 | 33,250 | ||||||||||||
Southern Veterinary Partners LLC, | ||||||||||||||||
125,000 | Senior Secured Second Lien Term Loan (1 Month Secured Overnight Financing Rate + 7.85%, 1.00% Floor) | 13.17% | 09/22/2028 | 118,750 | ||||||||||||
SRS Distribution, Inc., | ||||||||||||||||
69,822 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.35%, 0.50% Floor) | 8.93% | 06/02/2028 | 69,222 | ||||||||||||
Team Health, | ||||||||||||||||
230,000 | Term Loan | 10.58% | (d) | 03/02/2027 | 175,893 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
The Edelman Financial Engines Centre LLC, | ||||||||||||||||
535,000 | Senior Secured Second Lien Term Loan (6 Month Secured Overnight Financing Rate + 3.93%) | 12.18% | 07/20/2026 | 534,331 | ||||||||||||
Think & Learn Private Ltd., | ||||||||||||||||
201,009 | Senior Secured First Lien Term Loan (Prime Rate + 0.00%, 0.75% Floor) | 15.25% | 11/24/2026 | 69,700 | ||||||||||||
Titan Acquisition Limited, | ||||||||||||||||
119,055 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 7.10%) | 8.73% | 03/28/2025 | 118,266 | ||||||||||||
Travelport Finance (Luxembourg) SARL, | ||||||||||||||||
566,451 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 3.51%, 1.00% Floor) | 12.33% | 02/28/2025 | 539,919 | ||||||||||||
Uber Technologies, Inc., | ||||||||||||||||
178,650 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.60%) | 8.16% | 03/04/2030 | 178,792 | ||||||||||||
UKG, Inc., | ||||||||||||||||
90,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.25%, 0.50% Floor) | 10.62% | 05/03/2027 | 90,088 | ||||||||||||
Vantage Specialty Chemicals, Inc., | ||||||||||||||||
79,400 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.36%, 0.50% Floor) | 10.08% | 10/26/2026 | 77,991 | ||||||||||||
Verscend Holding Corporation, | ||||||||||||||||
285,893 | Senior Secured First Lien Term Loan (6 Month Secured Overnight Financing Rate + 3.35%) | 9.43% | 08/27/2025 | 286,327 | ||||||||||||
Viad Corporation, | ||||||||||||||||
121,776 | Senior Secured First Lien Term Loan (Prime Rate + 4.00%, 0.50% Floor) | 12.50% | 07/31/2028 | 119,746 | ||||||||||||
560,170 | (1 Month Secured Overnight Financing Rate + 5.11%, 0.50% Floor) | 10.43% | 07/31/2028 | 550,832 | ||||||||||||
WaterBridge Midstream Operating LLC, | ||||||||||||||||
544,831 | Senior Secured First Lien Term Loan (3 Month Secured Overnight Financing Rate + 4.26%, 1.00% Floor) | 11.36% | 06/22/2026 | 546,280 | ||||||||||||
WWEX UNI TopCo Holdings LLC, | ||||||||||||||||
50,000 | Senior Secured Second Lien Term Loan (3 Month Secured Overnight Financing Rate + 7.26%, 0.75% Floor) | 12.65% | 07/26/2029 | 42,625 | ||||||||||||
Zelis Cost Management Buyer, Inc., | ||||||||||||||||
154,044 | Senior Secured First Lien Term Loan (1 Month Secured Overnight Financing Rate + 3.61%) | 8.93% | 09/30/2026 | 154,253 | ||||||||||||
Total Bank Loans (Cost $25,443,562) | 23,753,040 | |||||||||||||||
14 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2023 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
COLLATERALIZED LOAN OBLIGATIONS 38.1% | ||||||||||||||||
Allegany Park Ltd., | ||||||||||||||||
1,000,000 | Series 2019-1A-ER | 11.73% | (a) | 01/20/2035 | 940,229 | |||||||||||
Atlas Senior Loan Fund Ltd., | ||||||||||||||||
1,700,000 | Series 2019-14A-D | 9.49% | (a) | 07/20/2032 | 1,568,429 | |||||||||||
Atrium Corporation, | ||||||||||||||||
1,000,000 | Series 9A-DR (Secured Overnight Financing Rate 3 Month + 3.86%) | 9.25% | (a) | 05/28/2030 | 983,726 | |||||||||||
Bain Capital Credit Ltd., | ||||||||||||||||
500,000 | Series 2019-3A-DR | 8.70% | (a) | 10/21/2034 | 494,536 | |||||||||||
4,000,000 | Series 2022-5A-D | 9.74% | (a) | 07/24/2034 | 3,958,576 | |||||||||||
Barings Ltd., | ||||||||||||||||
1,000,000 | Series 2015-2A-DR | 8.54% | (a) | 10/20/2030 | 987,444 | |||||||||||
1,000,000 | Series 2017-1A-D | 9.17% | (a) | 07/18/2029 | 998,835 | |||||||||||
500,000 | Series 2018-3A-D | 8.49% | (a) | 07/20/2029 | 493,298 | |||||||||||
1,000,000 | Series 2018-3A-E | 11.34% | (a) | 07/20/2029 | 912,800 | |||||||||||
2,500,000 | Series 2019-1A-DR | 9.22% | (a) | 04/15/2036 | 2,431,587 | |||||||||||
1,500,000 | Series 2019-1A-ER | 12.43% | (a) | 04/15/2036 | 1,430,123 | |||||||||||
1,000,000 | Series 2019-2A-CR | 8.97% | (a) | 04/15/2036 | 959,816 | |||||||||||
Beechwood Park Ltd., | ||||||||||||||||
5,000,000 | Series 2019-1A-DR | 8.41% | (a) | 01/17/2035 | 4,824,714 | |||||||||||
BlueMountain Ltd., | ||||||||||||||||
1,000,000 | Series 2013-2A-DR | 8.51% | (a) | 10/22/2030 | 927,916 | |||||||||||
Canyon Capital Ltd., | ||||||||||||||||
1,700,000 | Series 2014-1A-CR | 8.38% | (a) | 01/30/2031 | 1,601,103 | |||||||||||
1,000,000 | Series 2017-1A-DR | 8.57% | (a) | 07/15/2030 | 990,465 | |||||||||||
1,000,000 | Series 2017-1A-E | 11.82% | (a) | 07/15/2030 | 885,125 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Canyon Capital Ltd., (Cont.) | ||||||||||||||||
1,500,000 | Series 2018-1A-E | 11.32% | (a) | 07/15/2031 | 1,357,371 | |||||||||||
1,550,000 | Series 2019-1A-DR | 8.67% | (a) | 04/15/2032 | 1,527,592 | |||||||||||
1,000,000 | Series 2019-1A-ER | 12.72% | (a) | 04/15/2032 | 934,509 | |||||||||||
2,250,000 | Series 2021-1A-E | 11.98% | (a) | 04/15/2034 | 2,119,163 | |||||||||||
Carlyle Global Market Strategies Ltd., | ||||||||||||||||
2,000,000 | Series 2013-1A-CR | 8.98% | (a) | 08/14/2030 | 1,981,345 | |||||||||||
1,500,000 | Series 2015-5A-DR | 12.29% | (a) | 01/20/2032 | 1,306,679 | |||||||||||
1,000,000 | Series 2021-1A-D | 11.57% | (a) | 04/15/2034 | 949,452 | |||||||||||
Cathedral Lake Ltd., | ||||||||||||||||
500,000 | Series 2021-8A-C | 8.22% | (a) | 01/20/2035 | 485,674 | |||||||||||
Dewolf Park Ltd., | ||||||||||||||||
500,000 | Series 2017-1A-DR | 8.42% | (a) | 10/15/2030 | 492,088 | |||||||||||
Dryden Senior Loan Fund, | ||||||||||||||||
1,500,000 | Series 2015-37A-ER | 10.72% | (a) | 01/15/2031 | 1,195,769 | |||||||||||
1,200,000 | Series 2015-38A-ER | 11.17% | (a) | 07/15/2030 | 986,870 | |||||||||||
2,000,000 | Series 2015-40A-ER | 11.38% | (a) | 08/15/2031 | 1,702,360 | |||||||||||
1,750,000 | Series 2016-42A-ER | 11.12% | (a) | 07/15/2030 | 1,450,450 | |||||||||||
500,000 | Series 2017-50A-D | 8.82% | (a) | 07/15/2030 | 489,615 | |||||||||||
Gilbert Park Ltd., | ||||||||||||||||
2,000,000 | Series 2017-1A-E | 11.97% | (a) | 10/15/2030 | 1,800,376 | |||||||||||
Goldentree Loan Management Ltd., | ||||||||||||||||
500,000 | Series 2018-3A-D | 8.44% | (a) | 04/20/2030 | 495,110 | |||||||||||
Greenwood Park Ltd., | ||||||||||||||||
1,000,000 | Series 2018-1A-E | 10.52% | (a) | 04/15/2031 | 815,853 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 15 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Grippen Park Ltd., | ||||||||||||||||
775,000 | Series 2017-1A-D | 8.89% | (a) | 01/20/2030 | 767,954 | |||||||||||
Highbridge Loan Management Ltd., | ||||||||||||||||
1,000,000 | Series 11A-17-E | 11.73% | (a) | 05/06/2030 | 833,195 | |||||||||||
1,000,000 | Series 2013-2A-CR | 8.49% | (a) | 10/20/2029 | 960,565 | |||||||||||
LCM LP, | ||||||||||||||||
2,500,000 | Series 26A-E (Secured Overnight Financing Rate 3 Month + 5.56%, 5.30% Floor) | 10.89% | (a) | 01/20/2031 | 1,837,255 | |||||||||||
Madison Park Funding Ltd., | ||||||||||||||||
850,000 | Series 2014-14A-ER | 11.41% | (a) | 10/22/2030 | 782,071 | |||||||||||
1,500,000 | Series 2016-22A-ER | 12.27% | (a) | 01/15/2033 | 1,462,657 | |||||||||||
1,000,000 | Series 2019-34A-ER | 12.26% | (a) | 04/25/2032 | 995,376 | |||||||||||
Magnetite Ltd., | ||||||||||||||||
1,500,000 | Series 2019-24A-DR | 8.36% | (a) | 04/15/2035 | 1,462,218 | |||||||||||
1,000,000 | Series 2019-24A-ER | 11.71% | (a) | 04/15/2035 | 955,278 | |||||||||||
Marble Point Ltd., | ||||||||||||||||
500,000 | Series 2021-3A-D1 | 9.07% | (a) | 10/17/2034 | 493,514 | |||||||||||
Neuberger Berman Loan Advisers Ltd., | ||||||||||||||||
1,000,000 | Series 2017-16SA-ER (Secured Overnight Financing Rate 3 Month + 6.51%, 6.25% Floor) | 11.82% | (a) | 04/15/2034 | 930,196 | |||||||||||
1,000,000 | Series 2017-25A-DR | 8.42% | (a) | 10/18/2029 | 979,893 | |||||||||||
2,000,000 | Series 2019-32A-DR | 8.28% | (a) | 01/20/2032 | 1,939,340 | |||||||||||
Octagon Investment Partners Ltd., | ||||||||||||||||
2,500,000 | Series 2014-1A-CR3 | 8.38% | (a) | 02/14/2031 | 2,399,059 | |||||||||||
1,000,000 | Series 2014-1A-CRR | 7.51% | (a) | 01/22/2030 | 982,822 | |||||||||||
4,000,000 | Series 2014-1A-DRR | 12.63% | (a) | 02/14/2031 | 3,657,933 | |||||||||||
1,000,000 | Series 2016-1A-DR | 8.42% | (a) | 07/15/2030 | 935,918 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Octagon Investment Partners Ltd., (Cont.) | ||||||||||||||||
2,000,000 | Series 2016-1A-ER | 12.86% | (a) | 01/24/2033 | 1,836,810 | |||||||||||
1,000,000 | Series 2016-1A-FR | 13.66% | (a)(c) | �� | 07/15/2030 | 751,550 | ||||||||||
500,000 | Series 2017-1A-CR | 8.89% | (a) | 03/17/2030 | 460,125 | |||||||||||
2,000,000 | Series 2017-1A-SUB | 0.00% | (a)(b)(c)(e) | 03/17/2030 | 532,358 | |||||||||||
1,500,000 | Series 2018-1A-D | 10.79% | (a) | 01/20/2031 | 1,235,533 | |||||||||||
900,000 | Series 2018-3A-E | 11.34% | (a) | 10/20/2030 | 815,404 | |||||||||||
1,000,000 | Series 2019-1A-DR | 8.82% | (a) | 10/15/2034 | 975,578 | |||||||||||
500,000 | Series 2019-4A-E | 12.43% | (a) | 05/12/2031 | 457,109 | |||||||||||
OHA Credit Funding Ltd., | ||||||||||||||||
500,000 | Series 2021-9A-D | 8.53% | (a) | 07/19/2035 | 492,343 | |||||||||||
RR Ltd., | ||||||||||||||||
500,000 | Series 2017-2A-DR | 11.37% | (a) | 04/15/2036 | 463,491 | |||||||||||
1,000,000 | Series 2018-4A-C | 8.52% | (a) | 04/15/2030 | 961,469 | |||||||||||
1,000,000 | Series 2019-6A-DR | 11.42% | (a) | 04/15/2036 | 923,595 | |||||||||||
Sound Point Ltd., | ||||||||||||||||
2,500,000 | Series 2019-2A-DR | 8.87% | (a) | 07/15/2034 | 2,360,889 | |||||||||||
THL Credit Wind River Ltd., | ||||||||||||||||
2,500,000 | Series 2014-2A-ER | 11.32% | (a)(c) | 01/15/2031 | 1,921,344 | |||||||||||
1,000,000 | Series 2014-3A-DR2 | 9.01% | (a) | 10/22/2031 | 893,276 | |||||||||||
1,000,000 | Series 2017-3A-DR | 9.42% | (a) | 04/15/2035 | 961,554 | |||||||||||
1,040,000 | Series 2017-4A-D | 8.29% | (a) | 11/20/2030 | 1,016,678 | |||||||||||
1,000,000 | Series 2021-3A-D | 8.94% | (a) | 07/20/2033 | 958,310 |
16 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2023 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Trimaran CAVU LLC, | ||||||||||||||||
2,250,000 | Series 2019-1A-D | 9.74% | (a) | 07/20/2032 | 2,212,706 | |||||||||||
500,000 | Series 2019-2A-C | 10.29% | (a) | 11/26/2032 | 503,412 | |||||||||||
Venture Ltd., | ||||||||||||||||
500,000 | Series 2017-30A-C | 7.52% | (a) | 01/15/2031 | 480,372 | |||||||||||
Voya Ltd., | ||||||||||||||||
1,000,000 | Series 2020-1A-DR | 8.67% | (a) (o) | 07/16/2034 | 961,203 | |||||||||||
Total Collateralized Loan Obligations (Cost $95,953,559) | 90,029,351 | |||||||||||||||
FOREIGN CORPORATE BONDS 3.4% | ||||||||||||||||
200,000 | ABM Investama Tbk PT | 9.50% | (a) | 08/05/2026 | 182,025 | |||||||||||
183,000 | Adani International Container Terminal Private Ltd. | 3.00% | 02/16/2031 | 138,059 | ||||||||||||
200,000 | Adani Ports & Special Economic Zone Ltd. | 5.00% | 08/02/2041 | 132,479 | ||||||||||||
326,000 | Adani Transmission Step-One Ltd. | 4.25% | 05/21/2036 | 244,580 | ||||||||||||
350,000 | AI Candelaria Spain S.A. | 5.75% | 06/15/2033 | 248,027 | ||||||||||||
200,000 | Alibaba Group Holding Ltd. | 3.25% | 02/09/2061 | 107,039 | ||||||||||||
200,000 | Aris Mining Corporation | 6.88% | 08/09/2026 | 160,104 | ||||||||||||
400,000 | Banco Davivienda S.A. (10 Year CMT Rate + 5.10%) | 6.65% | (f) | 04/22/2031 | 271,000 | |||||||||||
800,000 | Banco GNB Sudameris S.A. (5 Year CMT Rate + 6.66%) | 7.50% | 04/16/2031 | 653,607 | ||||||||||||
200,000 | Banco Mercantil del Norte S.A. (10 Year CMT Rate + 5.03%) | 6.63% | (a)(f) | 01/24/2032 | 157,050 | |||||||||||
250,000 | Braskem Idesa SAPI | 6.99% | (a) | 02/20/2032 | 150,557 | |||||||||||
250,000 | BRF S.A. | 5.75% | 09/21/2050 | 167,795 | ||||||||||||
150,000 | Camposol S.A. | 6.00% | 02/03/2027 | 87,490 | ||||||||||||
200,000 | CAP S.A. | 3.90% | 04/27/2031 | 147,630 | ||||||||||||
200,000 | Coruripe Netherlands B.V. | 10.00% | 02/10/2027 | 146,750 | ||||||||||||
300,000 | Cosan Overseas Ltd. | 8.25% | (f) | 11/05/2023 | 299,473 | |||||||||||
450,000 | Empresas Publicas de Medellin ESP | 4.38% | 02/15/2031 | 345,502 | ||||||||||||
800,000 | Frigorifico Concepcion S.A. | 7.70% | (a) | 07/21/2028 | 662,308 | |||||||||||
250,000 | IAMGOLD Corporation | 5.75% | 10/15/2028 | 195,983 | ||||||||||||
200,000 | Itau Unibanco Holding SA (5 Year CMT Rate + 3.22%) | 4.63% | (f) | 02/27/2025 | 164,467 | |||||||||||
150,000 | JBS USA LUX SA / JBS USA Food Company / JBS USA Finance, Inc. | 4.38% | 02/02/2052 | 99,819 | ||||||||||||
140,000 | Kawasan Industri Jababeka Tbk PT | 7.00% | (a)(g) | 12/15/2027 | 98,630 | |||||||||||
321,840 | LLPL Capital Pte Ltd. | 6.88% | 02/04/2039 | 287,088 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
200,000 | MARB BondCo PLC | 3.95% | 01/29/2031 | 148,499 | ||||||||||||
386,501 | MC Brazil Downstream Trading SARL | 7.25% | 06/30/2031 | 296,908 | ||||||||||||
400,000 | Minejesa Capital B.V. | 5.63% | 08/10/2037 | 306,600 | ||||||||||||
500,000 | Prime Energia S.p.A. | 5.38% | 12/30/2030 | 350,285 | ||||||||||||
200,000 | Sasol Financing USA LLC | 5.50% | 03/18/2031 | 156,968 | ||||||||||||
400,000 | SierraCol Energy Andina LLC | 6.00% | (a) | 06/15/2028 | 318,578 | |||||||||||
400,000 | Simpar Europe S.A. | 5.20% | 01/26/2031 | 322,400 | ||||||||||||
200,000 | Thaioil Treasury Center Company Ltd. | 3.75% | 06/18/2050 | 120,971 | ||||||||||||
272,268 | UEP Penonome S.A. | 6.50% | 10/01/2038 | 206,318 | ||||||||||||
400,000 | Unigel Luxembourg S.A. | 8.75% | (h) | 10/01/2026 | 135,000 | |||||||||||
400,000 | UPL Corporation Ltd. (5 Year CMT Rate + 3.87%) | 5.25% | (f) | 02/27/2025 | 309,000 | |||||||||||
200,000 | Vedanta Resources Ltd. | 6.13% | 08/09/2024 | 126,324 | ||||||||||||
Total Foreign Corporate Bonds (Cost $8,870,495) | 7,945,313 | |||||||||||||||
FOREIGN GOVERNMENT BONDS, FOREIGN AGENCIES AND FOREIGN GOVERNMENT SPONSORED CORPORATIONS 1.2% | ||||||||||||||||
200,000 | Banco do Brasil S.A. (10 Year CMT Rate + 4.40%) | 6.25% | (f) | 04/15/2024 | 185,024 | |||||||||||
800,000 | Colombia Government International Bond | 5.00% | 06/15/2045 | 526,978 | ||||||||||||
250,000 | Ecopetrol S.A. | 5.88% | 05/28/2045 | 164,966 | ||||||||||||
250,000 | Ecopetrol S.A. | 5.88% | 11/02/2051 | 159,554 | ||||||||||||
200,000 | Indonesia Asahan Aluminium Persero PT | 5.80% | 05/15/2050 | 162,558 | ||||||||||||
500,000 | Mexico Government International Bond | 3.77% | 05/24/2061 | 294,851 | ||||||||||||
200,000 | Panama Government International Bond | 3.87% | 07/23/2060 | 116,297 | ||||||||||||
70,000 | Petrobras Global Finance B.V. | 5.50% | 06/10/2051 | 53,235 | ||||||||||||
600,000 | Petroleos del Peru S.A. | 5.63% | 06/19/2047 | 363,223 | ||||||||||||
800,000 | Petroleos Mexicanos | 6.38% | 01/23/2045 | 467,836 | ||||||||||||
350,000 | Republic of South Africa Government Bond | 5.65% | 09/27/2047 | 233,749 | ||||||||||||
200,000 | Ukraine Government International Bond | 9.75% | (h) | 11/01/2030 | 59,304 | |||||||||||
100,000 | YPF S.A. | 8.50% | 06/27/2029 | 80,772 | ||||||||||||
Total Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations (Cost $3,837,075) | 2,868,347 | |||||||||||||||
NON-AGENCY COMMERCIAL MORTGAGE BACKED OBLIGATIONS 21.5% | ||||||||||||||||
Alen Mortgage Trust, | ||||||||||||||||
2,500,000 | Series 2021-ACEN-F (Secured Overnight Financing Rate 1 Month + 5.11%, 5.00% Floor) | 10.45% | (a) | 04/15/2034 | 1,116,305 | |||||||||||
AREIT Trust, | ||||||||||||||||
2,000,000 | Series 2019-CRE3-D (Secured Overnight Financing Rate 1 Month + 2.76%, 2.76% Floor) | 8.10% | (a) | 09/14/2036 | 1,853,990 | |||||||||||
BANK, | ||||||||||||||||
5,843,520 | Series 2020-BN26-XF | 1.50% | (a)(i) | 03/15/2063 | 407,794 | |||||||||||
72,653,991 | Series 2023-5YR1-XA | 0.48% | (e)(i) | 04/15/2056 | 880,130 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 17 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Beast Mortgage Trust, | ||||||||||||||||
1,000,000 | Series 2021-1818-G (Secured Overnight Financing Rate 1 Month + 6.11%, 6.25% Floor) | 11.45% | (a) | 03/15/2036 | 608,318 | |||||||||||
Benchmark Mortgage Trust, | ||||||||||||||||
13,172,604 | Series 2018-B1-XA | 0.68% | (e)(i) | 01/15/2051 | 239,066 | |||||||||||
1,398,000 | Series 2018-B4-D | 2.91% | (e)(a) | 07/15/2051 | 871,208 | |||||||||||
BF Mortgage Trust, | ||||||||||||||||
1,012,000 | Series 2019-NYT-F | 8.38% | (a) | 12/15/2035 | 487,654 | |||||||||||
BX Trust, | ||||||||||||||||
4,200,000 | Series 2019-IMC-G | 9.05% | (a) | 04/15/2034 | 4,107,265 | |||||||||||
1,000,000 | Series 2019-OC11-E | 4.08% | (a)(e) | 12/09/2041 | 800,534 | |||||||||||
Carbon Capital Commercial Mortgage Trust, | ||||||||||||||||
516,671 | Series 2019-FL2-B | 8.30% | (a) | 10/15/2035 | 447,961 | |||||||||||
CD Commercial Mortgage Trust, | ||||||||||||||||
15,601,988 | Series 2017-CD6-XA | 1.01% | (e)(i) | 11/13/2050 | 360,495 | |||||||||||
Citigroup Commercial Mortgage Trust, | ||||||||||||||||
269,000 | Series 2015-GC27-D | 4.57% | (a)(e) | 02/10/2048 | 226,873 | |||||||||||
3,633,957 | Series 2015-GC27-XA | 1.45% | (e)(i) | 02/10/2048 | 41,022 | |||||||||||
182,000 | Series 2016-GC36-D | 2.85% | (a) | 02/10/2049 | 69,777 | |||||||||||
Commercial Mortgage Pass-Through Trust, | ||||||||||||||||
26,400,000 | Series 2014-UBS3-XC | 1.40% | (a)(e)(i) | 06/10/2047 | 157,634 | |||||||||||
1,288,300 | Series 2014-UBS4-F | 3.75% | (a)(c) | 08/10/2047 | 165,063 | |||||||||||
2,215,977 | Series 2014-UBS4-G | 3.75% | (a)(c) | 08/10/2047 | 27,256 | |||||||||||
5,000 | Series 2014-UBS4-V | 0.00% | (a)(c)(e) | 08/10/2047 | — | |||||||||||
27,394,000 | Series 2015-CR23-XD | 1.21% | (a)(e)(i) | 05/10/2048 | 445,654 | |||||||||||
5,297,000 | Series 2015-CR26-XD | 1.36% | (a)(e)(i) | 10/10/2048 | 113,186 | |||||||||||
66,376,170 | Series 2015-LC21-XA | 0.78% | (e)(i) | 07/10/2048 | 555,555 | |||||||||||
CSAIL Commercial Mortgage Trust, | ||||||||||||||||
885,000 | Series 2016-C5-C | 4.80% | (e) | 11/15/2048 | 796,570 | |||||||||||
4,201,235 | Series 2016-C6-XA | 2.02% | (e)(i) | 01/15/2049 | 146,991 | |||||||||||
2,000,000 | Series 2018-CX12-C | 4.86% | (e) | 08/15/2051 | 1,579,356 | |||||||||||
CSWF Trust, | ||||||||||||||||
1,232,000 | Series 2021-B33-A2 | 3.17% | (a) | 10/10/2043 | 878,976 | |||||||||||
DBJPM Mortgage Trust, | ||||||||||||||||
400,000 | Series 2020-C9-B | 2.57% | 08/15/2053 | 286,640 | ||||||||||||
DOLP Trust, | ||||||||||||||||
1,000,000 | Series 2021-NYC-F | 3.70% | (a)(e) | 05/10/2041 | 472,165 | |||||||||||
1,000,000 | Series 2021-NYC-G | 3.70% | (a)(e) | 05/10/2041 | 411,694 | |||||||||||
FIVE Mortgage Trust, | ||||||||||||||||
583,000 | Series 2023-V1-E | 6.62% | (a)(e) | 02/10/2056 | 445,712 | |||||||||||
FS Rialto, | ||||||||||||||||
750,000 | Series 2022-FL5-D | 10.15% | (a) | 06/19/2037 | 729,442 | |||||||||||
Great Wolf Trust, | ||||||||||||||||
3,000,000 | Series 2019-WOLF-F (Secured Overnight Financing Rate 1 Month + 3.25%, 3.13% Floor) | 8.58% | (a) | 12/15/2036 | 2,953,134 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
GS Mortgage Securities Corporation Trust, | ||||||||||||||||
1,000,000 | Series 2021-ARDN-G (Secured Overnight Financing Rate 1 Month + 5.11%, 5.00% Floor) | 10.45% | (a) | 11/15/2036 | 923,841 | |||||||||||
GS Mortgage Securities Trust, | ||||||||||||||||
1,304,000 | Series 2014-GC26-D | 4.66% | (a)(e) | 11/10/2047 | 876,956 | |||||||||||
1,744,000 | Series 2015-GC28-D | 4.45% | (a)(e) | 02/10/2048 | 1,497,180 | |||||||||||
76,148,518 | Series 2018-GS9-XA | 0.56% | (e)(i) | 03/10/2051 | 1,161,767 | |||||||||||
JP Morgan Chase Commercial Mortgage Securities Trust, | ||||||||||||||||
2,000,000 | Series 2011-C3-D | 5.71% | (a)(e) | 02/15/2046 | 1,390,546 | |||||||||||
1,175,000 | Series 2018-AON-F | 4.77% | (a)(e) | 07/05/2031 | 251,263 | |||||||||||
1,153,000 | Series 2019-MFP-G | 9.43% | (a) | 07/15/2036 | 1,087,413 | |||||||||||
1,153,000 | Series 2019-MFP-XG | 0.50% | (a)(e)(i) | 07/15/2036 | 3,136 | |||||||||||
JPMBB Commercial Mortgage Securities Trust, | ||||||||||||||||
8,244,971 | Series 2013-C14-XC | 0.79% | (a)(e)(i) | 08/15/2046 | 240 | |||||||||||
3,488,650 | Series 2014-C19-E | 4.00% | (a)(c)(e) | 04/15/2047 | 2,864,168 | |||||||||||
1,938,200 | Series 2014-C19-F | 3.75% | (a)(c)(e) | 04/15/2047 | 1,314,040 | |||||||||||
5,168,718 | Series 2014-C19-NR | 3.75% | (a)(c)(e) | 04/15/2047 | 446,285 | |||||||||||
925,000 | Series 2014-C23-C | 4.63% | (e) | 09/15/2047 | 841,927 | |||||||||||
2,000,000 | Series 2014-C23-D | 4.13% | (a)(e) | 09/15/2047 | 1,662,543 | |||||||||||
3,340,272 | Series 2014-C26-XA | 1.07% | (e)(i) | 01/15/2048 | 22,564 | |||||||||||
500,000 | Series 2015-C27-D | 3.94% | (a)(e) | 02/15/2048 | 305,710 | |||||||||||
180,000 | Series 2015-C29-C | 4.33% | (e) | 05/15/2048 | 158,428 | |||||||||||
20,920,000 | Series 2015-C29-XE | 0.43% | (a)(e)(i) | 05/15/2048 | 112,922 | |||||||||||
675,000 | Series 2015-C32-C | 4.80% | (e) | 11/15/2048 | 463,880 | |||||||||||
16,358,000 | Series 2015-C32-XD | 0.50% | (a)(e)(i) | 11/15/2048 | 131,978 | |||||||||||
LSTAR Commercial Mortgage Trust, | ||||||||||||||||
2,876,564 | Series 2016-4-XA | 1.84% | (a)(e)(i) | 03/10/2049 | 46,471 | |||||||||||
1,000,000 | Series 2017-5-C | 4.83% | (a)(e) | 03/10/2050 | 765,435 | |||||||||||
MF1 Ltd., | ||||||||||||||||
1,352,581 | Series 2021-FL6-C | 7.30% | (a) | 07/16/2036 | 1,305,655 | |||||||||||
Morgan Stanley Bank of America Merrill Lynch Trust, | ||||||||||||||||
500,000 | Series 2014-C19-C | 4.00% | 12/15/2047 | 452,645 | ||||||||||||
SMR Mortgage Trust, | ||||||||||||||||
2,783,174 | Series 2022-IND-G | 12.83% | (a) | 02/15/2039 | 2,271,513 | |||||||||||
STWD Ltd., | ||||||||||||||||
305,000 | Series 2019-FL1-C | 7.40% | (a) | 07/15/2038 | 281,836 | |||||||||||
TTAN, | ||||||||||||||||
859,124 | Series 2021-MHC-G | 9.65% | (a) | 03/15/2038 | 818,895 | |||||||||||
UBS Commercial Mortgage Trust, | ||||||||||||||||
1,000,000 | Series 2018-C12-C | 5.20% | (e) | 08/15/2051 | 785,257 | |||||||||||
UBS-Barclays Commercial Mortgage Trust, | ||||||||||||||||
1,420,000 | Series 2013-C5-C | 3.86% | (a)(e) | 03/10/2046 | 1,028,431 | |||||||||||
824,000 | Series 2013-C5-D | 3.86% | (a)(e) | 03/10/2046 | 521,592 | |||||||||||
Wells Fargo Commercial Mortgage Trust, | ||||||||||||||||
23,293,000 | Series 2015-C28-XF | 1.22% | (a)(e)(i) | 05/15/2048 | 358,896 | |||||||||||
747,000 | Series 2015-NXS4-D | 3.84% | (e) | 12/15/2048 | 624,679 | |||||||||||
1,044,000 | Series 2016-C34-C | 5.23% | (e) | 06/15/2049 | 813,889 |
18 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2023 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Wells Fargo Commercial Mortgage Trust, (Cont.) | ||||||||||||||||
1,000,000 | Series 2016-LC24-C | 4.58% | (e) | 10/15/2049 | 812,348 | |||||||||||
1,000,000 | Series 2017-RC1-D | 3.25% | (a) | 01/15/2060 | 701,112 | |||||||||||
46,637,789 | Series 2018-C43-XA | 0.74% | (e)(i) | 03/15/2051 | 1,006,742 | |||||||||||
Total Non-Agency Commercial Mortgage Backed Obligations(Cost $71,556,503) | 50,795,603 | |||||||||||||||
NON-AGENCY RESIDENTIAL COLLATERALIZED MORTGAGEOBLIGATIONS 17.7% | ||||||||||||||||
Adjustable Rate Mortgage Trust, | ||||||||||||||||
1,233,482 | Series 2006-1-2A1 | 5.02% | (e) | 03/25/2036 | 661,844 | |||||||||||
BCAP LLC Trust, | ||||||||||||||||
473,422 | Series 2010-RR6-6A2 | 9.30% | (a)(e) | 07/26/2037 | 227,218 | |||||||||||
8,810,181 | Series 2007-AB1-A5 | 4.53% | (g) | 03/25/2037 | 3,568,072 | |||||||||||
Chase Mortgage Finance Trust, | ||||||||||||||||
1,274,467 | Series 2007-S1-A7 | 6.00% | 02/25/2037 | 495,235 | ||||||||||||
1,372,555 | Series 2007-S3-1A5 | 6.00% | 05/25/2037 | 618,326 | ||||||||||||
CHL Mortgage Pass-Through Trust, | ||||||||||||||||
1,301,916 | Series 2007-4-1A35 (-1 x Secured Overnight Financing Rate 1 Month + 6.59%, 6.70% Cap) | 1.27% | (i)(j) | 05/25/2037 | 150,086 | |||||||||||
Citigroup Mortgage Loan Trust, Inc., | ||||||||||||||||
264,069 | Series 2006-8-A4 (-3 x 1 Month LIBOR USD + 19.66%, 19.66% Cap) | 4.72% | (a)(j) (o) | 10/25/2035 | 184,997 | |||||||||||
Connecticut Avenue Securities Trust, | ||||||||||||||||
2,996,000 | Series 2021-R01-1B2 | 11.31% | (a) | 10/25/2041 | 3,028,648 | |||||||||||
3,000,000 | Series 2022-R01-1B2 | 11.31% | (a) | 12/25/2041 | 3,033,055 | |||||||||||
Countrywide Alternative Loan Trust, | ||||||||||||||||
619,276 | Series 2005-85CB-2A5 (Secured Overnight Financing Rate 1 Month + 1.21%, 1.10% Floor, 7.00% Cap) | 6.53% | 02/25/2036 | 471,757 | ||||||||||||
130,781 | Series 2005-85CB-2A6 (-4 x Secured Overnight Financing Rate 1 Month + 21.21%, 21.63% Cap) | 1.71% | (j) | 02/25/2036 | 84,919 | |||||||||||
Credit Suisse First Boston Mortgage Securities Corporation, | ||||||||||||||||
1,709,879 | Series 2005-11-7A1 | 6.00% | 12/25/2035 | 902,346 | ||||||||||||
CSMC Mortgage-Backed Trust, | ||||||||||||||||
3,165,815 | Series 2006-5-3A3 | 6.50% | 06/25/2036 | 642,158 | ||||||||||||
326,024 | Series 2006-9-2A1 | 5.50% | 11/25/2036 | 273,165 | ||||||||||||
146,353 | Series 2006-9-6A14 | 6.00% | 11/25/2036 | 111,583 | ||||||||||||
Federal Home Loan Mortgage Corporation STACR REMIC Trust, | ||||||||||||||||
3,000,000 | Series 2020-HQA2-B2 (Secured Overnight Financing Rate 30 Day Average + 7.71%) | 13.03% | (a) | 03/25/2050 | 3,318,956 | |||||||||||
2,000,000 | Series 2021-HQA2-B2 (Secured Overnight Financing Rate 30 Day Average + 5.45%) | 10.76% | (a) | 12/25/2033 | 1,961,001 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Federal Home Loan Mortgage Corporation STACR REMICS, | ||||||||||||||||
2,000,000 | Series 2021-DNA2-B2 (Secured Overnight Financing Rate 30 Day Average + 6.00%) | 11.31% | (a) | 08/25/2033 | 2,082,014 | |||||||||||
3,000,000 | Series 2021-DNA6-B2 (Secured Overnight Financing Rate 30 Day Average + 7.50%) | 12.81% | (a) | 10/25/2041 | 3,094,147 | |||||||||||
Freddie Mac STACR REMIC Trust, | ||||||||||||||||
1,200,000 | Series 2021-DNA7-M2 (Secured Overnight Financing Rate 30 Day Average + 1.80%) | 7.11% | (a) | 11/25/2041 | 1,173,831 | |||||||||||
3,000,000 | Series 2021-HQA3-B2 (Secured Overnight Financing Rate 30 Day Average + 6.25%) | 11.56% | (a) | 09/25/2041 | 2,933,551 | |||||||||||
IndyMac INDX Mortgage Loan Trust, | ||||||||||||||||
924,167 | Series 2005-AR23-6A1 | 3.64% | (e) | 11/25/2035 | 846,454 | |||||||||||
JP Morgan Alternative Loan Trust, | ||||||||||||||||
63,350 | Series 2006-S1-2A5 | 5.50% | 02/25/2025 | 47,232 | ||||||||||||
JP Morgan Resecuritization Trust, | ||||||||||||||||
1,045,523 | Series 2011-1-2A10 | 6.00% | (a)(c)(e) | 06/26/2037 | 772,425 | |||||||||||
Lehman Mortgage Trust, | ||||||||||||||||
215,002 | Series 2007-10-1A1 | 6.00% | 01/25/2038 | 200,688 | ||||||||||||
1,199,483 | Series 2007-4-1A3 | 5.75% | 05/25/2037 | 561,518 | ||||||||||||
RBSGC Structured Trust, | ||||||||||||||||
666,335 | Series 2008-B-A1 | 6.00% | (a) | 06/25/2037 | 571,801 | |||||||||||
Residential Accredit Loans, Inc., | ||||||||||||||||
517,229 | Series 2005-QS14-3A1 | 6.00% | 09/25/2035 | 441,095 | ||||||||||||
1,285,841 | Series 2006-QS7-A3 | 6.00% | 06/25/2036 | 972,772 | ||||||||||||
398,171 | Series 2007-QS1-1A1 | 6.00% | 01/25/2037 | 300,280 | ||||||||||||
635,839 | Series 2007-QS6-A1 | 5.76% | 04/25/2037 | 448,635 | ||||||||||||
673,157 | Series 2007-QS6-A102 | 5.75% | 04/25/2037 | 513,552 | ||||||||||||
144,847 | Series 2007-QS6-A2 (-8 x Secured Overnight Financing Rate 1 Month + 54.63%, 55.58% Cap) | 10.30% | (j) | 04/25/2037 | 124,573 | |||||||||||
Residential Asset Securitization Trust, | ||||||||||||||||
1,655,868 | Series 2006-A6-1A12 (-1 x Secured Overnight Financing Rate 1 Month + 6.99%, 7.10% Cap) | 1.67% | (i)(j) | 07/25/2036 | 165,919 | |||||||||||
1,637,232 | Series 2006-A6-1A9 | 6.00% | 07/25/2036 | 458,455 | ||||||||||||
Residential Funding Mortgage Securities Trust, | ||||||||||||||||
394,514 | Series 2007-S2-A4 | 6.00% | 02/25/2037 | 282,136 | ||||||||||||
Structured Adjustable Rate Mortgage Loan Trust, | ||||||||||||||||
369,036 | Series 2006-1-2A2 | 4.76% | (e) | 02/25/2036 | 304,070 | |||||||||||
Velocity Commercial Capital Loan Trust, | ||||||||||||||||
362,100 | Series 2018-1-M4 | 5.01% | (a) | 04/25/2048 | 277,197 | |||||||||||
272,548 | Series 2018-1-M5 | 6.26% | (a) | 04/25/2048 | 208,561 | |||||||||||
376,151 | Series 2018-1-M6 | 7.26% | (a) | 04/25/2048 | 247,444 | |||||||||||
VOLT LLC, | ||||||||||||||||
5,000,000 | Series 2021-NPL3-A2 | 4.95% | (a)(g) | 02/27/2051 | 3,831,618 | |||||||||||
Washington Mutual Mortgage Pass-Through Certificates Trust, | ||||||||||||||||
3,125,820 | Series 2006-8-A4 | 4.16% | (g) | 10/25/2036 | 1,109,340 | |||||||||||
Total Non-Agency Residential Collateralized Mortgage Obligations(Cost $54,843,225) | 41,702,674 | |||||||||||||||
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 19 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
US GOVERNMENT AND AGENCY MORTGAGE BACKED OBLIGATIONS 21.1% | ||||||||||||||||
Federal Home Loan Mortgage Corporation REMICS, | ||||||||||||||||
300,461 | Series 3211-SI (-4 x Secured Overnight Financing Rate 30 Day Average + 27.18%, 27.67% Cap) | 4.84% | (i)(j) | 09/15/2036 | 81,232 | |||||||||||
684,539 | Series 3236-ES (-1 x Secured Overnight Financing Rate 30 Day Average + 6.59%, 6.70% Cap) | 1.27% | (i)(j) | 11/15/2036 | 47,326 | |||||||||||
444,038 | Series 3256-S (-1 x Secured Overnight Financing Rate 30 Day Average + 6.58%, 6.69% Cap) | 1.26% | (i)(j) | 12/15/2036 | 32,914 | |||||||||||
225,924 | Series 3292-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 5.99%, 6.10% Cap) | 0.67% | (i)(j) | 03/15/2037 | 11,217 | |||||||||||
2,634,959 | Series 3297-BI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.65%, 6.76% Cap) | 1.33% | (i)(j) | 04/15/2037 | 210,725 | |||||||||||
2,248,883 | Series 3311-BI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.65%, 6.76% Cap) | 1.33% | (i)(j) | 05/15/2037 | 143,903 | |||||||||||
1,867,539 | Series 3311-IA (-1 x Secured Overnight Financing Rate 30 Day Average + 6.30%, 6.41% Cap) | 0.98% | (i)(j) | 05/15/2037 | 142,997 | |||||||||||
391,351 | Series 3314-SH (-1 x Secured Overnight Financing Rate 30 Day Average + 6.29%, 6.40% Cap) | 0.97% | (i)(j) | 11/15/2036 | 25,776 | |||||||||||
171,369 | Series 3330-KS (-1 x Secured Overnight Financing Rate 30 Day Average + 6.44%, 6.55% Cap) | 1.12% | (i)(j) | 06/15/2037 | 6,652 | |||||||||||
42,642 | Series 3339-AI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.44%, 6.55% Cap) | 1.12% | (i)(j) | 07/15/2037 | 2,098 | |||||||||||
1,393,429 | Series 3339-TI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.03%, 6.14% Cap) | 0.71% | (i)(j) | 07/15/2037 | 76,892 | |||||||||||
522,382 | Series 3374-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 6.34%, 6.45% Cap) | 1.02% | (i)(j) | 10/15/2037 | 27,406 | |||||||||||
111,381 | Series 3382-SU (-1 x Secured Overnight Financing Rate 30 Day Average + 6.19%, 6.30% Cap) | 0.87% | (i)(j) | 11/15/2037 | 4,890 | |||||||||||
2,396,492 | Series 3404-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 01/15/2038 | 148,017 | |||||||||||
106,915 | Series 3423-GS (-1 x Secured Overnight Financing Rate 30 Day Average + 5.54%, 5.65% Cap) | 0.22% | (i)(j) | 03/15/2038 | 3,938 | |||||||||||
1,685,029 | Series 3435-S (-1 x Secured Overnight Financing Rate 30 Day Average + 5.87%, 5.98% Cap) | 0.55% | (i)(j) | 04/15/2038 | 102,120 | |||||||||||
81,832 | Series 3508-PS (-1 x Secured Overnight Financing Rate 30 Day Average + 6.54%, 6.65% Cap) | 1.22% | (i)(j) | 02/15/2039 | 4,396 | |||||||||||
567,697 | Series 3728-SV (-1 x Secured Overnight Financing Rate 30 Day Average + 4.34%, 4.45% Cap) | 0.00% | (i)(j) | 09/15/2040 | 9,557 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Federal Home Loan Mortgage Corporation REMICS, (Cont.) | ||||||||||||||||
5,210,063 | Series 3736-SN (-1 x Secured Overnight Financing Rate 30 Day Average + 5.94%, 6.05% Cap) | 0.62% | (i)(j) | 10/15/2040 | 348,718 | |||||||||||
1,840,422 | Series 3753-SB (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 11/15/2040 | 135,009 | |||||||||||
2,115,821 | Series 3780-SM (-1 x Secured Overnight Financing Rate 30 Day Average + 6.39%, 6.50% Cap) | 1.07% | (i)(j) | 12/15/2040 | 148,223 | |||||||||||
748,620 | Series 3815-ST (-1 x Secured Overnight Financing Rate 30 Day Average + 5.74%, 5.85% Cap) | 0.42% | (i)(j) | 02/15/2041 | 44,560 | |||||||||||
1,174,966 | Series 3905-SC (-5 x Secured Overnight Financing Rate 30 Day Average + 22.18%, 22.75% Cap) | 0.00% | (j) | 08/15/2041 | 965,066 | |||||||||||
758,954 | Series 3924-SJ (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 09/15/2041 | 46,627 | |||||||||||
1,444,051 | Series 3960-ES (-1 x Secured Overnight Financing Rate 30 Day Average + 5.84%, 5.95% Cap) | 0.52% | (i)(j) | 11/15/2041 | 81,673 | |||||||||||
1,630,967 | Series 4291-MS (-1 x Secured Overnight Financing Rate 30 Day Average + 5.79%, 5.90% Cap) | 0.47% | (i)(j) | 01/15/2054 | 95,525 | |||||||||||
184,673 | Series 4610-IB | 3.00% | (i) | 06/15/2041 | 2,535 | |||||||||||
12,558,602 | Series 5100-DS (-1 x Secured Overnight Financing Rate 30 Day Average + 2.50%, 2.50% Cap) | 0.00% | (i)(j) | 05/25/2051 | 36,962 | |||||||||||
10,188,821 | Series 5112-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 2.50%, 2.50% Cap) | 0.00% | (i)(j) | 06/25/2051 | 34,297 | |||||||||||
Federal Home Loan Mortgage Corporation, | ||||||||||||||||
31,786,445 | Series 2021-P009-X | 1.50% | (e)(i) | 01/25/2031 | 1,344,249 | |||||||||||
Federal National Mortgage Association REMICS, | ||||||||||||||||
39,579 | Series 2005-72-WS (-1 x Secured Overnight Financing Rate 30 Day Average + 6.64%, 6.75% Cap) | 1.32% | (i)(j) | 08/25/2035 | 1,684 | |||||||||||
254,548 | Series 2005-90-SP (-1 x Secured Overnight Financing Rate 30 Day Average + 6.64%, 6.75% Cap) | 1.32% | (i)(j) | 09/25/2035 | 3,022 | |||||||||||
223,904 | Series 2006-117-SQ (-1 x Secured Overnight Financing Rate 30 Day Average + 6.44%, 6.55% Cap) | 1.12% | (i)(j) | 12/25/2036 | 12,667 | |||||||||||
89,181 | Series 2006-119-HS (-1 x Secured Overnight Financing Rate 30 Day Average + 6.54%, 6.65% Cap) | 1.22% | (i)(j) | 12/25/2036 | 5,868 |
20 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2023 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Federal National Mortgage Association REMICS, (Cont.) | ||||||||||||||||
2,441,610 | Series 2006-123-CI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.63%, 6.74% Cap) | 1.31% | (i)(j) | 01/25/2037 | 205,356 | |||||||||||
1,259,281 | Series 2007-15-BI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.59%, 6.70% Cap) | 1.27% | (i)(j) | 03/25/2037 | 83,536 | |||||||||||
219,713 | Series 2007-20-S (-1 x Secured Overnight Financing Rate 30 Day Average + 6.63%, 6.74% Cap) | 1.31% | (i)(j) | 03/25/2037 | 10,221 | |||||||||||
144,141 | Series 2007-21-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 6.37%, 6.48% Cap) | 1.05% | (i)(j) | 03/25/2037 | 6,578 | |||||||||||
637,161 | Series 2007-30-IE (-1 x Secured Overnight Financing Rate 30 Day Average + 6.63%, 6.74% Cap) | 1.31% | (i)(j) | 04/25/2037 | 55,450 | |||||||||||
1,438,991 | Series 2007-32-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.99%, 6.10% Cap) | 0.67% | (i)(j) | 04/25/2037 | 86,514 | |||||||||||
520,815 | Series 2007-40-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.99%, 6.10% Cap) | 0.67% | (i)(j) | 05/25/2037 | 26,200 | |||||||||||
100,013 | Series 2007-48-SE (-1 x Secured Overnight Financing Rate 30 Day Average + 5.99%, 6.10% Cap) | 0.67% | (i)(j) | 05/25/2037 | 3,957 | |||||||||||
157,685 | Series 2007-64-LI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.45%, 6.56% Cap) | 1.13% | (i)(j) | 07/25/2037 | 9,471 | |||||||||||
73,962 | Series 2007-68-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 6.54%, 6.65% Cap) | 1.22% | (i)(j) | 07/25/2037 | 4,041 | |||||||||||
3,094,653 | Series 2007-75-PI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.43%, 6.54% Cap) | 1.11% | (i)(j) | 08/25/2037 | 215,885 | |||||||||||
1,587,621 | Series 2008-33-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 04/25/2038 | 94,925 | |||||||||||
1,425,890 | Series 2008-42-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 5.79%, 5.90% Cap) | 0.47% | (i)(j) | 05/25/2038 | 64,395 | |||||||||||
357,386 | Series 2008-5-GS (-1 x Secured Overnight Financing Rate 30 Day Average + 6.14%, 6.25% Cap) | 0.82% | (i)(j) | 02/25/2038 | 24,139 | |||||||||||
823,188 | Series 2008-62-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 5.94%, 6.05% Cap) | 0.62% | (i)(j) | 07/25/2038 | 38,001 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Federal National Mortgage Association REMICS, (Cont.) | ||||||||||||||||
629,622 | Series 2008-68-SB (-1 x Secured Overnight Financing Rate 30 Day Average + 5.99%, 6.10% Cap) | 0.67% | (i)(j) | 08/25/2038 | 31,307 | |||||||||||
83,758 | Series 2009-111-SE (-1 x Secured Overnight Financing Rate 30 Day Average + 6.14%, 6.25% Cap) | 0.82% | (i)(j) | 01/25/2040 | 6,159 | |||||||||||
509,118 | Series 2009-12-CI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.49%, 6.60% Cap) | 1.17% | (i)(j) | 03/25/2036 | 27,787 | |||||||||||
89,188 | Series 2009-47-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.99%, 6.10% Cap) | 0.67% | (i)(j) | 07/25/2039 | 4,619 | |||||||||||
112,241 | Series 2009-48-WS (-1 x Secured Overnight Financing Rate 30 Day Average + 5.84%, 5.95% Cap) | 0.52% | (i)(j) | 07/25/2039 | 6,185 | |||||||||||
65,828 | Series 2009-67-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.04%, 0.25% Floor, 5.15% Cap) | 0.25% | (i)(j) | 07/25/2037 | 1,726 | |||||||||||
285,994 | Series 2009-87-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 11/25/2049 | 20,864 | |||||||||||
4,100,100 | Series 2009-90-QI (-1 x Secured Overnight Financing Rate 30 Day Average + 6.49%, 6.60% Cap) | 1.17% | (i)(j) | 08/25/2036 | 264,042 | |||||||||||
480,116 | Series 2009-91-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 6.04%, 6.15% Cap) | 0.72% | (i)(j) | 11/25/2039 | 30,402 | |||||||||||
92,237 | Series 2010-115-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 6.49%, 6.60% Cap) | 1.17% | (i)(j) | 11/25/2039 | 6,255 | |||||||||||
115,361 | Series 2010-11-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 4.69%, 4.80% Cap) | 0.00% | (i)(j) | 02/25/2040 | 2,965 | |||||||||||
95,635 | Series 2010-134-SE (-1 x Secured Overnight Financing Rate 30 Day Average + 6.54%, 6.65% Cap) | 1.22% | (i)(j) | 12/25/2025 | 384 | |||||||||||
3,315,625 | Series 2010-142-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 6.49%, 6.60% Cap) | 1.17% | (i)(j) | 12/25/2040 | 281,121 | |||||||||||
535,298 | Series 2010-15-SL (-1 x Secured Overnight Financing Rate 30 Day Average + 4.84%, 4.95% Cap) | 0.00% | (i)(j) | 03/25/2040 | 17,710 | |||||||||||
159,162 | Series 2010-19-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.29%, 5.40% Cap) | 0.00% | (i)(j) | 03/25/2050 | 7,355 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 21 |
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.) | ||||||||||||||||
401,028 | Series 2010-31-SB (-1 x Secured Overnight Financing Rate 30 Day Average + 4.89%, 5.00% Cap) | 0.00% | (i)(j) | 04/25/2040 | 14,856 | |||||||||||
723,236 | Series 2010-39-SL (-1 x Secured Overnight Financing Rate 30 Day Average + 5.56%, 5.67% Cap) | 0.24% | (i)(j) | 05/25/2040 | 31,647 | |||||||||||
100,289 | Series 2010-8-US (-1 x Secured Overnight Financing Rate 30 Day Average + 4.69%, 4.80% Cap) | 0.00% | (i)(j) | 02/25/2040 | 1,287 | |||||||||||
113,548 | Series 2010-9-GS (-1 x Secured Overnight Financing Rate 30 Day Average + 4.64%, 4.75% Cap) | 0.00% | (i)(j) | 02/25/2040 | 2,041 | |||||||||||
599,349 | Series 2011-114-S (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 09/25/2039 | 39,634 | |||||||||||
803,216 | Series 2011-146-US (-1 x Secured Overnight Financing Rate 30 Day Average + 6.84%, 7.00% Cap) | 0.00% | (j) | 01/25/2042 | 481,926 | |||||||||||
152,845 | Series 2012-29-SG (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 04/25/2042 | 8,910 | |||||||||||
1,226,894 | Series 2012-56-SN (-1 x Secured Overnight Financing Rate 30 Day Average + 5.94%, 6.05% Cap) | 0.62% | (i)(j) | 06/25/2042 | 72,357 | |||||||||||
1,443,426 | Series 2012-76-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 07/25/2042 | 104,845 | |||||||||||
1,386,415 | Series 2013-83-US (-1 x Secured Overnight Financing Rate 30 Day Average + 4.89%, 5.00% Cap) | 0.00% | (j) | 08/25/2043 | 802,864 | |||||||||||
4,009,380 | Series 2016-64-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 5.89%, 6.00% Cap) | 0.57% | (i)(j) | 09/25/2046 | 332,558 | |||||||||||
3,456,337 | Series 2020-61-DI | 3.00% | (i) | 09/25/2060 | 546,801 | |||||||||||
15,665,227 | Series 2021-17-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 2.00%, 2.00% Cap) | 0.00% | (i)(j) | 04/25/2051 | 110,164 | |||||||||||
5,140,215 | Series 2021-3-KI | 2.50% | (i) | 02/25/2051 | 705,281 | |||||||||||
4,501,019 | Series 2021-56-WI | 2.50% | (i) | 09/25/2051 | 591,703 | |||||||||||
Federal National Mortgage Association, | ||||||||||||||||
14,417,082 | Series 2019-M26-X1 | 0.71% | (e)(i) | 03/25/2030 | 367,855 | |||||||||||
14,406,711 | Series 2020-M27-X1 | 0.95% | (e)(i) | 03/25/2031 | 565,811 | |||||||||||
149,871 | Series 374-19 | 6.50% | (i) | 09/25/2036 | 29,875 | |||||||||||
FREMF Mortgage Trust, | ||||||||||||||||
600,529 | Series 2015-KF07-B (Secured Overnight Financing Rate 30 Day Average + 5.06%) | 10.38% | (a) | 02/25/2025 | 592,647 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
FREMF Mortgage Trust, (Cont.) | ||||||||||||||||
543,955 | Series 2016-KF25-B (Secured Overnight Financing Rate 30 Day Average + 5.11%, 5.00% Floor) | 10.43% | (a) | 10/25/2023 | 542,839 | |||||||||||
738,436 | Series 2018-KF56-C (Secured Overnight Financing Rate 30 Day Average + 5.91%, 5.80% Floor) | 11.23% | (a) | 11/25/2028 | 638,144 | |||||||||||
1,123,235 | Series 2019-KF71-C (Secured Overnight Financing Rate 30 Day Average + 6.11%, 6.00% Floor) | 11.43% | (a) | 10/25/2029 | 1,069,015 | |||||||||||
Government National Mortgage Association REMICS, | ||||||||||||||||
12,302,438 | Series 2021-209-MI | 3.00% | (i) | 11/20/2051 | 1,825,431 | |||||||||||
Government National Mortgage Association, | ||||||||||||||||
369,479 | Series 2009-104-SD (-1 x Secured Overnight Financing Rate 1 Month + 6.24%, 6.35% Cap) | 0.90% | (i)(j) | 11/16/2039 | 21,795 | |||||||||||
45,256 | Series 2010-98-IA | 5.47% | (e)(i) | 03/20/2039 | 2,320 | |||||||||||
390,582 | Series 2011-69-SB (-1 x Secured Overnight Financing Rate 1 Month + 5.24%, 5.35% Cap) | 0.00% | (i)(j) | 05/20/2041 | 20,556 | |||||||||||
652,739 | Series 2011-71-SG (-1 x Secured Overnight Financing Rate 1 Month + 5.29%, 5.40% Cap) | 0.00% | (i)(j) | 05/20/2041 | 35,156 | |||||||||||
702,801 | Series 2011-72-AS (-1 x Secured Overnight Financing Rate 1 Month + 5.27%, 5.38% Cap) | 0.00% | (i)(j) | 05/20/2041 | 36,566 | |||||||||||
836,374 | Series 2011-89-SA (-1 x Secured Overnight Financing Rate 1 Month + 5.34%, 5.45% Cap) | 0.01% | (i)(j) | 06/20/2041 | 45,932 | |||||||||||
5,930,320 | Series 2012-26-SP (-1 x Secured Overnight Financing Rate 1 Month + 6.54%, 6.65% Cap) | 1.21% | (i)(j) | 02/20/2042 | 602,881 | |||||||||||
462,041 | Series 2012-34-LI (-20 x Secured Overnight Financing Rate 1 Month + 119.71%, 6.00% Cap) | 6.00% | (i)(j) | 12/16/2039 | 82,604 | |||||||||||
4,361,620 | Series 2013-119-TZ | 3.00% | 08/20/2043 | 3,790,456 | ||||||||||||
2,586,546 | Series 2014-39-SK (-1 x Secured Overnight Financing Rate 1 Month + 6.09%, 6.20% Cap) | 0.76% | (i)(j) | 03/20/2044 | 201,704 | |||||||||||
4,456,134 | Series 2014-59-DS (-1 x Secured Overnight Financing Rate 1 Month + 6.14%, 6.25% Cap) | 0.80% | (i)(j) | 04/16/2044 | 304,406 | |||||||||||
3,736,255 | Series 2014-63-SD (-1 x Secured Overnight Financing Rate 1 Month + 5.44%, 5.55% Cap) | 0.11% | (i)(j) | 04/20/2044 | 288,173 | |||||||||||
1,791,944 | Series 2014-69-ST (-1 x Secured Overnight Financing Rate 1 Month + 5.99%, 6.10% Cap) | 0.65% | (i)(j) | 12/16/2039 | 106,611 |
22 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
September 30, 2023 |
P RINCIPAL A MOUNT $ | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Government National Mortgage Association, (Cont.) | ||||||||||||||||
2,632,915 | Series 2015-148-BS (-1 x Secured Overnight Financing Rate 1 Month + 5.58%, 5.69% Cap) | 0.25% | (i)(j) | 10/20/2045 | 158,606 | |||||||||||
7,243,045 | Series 2015-158-SK (-1 x Secured Overnight Financing Rate 1 Month + 6.09%, 6.20% Cap) | 0.76% | (i)(j) | 11/20/2045 | 627,925 | |||||||||||
8,315,259 | Series 2018-111-SA (-1 x Secured Overnight Financing Rate 1 Month + 4.44%, 4.55% Cap) | 0.00% | (i)(j) | 08/20/2048 | 212,495 | |||||||||||
23,156,312 | Series 2018-48-SD (-1 x Secured Overnight Financing Rate 1 Month + 3.79%, 3.90% Cap) | 0.00% | (i)(j) | 04/20/2048 | 301,449 | |||||||||||
7,117,488 | Series 2020-115-SC (-1 x Secured Overnight Financing Rate 1 Month + 4.09%, 4.20% Cap) | 0.00% | (i)(j) | 08/20/2050 | 176,443 | |||||||||||
10,040,930 | Series 2020-129-IW | 2.50% | (i) | 09/20/2050 | 1,365,444 | |||||||||||
5,845,939 | Series 2020-129-SE (-1 x Secured Overnight Financing Rate 1 Month + 3.64%, 3.75% Cap) | 0.00% | (i)(j) | 09/20/2050 | 45,286 | |||||||||||
17,030,978 | Series 2020-138-IC | 3.50% | (i) | 08/20/2050 | 2,764,082 | |||||||||||
6,411,984 | Series 2020-138-IL | 3.50% | (i) | 09/20/2050 | 1,076,723 | |||||||||||
10,628,716 | Series 2020-173-MI | 2.50% | (i) | 11/20/2050 | 1,387,012 | |||||||||||
7,945,919 | Series 2020-175-KI | 2.50% | (i) | 11/20/2050 | 1,085,447 | |||||||||||
3,074,828 | Series 2020-187-SB (-1 x Secured Overnight Financing Rate 1 Month + 6.19%, 6.30% Cap) | 0.86% | (i)(j) | 12/20/2050 | 314,442 | |||||||||||
5,119,641 | Series 2020-196-DI | 2.50% | (i) | 12/20/2050 | 617,518 | |||||||||||
8,763,670 | Series 2021-107-IL | 3.00% | (i) | 06/20/2051 | 1,358,286 | |||||||||||
6,980,049 | Series 2021-107-SA (-1 x Secured Overnight Financing Rate 1 Month + 3.64%, 3.75% Cap) | 0.00% | (i)(j) | 06/20/2051 | 146,987 | |||||||||||
4,324,710 | Series 2021-116-XI | 3.50% | (i) | 03/20/2051 | 714,385 | |||||||||||
3,773,259 | Series 2021-125-AS (-1 x Secured Overnight Financing Rate 30 Day Average + 3.25%, 3.25% Cap) | 0.00% | (i)(j) | 07/20/2051 | 18,450 | |||||||||||
7,244,229 | Series 2021-130-DI | 3.00% | (i) | 07/20/2051 | 1,094,236 | |||||||||||
7,249,748 | Series 2021-158-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 3.70%, 3.70% Cap) | 0.00% | (i)(j) | 09/20/2051 | 100,569 | |||||||||||
18,296,758 | Series 2021-194-IN | 3.00% | (i) | 11/20/2051 | 2,915,067 | |||||||||||
14,371,017 | Series 2021-221-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 3.80%, 3.80% Cap) | 0.00% | (i)(j) | 12/20/2051 | 134,428 | |||||||||||
10,913,312 | Series 2021-221-SD (-1 x Secured Overnight Financing Rate 30 Day Average + 3.80%, 3.80% Cap) | 0.00% | (i)(j) | 12/20/2051 | 120,125 | |||||||||||
11,332,952 | Series 2021-24-XI | 2.00% | (i) | 02/20/2051 | 1,148,224 | |||||||||||
8,834,639 | Series 2021-46-DS (-1 x Secured Overnight Financing Rate 1 Month + 2.69%, 2.80% Cap) | 0.00% | (i)(j) | 03/20/2051 | 57,622 | |||||||||||
4,892,916 | Series 2021-58-SJ (-1 x Secured Overnight Financing Rate 1 Month + 6.19%, 6.30% Cap) | 0.86% | (i)(j) | 04/20/2051 | 417,054 | |||||||||||
36,269,315 | Series 2021-59-S (-1 x Secured Overnight Financing Rate 30 Day Average + 2.60%, 2.60% Cap) | 0.00% | (i)(j) | 04/20/2051 | 161,620 |
P RINCIPAL A MOUNT $/S HARES | S ECURITY DESCRIPTION | R ATE | M ATURITY | V ALUE $ | ||||||||||||
Government National Mortgage Association, (Cont.) | ||||||||||||||||
15,348,857 | Series 2021-73-LS (-1 x Secured Overnight Financing Rate 30 Day Average + 2.50%, 0.50% Floor, 2.50% Cap) | 0.50% | (i)(j) | 04/20/2051 | 365,406 | |||||||||||
8,161,123 | Series 2021-77-IH | 2.50% | (i) | 05/20/2051 | 906,289 | |||||||||||
14,265,907 | Series 2021-78-SC (-1 x Secured Overnight Financing Rate 30 Day Average + 2.60%, 2.60% Cap) | 0.00% | (i)(j) | 05/20/2051 | 60,098 | |||||||||||
7,565,082 | Series 2021-7-IQ | 2.50% | (i) | 01/20/2051 | 955,699 | |||||||||||
15,379,835 | Series 2021-97-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 2.60%, 2.60% Cap) | 0.00% | (i)(j) | 06/20/2051 | 76,362 | |||||||||||
27,757,621 | Series 2021-9-MI | 2.50% | (i) | 01/20/2051 | 3,564,611 | |||||||||||
9,877,970 | Series 2021-H04-BI | 1.07% | (e)(i) | 02/01/2071 | 522,723 | |||||||||||
11,034,065 | Series 2021-H07-AI | 0.02% | (e)(i) | 05/20/2071 | 504,186 | |||||||||||
16,343,605 | Series 2022-22-SA (-1 x Secured Overnight Financing Rate 30 Day Average + 3.60%, 3.60% Cap) | 0.00% | (i)(j) | 08/20/2050 | 169,745 | |||||||||||
6,506,740 | Series 2022-25-EI | 3.00% | (i) | 02/20/2052 | 941,613 | |||||||||||
17,315,835 | Series 2022-83-IO | 2.50% | (i) | 11/20/2051 | 2,272,958 | |||||||||||
Total US Government and Agency Mortgage Backed Obligations (Cost $71,238,472) | 49,903,557 | |||||||||||||||
US GOVERNMENT AND AGENCY OBLIGATIONS 2.5% | ||||||||||||||||
6,000,000 | United States Treasury Notes | 3.13% | 08/15/2025 | 5,789,297 | ||||||||||||
Total US Government and Agency Obligations (Cost $5,953,472) | 5,789,297 | |||||||||||||||
COMMON STOCKS 0.1% | ||||||||||||||||
13,001 | Foresight Equity (c)(k) | 163,553 | ||||||||||||||
2,528 | Riverbed - Class B (c)(k) | 329 | ||||||||||||||
4,104 | Summit Midstream Partners LP (k) | 56,820 | ||||||||||||||
Total Common Stocks (Cost $252,064) | 220,702 | |||||||||||||||
SHORT TERM INVESTMENTS 2.7% | ||||||||||||||||
2,125,582 | First American Government Obligations Fund - Class U | 5.28% | (l) | 2,125,582 | ||||||||||||
2,125,583 | JP Morgan U.S. Government Money Market Fund - Institutional Share Class | 5.27% | (l) | 2,125,583 | ||||||||||||
2,125,583 | Morgan Stanley Institutional Liquidity Funds Government Portfolio - Institutional Share Class | 5.27% | (l) | 2,125,583 | ||||||||||||
Total Short Term Investments (Cost $6,376,748) | 6,376,748 | |||||||||||||||
Total Investments 120.1% (Cost $348,588,775) (n) | 283,438,017 | |||||||||||||||
Liabilities in Excess of Other Assets (20.1)% | (47,378,340 | ) | ||||||||||||||
NET ASSETS 100.0% | $ | 236,059,677 | ||||||||||||||
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 23 |
Schedule of Investments DoubleLine Opportunistic Credit Fund (Cont.) |
SECURITY TYPE BREAKDOWN | |||||
Collateralized Loan Obligations | 38.1% | ||||
Non-Agency Commercial Mortgage Backed Obligations | 21.5% | ||||
US Government and Agency Mortgage Backed Obligations | 21.1% | ||||
Non-Agency Residential Collateralized Mortgage Obligations | 17.7% | ||||
Bank Loans | 10.1% | ||||
Foreign Corporate Bonds | 3.4% | ||||
Short Term Investments | 2.7% | ||||
US Government and Agency Obligations | 2.5% | ||||
Asset Backed Obligations | 1.7% | ||||
Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations | 1.2% | ||||
Common Stocks | 0.1% | ||||
Other Assets and Liabilities | (20.1)% | ||||
100.0% | |||||
INVESTMENT BREAKDOWN | |||||
Collateralized Loan Obligations | 38.1% | ||||
Non-Agency Commercial Mortgage Backed Obligations | 21.5% | ||||
US Government and Agency Mortgage Backed Obligations | 21.1% | ||||
Non-Agency Residential Collateralized Mortgage Obligations | 17.7% | ||||
Short Term Investments | 2.7% | ||||
US Government and Agency Obligations | 2.5% | ||||
Asset Backed Obligations | 1.7% | ||||
Electronics/Electric | 1.7% | ||||
Healthcare | 1.5% | ||||
Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations | 1.2% | ||||
Energy | 1.1% | ||||
Chemicals/Plastics | 0.9% | ||||
Business Equipment and Services | 0.8% | ||||
Utilities | 0.8% | ||||
Consumer Products | 0.7% | ||||
Transportation | 0.6% | ||||
Financial Intermediaries | 0.6% | ||||
Banking | 0.5% | ||||
Media | 0.5% | ||||
Retailers (other than Food/Drug) | 0.5% | ||||
Building and Development (including Steel/Metals) | 0.5% | ||||
Mining | 0.4% | ||||
Insurance | 0.4% | ||||
Telecommunications | 0.3% | ||||
Leisure | 0.3% | ||||
Industrial Equipment | 0.3% | ||||
Hotels/Motels/Inns and Casinos | 0.3% | ||||
Food Service | 0.2% | ||||
Aerospace & Defense | 0.2% | ||||
Automotive | 0.2% | ||||
Chemical Products | 0.1% | ||||
Containers and Glass Products | 0.1% | ||||
Cosmetics/Toiletries | 0.1% | ||||
Technology | 0.0% | (m) | |||
Real Estate | 0.0% | (m) | |||
Commercial Services | 0.0% | (m) | |||
Other Assets and Liabilities | (20.1)% | ||||
100.0% | |||||
(a) | 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. |
(b) | 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. |
(c) | Value determined using significant unobservable inputs. |
(d) | Coupon rate is variable or floats based on components including but not limited to reference rate and spread. These securities may not indicate a reference rate and/or spread in their description. The rate disclosed is as of period end. |
(e) | 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. |
(f) | Perpetual maturity. The date disclosed is the next call date of the security. |
(g) | Step Bond; Coupon rate changes based on a predetermined schedule or event. The interest rate shown is the rate in effect as of period end. |
(h) | Security is in default or has failed to make a scheduled payment. Income is not being accrued. |
(i) | Interest only security |
(j) | 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. |
(k) | Non-income producing security |
(l) | Seven-day yield as of period end |
(m) | Represents less than 0.05% of net assets |
(n) | 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). |
(o) | Securities referencing LIBOR are expected to transition to an alternative reference rate by the security’s next scheduled coupon reset date. |
PIK | A payment-in-kind |
24 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
Statement of Assets and Liabilities | September 30, 2023 |
ASSETS | |||||
Investments in Securities, at Value * | $ | 277,061,269 | |||
Short Term Investments * | 6,376,748 | ||||
Interest Receivable | 3,688,675 | ||||
Prepaid Expenses and Other Assets | 294,072 | ||||
Receivable for Investments Sold | 213,119 | ||||
Cash | 196,085 | ||||
Total Assets | 287,829,968 | ||||
LIABILITIES | |||||
Loan Payable (See Note 9) | 50,000,000 | ||||
Payable for Investments Purchased | 956,760 | ||||
Interest Expense Payable | 265,215 | ||||
Investment Advisory Fees Payable | 253,861 | ||||
Professional Fees Payable | 120,404 | ||||
Administration, Fund Accounting and Custodian Fees Payable | 110,798 | ||||
Trustees Fees Payable (See Note 7) | 35,047 | ||||
Accrued Expenses | 28,206 | ||||
Total Liabilities | 51,770,291 | ||||
Commitments and Contingencies (See Note 2, Note 8 and Note 9) | |||||
Net Assets | $ | 236,059,677 | |||
NET ASSETS CONSIST OF: | |||||
Capital Stock ($0.00001 par value) | $ | 165 | |||
Additional Paid-in Capital | 356,906,169 | ||||
Total Distributable Earnings (Loss) (See Note 5) | (120,846,657 | ) | |||
Net Assets | $ | 236,059,677 | |||
*Identified Cost: | |||||
Investments in Securities | $ | 342,212,027 | |||
Short Term Investments | 6,376,748 | ||||
Shares Outstanding and Net Asset Value Per Share: | |||||
Shares Outstanding (unlimited authorized) | 16,495,690 | ||||
Net Asset Value per Share | $ | 14.31 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 25 |
Statement of Operations | For the Year Ended September 30, 2023 |
INVESTMENT INCOME | |||||
Income: | |||||
Interest | $ | 11,117,145 | |||
Dividends | 237 | ||||
Total Investment Income | 11,117,382 | ||||
Expenses: | |||||
Interest Expense | 2,894,412 | ||||
Investment Advisory Fees | 2,877,737 | ||||
Administration, Fund Accounting and Custodian Fees | 182,034 | ||||
Professional Fees | 115,064 | ||||
Trustees Fees | 97,133 | ||||
Shareholder Reporting Expenses | 75,718 | ||||
Registration Fees | 24,619 | ||||
Miscellaneous Expenses | 15,789 | ||||
Insurance Expenses | 8,254 | ||||
Total Expenses | 6,290,760 | ||||
Net Investment Income (Loss) | 4,826,622 | ||||
REALIZED & UNREALIZED GAIN (LOSS) | |||||
Net Realized Gain (Loss) on: | |||||
Investments | (3,776,695 | ) | |||
Net Change in Unrealized Appreciation (Depreciation) on: | |||||
Investments | 13,859,226 | ||||
Net Realized and Unrealized Gain (Loss) | 10,082,531 | ||||
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | $ | 14,909,153 |
26 | 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, 2023 | Year Ended September 30, 2022 | |||||||||
OPERATIONS | ||||||||||
Net Investment Income (Loss) | $ | 4,826,622 | $ | 15,831,265 | ||||||
Net Realized Gain (Loss) | (3,776,695 | ) | (2,398,473 | ) | ||||||
Net Change in Unrealized Appreciation (Depreciation) | 13,859,226 | (65,639,818 | ) | |||||||
Net Increase (Decrease) in Net Assets Resulting from Operations | 14,909,153 | (52,207,026 | ) | |||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||||
From Earnings | (8,007,431 | ) | (17,689,842 | ) | ||||||
From Return of Capital | (13,470,154 | ) | (3,778,258 | ) | ||||||
Total Distributions to Shareholders | (21,477,585 | ) | (21,468,100 | ) | ||||||
NET SHARE TRANSACTIONS | ||||||||||
Proceeds from Issuance of common shares in connection with the shelf offering | 11,667,601 | 5,418,126 | ||||||||
Commissions and offering expenses associated with the issuance of common shares in connection with the shelf offering | (151,217 | ) | (72,339 | ) | ||||||
Issuance of common shares from reinvestment of distributions | 471,944 | 152,986 | ||||||||
Increase (Decrease) in Net Assets Resulting from Net Share Transactions | 11,988,328 | 5,498,773 | ||||||||
Total Increase (Decrease) in Net Assets | $ | 5,419,896 | $ | (68,176,353 | ) | |||||
NET ASSETS | ||||||||||
Beginning of Period | $ | 230,639,781 | $ | 298,816,134 | ||||||
End of Period | $ | 236,059,677 | $ | 230,639,781 |
The accompanying notes are an integral part of these financial statements. | Annual Report | | | September 30, 2023 | 27 |
Statement of Cash Flows | For the Year Ended September 30, 2023 |
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES | |||||
Net Increase (Decrease) in Net Assets Resulting from Operations | $ | 14,909,153 | |||
Adjustments to Reconcile the Change in Net Assets from Operations to Net Cash Provided By (Used In) Operating activities: | |||||
Purchases of Long Term Investments | (59,636,236 | ) | |||
Proceeds from Disposition of Long Term Investments | 42,782,096 | ||||
Net (Purchases of) Proceeds from Disposition of Short Term Investments | (6,106,007 | ) | |||
Net Amortization (Accretion) of Premiums/Discounts and Other Cost Adjustments | 21,244,730 | ||||
Net Realized (Gain) Loss on Investments | 3,776,695 | ||||
Net Change in Unrealized Depreciation (Appreciation) on: | |||||
Investments | (13,859,226 | ) | |||
(Increase) Decrease in: | |||||
Interest Receivable | (662,114 | ) | |||
Prepaid Expenses and Other Assets | 5,718 | ||||
Receivable for Investments Sold | 75,196 | ||||
Increase (Decrease) in: | |||||
Payable for Investments Purchased | 956,760 | ||||
Interest Expense Payable | 96,690 | ||||
Investment Advisory Fees Payable | 3,241 | ||||
Professional Fees Payable | 28,176 | ||||
Administration, Fund Accounting and Custodian Fees Payable | 11,901 | ||||
Trustees Fees Payable | 2,797 | ||||
Accrued Expenses | 25,168 | ||||
Payable to Broker for Dividend Reinvestment | (46,372 | ) | |||
Net Cash Provided By (Used In) Operating Activities | 3,608,366 | ||||
CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES | |||||
Cash Distributions Paid to Common Stockholders | (21,005,641 | ) | |||
Issuance of shares, net of fees | 11,516,384 | ||||
Increase in borrowings | 18,900,000 | ||||
Decrease in borrowings | (12,900,000 | ) | |||
Net Cash Provided By (Used In) Financing Activities | (3,489,257 | ) | |||
NET CHANGE IN CASH | |||||
Cash at Beginning of Period | 76,976 | ||||
Cash at End of Period | $ | 196,085 | |||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW AND NON-CASH INFORMATION | |||||
Additional Paid-in Capital from Dividend Reinvestment | $ | 471,944 | |||
Cash Paid for Interest on Loan Outstanding | $ | 2,787,295 |
28 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
Financial Highlights |
Year Ended September 30, 2023 | Year Ended September 30, 2022 | Year Ended September 30, 2021 | Year Ended September 30, 2020 | Year Ended September 30, 2019 | ||||||||||||||||
Net Asset Value, Beginning of Period | $ | 14.70 | $ | 19.41 | $ | 19.52 | $ | 20.80 | $ | 19.75 | ||||||||||
Income (Loss) from Investment Operations: | ||||||||||||||||||||
Net Investment Income (Loss) (a) | 0.30 | 1.01 | 1.40 | 1.60 | 1.35 | |||||||||||||||
Net Gain (Loss) on Investments (Realized and Unrealized) | 0.62 | (4.35 | ) | 0.20 | (1.47 | ) | 1.13 | |||||||||||||
Total from Investment Operations | 0.92 | (3.34 | ) | 1.60 | 0.13 | 2.48 | ||||||||||||||
Less Distributions: | ||||||||||||||||||||
Distributions from Net Investment Income | (0.49 | ) | (1.13 | ) | (1.71 | ) | (1.41 | ) | (1.43 | ) | ||||||||||
Return of Capital | (0.83 | ) | (0.24 | ) | — | — | — | |||||||||||||
Total Distributions | (1.32 | ) | (1.37 | ) | (1.71 | ) | (1.41 | ) | (1.43 | ) | ||||||||||
Proceeds from Issuance of Common Shares: | ||||||||||||||||||||
Premiums less commissions and offering costs on issuance of common shares (See Note 12) | 0.01 | (d) | — | (d)(e) | — | (d)(e) | — | — | ||||||||||||
Total capital stock transactions | 0.01 | (d) | — | (d)(e) | — | (d)(e) | — | — | ||||||||||||
Net Asset Value, End of Period | $ | 14.31 | $ | 14.70 | $ | 19.41 | $ | 19.52 | $ | 20.80 | ||||||||||
Market Price, End of Period | $ | 14.58 | $ | 14.45 | $ | 19.72 | $ | 19.06 | $ | 20.71 | ||||||||||
Total Return on Net Asset Value (b) | 6.55% | (18.05 | )% | 8.49% | 0.83% | 13.12% | ||||||||||||||
Total Return on Market Price (c) | 10.46% | (20.55 | )% | 12.85% | (1.04 | )% | 8.12% | |||||||||||||
Supplemental Data: | ||||||||||||||||||||
Net Assets, End of Period (000’s) | $ | 236,060 | $ | 230,640 | $ | 298,816 | $ | 291,919 | $ | 310,652 | ||||||||||
Ratios to Average Net Assets: | ||||||||||||||||||||
Expenses, including interest expense | 2.66% | 1.72% | 1.64% | 1.90% | 2.30% | |||||||||||||||
Net Investment Income (Loss) | 2.04% | 5.81% | 7.14% | 8.18% | 6.72% | |||||||||||||||
Portfolio Turnover Rate | 15% | 25% | 46% | 29% | 26% |
(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 $0.017, $0.006 and $0.008 per share, respectively, less underwriting and offering costs of $0.010, $0.005 and $0.007 per share, respectively, for the periods ended September 30, 2023, 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, 2023 | 29 |
Financial Highlights (Cont.) |
Year Ended September 30, 2018 | Year Ended September 30, 2017 | Year Ended September 30, 2016 | Year Ended September 30, 2015 | Year Ended September 30, 2014 | ||||||||||||||||
Net Asset Value, Beginning of Period | $ | 22.04 | $ | 23.30 | $ | 24.10 | $ | 23.41 | $ | 22.97 | ||||||||||
Income (Loss) from Investment Operations: | ||||||||||||||||||||
Net Investment Income (Loss) (a) | 1.41 | 1.63 | 1.81 | 2.21 | 1.83 | |||||||||||||||
Net Gain (Loss) on Investments (Realized and Unrealized) | (1.70 | ) | (0.89 | ) | (0.08 | ) | 0.97 | 0.61 | ||||||||||||
Total from Investment Operations | (0.29 | ) | 0.74 | 1.73 | 3.18 | 2.44 | ||||||||||||||
Less Distributions: | ||||||||||||||||||||
Distributions from Net Investment Income | (1.58 | ) | (1.93 | ) | (2.48 | ) | (2.49 | ) | (2.00 | ) | ||||||||||
Return of Capital | (0.42 | ) | (0.07 | ) | (0.05 | ) | — | — | ||||||||||||
Total Distributions | (2.00 | ) | (2.00 | ) | (2.53 | ) | (2.49 | ) | (2.00 | ) | ||||||||||
Net Asset Value, End of Period | $ | 19.75 | $ | 22.04 | $ | 23.30 | $ | 24.10 | $ | 23.41 | ||||||||||
Market Price, End of Period | $ | 20.57 | $ | 24.04 | $ | 25.68 | $ | 24.88 | $ | 23.60 | ||||||||||
Total Return on Net Asset Value (b) | (1.31 | )% | 3.49% | 7.81% | 14.33% | 11.12% | ||||||||||||||
Total Return on Market Price (c) | (5.78 | )% | 2.09% | 14.38% | 17.08% | 12.46% | ||||||||||||||
Supplemental Data: | ||||||||||||||||||||
Net Assets, End of Period (000’s) | $ | 294,700 | $ | 327,927 | $ | 345,864 | $ | 356,678 | $ | 345,682 | ||||||||||
Ratios to Average Net Assets: | ||||||||||||||||||||
Expenses, including interest expense | 2.17% | 1.80% | 1.59% | 1.65% | 1.67% | |||||||||||||||
Net Investment Income (Loss) | 6.77% | 7.32% | 7.77% | 9.27% | 7.90% | |||||||||||||||
Portfolio Turnover Rate | 28% | 17% | 14% | 4% | 22% |
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, 2023 | $ | 50,265,215 | $ | 5,696 | N/A | Loan | ||||||||||||||
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 |
(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) | Includes accrued interest payable on amounts outstanding as of the end of the relevant fiscal year/period. |
30 | DoubleLine Opportunistic Credit Fund | The accompanying notes are an integral part of these financial statements. |
Notes to Financial Statements | September 30, 2023 |
• | 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, 2023 | 31 |
Notes to Financial Statements (Cont.) |
32 | DoubleLine Opportunistic Credit Fund |
September 30, 2023 |
Category | ||||||||||
Investments in Securities | ||||||||||
Level 1 | ||||||||||
Short Term Investments | $ | 6,376,748 | ||||||||
Common Stocks | 56,820 | |||||||||
Total Level 1 | 6,433,568 | |||||||||
Level 2 | ||||||||||
Collateralized Loan Obligations | $ | 86,824,099 | ||||||||
US Government and Agency Mortgage Backed Obligations | 49,903,557 | |||||||||
Non-Agency Commercial Mortgage Backed Obligations | 45,978,791 | |||||||||
Non-Agency Residential Collateralized Mortgage Obligations | 40,930,249 | |||||||||
Bank Loans | 23,665,280 | |||||||||
Foreign Corporate Bonds | 7,945,313 | |||||||||
US Government and Agency Obligations | 5,789,297 | |||||||||
Asset Backed Obligations | 2,920,054 | |||||||||
Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations | 2,868,347 | |||||||||
Total Level 2 | 266,824,987 | |||||||||
Level 3 | ||||||||||
Non-Agency Commercial Mortgage Backed Obligations | $ | 4,816,812 | ||||||||
Collateralized Loan Obligations | 3,205,252 | |||||||||
Asset Backed Obligations | 1,133,331 | |||||||||
Non-Agency Residential Collateralized Mortgage Obligations | 772,425 | |||||||||
Common Stocks | 163,882 | |||||||||
Bank Loans | 87,760 | |||||||||
Total Level 3 | 10,179,462 | |||||||||
Total | $ | 283,438,017 |
Fair Value as of September 30, 2022 | 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 September 30, 2023 | Net Change in Unrealized Appreciation (Depreciation) on securities held at September 30, 2023 (c) | ||||||||||||||||||||||||||||||||||||||||||||||
Investments in Securities | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Non-Agency Commercial Mortgage Backed Obligations | $ | 4,907,534 | $ | (11,759 | ) | $ | (227,150 | ) | $ | 132,384 | $ | 64,894 | $ | (49,091 | ) | $ | — | $ | — | $ | 4,816,812 | $ | (224,438 | ) | |||||||||||||||||||||||||||||||
Collateralized Loan Obligations | 1,648,940 | (1,826,987 | ) | 1,462,255 | — | — | (300 | ) | 1,921,344 | — | 3,205,252 | 531,844 | |||||||||||||||||||||||||||||||||||||||||||
Asset Backed Obligations | 3,959,557 | (3,300,331 | ) | 1,407,400 | — | 131,447 | (1,064,742 | ) | — | — | 1,133,331 | (71,301 | ) | ||||||||||||||||||||||||||||||||||||||||||
Non-Agency Residential Collateralized Mortgage Obligations | — | — | — | — | — | — | 772,425 | — | 772,425 | — | |||||||||||||||||||||||||||||||||||||||||||||
Common Stocks | 242,328 | (48,721 | ) | (29,277 | ) | — | — | (448 | ) | — | — | 163,882 | (77,097 | ) | |||||||||||||||||||||||||||||||||||||||||
Bank Loans | 88,856 | 338 | (4,144 | ) | 3,806 | — | (1,096 | ) | — | — | 87,760 | (3,777 | ) | ||||||||||||||||||||||||||||||||||||||||||
Preferred Stocks | 2,010 | (42,848 | ) | 40,838 | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 10,849,225 | $ | (5,230,308 | ) | $ | 2,649,922 | $ | 136,190 | $ | 196,341 | $ | (1,115,677 | ) | $ | 2,693,769 | $ | — | $ | 10,179,462 | $ | 155,231 |
Annual Report | | | September 30, 2023 | 33 |
Notes to Financial Statements (Cont.) |
(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, 2023 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 Value as of September 30, 2023 | Valuation Techniques | Unobservable Input | Unobservable Input Values (Weighted Average) (e) | Impact to valuation from an increase to input | ||||||||||||||
Non-Agency Commercial Mortgage Backed Obligations | $ | 4,816,812 | Market Comparables | Market Quotes | $0.01-$82.10 ($68.56 | ) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||
Collateralized Loan Obligations | $ | 3,205,252 | Market Comparables | Market Quotes | $26.62-$76.85 ($68.11 | ) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||
Asset Backed Obligations | $ | 1,133,331 | Market Comparables | Market Quotes | $19.38-$1,440.06 ($517.97 | ) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||
Non-Agency Residential Collateralized Mortgage Obligations | $ | 772,425 | Market Comparables | Market Quotes | $73.88 ($73.88 | ) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | |||||||||||
Common Stocks | $ | 163,882 | Market Transaction | Transaction Price | $12 ($12 | ) | Significant changes in transaction price would have resulted in direct changes in the fair value of the security | |||||||||||
Approach Comparable Company Approach | EV Multiples | 0.95x-2.77x (1.57x | ) | Significant changes in EV multiples would have resulted in direct changes in the fair value of the security | ||||||||||||||
Illiquidity Discount | 40% (40% | ) | Significant changes in illiquidity discount would have resulted in indirect changes in the fair value of the security | |||||||||||||||
Market Comparables | Market Quotes | $0.13 ($0.13 | ) | Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security | ||||||||||||||
Bank Loans | $ | 87,760 | 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 |
(e) | Unobservable inputs were weighted by the relative fair value of the instruments. |
34 | DoubleLine Opportunistic Credit Fund |
September 30, 2023 |
Annual Report | | | September 30, 2023 | 35 |
Notes to Financial Statements (Cont.) |
Year Ended September 30, 2023 | Year Ended September 30, 2022 | ||||||||||||||
Distributions Paid From: | |||||||||||||||
Ordinary Income | $ | 8,007,431 | $ | 17,689,842 | |||||||||||
Return of Capital | 13,470,154 | 3,778,258 | |||||||||||||
Total Distributions Paid | $ | 21,477,585 | $ | 21,468,100 |
Tax Cost of Investments | $ | 352,720,946 | ||||||||
Gross Tax Unrealized Appreciation | 11,474,643 | |||||||||
Gross Tax Unrealized Depreciation | (80,757,572 | ) | ||||||||
Net Tax Unrealized Appreciation (Depreciation) | (69,282,929 | ) |
Net Tax Unrealized Appreciation (Depreciation) | $ | (69,282,929 | ) | |||||||
Other Accumulated Gains (Losses) | (51,563,728 | ) | ||||||||
Total Distributable Earnings (Loss) | (120,846,657 | ) |
Paid-in Capital | Total Distributable Earnings (Loss) | |||||||
$(13,470,154) | $ | 13,470,154 |
36 | DoubleLine Opportunistic Credit Fund |
September 30, 2023 |
Year Ended September 30, 2023 | Year Ended September 30, 2022 | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||||||||
Shares Sold (net of fees) | 772,189 | $ | 11,516,384 | 285,206 | $ | 5,345,787 | |||||||||||||||||||
Reinvested Dividends | 32,299 | 471,944 | 8,048 | 152,986 | |||||||||||||||||||||
Increase (Decrease) in Net Assets Resulting from Net Share Transactions | 804,488 | $ | 11,988,328 | 293,254 | $ | 5,498,773 |
Annual Report | | | September 30, 2023 | 37 |
Notes to Financial Statements (Cont.) |
Maximum Amount Available | Average Borrowings | Maximum Amount Outstanding | Interest Expense | Commitment Fee | Average Interest Rate | |||||||||||||||||||||||
$65,000,000 | $ | 50,799,726 | $ | 55,000,000 | $ | 2,873,538 | $ | 20,874 | 5.55% |
• | 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: |
• | credit default swaps risk: |
• | credit risk: |
38 | DoubleLine Opportunistic Credit Fund |
September 30, 2023 |
• | derivatives risk: |
• | emerging markets risk: |
• | foreign investment risk: |
• | foreign currency risk: |
• | high yield risk: |
• | interest rate risk: |
• | inverse floaters and related securities risk: |
• | investment and market risk: over-the-counter |
Annual Report | | | September 30, 2023 | 39 |
Notes to Financial Statements (Cont.) |
and unpredictably. Further, the value of securities and other instruments held by the Fund may decline in value due to factors affecting securities markets generally or particular industries. Recently, there have been inflationary price movements. As such, fixed income securities markets may experience heightened levels of interest rate volatility and liquidity risk. The U.S. Federal Reserve has been raising interest rates from historically low levels and may continue to raise interest rates. Any additional interest rate increases in the future could cause the value of the Fund’s holdings to decrease. |
• | issuer risk: |
• | leverage 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: |
• | mortgage-backed securities risk: re-payment of principal to other classes of the issuer’s securities. |
• | operational and information security risks: |
40 | DoubleLine Opportunistic Credit Fund |
September 30, 2023 |
• | restricted securities risk: |
• | sovereign debt obligations risk: |
• | U.S. Government securities risk |
Annual Report | | | September 30, 2023 | 41 |
Report of Independent Registered Public Accounting Firm |
42 | DoubleLine Opportunistic Credit Fund |
Federal Tax Information | (Unaudited) September 30, 2023 |
Qualified Dividend Income | 0.00% |
Dividends Received Deduction | 0.00% |
Qualified Short-term Gains | 0.00% |
Qualified Interest Income | 100.00% |
Annual Report | | | September 30, 2023 | 43 |
Trustees and Officers | (Unaudited) September 30, 2023 |
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 | Executive Vice President, Pointivo, Inc., a software development firm. President, Remo Consultants, a real estate financial consulting firm. Formerly, Managing Director, UBS AG. Formerly, Managing Director, Ally Securities LLC. | 26 | None | |||||
John C. Salter, 1957 | Trustee | Class II (2026)*/Since Inception | American Veterans Group, an investment bank and broker dealer specializing in financial services to American military veteran communities. Formerly, 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. | 26 | None | |||||
Raymond B. Woolson, 1958 | Trustee | Class III (2024)*/Since Inception | President, Apogee Group, Inc., a company providing financial consulting services. | 26 | Formerly, 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) | 7 | Formerly, Interested Trustee, DoubleLine Funds Trust (January 2019 to September 2023) |
44 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Name And Year of Birth | Position(s) Held with the Fund | 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 | DBL/DSL/DLY: Indefinite/Since January 2020 | Treasurer and Principal Financial and Accounting Officer, DoubleLine Funds Trust (since January 2020); Treasurer and Financial and Accounting Officer, DoubleLine ETF Trust (since November 2021); 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 Group LP (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 | DBL/DSL: Indefinite/Since March 2018 DLY: Indefinite/Since Inception | Chief Compliance Officer, DoubleLine Yield Opportunities Fund (since November 2019); Chief Compliance Officer, DoubleLine Group 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); Chief Compliance Officer, DoubleLine ETF Trust (since November 2021). 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, Allianz Multi-Strategy Trust, Allianz Global Investors SponsoredClosed-End Funds, Premier Multi-Series VIT and The Korea Fund, Inc. (from October 2004 to December 2013). | |||
Cris Santa Ana 1965 | Vice President and Secretary | DBL/DSL: Indefinite/Vice President Since Inception and Secretary Since July 2018 DLY: Indefinite Since Inception | 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 Group LP (since June 2010). Formerly, Chief Operating Officer, DoubleLine Capital (from December 2009 through May 2010). | |||
Winnie Han 1988 | Assistant Treasurer | DBL/DSL: Indefinite/Since May 2017 DLY: Indefinite/Since Inception | Assistant Treasurer, DoubleLine Yield Opportunities Fund (since November 2019); Assistant Treasurer, DoubleLine Funds Trust (since May 2017); Assistant Treasurer, DoubleLine Opportunistic Credit Fund (since May 2017); Assistant Treasurer, DoubleLine Group LP (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). | |||
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 Group LP (since April 2010). | |||
David Kennedy 1964 | Vice President | DBL/DSL: Indefinite/Since May 2012 DLY: Indefinite/Since Inception | Vice President, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Funds Trust (since May 2012); Vice President, DoubleLine Opportunistic Credit Fund (since May 2012); Vice President, DoubleLine Income Solutions Fund (since January 2013). Manager, Trading and Settlements, DoubleLine Group LP since December 2009). | |||
Patrick A. Townzen 1978 | Vice President | DBL/DSL: Indefinite/Since September 2012 DLY: Indefinite/Since Inception | Vice President, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Funds Trust (since September 2012); Vice President, DoubleLine Opportunistic Credit Fund (since September 2012); Chief Operating Officer, DoubleLine Group LP (since March 2023). Formerly, Director of Operations, DoubleLine Group LP (since March 2018), Manager of Operations, DoubleLine Group LP (from September 2012 to March 2018). |
Annual Report | | | September 30, 2023 | 45 |
Trustees and Officers (Cont.) |
Name And Year of Birth | Position(s) Held with the Fund | Term of Office And Length of Time Served | Principal Occupation(s) During Past 5 Years | |||
Brady J. Femling 1987 | Vice President | DBL/DSL: Indefinite/Since May 2017 DLY: Indefinite/Since Inception | 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 2017); Senior Fund Accountant, DoubleLine Group LP (since April 2013). Formerly, Fund Accounting Supervisor, ALPS Fund Services (From October 2009 to April 2013). | |||
Neal L. Zalvan 1973 | Vice President | DBL/DSL: Indefinite/Since May 2017 DLY: Indefinite/Since Inception | 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 LP, DoubleLine Opportunistic Credit Fund, DoubleLine Income Solutions Fund, DoubleLine Equity LP and DoubleLine Alternatives (from March 2016 to September 2020). | |||
Jeffrey 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); Vice President, DoubleLine Yield Opportunities Fund (since November 2019); Portfolio Manager, DoubleLine Capital LP (since September 2010); Fixed Income Asset Allocation, DoubleLine Capital LP (since December 2009). | |||
Adam D. Rossetti 1978 | Vice President | DBL/DSL: Indefinite/Since February 2019 DLY: Indefinite/Since Inception | Vice President, DoubleLine Yield Opportunities Fund (since November 2019); Vice President, DoubleLine Funds Trust (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 LP (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). | |||
Grace Walker 1970 | Assistant Treasurer | Indefinite/Since January 2020 | Assistant Treasurer, DoubleLine Funds Trust (since January 2020); Assistant Treasurer, DoubleLine Opportunistic Credit Fund (since January 2020); Assistant Treasurer, DoubleLine Yield Opportunities Fund (since January 2020); Assistant Treasurer, DoubleLine Income Solutions 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). | |||
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 Group LP (since January 2018). Formerly, Operations Specialist, DoubleLine Group LP (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). |
46 | DoubleLine Opportunistic Credit Fund |
Additional Information Regarding the Fund | (Unaudited) September 30, 2023 |
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) | 1.21% | |||||||||
Administration Fees (4) | 0.02% | |||||||||
Interest Expense on Borrowed Funds (5) | 1.23% | |||||||||
Other Expenses (6) | 0.20% | |||||||||
Total Annual Expenses | 2.66% |
(1) | As of September 30, 2023, 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 expenses that are reasonably incurred by it in performing its duties under the Master Services Agreement. |
(5) | Interest Expense on Borrowed Funds represents the Fund’s annualized interest expense based on the Fund’s total borrowings as of September 30, 2023 and the interest rate applicable on that date. The Fund’s credit facility is subject to floating interest rates and, therefore, the actual amount of interest expense borne by the Fund will vary over time in accordance with the level of the Fund’s use of borrowings, variations in market interest rates and/or the Fund’s borrowings outstanding. If the Fund were to engage in greater levels of borrowings or pay higher interest rates in connection with such borrowings, the actual Interest Expense on Borrowed Funds incurred as a percentage of net assets would be higher than that shown in the table. |
(6) | Other expenses are estimated for the Fund’s fiscal year ending September 30, 2024. |
1 Year | 3 Years | 5 Years | 10 Years | ||||||||||||||||||||||
Total Expenses Incurred | $ | 37 | $ | 92 | $ | 150 | $ | 306 |
(1) | The example above should not be considered a representation of future expenses. Actual expenses may be higher or lower than those shown. |
Annual Report | | | September 30, 2023 | 47 |
Additional Information Regarding the Fund (Cont.) |
Common Share Market Price | Common Share Net Asset Value | Premium (Discount) as a % of Net Asset Value | |||||||||||||||||||||||||||||||||
Quarter | High | Low | High | Low | High | Low | |||||||||||||||||||||||||||||
September 30, 2023 | $ | 14.90 | $ | 14.12 | $ | 14.56 | $ | 14.27 | 2.34% | -1.05% | |||||||||||||||||||||||||
June 30, 2023 | $ | 15.09 | $ | 14.20 | $ | 14.80 | $ | 14.26 | 1.96% | -0.42% | |||||||||||||||||||||||||
March 31, 2023 | $ | 15.58 | $ | 14.06 | $ | 15.06 | $ | 14.45 | 3.45% | -2.70% | |||||||||||||||||||||||||
December 31, 2022 | $ | 15.01 | $ | 13.85 | $ | 14.80 | $ | 14.22 | 1.42% | -2.60% | |||||||||||||||||||||||||
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 | $ | 18.84 | $ | 17.39 | 2.23% | -6.50% | |||||||||||||||||||||||||
December 31, 2021 | $ | 19.93 | $ | 18.71 | $ | 19.45 | $ | 18.83 | 2.47% | -0.64% |
(1) | Premium and discount information is shown for the days when the Fund experienced its high and low closing market prices, respectively, per share during the respective quarter. |
48 | DoubleLine Opportunistic Credit Fund |
Summary of Updated Information Regarding the Fund | (Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 49 |
Summary of Updated Information Regarding the Fund (Cont.) |
50 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 51 |
Summary of Updated Information Regarding the Fund (Cont.) |
52 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Assumed Portfolio Total Return | (10.00 | )% | (5.00 | )% | 0.00% | 5.00% | 10.00% | |||||||||||||||||||||||
Common Share Total Return | (13.43 | )% | (7.37 | )% | (1.31)% | 4.74% | 10.80% |
Annual Report | | | September 30, 2023 | 53 |
Summary of Updated Information Regarding the Fund (Cont.) |
54 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 55 |
Summary of Updated Information Regarding the Fund (Cont.) |
56 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 57 |
Summary of Updated Information Regarding the Fund (Cont.) |
58 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 59 |
Summary of Updated Information Regarding the Fund (Cont.) |
60 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 61 |
Summary of Updated Information Regarding the Fund (Cont.) |
62 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 63 |
Summary of Updated Information Regarding the Fund (Cont.) |
• | 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. |
64 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
• | 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, 2023 | 65 |
Summary of Updated Information Regarding the Fund (Cont.) |
66 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 67 |
Summary of Updated Information Regarding the Fund (Cont.) |
68 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 69 |
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. The values of 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. |
• | 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 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. |
70 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
• | 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; |
• | 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. |
Annual Report | | | September 30, 2023 | 71 |
Summary of Updated Information Regarding the Fund (Cont.) |
72 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 73 |
Summary of Updated Information Regarding the Fund (Cont.) |
74 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 75 |
Summary of Updated Information Regarding the Fund (Cont.) |
76 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 77 |
Summary of Updated Information Regarding the Fund (Cont.) |
78 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 79 |
Summary of Updated Information Regarding the Fund (Cont.) |
80 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 81 |
Summary of Updated Information Regarding the Fund (Cont.) |
82 | DoubleLine Opportunistic Credit Fund |
Portfolio Managers | (Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 83 |
Dividend Reinvestment Plan | (Unaudited) September 30, 2023 |
84 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
Annual Report | | | September 30, 2023 | 85 |
DoubleLine Privacy Policy Notice | (Unaudited) September 30, 2023 |
• | 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 DoubleLine investment account, including information provided when effecting wire transfers. |
86 | DoubleLine Opportunistic Credit Fund |
(Unaudited) September 30, 2023 |
• | 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 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 required or authorized by law to do so, such as for the purpose of compliance with regulatory requirements or 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 disclose information to 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 contacting us at Privacy@DoubleLine.com or at 1 (800)285-1545. 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; or |
• | the recipient may have signed a contract based on standard contractual clauses approved by the European Commission. |
Annual Report | | | September 30, 2023 | 87 |
DoubleLine Privacy Policy Notice (Cont.) |
• | 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; |
• | the right to request that personal information is erased; and |
• | the right to object to processing of personal information. |
88 | DoubleLine Opportunistic Credit Fund |
(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 9/30/2023 | FYE 9/30/2022 | |||
( a ) Audit Fees | $69,711 | $63,658 | ||
( b ) Audit-Related Fees | $15,000 | N/A | ||
( c ) Tax Fees | $11,445 | $11,219 | ||
( 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:
1
FYE 9/30/2023 | FYE 9/30/2022 | |||
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 9/30/2023 | FYE 9/30/2022 | ||
Registrant | $11,445 | $11,219 | ||
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. |
(b) | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
2
DoubleLine Capital LP
DoubleLine Alternatives LP
DoubleLine ETF Adviser LP
DoubleLine Funds Trust
DoubleLine ETF Trust
DoubleLine Closed-End Funds
Proxy Voting, Corporate Actions and Class Actions Policy
I. | Background |
Rule 206(4)-6 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”), requires investment advisers that exercise voting authority with respect to client securities to: (i) adopt and implement written policies and procedures reasonably designed to ensure that client securities are voted in the best interest of clients, which must include how an adviser addresses material conflicts that may arise between an adviser’s interests and those of its clients; (ii) provide a concise summary of its proxy voting policies and procedures and, upon request, furnish a copy of the full policies and procedures to its clients; and (iii) disclose how clients may obtain information with respect to how the adviser voted their securities.
This Proxy Voting, Corporate Actions and Class Actions Policy (the “Proxy Policy”) is adopted by DoubleLine Capital LP, DoubleLine Alternatives LP and DoubleLine ETF Adviser LP (the “Advisers,” or each applicable “Adviser”) to govern the Advisers’ proxy voting, corporate actions and class actions activities involving client investments, and along with the DoubleLine Funds Trust, the DoubleLine ETF Trust, and the DoubleLine closed-end funds (each, a “Fund,” collectively the “Funds,” and together with the Advisers, “DoubleLine”), to help ensure compliance with applicable disclosure and reporting requirements.
II. | Policy |
Employees must handle all proxy voting, corporate actions and class actions (“Proxy Matters”) with reasonable care and diligence, and solely in the best interest of DoubleLine clients. Accordingly, all Proxy Matter proposals must immediately be forwarded to the Trade Management team to ensure that each proposal is processed timely and in accordance with the Proxy Policy.
The Adviser generally will exercise proxy voting, corporate actions and class actions authority on behalf of clients only where the client has expressly delegated such authority in writing. If directed to do so by the client, the Adviser will process each proposal in a manner that seeks to enhance the economic value of client investments.
Proxy Voting Guidelines and Corporate Actions
Designated employees from the Portfolio Management team will review the specific facts and circumstances surrounding each proxy and corporate action proposal to determine a course of action that promotes the best interest of clients (including, if so directed, to maximize the value of client investments). The Advisers adopt the Proxy Voting Guidelines (the “Guidelines,” see Attachment A) as a framework for analyzing proxy and corporate action proposals on a consistent basis.
The Portfolio Management team may, in their discretion, vote proxies and corporate actions in a manner that is inconsistent with the Guidelines (or instruct applicable parties to do so) when they determine, after conducting reasonable due diligence, that doing so is in the best interest of the client. They may consult with the Proxy Voting Committee (the “Proxy Committee”), DoubleLine senior management or a third-party expert such as a proxy voting service provider to make such determinations.
Class Actions
In the event that a client investment becomes the subject of a class action lawsuit, the Adviser will assess, among other factors, the potential financial impact of participating in such legal action. If the Adviser determines that participating in the class action is in the best interest of the client, the Adviser will recommend that the client or its custodian submit appropriate documentation on the client’s behalf, subject to contractual or other authority. The Adviser may consider other factors in determining whether participation in a class action lawsuit is in the best interest of the client, including (i) the costs that likely would be incurred by the client, (ii) the resources that likely would be expended in participating in the class action, and (iii) other available options for pursuing legal recourse against the issuer. If appropriate, the Adviser may also notify the client about the class action without making a recommendation as to participation, which would allow clients to decide on how to proceed. The Advisers provide no assurance to former clients that applicable class action information will be delivered to them.
Conflicts of Interest
Employees must be diligent with respect to actual and potential conflicts of interest when handling client investments. This covers conflicts between the interests of DoubleLine, employees and clients, including conflicts between two or more clients. As a general matter, conflicts should be avoided where practicable. In cases where it cannot be avoided, the conflict must be mitigated as much as possible and then fully and fairly disclosed to the client, such that the client can make an informed decision and, where applicable, provide an informed consent. As required under the Code of Ethics and the Outside Business Activities and Affiliations Policy, employees must report, and in some cases request pre-approval for, certain transactions, activities and affiliations that may present a conflict of interest. Moreover, employees from the Portfolio Management and Trade Management teams who are directly involved in the implementation of the Proxy Policy and members of the Proxy Committee should seek to identify, and report to the Proxy Committee, any conflict of interest related to any proposal or the Proxy Policy in general.
If a material conflict involving a client is deemed to exist with respect to a proposal, the Proxy Committee will generally seek to resolve such conflicts in the best interest of the applicable client by pursuing any one of the following courses of action: (i) voting (or not voting) in accordance with the Guidelines; (ii) convening a Proxy Committee meeting to assess and implement available measures; (iii) voting in accordance with the recommendation of an independent third-party service provider chosen by the Proxy Committee; (iv) voting (or not voting) in accordance with the instructions of such client; or (v) not voting with respect to the proposal if consistent with the Adviser’s fiduciary obligations.
In the event that an Adviser invests in a Fund with other public shareholders, the Adviser will vote the shares of such Fund in the same proportion as the votes of the other shareholders. Under this “echo voting” approach, the Adviser’s potential conflict is mitigated by replicating the voting preferences expressed by the other shareholders.
Client Inquiries
Employees must immediately forward any inquiry about DoubleLine’s proxy voting policy and practices, including historical voting records, to the Trade Management team. The Trade Management team will record the identity of the client, the date of the request, and the disposition of each request and coordinate the appropriate response with the Investor Services team or other applicable party.
The Adviser shall furnish the information requested, free of charge, to the client within ten (10) business days. 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.
The Funds are required to furnish a description of the Proxy Policy within three (3) business days of receipt of a shareholder request, by first-class mail or other means designed to ensure equally prompt delivery. The Funds rely upon the fund administrator to process such requests.
The Trade Management team shall forward to the Proxy Committee all Proxy Matter inquiries, including proxy solicitations or an Adviser’s voting intention on a pending proposal, from third parties that are not duly authorized by a client.
III. | Third-Party Proxy Agent |
To assist 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 related to client investments, evaluates the facts and circumstances relating to each proposal and communicates to the Adviser the recommendation from the issuer’s management (where available) and Glass Lewis’ broad recommendation. The Adviser shall vote on proposals in its discretion and in a manner consistent with the Proxy Policy or instructs Glass Lewis to do so on its behalf.
In the event that DoubleLine determines that a recommendation from Glass Lewis (or from any other third-party proxy voting service provider 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 recommendation, and seek to determine whether the vote or other actions related to the proposal would change in light of the error and whether the service provider is taking reasonable steps to reduce similar errors in the future. DoubleLine will also inform the Proxy Committee of the error to determine if it is a material compliance matter under Rule 206(4)-7 of the Advisers Act or Rule 38a-1 of the Investment Company Act of 1940, as amended (the “1940 Act”), or if further remedial action is necessary.
IV. | Environmental, Social and Governance Matters |
The Advisers integrate environmental, social and governance (“ESG”) factors into its research and decision-making process to gain a more holistic view of the relevant investment risks, better understand the potential drivers of performance, and strive for better risk-adjusted returns. In particular, the Advisers seek to identify and understand material ESG factors that have a potential financial impact on an issuer and the valuation of client investments. As stewards of client investments, the Advisers view proxy voting as an opportunity to influence the financial impact of such material ESG factors (if applicable) and, through the Guidelines, ensure that proposals are consistently reviewed and voted in a manner that seeks to enhance the economic value of client investments. The Advisers also may consider material ESG factors in determining how to address corporate actions and class actions.
V. | Limitations |
Securities on Loan
The Adviser may not be able to take action with respect to a proposal when the client’s relevant securities are on loan in accordance with a securities lending program or are controlled by a securities lending agent or custodian acting independently of DoubleLine. In addition, the Adviser will not recall securities if the potential economic impact of the proposal is insignificant or less than the economic benefit gained if the securities remained on loan (such as the interest income from the loan arrangement) or if recalling the securities is otherwise not in the best interest of the client. In the event that the Adviser determines that a proposal could reasonably enhance the economic value of the client’s investment, the Adviser will make reasonable efforts to inform the client and recall the securities. Employees cannot make any representation that any securities on loan will be recalled successfully or in time for submitting a vote on a pending proposal.
Foreign Markets
In certain markets, shares of securities may be blocked or frozen at the custodian or other designated depositary for certain periods typically around the shareholder meeting date. In such cases, the Adviser cannot guarantee that the blocked securities can be processed in time for submitting a vote on a pending proposal. In addition, where the
Adviser determines that there are unusual costs to the client or administrative difficulties associated with voting on a proposal, which more typically might be the case with respect to proposals involving non-U.S. issuers and foreign markets, the Adviser reserves the right to not vote on the proposal unless the Adviser determines that the potential benefits exceed the anticipated cost to the client.
Proofs-of-Claim
The Advisers do not complete proofs-of-claim on behalf of clients for current or historical holdings other than for the Funds and private funds offered by DoubleLine; however, an Adviser may provide reasonable assistance to other existing clients by sharing related information that is in the Adviser’s possession. The Advisers do not undertake to complete, or provide any assistance for, proofs-of-claim involving securities that had been held by any former client. The Advisers will complete proofs-of-claim for the Funds and private funds offered by DoubleLine or provide reasonable access to the applicable administrator to file such proofs-of-claim when appropriate.
Contractual Obligations
In certain limited circumstances, particularly in the area of structured finance, the Adviser may, on behalf of clients, enter into voting agreements or other contractual obligations that govern proxy and corporate action proposals. In the event of a conflict between any such contractual requirements and the Guidelines, the Adviser will vote in accordance with its contractual obligations.
VI. | Other Regulatory Matters and Responsibilities |
Form N-PX Filings
A. | Rule 30b1-4 under the 1940 Act requires open-end and closed-end management investment companies to file an annual record of proxies voted on Form N-PX. The Funds shall file Form N-PX in compliance with Rule 30b1-4, including certain new requirements which include, but are not limited to, the following: |
● | Identification of Proxy Voting Matters – funds must use the same language as the issuer’s proxy card (where a proxy card is required under Rule 14a-4 of the Securities Exchange Act of 1934, as amended, or the “Exchange Act”); and if the matter relates to an election of directors, identify each director separately in the same order as on the proxy card, even if the election of directors is presented as a single matter. |
● | Categorization of Voting Matters – funds are required to categorize the votes reported on Form N-PX consistent with a list of categories outlined in the amended form. The categories will be non-exclusive, and funds must select all categories applicable to each proxy matter. |
● | Quantitative Disclosures and Securities Lending – funds must disclose the number of shares voted or instructed to be cast (if the fund had not received confirmation of the actual number of votes cast) and how those shares were voted (e.g., for, against or abstain). If the votes were cast in multiple manners (e.g., both for and against), funds will be required to disclose the number of shares voted or instructed to be voted in each manner. Additionally, funds must disclose the number of shares loaned but not recalled and, therefore, not voted by the fund. |
● | Structured Data Language – funds must file their reports using a custom XML format. |
● | Joint Reporting – funds are permitted to report on its Form N-PX on behalf of a series or a manager so long as the fund presents the complete voting record of each included series separately and provide the required quantitative information for each included manager separately. Funds must also provide certain information (generally, their name and other identifying information such as |
their legal entity identifier) in the summary page about the included series or managers. |
● | Standardized Order – funds must submit information based on the specific Form N-PX format and standardized order of disclosure requirements. |
● | Fund Notice Reports – funds are now permitted to indicate on the cover page of Form N-PX if no securities were subject to a vote and, therefore, do not have any proxy votes to report. |
● | Website Posting – funds that have a website must make the most recently filed Form N-PX report publicly available as soon as reasonably practicable. Funds may satisfy the requirement by providing a direct link to the relevant HTML-rendered Form N-PX report on EDGAR. |
B. | Rule 14Ad-1 under the Exchange Act requires institutional investment managers subject to section 13(f) of the Exchange Act, which may include certain Advisers, to report annually on Form N-PX how the managers voted proxies relating to executive compensation matters (commonly referred to as “say-on-pay” votes). When reporting say-on-pay votes, managers are required to comply with the other requirements of Form N-PX for their say-on-pay votes (including the new requirements as described above, except that a manager is not required to disclose or provide access to its proxy voting records on its website). |
The Legal team shall be primarily responsible for DoubleLine’s Form N-PX filings. DoubleLine may rely on the applicable fund administrator or other service provider to prepare and submit required Form N-PX filings. The Trade Management team shall assist the Legal team and, as necessary, the relevant service provider by furnishing complete and accurate information required under Form N-PX (including by causing such information to be provided by any third-party proxy voting service provider). Form N-PX must be filed each year no later than August 31 and must contain applicable proxy voting records for the most recent twelve-month period ending June 30.
Proxy Voting Disclosures
The Legal team will ensure that (i) a concise summary of the Proxy Policy which includes how conflicts of interest are addressed, and (ii) instructions for obtaining a copy of the Proxy Policy and accessing relevant proxy voting records free of charge (e.g., via a toll-free telephone number, the Funds’ website, etc.) are provided within each Adviser’s Form ADV Part 2A and the Funds’ Statement of Additional Information, registration statement and Form N-CSR, in accordance with applicable legal requirements.
VII. | Policy Governance |
DoubleLine established the Proxy Voting Committee to help ensure compliance with the Proxy Policy. The Proxy Committee, whose members include the Chief Risk Officer and the Chief Compliance Officer (or their respective designees), meets on an as-needed basis. The Proxy Committee will (i) monitor compliance with the Proxy Policy, including by periodically sampling Proxy Matters for review, (ii) review, no less frequently than annually, the adequacy of the Proxy Policy to ensure it has been effectively implemented and that it continues to be designed to ensure that Proxy Matters are addressed in a manner that promotes the best interest of clients, (iii) periodically review, as needed, the adequacy and effectiveness of Glass Lewis or other third-party proxy voting service provider retained by DoubleLine, and (iv) review conflicts of interest that may arise under the Proxy Policy, including changes to the businesses of DoubleLine or the service provider retained by DoubleLine to determine whether those changes present new or additional conflicts of interest that should be addressed pursuant to the Proxy Policy.
The Proxy Committee shall have primary responsibility for managing DoubleLine’s relationship with Glass Lewis and any other third-party proxy voting service provider, including overseeing their compliance with the Proxy Policy, as well as reviewing periodically instances in which Glass Lewis does not provide a recommendation with respect to a proposal, or when Glass Lewis commits material errors.
VIII. | Books and Records |
The Trade Management team shall maintain all proxy voting records whether internally or through a third party in compliance with Rule 204-2 of the Advisers Act. The Trade Management team will maintain records which include, but are not limited to: (i) copies of each proxy statement that each Adviser receives regarding securities held by clients; (ii) a record of each vote that each Adviser cast on behalf of each client; (iii) any documentation that is material to each Adviser’s decision on voting a proxy or that describes the basis for that decision; (iv) a written description of each Adviser’s analysis when deciding to vote a proxy in a manner inconsistent with the Guidelines or when an Adviser has identified a material conflict of interest, (v) each written request from a client for information about how the Adviser voted proxies; and (vi) the Adviser’s written response to each client oral or written request for such information. The Trade Management team shall also ensure that comparable documentation related to corporate actions and class actions involving client investments is maintained.
The Legal team shall maintain investment management agreements which may include the Adviser’s written authorization to process Proxy Matters or client-specified proxy voting guidelines.
DoubleLine must maintain all books and records described in the Proxy 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 of which shall be onsite at its place of business.
History of Amendments:
Effective as of August 2023
Approved by the Boards of DFT, DET and Closed-End Funds: August 17, 2023
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
Attachment A to the Proxy Voting, Corporate Actions and Class Actions Policy
Effective July 1, 2023
Guidelines
The Advisers have a fiduciary duty to clients, and shall exercise diligence and care, with respect to its proxy voting authority. Accordingly, the Advisers will review each proposal to determine the relevant facts and circumstances and adopt the following guidelines as a framework for analysis in seeking to maximize the value of client investments. The guidelines do not address all potential voting matters and actual votes by the Advisers may vary based on specific facts and circumstances.
A. | Director Elections |
Directors play a critical role in ensuring that the company and its management serve the interests of its shareholders by providing leadership and appropriate oversight. We believe that the board of directors should have the requisite industry knowledge, business acumen and understanding of company stakeholders in order to discharge its duties effectively.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Frequency of Elections Electing all directors annually. | For | |||
Uncontested Elections Voting management nominees, unless the nominee lacks independence or focus, has had chronic absences or presents other material concerns to the detriment of the effectiveness of the board. | For | |||
Majority Voting Allowing majority voting unless incumbent directors must resign if they do not receive a majority vote in an uncontested election. | For | |||
Cumulative Voting Allowing cumulative voting unless the company previously adopted a majority voting policy. | For | |||
Changes in Board Structure Changing the board structure, such as the process for vacancies or director nominations, or the board size, unless there is an indication that the change is an anti-takeover device, or it diminishes shareholder rights. | For | |||
Stock Ownership Requiring directors to own company shares. | X | Against | ||
Contested Elections The qualifications of nominees on both slates, management track record and strategic plan for enhancing shareholder value, and company financial performance generally will be considered when voting nominees in a contested election. | X | Case-by-Case |
B. | Section 14A Say-On-Pay Votes |
Current law requires companies to allow shareholders to cast non-binding advisory votes on the compensation for named executive officers, including the frequency of such votes. The Advisers generally support proposals for annual votes, as well as the ratification of executive compensation unless the compensation structure or any prior actions taken by the board or compensation committee warrant a case-by-case analysis.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Frequency of Say-On-Pay Votes Annual shareholder advisory votes regarding executive compensation. | X | For | ||
Compensation Disclosures Seeking additional disclosures related to executive and director pay unless similar information is already provided in existing disclosures or reporting. | X | For | ||
Executive Compensation Advisory Executive compensation proposals generally will be assessed based on its structure, prevailing industry practice and benchmarks, and any problematic prior pay practices or related issues involving the board/compensation committee. | X | Case-by-Case | ||
Golden Parachute Advisory Golden parachute proposals, in general, will be assessed based on the existing change-in-control arrangements, the nature and terms of the triggering event(s) and the amount to be paid. | X | Case-by-Case |
C. | Audit-Related |
The Advisers generally support proposals for the selection or ratification of independent auditors, subject to a consideration of any conflicts of interest, poor accounting practices or inaccurate prior opinions and related fees.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Appointment of Auditors Selecting or ratifying independent auditors, unless there is a material conflict of interest, a history of poor accounting practice or inaccurate opinions, or excessive fees. | For | |||
Non-Audit/Consulting Services Other alternative service providers, conflicts of interest, and company disclosures are areas of consideration when voting proposals to limit other engagements with auditors. | X | Case-by-Case | ||
Indemnification of Auditors Indemnification of auditors generally will be assessed based on the nature of the engagement, the auditor’s work history and field of expertise, and the terms of the agreement such as its impact on the ability of shareholders to pursue legal recourse against the auditor for certain acts or omissions. | X | Case-by-Case |
Rotation of Auditors Shareholder proposals requiring auditor rotation generally will be assessed based on any audit issues involving the company, the auditor’s tenure with the company, and policies and practices surrounding auditor evaluations. | X | Case-by-Case |
D. | Investment Company Matters |
When the Advisers invest in a DoubleLine Fund with other public shareholders, the Advisers will vote the shares of such fund in the same proportion as the votes of the other shareholders. Under this “echo voting” approach, the Advisers’ potential conflict is mitigated by replicating the voting preferences expressed by the other shareholders. With respect to specific proposals involving the DoubleLine Funds, the Advisers generally support recommendations by the fund’s board unless applicable laws and regulations prohibit the Advisers from doing so.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Share Classes Issuance of new classes or series of shares. | For | |||
Investment Objectives Changing a fundamental investment objective to nonfundamental. | Against | |||
Investment Restrictions Changing fundamental restrictions to nonfundamental generally will be assessed in consideration of the target investments, reason(s) for the change and its impact on the portfolio. | Case-by-Case | |||
Distribution Agreements Distribution agreements generally will be assessed based on the distributor’s services and reputation, applicable fees, and other terms of the agreement. | Case-by-Case | |||
Investment Advisory Agreements Investment advisory agreements generally will be assessed based on the applicable fees, fund category and investment objective, and performance. | Case-by-Case |
E. | Shareholder Rights and Defenses |
The Advisers believe that companies have a fundamental obligation to protect the rights of shareholders. Therefore, the Advisers generally support proposals that hold the board and management accountable in serving the best interest of shareholders and that uphold their rights. However, the Advisers generally will not support proposals from certain shareholders that are hostile, disruptive, or are otherwise counter to the best interest of the Advisers’ clients.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Appraisal Rights Providing shareholders with rights of appraisal. | X | For | ||
Fair Price Provision Fair price provisions that ensures each shareholder’s securities will be purchased at the same price if the company is acquired in disagreement with the board. However, fair price provisions may not be supported if it is used as an anti-takeover device by the board. | X | For |
Special Meetings Providing or restoring rights to call a special meeting so long as the threshold to call a meeting is no less than 10 percent of outstanding shares. | X | For | ||
Confidential Voting Allowing shareholders to vote confidentially. | X | For | ||
Written Consents Allowing shareholders to act by written consent. | X | For | ||
Greenmail Adopting anti-greenmail charter or bylaw amendments or otherwise restricting the company’s ability to make greenmail payments for repurchasing shares at a premium to prevent a hostile takeover. | X | For | ||
Supermajority Vote Requiring a supermajority vote, unless there are disproportionate substantial shareholders that weaken minority votes. | Against | |||
Bundled Proposals Bundled or conditional proposals generally will be reviewed to determine the benefit or cost of the matters included or if there is a controversy or any matter that is adverse to shareholder interests. | Case-by-Case | |||
Preemptive Rights Preemptive rights, in general, will be assessed based on the size of the company and its shareholder base, for which larger publicly held companies with a broad shareholder base may be less ideal. | Case-by-Case | |||
Shareholder Rights Plans (Poison Pills) Poison pills generally will be assessed based on the company’s governance practices, existing takeover defenses, and the terms of the plan, including the triggering mechanism, duration, and redemption/rescission features. Requests to have shareholders ratify plans generally will be supported. | X | Case-by-Case |
F. | Extraordinary Transactions |
Proposals for transactions that may affect the ownership interests or voting rights of shareholders, such as mergers, asset sales and corporate or debt restructuring, will be assessed on a case-by-case basis generally in consideration of the economic outcome for shareholders, the potential dilution of shareholder rights and its impact on corporate governance, among other relevant factors.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Reincorporation Reincorporating in another state or country in support of the rights and economic interests of shareholders. | For | |||
Merger, Corporate Restructuring and Spin Offs Merger, corporate restructuring and spin off proposals generally will be assessed with the view of maximizing the economic value of shareholder interests. The purchase or sale price and other deal terms will be reviewed, among other factors, to ensure that that the transaction is aligned with the long-term interests of shareholders. | Case-by-Case |
Debt Restructuring The terms of the transaction, current capital markets environment, and conflicts of interest are factors that generally will be considered for ensuring that the proposal enhances the economic value of shareholder interests. | Case-by-Case | |||
Liquidations and Asset Sales As with other transaction proposals, the long-term economic impact of the transaction will be the focus of review of such proposals and, in general, factors such as the sale price, costs and conflicts of interest will be considered. | Case-by-Case |
G. | Capital Structure |
The Advisers believe that the prudent management of debt and equity to finance company operations and growth, and which is supportive of shareholders’ rights and economic interests, is critical to financial viability.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Common Stock Issuing common stock for recapitalizations, stock splits, dividends or otherwise reasonably amending outstanding shares for a specific purpose. | For | |||
Multi-Class Shares Adopting multi-class share structures so long as they have equal voting rights. | For | |||
Repurchase Programs Adopting plans to repurchase shares in the open market unless shareholders cannot participate on equal terms. | For | |||
Blank Check Preferred Stock Allowing the board to issue preferred shares without prior shareholder approval and setting the terms and voting rights of preferred shares at the board’s discretion. | Against | |||
Recapitalization Plans The rationale and objectives; current capital markets environment; impact on shareholder interests including conversion terms, dividends and voting rights; and any material conflicts of interest are factors that generally will be considered when reviewing proposals to reclassify debt or equity capital. | Case-by-Case |
H. | Compensation |
The Advisers believe that compensation arrangements should align the economic interests of directors, management, and employees with those of shareholders and consider factors such as (1) local norms, (2) industry-specific practices and performance benchmarks, and (3) the structure of base and incentive compensation. The Advisers generally support transparency (e.g., disclosures related to the performance metrics and how they promote better corporate performance, etc.) and periodic reporting with respect to compensation.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Employee 401 (k) Plan Adopting a 401 (k) plan for employees. | For | |||
Employee Stock Option Plan (ESOP) Requiring shareholder approval to adopt a broad-based ESOP or to increase outstanding shares for an existing plan unless the allocation of outstanding shares to the ESOP exceeds five percent or 10 percent among all stock-based plans. | For | |||
Recoupment Provisions (Clawbacks) Adopting clawback provisions in cases of revised financial results or performance indicators on which prior compensation payments were based, as well as for willful misconduct or violations of law or regulation that result in financial or reputational harm to the company. | X | For | ||
Limits on Executive or Director Compensation Setting limits on executive or director compensation unless there is a substantial deviation from industry practice or any problematic issue involving the board/compensation committee or prior pay practices. | X | Against | ||
Equity-Based and Other Incentive Plans Incentive plans, in general, will be assessed based on the prevailing local and industry-specific practices and performance benchmarks, the terms of the plan and whether they are aligned with company goals and shareholder interests, the cost of the plan, and the overall compensation structure. | Case-by-Case | |||
Severance Agreements for Executives (Golden Parachutes) Golden parachutes generally will be assessed based on the existing change-in-control arrangements, the nature and terms of the triggering event(s) and the amount to be paid. | Case-by-Case |
I. | Corporate Governance |
The Advisers believe that authority and accountability for establishing business strategies, corporate policies and compensation generally should rest with the board and management. The independence, qualifications, and integrity of the board as well as the effectiveness of management and their oversight, which must be aligned with shareholder interests, are essential to good governance. The following general guidelines reflect these principles although material environmental, social and governance (ESG) factors, which have a potential financial impact on the company and the valuation of client investments, if any, are also considered.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Quorum Requirements Establishing a majority requirement, unless shareholder turnout has been an issue, or a reduced quorum is reasonable based on applicable laws or regulations and the market capitalization or ownership structure of the company. | For | |||
Annual Meetings Changing the date, time, or location of annual meetings, unless the proposed schedule or location is unreasonable. | For |
Board Size Setting the board size, so long as the proposal is consistent with the prevailing industry practice and applicable laws or regulations. | For | |||
Proxy Access Allowing shareholders to nominate director candidates in proxy ballots with reasonable limitations (e.g., minimum percentage and duration of ownership and a cap on board representation) for preventing potential abuse by certain shareholders. | X | For | ||
Independent Directors Requiring the board chair and a majority of directors to be independent directors. Proposals for a lead independent director may be supported in cases where the board chair is not independent. | X | For | ||
Independent Committees Requiring independent directors exclusively for the audit, compensation, nominating and governance committees. | X | For | ||
Removal of Directors Removing a director without cause. | X | For | ||
Indemnification of Directors and Officers Indemnifying directors and officers for acts and omissions made in good faith and were believed to be in the best interest of the company. Limitations on liability involving willful misconduct or violations of law or regulation, or a breach of fiduciary duty, generally will be voted against. | For | |||
Term Limits for Directors Imposing term limits on directors unless the director evaluation process is ineffective and related issues persist. | X | Against | ||
Classified Boards Establishing a classified board. | Against | |||
Adjournment of Meetings Providing management the authority to adjourn annual or special meetings without reasonable grounds. | Against | |||
Amendments to Bylaws Giving the board the authority to amend bylaws without shareholder approval. | Against |
J. | Environment or Climate |
The Advisers would generally consider the recommendations of management for shareholder proposals involving environmental issues as it believes that, in most cases, elected directors and management are in the best position to address such matters. In addition, reporting that provides meaningful information for evaluating the financial impact of environmental policies and practices is generally supported unless it is unduly costly or burdensome or it places the company at a competitive disadvantage. Material ESG factors, which have a potential financial impact on the company and the valuation of client investments, if any, are also considered.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Environmental and Climate Disclosures Providing environmental/climate-related disclosures and reporting unless it is duplicative or unsuitable. | For |
Environmental and Climate Policies Environmental and climate policies generally will be assessed based on the company’s related governance practices, local and industry-specific practices, the nature and extent of environmental and climate risks applicable to the company, and the economic benefit to shareholders. | Case-by-Case |
K. | Human Rights or Human Capital/Workforce |
The Advisers would generally consider the recommendations of management for shareholder proposals involving social issues as it believes that, in most cases, elected directors and management are in the best position to address such matters. In addition, reporting that provides meaningful information for evaluating the financial impact of social policies and practices is generally supported unless it is unduly costly or burdensome or it places the company at a competitive disadvantage. Material ESG factors, which have a potential financial impact on the company and the valuation of client investments, if any, are also considered.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Human Rights and Labor Disclosures Providing human rights and labor-related disclosures and reporting unless it is duplicative or unsuitable. | For | |||
Human Rights and Labor Policies Human rights and labor policies generally will be assessed based on the company’s related governance practices, applicable law or regulations, local and industry-specific practices, the nature and extent of supply chain or reputational risks applicable to the company, and their economic benefit to shareholders. | Case-by-Case |
L. | Diversity, Equity, and Inclusion |
The Advisers generally support reporting that provides meaningful information for evaluating the financial impact of diversity, equity, and inclusion (DEI) policies and practices unless it is unduly costly or burdensome. For policy proposals, the Advisers will consider existing policies, regulations and applicable local standards and best practices, to determine if they provide an added benefit to shareholders. Material ESG factors, which have a potential financial impact on the company and the valuation of client investments, if any, are also considered.
Proposal |
Shareholder Proposal | Anticipated Vote | ||
DEI Disclosures Providing Equal Employment Opportunity (EEO-1) Reports, and other additional disclosures or reporting unless it is duplicative or unsuitable. | For | |||
Anti-Discrimination Policy Adopting an anti-discrimination and harassment policy. | For | |||
Other DEI Policies Other DEI policies generally will be assessed based on the company’s related governance practices, applicable law or regulations, and local and industry-specific practices. | Case-by-Case |
M. | Other Social Issues |
Proposal |
Shareholder Proposal | Anticipated Vote | ||
Political Contribution and Activities Political contributions and lobbying activities generally will be reviewed in consideration of legal restrictions and requirements, applicable policies and historical practice, and its cost-benefit to the company. Related disclosures to shareholders generally are supported. | Case-by-Case | |||
Charitable Contributions Charitable contributions, in general, will be reviewed in consideration of applicable policies and historical practice, conflicts of interests, as well as the cost-benefit of charitable spending. Related disclosures to shareholders generally are supported. | Case-by-Case |
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, 2023:
Name of Portfolio Manager | Number of Accounts | Total Assets of Accounts ($ 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 | 34 | $68,869 | - | - | ||||
Other pooled investment vehicles | 19 | $6,703 | 2 | $1,075 |
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Other accounts | 73 | $15,415 | 3 | $1,230 | ||||
Andrew Hsu | ||||||||
Registered investment companies | 7 | $36,858 | - | - | ||||
Other pooled investment vehicles | 4 | $1,616 | - | - | ||||
Other accounts | 22 | $5,679 | - | - | ||||
Ken Shinoda | ||||||||
Registered investment companies | 5 | $35,869 | - | - | ||||
Other pooled investment vehicles | 1 | $251 | 1 | $251 | ||||
Other accounts | 20 | $4,486 | - | - |
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.
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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 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.
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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 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, 2023:
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
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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.
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, 2023:
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.
There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s board of trustees.
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 1934. Based on their review, such officers have concluded that the disclosure controls and |
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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. 333-273026 on Form N-2 of our report dated November 21, 2023, 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, 2023.
/s/ Deloitte & Touche LLP |
Costa Mesa, California |
November 21, 2023 |
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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, 2023 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
By (Signature and Title) | /s/ Ronald R. Redell | |||
Ronald R. Redell, President and Chief Executive Officer |
Date | December 1, 2023 |
By (Signature and Title) | /s/ Henry V. Chase | |||
Henry V. Chase, Treasurer and Principal Financial and Accounting Officer |
Date | December 1, 2023 |
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