UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-21765
Macquarie Global Infrastructure Total Return Fund Inc.
(Exact name of registrant as specified in charter)
125 West 55th Street, New York, NY 10019
(Address of principal executive offices) (Zip code)
Macquarie Global Infrastructure Total Return Fund Inc.
125 West 55th Street, New York, NY 10019
(Name and address of agent for service)
Registrants telephone number, including area code: 1 (866) 567-4771
Date of fiscal year end: November 30
Date of reporting period: May 31, 2017
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
The Report to Shareholders is attached herewith.
Section 19(b) disclosure | ||
Macquarie Global Infrastructure Total Return Fund Inc. | May 31, 2017 (Unaudited) |
Caution regarding forward-looking statements and past performance
1
Stockholder letter | ||
Macquarie Global Infrastructure Total Return Fund Inc. | May 31, 2017 (Unaudited) |
2
3
Stockholder letter
Macquarie Global Infrastructure Total Return Fund Inc.
4
Fund Diversification by Country & Sector6
At the end of the Period, the Fund held positions in 49 global infrastructure stocks representing 16 countries and 11 infrastructure sectors.
The table below shows the top ten holdings in the Fund as of May 31, 2017.
Rank | Stock | Country | Infrastructure Sector7 | %8 | ||||
1 |
Sempra Energy | United States | Electricity and Gas Distribution | 4.8 | ||||
2 |
Enbridge Inc | Canada | Pipelines | 4.7 | ||||
3 |
Abertis Infraestructuras SA | Spain | Toll Roads | 4.4 | ||||
4 |
Cheniere Energy Inc | United States | Pipelines | 4.3 | ||||
5 |
NextEra Energy Inc | United States | Electric Utility | 4.3 | ||||
6 |
Transurban Group | Australia | Toll Roads | 4.3 | ||||
7 |
TransCanada Corp | Canada | Pipelines | 3.7 | ||||
8 |
Kinder Morgan Inc/DE | United States | Pipelines | 3.3 | ||||
9 |
Iberdrola SA | Spain | Electric Utility | 3.2 | ||||
10 |
Groupe Eurotunnel SE | France | Rail / Other Transportation | 3.0 |
The tables below show the structure of the portfolio by country and sector.
% of Fund on | % Point Change | % of Fund on | ||||
Country | May 31, 20178 | over Period | November 30, 20168 | |||
United States |
33.7 | (3.4) | 37.1 | |||
Canada |
9.6 | 0.3 | 9.3 | |||
Spain |
9.1 | 0.5 | 8.6 | |||
Italy |
9.0 | 2.3 | 6.7 | |||
Australia |
8.5 | (0.2) | 8.7 | |||
China |
6.6 | (0.2) | 6.8 | |||
United Kingdom |
3.7 | (1.2) | 4.9 | |||
France |
3.0 | (1.4) | 4.4 | |||
Mexico |
2.9 | 0.5 | 2.4 | |||
Switzerland |
2.1 | 0.4 | 1.7 | |||
Germany |
1.5 | (0.8) | 2.3 | |||
Singapore |
1.4 | 0.2 | 1.2 | |||
Brazil |
1.4 | (0.4) | 1.8 | |||
Japan |
0.7 | (0.3) | 1.0 | |||
Netherlands |
0.5 | | 0.5 | |||
New Zealand |
0.4 | 0.4 | | |||
Other Net Assets |
5.9 | 3.7 | 2.2 |
5
Stockholder letter
Macquarie Global Infrastructure Total Return Fund Inc.
% of Fund on | % Point Change | % of Fund on | ||||
Infrastructure Sector7 | May 31, 20178 | over Period | November 30, 20168 | |||
Pipelines |
27.1 | 0.4 | 26.7 | |||
Electric Utility |
14.5 | (2.9) | 17.4 | |||
Toll Roads |
11.7 | (1.0) | 12.7 | |||
Airports |
9.7 | 3.3 | 6.4 | |||
Electricity and Gas Distribution |
8.7 | 0.3 | 8.4 | |||
Seaports |
6.1 | (0.8) | 6.9 | |||
Electricity Transmission |
4.1 | (0.6) | 4.7 | |||
Communications Infrastructure |
4.0 | (0.5) | 4.5 | |||
Rail / Other Transportation |
3.7 | (1.3) | 5.0 | |||
Electricity Generation |
3.1 | (0.1) | 3.2 | |||
Water |
1.7 | (0.2) | 1.9 | |||
Other Net Assets |
5.9 | 3.7 | 2.2 |
6 Subject to change.
7 Industry sectors are based on the Managers own evaluation of issuers and industries, and do not necessarily track any standard industry or sector classification. Classifications are made by the Investment team and based on the primary business sector of the issuer.
8 Based on Total Assets as defined in the Prospectus. Values may not equate due to rounding.
Distributions
6
7
Schedule of investments | ||
Macquarie Global Infrastructure Total Return Fund Inc. | May 31, 2017 (Unaudited) |
Number of shares | Value (U.S. $) | |||||||
Common Stock 127.15%D |
||||||||
Australia 12.06% |
||||||||
APA Group ¥ |
994,879 | $ | 7,081,989 | |||||
Sydney Airport ¥ |
2,463,059 | 13,616,554 | ||||||
Transurban Group ¥ |
2,282,214 | 20,892,314 | ||||||
|
|
|||||||
41,590,857 | ||||||||
|
|
|||||||
Brazil 1.15% |
||||||||
Prumo Logistica |
1,596,571 | 3,976,688 | ||||||
|
|
|||||||
3,976,688 | ||||||||
|
|
|||||||
Canada 13.73% |
||||||||
Enbridge ¥ |
603,304 | 23,223,754 | ||||||
TransCanada ¥ |
387,656 | 17,996,008 | ||||||
Veresen ¥ |
451,100 | 6,131,100 | ||||||
|
|
|||||||
47,350,862 | ||||||||
|
|
|||||||
China/Hong Kong 9.48% |
||||||||
China Longyuan Power Group |
4,264,000 | 3,212,001 | ||||||
China Merchants Port Holdings |
3,165,886 | 9,384,857 | ||||||
CLP Holdings |
445,500 | 4,870,883 | ||||||
COSCO SHIPPING Ports |
6,032,820 | 7,045,019 | ||||||
ENN Energy Holdings |
723,000 | 3,804,018 | ||||||
Huadian Fuxin Energy |
18,758,000 | 4,381,051 | ||||||
|
|
|||||||
32,697,829 | ||||||||
|
|
|||||||
France 4.22% |
||||||||
Groupe Eurotunnel ¥ |
1,234,091 | 14,535,598 | ||||||
|
|
|||||||
14,535,598 | ||||||||
|
|
|||||||
Germany 2.17% |
||||||||
Innogy 144A # |
181,980 | 7,467,765 | ||||||
|
|
|||||||
7,467,765 | ||||||||
|
|
|||||||
Italy 12.78% |
||||||||
Atlantia ¥ |
315,898 | 8,793,575 | ||||||
Enav 144A # |
3,324,919 | 14,013,970 | ||||||
Enel |
1,703,915 | 9,107,300 | ||||||
Snam ¥ |
1,050,559 | 4,817,378 | ||||||
Terna Rete Elettrica Nazionale |
1,300,036 | 7,345,826 | ||||||
|
|
|||||||
44,078,049 | ||||||||
|
|
|||||||
Japan 1.00% |
||||||||
East Japan Railway |
35,800 | 3,431,305 | ||||||
|
|
|||||||
3,431,305 | ||||||||
|
|
|||||||
Mexico 4.12% |
||||||||
Infraestructura Energetica Nova |
1,747,400 | 8,153,159 | ||||||
OHL Mexico ¥ |
5,443,722 | 6,049,229 | ||||||
|
|
|||||||
14,202,388 | ||||||||
|
|
8
Number of shares | Value (U.S. $) | |||||||
Common StockD (continued) |
||||||||
Netherlands 0.69% |
||||||||
Koninklijke Vopak |
52,652 | $ | 2,384,213 | |||||
|
|
|||||||
2,384,213 | ||||||||
|
|
|||||||
New Zealand 0.57% |
||||||||
Auckland International Airport |
395,766 | 1,960,001 | ||||||
|
|
|||||||
1,960,001 | ||||||||
|
|
|||||||
Singapore 2.05% |
||||||||
Hutchison Port Holdings Trust ¥ |
17,440,700 | 7,063,484 | ||||||
|
|
|||||||
7,063,484 | ||||||||
|
|
|||||||
Spain 13.03% |
||||||||
Abertis Infraestructuras |
1,178,477 | 21,558,883 | ||||||
Aena ³ |
38,935 | 7,859,692 | ||||||
Iberdrola |
1,946,774 | 15,522,755 | ||||||
|
|
|||||||
44,941,330 | ||||||||
|
|
|||||||
Switzerland 2.93% |
||||||||
Flughafen Zuerich ¥ |
40,837 | 10,119,127 | ||||||
|
|
|||||||
10,119,127 | ||||||||
|
|
|||||||
United Kingdom 5.29% |
||||||||
National Grid ¥ |
923,252 | 12,960,239 | ||||||
Pennon Group ¥ |
445,396 | 5,285,322 | ||||||
|
|
|||||||
18,245,561 | ||||||||
|
|
|||||||
United States 41.88% |
||||||||
American Electric Power ¥ |
50,600 | 3,632,068 | ||||||
American Tower ¥ |
56,500 | 7,412,235 | ||||||
Cheniere Energy ¥ |
432,100 | 21,051,912 | ||||||
Crown Castle International ¥ |
118,390 | 12,034,344 | ||||||
Dominion Resources ¥ |
73,200 | 5,912,364 | ||||||
Edison International ¥ |
51,500 | 4,200,855 | ||||||
Kinder Morgan ¥ |
874,700 | 16,409,372 | ||||||
NextEra Energy ¥ |
149,000 | 21,074,560 | ||||||
NiSource ¥ |
187,200 | 4,880,304 | ||||||
PG&E ¥ |
185,600 | 12,691,328 | ||||||
Sempra Energy ¥ |
203,100 | 23,659,119 | ||||||
Southwest Gas Holdings |
54,000 | 4,296,780 | ||||||
Williams ¥ |
250,900 | 7,175,740 | ||||||
|
|
|||||||
144,430,981 | ||||||||
|
|
|||||||
Total Common Stock (cost $420,268,434) |
438,476,038 | |||||||
|
|
9
Schedule of investments
Macquarie Global Infrastructure Total Return Fund Inc.
Number of shares | Value (U.S. $) | |||||||
Master Limited Partnership 6.05% |
||||||||
Enbridge Energy Partners ¥ |
248,500 | $ | 4,115,160 | |||||
Enterprise Products Partners ¥ |
338,356 | 9,071,324 | ||||||
Magellan Midstream Partners ¥ |
105,734 | 7,675,231 | ||||||
|
|
|||||||
Total Master Limited Partnership (cost $19,849,786) |
20,861,715 | |||||||
|
|
|||||||
Preferred Stock 0.84%D |
||||||||
Brazil - 0.84% |
||||||||
Cia de Saneamento do Parana 0.08% |
899,400 | 2,887,797 | ||||||
|
|
|||||||
Total Preferred Stock (cost $3,627,167) |
2,887,797 | |||||||
|
|
|||||||
Total Value of Securities 134.04% |
$ | 462,225,550 | ||||||
|
|
# | Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. At May 31, 2017, the aggregate value of Rule 144A securities was $21,481,735, which represents 6.23% of the Funds net assets. |
³ | Security was purchased pursuant to Regulation S under the Securities Act of 1933, which exempts from registration securities offered and sold outside of the United States. Such securities cannot be sold by the issuer in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration. At May 31, 2017, the aggregate value of Regulation S securities was $7,859,692, which represents 2.28% of the Funds net assets. |
D | Securities have been classified by country of origin. Aggregate classification by business sector has been presented on page 6 in Stockholder letter. |
| Non-income producing security. |
¥ | Fully or partially pledged as collateral for borrowing transactions. |
See accompanying notes, which are an integral part of the financial statements.
10
Statement of assets and liabilities | ||
Macquarie Global Infrastructure Total Return Fund Inc. | ||
(Expressed in U.S. Dollars) | May 31, 2017 (Unaudited) |
Assets: |
||||
Investments, at value1 |
$ | 462,225,550 | ||
Cash |
24,548,511 | |||
Foreign currencies, at value2 |
598,371 | |||
Dividends receivable |
3,872,265 | |||
Receivable for securities sold |
3,125,723 | |||
Tax reclaim receivable |
461,913 | |||
Prepaid arrangement fees on loan outstanding |
64,194 | |||
Other assets |
15,638 | |||
|
|
|||
Total assets |
494,912,165 | |||
|
|
|||
Liabilities: |
||||
Payable for securities purchased |
2,295,131 | |||
Loan payable, at value3 |
146,194,093 | |||
Accrued investment advisory expense to affiliates |
1,125,782 | |||
Accrued administration expense |
160,030 | |||
Accrued directors expense |
53,054 | |||
Accrued legal expense |
19,950 | |||
Accrued interest on loans payable |
3,940 | |||
Other payables and accrued expenses |
213,701 | |||
|
|
|||
Total liabilities |
150,065,681 | |||
|
|
|||
Total Net Assets |
$ | 344,846,484 | ||
|
|
|||
Net Assets Consist of: |
||||
Paid-in capital |
$ | 317,827,483 | ||
Accumulated net investment income |
1,211,730 | |||
Accumulated net realized gain on investments and foreign currency |
6,985,398 | |||
Net unrealized appreciation of investments |
18,480,163 | |||
Net unrealized appreciation of foreign currencies |
341,710 | |||
|
|
|||
Total Net Assets |
$ | 344,846,484 | ||
|
|
|||
Net Asset Value |
||||
Common Shares |
||||
Net assets |
$ | 344,846,484 | ||
Shares of common stock outstanding at $0.001 par value, 100,000,000 shares authorized |
12,468,293 | |||
Net asset value per share |
$ | 27.66 |
|
||||
1Investments, at cost |
$ | 443,745,387 | ||
2Foreign currencies, at cost |
656,829 | |||
3Loans payable, at cost |
146,594,262 |
See accompanying notes, which are an integral part of the financial statements.
11
|
||
Macquarie Global Infrastructure Total Return Fund Inc. |
||
(Expressed in U.S. Dollars) |
Six months ended May 31, 2017 (Unaudited) |
Investment Income: |
||||
Dividends (net of foreign withholding tax $908,366) |
$ | 13,183,985 | ||
|
|
|||
Expenses: |
||||
Investment advisory |
2,136,021 | |||
Interest on loan |
1,205,532 | |||
Administration |
101,245 | |||
Directors |
100,861 | |||
Legal |
75,132 | |||
Audit & tax services |
73,328 | |||
Insurance |
46,658 | |||
Custody |
43,042 | |||
Printing |
20,802 | |||
Transfer agent |
17,665 | |||
Other expenses |
64,447 | |||
|
|
|||
Total operating expenses |
3,884,733 | |||
|
|
|||
Net Investment Income |
9,299,252 | |||
|
|
|||
Net Realized and Unrealized Gain (Loss): |
||||
Net realized gain (loss) on: |
||||
Investments |
(301,622 | ) | ||
Foreign currencies |
2,127,904 | |||
|
|
|||
Net realized gain |
1,826,282 | |||
|
|
|||
Net change in unrealized appreciation (depreciation) of: |
||||
Investments |
59,439,874 | |||
Foreign currencies |
(4,201,895 | ) | ||
|
|
|||
Net change in unrealized appreciation (depreciation) |
55,237,979 | |||
|
|
|||
Net Realized and Unrealized Gain |
57,064,261 | |||
|
|
|||
Net Increase in Net Assets Resulting from Operations |
$ | 66,363,513 | ||
|
|
See accompanying notes, which are an integral part of the financial statements.
12
Statements of changes in net assets
Macquarie Global Infrastructure Total Return Fund Inc.
(Expressed in U.S. Dollars)
Six months | ||||||||
ended | ||||||||
5/31/17 | Year ended | |||||||
(Unaudited) | 11/30/16 | |||||||
Increase (Decrease) in Net Assets from Operations: |
||||||||
Net investment income |
$ | 9,299,252 | $ | 11,211,079 | ||||
Net realized gain |
1,826,282 | 6,603,923 | ||||||
Net change in unrealized appreciation (depreciation) |
55,237,979 | (12,361,789 | ) | |||||
|
|
|
|
|||||
Net increase in net assets resulting from operations |
66,363,513 | 5,453,213 | ||||||
|
|
|
|
|||||
Distributions to Shareholders from: |
||||||||
Net investment income |
(9,226,537 | ) | (14,948,379 | ) | ||||
Net realized gain |
| (3,504,695 | ) | |||||
|
|
|
|
|||||
(9,226,537 | ) | (18,453,074 | ) | |||||
|
|
|
|
|||||
Net Increase (Decrease) in Net Assets |
57,136,976 | (12,999,861 | ) | |||||
Net Assets: |
||||||||
Beginning of period |
$ | 287,709,508 | $ | 300,709,369 | ||||
|
|
|
|
|||||
End of period |
$ | 344,846,484 | $ | 287,709,508 | ||||
|
|
|
|
|||||
Accumulated net investment gain |
$ | 1,211,730 | $ | 1,139,015 | ||||
|
|
|
|
See accompanying notes, which are an integral part of the financial statements.
13
Statement of cash flows | ||
Macquarie Global Infrastructure Total Return Fund, Inc. | ||
(Expressed in U.S. Dollars) | Six months ended May 31, 2017 (Unaudited) |
CASH FLOWS FROM OPERATING ACTIVITIES: |
||||
Net increase (decrease) in net assets resulting from operations |
$ | 66,363,513 | ||
|
|
|||
Adjustments to reconcile net increase (decrease) in net assets from operations to net cash provided by operating activities: |
||||
Purchase of investment securities |
(172,325,590 | ) | ||
Proceeds from disposition of investment securities |
167,979,914 | |||
Net realized loss (gain) on investment securities |
301,622 | |||
Net realized loss (gain) on foreign currency transactions |
(2,127,904 | ) | ||
Net change in unrealized (appreciation)/depreciation on investments |
(59,439,874 | ) | ||
Net change in unrealized (appreciation)/depreciation on translation of liabilities denominated in foreign currencies |
4,201,895 | |||
(Increase) decrease in dividends receivable |
(2,115,556 | ) | ||
(Increase) decrease in tax reclaim receivable |
(25,138 | ) | ||
(Increase) decrease in prepaid arrangement fees on loan outstanding |
14,959 | |||
(Increase) decrease in other assets |
46,658 | |||
Increase (decrease) in accrued interest on loan payable |
(2,145 | ) | ||
Increase (decrease) in accrued investment advisory expense to affiliates |
63,131 | |||
Increase (decrease) in accrued legal expense |
5,223 | |||
Increase (decrease) in accrued administration expense |
101,244 | |||
Increase (decrease) in accrued directors expense |
2,023 | |||
Increase (decrease) in other payables and accrued expenses |
40,094 | |||
|
|
|||
Net cash provided by operating activities |
3,084,069 | |||
|
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES: |
||||
Cash received from borrowings |
38,098,564 | |||
Cash payments to reduce borrowings |
(15,687,529 | ) | ||
Cash distributions paid |
(9,226,537 | ) | ||
|
|
|||
Net cash used in financing activities |
13,184,498 | |||
|
|
|||
Effect of exchange rates on cash |
(26,575 | ) | ||
|
|
|||
Net increase (decrease) in cash |
16,241,992 | |||
Cash and foreign currency, beginning balance |
8,904,890 | |||
|
|
|||
Cash and foreign currency, ending balance |
$ | 25,146,882 | ||
|
|
|||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: |
||||
Cash paid during the period for interest from bank borrowings |
$ | 1,207,677 | ||
|
|
See accompanying notes, which are an integral part of the financial statements.
14
This page intentionally left blank.
Financial highlights
Macquarie Global Infrastructure Total Return Fund Inc.
(Expressed in U.S. Dollars)
Selected data for each share of the Fund outstanding throughout each period were as follows:
Net asset value, beginning of period |
Income (loss) from investment operations: |
Net investment income |
Net realized and unrealized gain (loss) |
Total from investment operations |
Less dividends and distributions from: |
Net investment income |
Net realized gain |
Total dividends and distributions |
Accretive effect of tender offers |
Net asset value, end of period |
Market value, end of period |
Total return based on6: |
Net asset value |
Market value |
Ratios and supplemental data: |
Net assets, end of period (000 omitted) |
Ratio of expenses to average net assets7 |
Ratio of expenses to average net assets excluding interest expenses |
Ratio of net investment income to average net assets |
Portfolio turnover |
Leverage analysis: |
Debt outstanding at end of period (000 omitted) |
Asset coverage ratio to total assets11 |
1 | Ratios have been annualized and total return and portfolio turnover have not been annualized. |
2 | Certain line items from 2012 have been reclassified to conform to the 2013 presentation. |
3 | Per share amounts have been calculated using average shares method. |
4 | Includes accretive effect of tender offer of $0.21. As shares of common stock were tendered at a price less than NAV (92%), there is an accretive impact to shares remaining in the Fund. |
5 | Includes accretive effect of tender offer of $0.26. As shares of common stock were tendered at a price less than NAV (95%), there is an accretive impact to shares remaining in the Fund. |
6 | Total investment return is calculated assuming a purchase of a common share at the opening on the first day and a sale at closing on the last day of each period reported. Dividends and distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Funds dividend reinvestment plan. Total investment returns exclude brokerage commissions on buying and selling of MGU shares, but do include commissions on buying and selling the underlying portfolio securities. Past performance is not a guarantee of future results. |
7 | For the six months ended May 31, 2017, and the years ended November 30, 2016, 2015, 2014, 2013 and 2012, the annualized ratios to Total Assets were 1.59%, 1.88%, 1.89%, 1.53%, 1.56%, and 2.08%, respectively. The prospectus for the Fund defines Total Assets as Total Net Assets plus leverage. |
8 | Excludes reimbursement from MCIM for certain expenses related to the 2012 proxy. The expense ratio, had the reimbursement been included, would have been 2.11%. |
9 | Excludes reimbursement from MCIM for certain expenses related to the 2012 proxy. The expense ratio, had the reimbursement been included, would have been 1.73%. |
10 | Excludes reimbursement from MCIM for certain expenses related to the 2012 proxy. The net investment income ratio, had the reimbursement been included, would have been 4.44%. |
11 | Asset coverage ratios are calculated based on Total Assets as defined in the Funds Prospectus. (See Note 6) |
See accompanying notes, which are an integral part of the financial statements.
16
Six months ended | ||||||||||||||||||||||||||||||||||||||||
5/31/171 | Year ended | |||||||||||||||||||||||||||||||||||||||
(Unaudited) | 11/30/16 | 11/30/15 | 11/30/14 | 11/30/13 | 11/30/122 | |||||||||||||||||||||||||||||||||||
$ | 23.08 | $ | 24.12 | $ | 28.58 | $ | 24.98 | $ | 21.38 | $ | 18.94 | |||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||
0.75 | 3 | 0.90 | 3 | 0.67 | 3 | 0.90 | 3 | 1.59 | 0.97 | |||||||||||||||||||||||||||||||
4.57 | (0.46 | ) | (3.69 | ) | 4.10 | 3.08 | 2.17 | |||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
5.32 | 0.44 | (3.02 | ) | 5.00 | 4.67 | 3.14 | ||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||
(0.74 | ) | (1.20 | ) | (0.73 | ) | (1.30 | ) | (1.28 | ) | (0.96 | ) | |||||||||||||||||||||||||||||
| (0.28 | ) | (0.71 | ) | (0.10 | ) | | | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
(0.74 | ) | (1.48 | ) | (1.44 | ) | (1.40 | ) | (1.28 | ) | (0.96 | ) | |||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| | | | 0.21 | 4 | 0.26 | 5 | |||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
$ | 27.66 | $ | 23.08 | $ | 24.12 | $ | 28.58 | $ | 24.98 | $ | 21.38 | |||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
$ | 24.64 | $ | 19.42 | $ | 19.76 | $ | 26.60 | $ | 21.95 | $ | 18.85 | |||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||
24.10% | 2.82% | (10.16% | ) | 21.24% | 24.25% | 18.89% | ||||||||||||||||||||||||||||||||||
31.33% | 5.60% | (20.92% | ) | 28.42% | 23.84% | 22.85% | ||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||
$ | 344,846 | $ | 287,710 | $ | 300,709 | $ | 356,360 | $ | 311,413 | $ | 296,189 | |||||||||||||||||||||||||||||
2.48% | 2.56% | 2.37% | 2.20% | 2.22% | 8 | 2.40% | ||||||||||||||||||||||||||||||||||
1.71% | 1.83% | 1.73% | 1.73% | 1.85% | 9 | 1.98% | ||||||||||||||||||||||||||||||||||
5.93% | 3.73% | 2.47% | 3.32% | 4.33% | 10 | 4.19% | ||||||||||||||||||||||||||||||||||
38% | 65% | 53% | 61% | 70% | 71% | |||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||
$ | 146,194 | $ | 121,736 | $ | 127,262 | $ | 133,521 | $ | 122,176 | $ | 108,811 | |||||||||||||||||||||||||||||
336% | 336% | 336% | 367% | 355% | 372% |
17
Notes to financial statements | ||
Macquarie Global Infrastructure Total Return Fund Inc. | May 31, 2017 (Unaudited) |
1. Organization and Significant Accounting Policies
The Fund is a diversified, closed-end investment management company registered under the Investment Company Act of 1940, as amended (the 1940 Act), and organized under the laws of the State of Maryland. The Funds investment objective is to provide to its common stockholders a high level of total return consisting of dividends and other income and capital appreciation.
The Funds shares of common stock are listed on the New York Stock Exchange (NYSE) under the ticker MGU.
The Funds financial statements are prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP). This requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from these estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946.
The following summarizes the significant accounting policies of the Fund.
Cash and Cash Equivalents Cash equivalents are funds (proceeds) temporarily invested in original maturities of 90 days or less.
Restricted Cash As of May 31, 2017, the Fund did not classify any funds (proceeds) as restricted.
Portfolio Valuation The net asset value (NAV) of the Funds shares of common stock will be computed based upon the value of the securities and other assets and liabilities held by the Fund. The NAV is determined as of the close of regular trading on the NYSE (normally 4:00 p.m. Eastern Time) on each day the NYSE is open for trading. U.S. debt securities and non-U.S. securities will normally be priced using data reflecting the earlier closing of the principal markets for those securities (subject to the fair value policies described below).
Readily marketable portfolio securities listed on any U.S. exchange other than the NASDAQ National Market are valued, except as indicated below, at the last sale price on the business day as of which such value is being determined, or if no sale price, at the mean of the most recent bid and asked prices on such day. Securities admitted to trade on the NASDAQ National Market are valued at the NASDAQ official closing price as determined by NASDAQ. Securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is being determined at the close of the exchange representing the principal market for such securities. U.S. equity securities traded in the over-the-counter market, but excluding securities admitted to trading on the NASDAQ National Market, are valued at the closing bid prices.
Non-U.S. exchange-listed securities will generally be valued using information provided by an independent third-party pricing service. The official non-U.S. security price is determined using the last sale price at the official close of the securitys respective non-U.S. market, which is usually different from the close of the NYSE. Occasionally, events affecting the value of such securities may occur between such times and the close of the NYSE that will not always be reflected in the computation of the value of
18
such securities. If events materially affecting the value of such securities occur during such period, these securities will be valued at their fair value according to the procedures adopted by the Funds Board of Directors. Although there are observable inputs assigned on a security level, prices are derived from factors using Interactive Data Corporations (IDC) Fair Value Information Service (FVIS) model. For this reason, significant events will cause movements between Level 1 and Level 2 (see the description of inputs and levels below). Non-U.S. securities, currencies and other assets denominated in non-U.S. currencies are translated into U.S. Dollars at the exchange rate of such currencies against the U.S. Dollar as provided by a pricing service. When price quotes are not available, fair market value may be based on prices of comparable securities in accordance with the Funds valuation policy.
In the event that the pricing service cannot or does not provide a valuation for a particular security, or such valuation is deemed unreliable, especially with unlisted securities or instruments, fair value is determined by the Valuation Committee. Except as otherwise designated by the Board of Directors, the Valuation Committee shall be comprised of at least five members designated by the Fund or MCIM, each of whom are officers of the Fund, and representatives of MCIM. A quorum of the Valuation Committee will consist of a minimum of three voting members, provided that the members present include at least one of the following: the Portfolio Manager, the Chief Financial Officer (or appropriate designee) or the Trader. The Chief Compliance Officer (or appropriate designee) must be in attendance, but shall be non-voting. In fair valuing the Funds investments, the Valuation Committee will consider the Securities and Exchange Commission (the SEC) pronouncements on valuations, including Accounting Series Release No. 118, to the extent relevant.
A variety of factors may be considered when determining the fair value of such securities, including, but not limited to the following:
the type of security
the size of the holding
the cost of the holding
the financial statements of the issuer
the fundamental business data relating to the issuer
an evaluation of the forces that influence the market in which these securities are purchased or sold
transactions in comparable securities
price quotes from dealers and/or pricing services
information obtained from contacting the issuer, analysts or appropriate stock exchange
the existence of merger proposals or tender offers that might affect the value of the security
Fair Value Measurements The Fund discloses the classification of its fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entitys own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.
19
Notes to financial statements
Macquarie Global Infrastructure Total Return Fund Inc.
1. Organization and Significant Accounting Policies (continued)
Various inputs are used in determining the value of the Funds investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. These inputs are categorized in the following hierarchy under applicable financial accounting standards:
Level 1 | Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. | |
Level 2 | Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, credit risk, yield curves, default rates and similar data. | |
Level 3 | Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing Managements own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available. |
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The Fund evaluates transfers into or out of Level 1, Level 2 and Level 3 as of the end of the reporting period. During the six months ended May 31, 2017, there were no transfers between Level 1 investments, Level 2 investments or Level 3 investments.
Changes in valuation techniques may result in transfers between the levels during the reporting period. The Fund recognizes transfers between the levels as of the end of each reporting period. In accordance with procedures established by, and under the general supervision of the Funds Board of Directors, certain equity securities listed or traded on foreign security exchanges in the Funds portfolio may include a fair valuation adjustment factor applied to their equity prices as of the end of the period and may be categorized as Level 2. Application of fair valuation adjustment factors was not deemed necessary at the end of the period and as such, equity securities listed or traded on foreign security exchanges were categorized as Level 1.
20
The following is a summary of the inputs used as of May 31, 2017 in valuing the Funds investments carried at value:
Securities* | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||
Common Stock |
$ | 438,476,038 | $ | | $ | | $ | 438,476,038 | ||||||||||||
Master Limited Partnership |
20,861,715 | | | 20,861,715 | ||||||||||||||||
Preferred Stock |
2,887,797 | | | 2,887,797 | ||||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||
Total Value of Securities |
$ | 462,225,550 | $ | | $ | | $ | 462,225,550 | ||||||||||||
|
|
|
|
|
|
|
|
* For detailed country descriptions, see accompanying Schedule of Investments.
Foreign Currency Translation The accounting records of the Fund are maintained in U.S. Dollars.
Prices of securities and other assets and liabilities denominated in non-U.S. currencies are translated into U.S. Dollars using the exchange rate at 4:00 p.m., Eastern Time. Amounts related to the purchases and sales of securities, investment income and expenses are translated at the rates of exchange prevailing on the respective dates of such transactions.
Net realized gain or loss on foreign currency transactions represents net foreign exchange gains or losses from the closure of forward currency contracts, disposition of foreign currencies, currency gains or losses realized between the trade and settlement dates on security transactions and the difference between the amount of dividends, interest and foreign withholding taxes recorded on the Funds books and the U.S. Dollar equivalent amount actually received or paid. Net unrealized currency gains and losses arising from valuing foreign currency denominated assets and liabilities, other than security investments, at the current exchange rate are reflected as part of unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies.
The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in the market prices of securities held at period end. The Fund does not isolate the effect of changes in foreign exchange rates from changes in market prices of securities sold during the year. The Fund may invest in foreign securities and foreign currency transactions that may involve risks not associated with domestic investments as a result of the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability, among others.
The Fund has elements of risk, including the risk of loss of principal. There is no assurance that the investment process will consistently lead to successful results. An investment concentrated in sectors and industries may involve greater risk and volatility than a more diversified investment.
Distributions to Shareholders The Fund intends to distribute to holders of its common shares quarterly distributions of all or a portion of its net income and/or realized gains after payment of interest in connection with any leverage used by the Fund. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
The Fund has received approval from the SEC for exemption from Section 19(b) of the 1940 Act, and Rule 19b-1 thereunder permitting the Fund to make periodic distributions of long-term capital gains more frequently than otherwise permitted by the 1940 Act, provided that the Fund adheres to the distribution
21
Notes to financial statements
Macquarie Global Infrastructure Total Return Fund Inc.
1. Organization and Significant Accounting Policies (continued)
policy that requires the Fund to make level distributions each quarter to shareholders of common stock after payment of interest on any outstanding borrowings.
Securities Transactions and Investment Income Investment security transactions are accounted for as of the trade date. Dividend income is recorded on the ex-dividend date. Distributions received from Master Limited Partnerships are recorded as return on capital on the ex-dividend date. Realized gains and losses from securities transactions are determined on the basis of identified cost for both financial reporting and income tax purposes.
2. Income Taxes and Tax Basis Information
The Fund complies with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies (RICs) and intends to distribute substantially all of its net taxable income and net capital gains, if any, each year. The Fund is not subject to income taxes to the extent such distributions are made.
As of and during the six months ended May 31, 2017, the Fund did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Income Tax Statement requires management of the Fund to analyze all open tax years, fiscal years 2010-2016 for all open federal income tax years (November 30, 2013November 30, 2016), and all open state income tax years (November 30, 2010November 30, 2016), as defined by IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. The Fund has no examination in progress and is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. In regard to foreign taxes only, the Fund has open tax years in certain foreign countries in which it invests that may date back to the inception of the Fund.
Classification of Distributions Net investment income/loss and net realized gain/loss may differ for financial statements and tax purposes. The tax character of the distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes.
The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year end; accordingly, tax basis balances have not been determined as of May 31, 2017.
At May 31, 2017, the cost of investments for federal income tax purposes has been estimated since final tax characteristics cannot be determined until fiscal year end. At May 31, 2017, the cost and unrealized appreciation (depreciation) of investments were as follows:
Cost of investments |
$ | 443,745,387 | ||
|
|
|||
Aggregate unrealized appreciation of investments |
$ | 56,795,346 | ||
Aggregate unrealized depreciation of investments |
(38,315,183 | ) | ||
|
|
|||
Net unrealized appreciation of investments |
$ | 18,480,163 | ||
|
|
22
3. Capital Transactions
Six months ended | ||||||||
5/31/17 | Year ended | |||||||
(Unaudited) | 11/30/16 | |||||||
Shares: |
||||||||
Common Shares Outstanding - |
12,468,293 | 12,468,293 | ||||||
Common Shares Outstanding - |
12,468,293 | 12,468,293 |
4. Portfolio Securities
For the six months ended May 31, 2017, the Fund made purchases and sales of investment securities other than U.S. government securities and short-term investments as follows:
Purchases |
$ | 164,299,808 | ||
Sales |
$ | 161,912,713 |
5. Investment Advisory and Management Agreement, Affiliated Transactions and Administration Agreements
On July 12, 2016, the Board of Directors approved the renewal of the Investment Advisory and Management Agreement with MCIM (the Advisory Agreement), pursuant to which MCIM serves as the Funds investment manager and is responsible for determining the Funds overall investment strategy and implementation through day-to-day portfolio management, subject to the general supervision of the Funds Board of Directors. MCIM is also responsible for managing the Funds business affairs, overseeing other service providers and providing management services. As compensation for its services to the Fund, MCIM receives an annual management fee, payable on a quarterly basis, equal to the annual rate of 1.00% of the Funds Total Assets (as defined below) up to and including $300 million, 0.90% of the Funds Total Assets over $300 million up to and including $500 million, and 0.65% of the Funds Total Assets over $500 million. Total Assets of the Fund, for the purpose of this calculation, include the aggregate of the Funds average daily net assets plus proceeds from any outstanding borrowings used for leverage.
The Fund may place a portion of its portfolio transactions with a brokerage firm which is an affiliate of MCIM. The commissions paid to the affiliated firm totaled $6,164 for the six months ended May 31, 2017.
The Bank of New York Mellon (BNYMellon) is the Funds Administrator and Fund Accountant in accordance with certain fee arrangements.
Computershare Trust Company, N.A. (Computershare) serves as the Funds Transfer Agent, dividend-paying agent, and registrar. As compensation for Computershares services, the Fund pays Computershare a monthly fee plus certain out-of-pocket expenses.
6. Leverage
The Fund has entered into a Committed Facility Agreement with BNP Paribas Prime Brokerage International Ltd. (the BNP Paribas Facility or the Agreement), which provides for a committed credit
23
Notes to financial statements
Macquarie Global Infrastructure Total Return Fund Inc.
6. Leverage (continued)
facility to be used as leverage for the Fund. The BNP Paribas Facility provides for secured, committed lines of credit for the Fund, where selected Fund assets are pledged against advances made to the Fund. Under the 1940 Act, the Fund, after any such borrowings, must have asset coverage of at least 300% (33 1/3% of the Funds Total Assets after borrowings). Under the current terms, the total amount of loans that may be outstanding at any one time, or the Maximum Commitment Financing (MCF), under the BNP Paribas Facility is $120,000,000 and Euro 40,000,000. The Fund may reduce the MCF by a total aggregate amount of up to $20,000,000 upon one business days prior notice (no more than one time per calendar month). The Fund pays 0.70% per annum above 3-month LIBOR for the U.S. Dollar line and 0.70% above the 3-month EURIBOR for the Euro line. The Fund pays a commitment fee of 0.50% on the undrawn MCF.
On July 23, 2014, $60,000,000 of the U.S. Dollar line was fixed at a rate of 2.453% for a five year period. The Fund paid an arrangement fee of 0.25% on the fixed rate borrowing.
As of May 31, 2017, the Fund had $48,000,000 and Euro 34,000,000 in leverage outstanding on the variable lines and $60,000,000 outstanding on the fixed line. The daily average amounts outstanding over the period on the variable line was $38,283,762, with an average rate on the borrowing of 1.79%, and Euro 28,483,516, with the average rate on borrowing of 0.70%.
The unused amount under the BNP Paribas Facility was $12,000,000 and Euro 6,000,000 at May 31, 2017. The loan payable is carried at value, and the Euro line is adjusted daily for foreign currency translation. At May 31, 2017, the Fund maintained an asset coverage of 336%, and the market value of the securities pledged as collateral for the BNP Paribas Facility totaled $298,435,228.
7. Soft Dollar Arrangement
MCIM maintains commission sharing arrangements with various executing brokers in which a portion of total commissions paid by the Fund is allocated to a pool of credits maintained by a broker. These credits may be used to pay for a portion of MCIMs permitted investment research services.
8. Compensation of Directors
The non-interested Directors of the Fund receive a quarterly retainer of $10,000 and the Chairman of the Board of Directors receives a quarterly retainer of $12,188. Non-interested Directors and the Chairman also receive an additional $2,500 for each meeting attended, and $1,500 for each telephonic meeting. Additional out-of-pocket expenses are paid as incurred.
9. Indemnifications
In the normal course of business, the Fund enters into contracts that contain a variety of representations that provide general indemnifications. The Funds maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.
24
10. Recent Accounting Pronouncements
On October 13, 2016, the Securities and Exchange Commission amended existing rules intended to modernize reporting and disclosure of information. These amendments relate to Regulation S-X which sets forth the form and content of financial statements. At this time, management is evaluating the implications of adopting these amendments and their impact on the financial statements and accompanying notes.
11. Subsequent Events
Distributions On June 2, 2017, the Fund announced a Board-approved regular quarterly distribution of $0.37 per common share. The distribution was paid on June 30, 2017 to shareholders of record on June 16, 2017.
Investment Advisory and Management Agreement On July 11, 2017 the Board of Directors approved the renewal of the investment advisory and management agreement with MCIM.
Management has determined that no other material events or transactions occurred subsequent to May 31, 2017 that would require recognition or disclosure in the Funds financial statements.
25
Additional information (Unaudited)
Macquarie Global Infrastructure Total Return Fund Inc.
Dividend Reinvestment Plan
Unless a stockholder of the Fund (Stockholder) elects to receive cash distributions, all dividends, including any capital gain dividends, on the Stockholders Common Shares will be automatically reinvested by the Plan Agent, Computershare, in additional Common Shares under the Dividend Reinvestment Plan. If a Stockholder elects to receive cash distributions, the Stockholder will receive all distributions in cash paid by check mailed directly to the Stockholder by Computershare, as dividend paying agent.
If a Stockholder decides to participate in the Plan, the number of Common Shares the Stockholder will receive will be determined as follows:
| If Common Shares are trading at or above NAV at the time of valuation, the Fund will issue new shares at a price equal to the greater of (i) NAV per Common Share on that date or (ii) 95% of the market price on that date. |
| If Common Shares are trading below NAV at the time of valuation, the Plan Agent will receive the dividend or distribution in cash and will purchase Common Shares in the open market, on the NYSE or elsewhere, for the participants accounts. It is possible that the market price for the Common Shares may increase before the Plan Agent has completed its purchases. Therefore, the average purchase price per share paid by the Plan Agent may exceed the market price at the time of valuation, resulting in the purchase of fewer shares than if the dividend or distribution had been paid in Common Shares issued by the Fund. The Plan Agent will use all dividends and distributions received in cash to purchase Common Shares in the open market within 30 days of the valuation date except where temporary curtailment or suspension of purchases is necessary to comply with federal securities laws. Interest will not be paid on any uninvested cash payments. |
A Stockholder may withdraw from the Plan at any time by giving written notice to the Plan Agent, or by telephone in accordance with such reasonable requirements as the Plan Agent and Fund may agree upon. If a Stockholder withdraws or the Plan is terminated, the Stockholder will receive a certificate for each whole share in its account under the Plan and the Stockholder will receive a cash payment for any fraction of a share in its account. If the Stockholder wishes, the Plan Agent will sell the Stockholders shares and send the proceeds, minus brokerage commissions, if any, to the Stockholder.
The Plan Agent maintains all Stockholders accounts in the Plan and gives written confirmation of all transactions in the accounts, including information a Stockholder may need for tax records. Common Shares in an account will be held by the Plan Agent in non-certificated form. The Plan Agent will forward to each participant any proxy solicitation material and will vote any shares so held only in accordance with proxies returned to the Fund. Any proxy a Stockholder receives will include all Common Shares received under the Plan.
There is no brokerage charge for reinvestment of a Stockholders dividends or distributions in Common Shares. However, all participants will pay a pro rata share of brokerage commissions incurred by the Plan Agent when it makes open market purchases.
Automatically reinvesting dividends and distributions does not mean that a Stockholder does not have to pay income taxes due upon receiving dividends and distributions.
26
If a Stockholder holds Common Shares with a brokerage firm that does not participate in the Plan, the Stockholder will not be able to participate in the Plan and any dividend reinvestment may be effected on different terms than those described above. Stockholders should consult their financial adviser for more information.
The Fund reserves the right to amend or terminate the Plan if in the judgment of the Board of Directors the change is warranted. There is no direct service charge to participants in the Plan; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants.
All correspondence or questions concerning the Plan should be directed to the Plan Administrator, Computershare, PO Box 505000, Louisville, KY 40233 or Computershare, 462 South 4th Street, Louisville, KY 40202 (for overnight courier), 1-866-587-4518.
Fund Proxy Voting Policies & Procedures
Policies and procedures used in determining how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies during the most recent 12-month period ended June 30, are available without a charge, upon request, by contacting the Fund at 1-866-567-4771 or on the Funds website at http://www.macquarie.com/mgu and on the Commissions web site at http:// www.sec.gov.
Portfolio Holdings
The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q within 60 days after the end of the period. Copies of the Funds Forms N-Q are available without a charge, upon request, by contacting the Fund at 1-866-567-4771 or on the Funds website at http://www.macquarie.com/mgu and on the Commissions web site at http:// www.sec.gov. You may also review and copy Form N-Q at the Commissions Public Reference Room in Washington, D.C. For more information about the operation of the Public Reference Room, please call the Commission at 1-800-SEC-0330.
Shareholder Meeting
On June 20, 2017, the Fund held its Annual Meeting of Stockholders to consider the proposal set forth below. The following votes were recorded:
Proposal 1: Election of two (2) Class III Directors to serve until the 2020 Annual Meeting of Stockholders or until his successor is duly elected and qualifies.
Brad Frishberg
Shares Voted | % Voted | |||||||
For |
8,921,182.533 | 98.471 | % | |||||
Withheld |
138,525.776 | 1.529 | % | |||||
|
|
|
|
|||||
Total |
9,059,708.309 | 100.000 | % | |||||
|
|
|
|
27
Additional information (Unaudited)
Macquarie Global Infrastructure Total Return Fund Inc.
Chris Lavictoire Mahai
Shares Voted | % Voted | |||||||
For |
8,770,627.651 | 96.810 | % | |||||
Withheld |
289,080.658 | 3.190 | % | |||||
|
|
|
|
|||||
Total |
9,059,708.309 | 100.000 | % | |||||
|
|
|
|
Notice
Notice is hereby given in accordance with Section 23(c) of the 1940 Act that the Fund may purchase at market prices from time to time shares of its common stock in the open market.
Section 19(a) Notices
The following table sets forth the estimated amount of the sources of distribution for purposes of Section 19 of the 1940 Act, as amended, and the related rules adopted there under. The Fund estimates the following percentages, of the total distribution amount per share, attributable to (i) current and prior fiscal year net investment income, (ii) net realized short-term capital gain, (iii) net realized long-term capital gain, and (iv) return of capital or other capital source as a percentage of the total distribution amount. These percentages are disclosed for the fiscal year-to-date cumulative distribution amount per share for the Fund.
The amounts and sources of distributions reported in these 19(a) notices are only estimates and not for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Funds investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. Shareholders will receive a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.
Total Cumulative Distributions | ||||||
for the six months ended | ||||||
May 31, 2017 | ||||||
Net | ||||||
Net | Realized | Return | Total Per | |||
Investment | Capital | of | Common | |||
Income | Gains | Capital | Share | |||
$0.1148 | $0.1952 | $0.4300 | $0.7400 | |||
% Breakdown of the | ||||||
Total Cumulative Distributions | ||||||
for the six months ended | ||||||
May 31, 2017 | ||||||
Net | ||||||
Net | Realized | Return | Total Per | |||
Investment | Capital | of | Common | |||
Income | Gains | Capital | Share | |||
15.51% | 26.38% | 58.11% | 100.00% |
The Funds distribution policy is to distribute all or a portion of its net investment income to its shareholders on a quarterly basis. In order to provide shareholders with a more stable level of dividend distributions, the Fund may at times pay out less than the entire amount of net investment income earned in any particular quarter and may at times in any particular quarter pay out such accumulated but
28
undistributed income in addition to net investment income earned in that quarter. As a result, the distributions paid by the Fund for any particular quarter may be more or less than the amount of net investment income earned by the Fund during such quarter. The Funds current accumulated but undistributed net investment income, if any, is disclosed in the Statement of Assets and Liabilities, which comprises part of the financial information included in this report.
29
May 31, 2017 (Unaudited)
Certain biographical and other information relating to the Directors and Executive Officers of the Fund are set out below, including their year of birth, their principal occupations for at least the last five years,
Name, Birth Year and Address1 | Position(s) Held | Term of Office and Length of | ||
of Director | with the Fund | Time Served2 | ||
Biographical Information of the Non-Interested Directors of the Fund |
||||
Gordon A. Baird* |
Class I Director |
Since July 2005 | ||
Birth Year: 1968 |
||||
Thomas W. Hunersen* |
Class II Director |
Since July 2005 | ||
Birth Year: 1958 |
||||
Chris LaVictorie Mahai* |
Class III Director |
Since July 2005 | ||
Birth Year: 1955 |
||||
Biographical Information of the Interested Directors of the Fund |
||||
Brad Frishberg |
Class III Director |
Since January 2011 | ||
Birth Year: 1967 |
||||
1 | Each Director may be contacted by writing to the Director c/o Macquarie Global Infrastructure Total Return Fund Inc., 125 West 55th Street Level 9, New York, NY 10019. |
2 | Each Directors term of office extends until the next stockholder meeting for the purpose of electing Directors in the relevant class and until the election and qualification of a successor, or until such Director dies, resigns or is removed as provided in the governing documents of the Fund. |
* | Member of the Audit Committee. |
30
the length of time served, the total number of portfolios overseen in the complex of funds advised by the Manager (MCIM-Affiliate Advised Funds) and other public company directorships.
Number of | ||||||
MCIM-Affiliate | Other Public | |||||
Principal Occupation(s) | Advised Funds | Company | ||||
During Past Five Years | Overseen | Directorships | ||||
Mr. Baird is the President and Chief Executive Officer of MPIB Holdings, LLC. Mr. Baird was the Chief Executive Officer of Independence Bancshares, Inc. from 2013 to 2015. Mr. Baird was an Operating Advisor to Thomas H. Lee Partners L.P in 2011 and 2012. From 2003 to 2011 Mr. Baird was Chief Executive Officer of Paramax Capital Partners LLC. Prior to 2003 Mr. Baird was a Director at Citigroup Global Markets, Inc, an investment analyst at State Street Bank and Trust Company and real estate analyst at John Hancock Real Estate Finance Inc. Mr. Baird is a Chartered Financial Analyst. | 1 | None | ||||
Mr. Hunersen served as Group Executive Corporate & Institutional Recovery at Irish Bank Resolution Corporation, Dublin, Republic of Ireland until 2013; Head of Strategy Projects - North America Bank of Ireland, Greenwich, Connecticut, 2004; Chief Executive Officer, Slingshot Game Technology Inc., Natick, Massachusetts, 2001 2003; and EVP and Global Head of Energy & Utilities, National Australia Bank Limited, Melbourne, London and New York, 1987 2001.
|
1 | None | ||||
Ms. Mahai has been Owner/Managing Member/Partner of Aveus, LLC (general management consulting) since 1999. | 1 | None | ||||
Mr. Frishberg has been Managing Director and Chief Investment Officer of Infrastructure Securities of Macquarie Asset Management since December 2009. Previously, he was Managing Director and U.S. Equity Portfolio Manager of J.P. Morgan Asset Management from 2000 2008. | 1 | None |
31
Directors & Officers
May 31, 2017 (Unaudited)
Name, Birth Year and Address | Position(s) Held | Term of Office and Length | ||
of Officer | with Fund(s) | of Time Served3 | ||
Biographical Information of the Executive Officers of the Fund |
||||
Brad Frishberg |
Chief Executive Officer and |
Since May 2010 | ||
Birth Year: 1967 |
President |
|||
125 West 55th Street |
||||
New York, NY 10019 |
||||
William Fink |
Chief Compliance Officer |
Since September 2014 | ||
Birth Year: 1968 125 West 55th Street |
||||
New York, NY 10019 |
||||
John H. Kim |
Chief Legal Officer and |
Since February 2011 | ||
Birth Year: 1971 |
Secretary |
|||
125 West 55th Street |
||||
New York, NY 10019 |
||||
Meredith Meyer |
Chief Financial Officer and |
Since February 2011 | ||
Birth Year: 1973 |
Treasurer |
|||
125 West 55th Street |
||||
New York, NY 10019 |
3 | Each officer serves an indefinite term. |
32
Principal Occupation(s) During the Past Five Years | ||||
Mr. Frishberg has been Managing Director and Chief Investment Officer of Infrastructure Securities of Macquarie Asset Management since December 2009. Previously, he was Managing Director and U.S. Equity Portfolio Manager of JP Morgan Asset Management from 2000 2008.
|
||||
Mr. Fink is a Senior Manager for Macquarie Bank Limited (September 2014 present); previously, he was the Chief Compliance Officer for EACM Advisors LLC, a subsidiary of the Bank of New York Mellon (January 2011 September 2014) and was President and Chief Compliance Officer of IMS Financial (June 2004 December 2010). | ||||
Mr. Kim is Managing Director and U.S. General Counsel of Macquarie Asset Management (June 2009 present); previously, he was Head of U.S. Alternatives Legal within the Asset Management Division of Deutsche Bank AG (April 2001 June 2009).
|
||||
Ms. Meyer is an Associate Director and Chief Operating Officer of MCIM (2009 present). She has been with Macquarie Asset Management since 2007. Previously, she was Vice President at Marsh & McLennan Companies from 2003 to 2006.
|
33
Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed registrants.
Not applicable.
Item 6. Investments.
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
(b) | Not applicable. |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrants board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
(a) | The registrants principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the 1940 Act) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
(b) | There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the registrants second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting. |
Item 12. Exhibits.
(a)(1) | Not applicable. | |
(a)(2) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. | |
(a)(3) | Not applicable. | |
(b) | Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
(c) | Pursuant to the Securities and Exchange Commissions Order granting relief from Section 19(b) of the Investment Company Act of 1940 dated January 6, 2009, the 19(a) Notices to Beneficial Owners are attached hereto as Exhibit 12(c). |
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) |
Macquarie Global Infrastructure Total Return Fund Inc. |
By (Signature and Title)* |
/s/Brad Frishberg | |
Brad Frishberg, | ||
Chief Executive Officer/Principal Executive Officer |
Date |
7/20/17 |
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/Brad Frishberg | |
Brad Frishberg, | ||
Chief Executive Officer/Principal Executive Officer |
Date |
7/20/17 |
By (Signature and Title)* |
/s/Meredith Meyer | |
Meredith Meyer, | ||
Treasurer, Chief Financial Officer/Principal Financial Officer |
Date |
7/20/17 |
* Print the name and title of each signing officer under his or her signature.