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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSRS

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-21269

Evergreen Income Advantage Fund

_____________________________________________________________

(Exact name of registrant as specified in charter)

200 Berkeley Street

Boston, Massachusetts 02116

_____________________________________________________________

(Address of principal executive offices) (Zip code)

Michael H. Koonce, Esq.

200 Berkeley Street

Boston, Massachusetts 02116

____________________________________________________________

(Name and address of agent for service)

Registrant’s telephone number, including area code: (617) 210-3200

Date of fiscal year end: April 30

Date of reporting period: October 31, 2009

Item 1 - Reports to Stockholders.

 


Evergreen Income Advantage Fund

 


 

 

 


 

 

table of contents

1

 

LETTER TO SHAREHOLDERS

3

 

FINANCIAL HIGHLIGHTS

4

 

SCHEDULE OF INVESTMENTS

21

 

STATEMENT OF ASSETS AND LIABILITIES

22

 

STATEMENT OF OPERATIONS

23

 

STATEMENTS OF CHANGES IN NET ASSETS

24

 

STATEMENT OF CASH FLOWS

25

 

NOTES TO FINANCIAL STATEMENTS

35

 

ADDITIONAL INFORMATION

42

 

AUTOMATIC DIVIDEND REINVESTMENT PLAN

44

 

TRUSTEES AND OFFICERS

The fund will file its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The fund’s Form N-Q will be available on the SEC’s Web site at http://www.sec.gov. In addition, the fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800.SEC.0330.

A description of the fund’s proxy voting policies and procedures, as well as information regarding how the fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, is available by visiting our Web site at EvergreenInvestments.com or by visiting the SEC’s Web site at http://www.sec.gov. The fund’s proxy voting policies and procedures are also available without charge, upon request, by calling 800.343.2898.

Mutual Funds:

 NOT FDIC INSURED   MAY LOSE VALUE   NOT BANK GUARANTEED 

Evergreen InvestmentsSM is a service mark of Evergreen Investment Management Company, LLC. Copyright 2009, Evergreen Investment Management Company, LLC.

Evergreen Investment Management Company, LLC is a subsidiary of Wells Fargo & Company and is an affiliate of Wells Fargo & Company’s other Broker Dealer subsidiaries.

 

 


LETTER TO SHAREHOLDERS

December 2009

 


W. Douglas Munn

President and Chief Executive Officer

Dear Shareholder:

We are pleased to provide the Semiannual Report for Evergreen Income Advantage Fund for the six-month period ended October 31, 2009 (the “period”).

The period was characterized by a strong equity market rally that spanned the first half of the period. U.S. and international stocks rallied off their March 9th lows, with international and small cap stocks leading the gains. Signs of stability emerged in the corporate credit markets, as both issuance and performance improved. Stocks finished a banner third quarter 2009, as major market indexes, both domestic and international, climbed by approximately 15% and investor sentiment was buoyed by signs of improvement in the economy and corporate earnings. At the end of the period, however, stocks closed lower for the first time in seven months as investors questioned whether the huge rally had exceeded the economy’s ability to generate growth in output and profits. The weakness in U.S. markets failed to extend beyond our borders, as developed markets, which had also rallied off the lows of last year, experienced just a fractional loss in October 2009, and emerging markets managed to rise by 1%, adding to impressive year-to-date returns by the end of the period.

Fortunately, the fundamental picture has brightened. Better-than-expected economic data at period end suggests the possibility of improvements in corporate performance. Interest rates and inflation remain low, providing a healthy backdrop for corporations that have been very aggressive cutting costs from their expense structures.

Near the end of the period, the Federal Reserve Board (the “Fed”) reiterated its commitment to keeping the benchmark lending rate near zero for an “extended period.” Additionally, the Fed’s statement changed somewhat from the previous meeting of the Federal Open Market Committee, altering text regarding economic activity from “leveling out” to activity that has “picked up.” It should be emphasized, however, that this shift, which might be construed as a signal from the Fed that the recession is over, is followed by a statement that household spending was still being constrained by “job losses, sluggish income growth, lower housing wealth, and tight credit.” While this data reflects an economy that is managing to climb from the depths reached in March, we question whether the fundamentals are in place for sustainable growth, given that economic reports continue to display data that is simply “less bad” than the previous depths of the recession. Until we see stabilization in home prices and employment, it is unlikely that activity will exceed much beyond what is considered to be “below potential” for any period of time.

 

 

1

 


LETTER TO SHAREHOLDERS continued

During a volatile and challenging period in the capital markets, the investment managers of Evergreen Income Advantage Fund maintained what they felt was a relatively conservative positioning in their investments in lower-rated, higher-yielding corporate bonds. They also made selective use of the fund’s ability to borrow at short-term rates to make additional investments in higher-yielding securities.

We believe the changing conditions in the investment environment over the period have underscored the value of a well-diversified, long-term investment strategy to help soften the effects of volatility in any one market or asset class. As always, we encourage investors to maintain diversified investment portfolios in pursuit of their long-term investment goals.

Please visit us at EvergreenInvestments.com for more information about our funds and other investment products available to you. Thank you for your continued support of Evergreen Investments.

Sincerely,

 


W. Douglas Munn

President and Chief Executive Officer

Evergreen Funds

 

 

2

 


FINANCIAL HIGHLIGHTS

 

(For a common share outstanding throughout each period)

 

 

 

   

Six Months Ended
October 31, 2009
(unaudited)

   

Year Ended April 30,

 


 

2009

 

2008

 

2007

 

2006

 

2005

 














 

Net asset value, beginning of period

 

$

7.37

 

$

12.32

 

$

14.26

 

$

14.06

 

$

14.41

 

$

15.62

 




















 

Income from investment operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

0.52

1

 

1.35

1

 

1.64

1

 

1.62

1

 

1.59

1

 

1.56

 

Net realized and unrealized gains or losses on investments

 

 

1.84

 

 

(4.91

)

 

(1.85

)

 

0.36

 

 

0.03

 

 

(0.65

)

Distributions to preferred shareholders from

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

(0.01

)

 

(0.08

)

 

(0.37

)

 

(0.37

)

 

(0.26

)

 

(0.14

)

Net realized gains

 

 

0

 

 

0

 

 

0

 

 

0

 

 

(0.02

)

 

(0.01

)

 

 


















 

Total from investment operations

 

 

2.35

 

 

(3.64

)

 

(0.58

)

 

1.61

 

 

1.34

 

 

0.76

 




















 

Distributions to common shareholders from

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

(0.59

)

 

(1.31

)

 

(1.36

)

 

(1.41

)

 

(1.54

)

 

(1.64

)

Net realized gains

 

 

0

 

 

0

 

 

0

 

 

0

 

 

(0.15

)

 

(0.33

)

 

 


















 

Total distributions to common shareholders

 

 

(0.59

)

 

(1.31

)

 

(1.36

)

 

(1.41

)

 

(1.69

)

 

(1.97

)




















 

Net asset value, end of period

 

$

9.13

 

$

7.37

 

$

12.32

 

$

14.26

 

$

14.06

 

$

14.41

 




















 

Market value, end of period

 

$

8.73

 

$

7.30

 

$

11.71

 

$

14.70

 

$

14.17

 

$

14.24

 




















 

Total return based on market value2

 

 

28.16

%

 

(25.48

)%

 

(11.07

)%

 

14.69

%

 

11.91

%

 

12.07

%




















 

Ratios and supplemental data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets of common shareholders, end of period (thousands)

 

$

634,359

 

$

508,602

 

$

849,573

 

$

980,054

 

$

953,102

 

$

966,835

 

Liquidation value of Preferred Shares, end of period (thousands)

 

$

196,000

 

$

196,000

 

$

490,000

 

$

490,000

 

$

490,000

 

$

490,000

 

Asset coverage ratio, end of period

 

 

376

%

 

315

%

 

272

%

 

299

%

 

294

%

 

297

%

Ratios to average net assets applicable to common shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses including waivers/reimbursements but excluding expense reductions

 

 

1.13

%3

 

2.30

%

 

1.21

%

 

1.19

%

 

1.19

%

 

1.15

%

Expenses excluding waivers/reimbursements and expense reductions but including interest expense

 

 

1.70

%3

 

3.09

%

 

1.21

%

 

1.19

%

 

1.19

%

 

1.15

%

Expenses including waivers/reimbursements but excluding expense reductions and interest expense

 

 

1.10

%3

 

1.51

%

 

1.21

%

 

1.19

%

 

1.19

%

 

1.15

%

Interest expense4

 

 

0.03

%3

 

0.79

%

 

0.00

%

 

0.00

%

 

0.00

%

 

0.00

%

Net investment income5

 

 

12.13

%3

 

14.35

%

 

9.81

%

 

8.98

%

 

9.17

%

 

10.03

%

Portfolio turnover rate

 

 

57

%

 

88

%

 

102

%

 

45

%

 

49

%

 

63

%




















 

1

Per share amount is based on average common shares outstanding during the period.

2

Total return is calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Dividends and distributions, if any, are assumed for purposes of these calculations to be reinvested at prices obtained under the Fund’s Automatic Dividend Reinvestment Plan. Total return does not reflect brokerage commissions or sales charges.

3

Annualized

4

Interest expense ratio relates to interest associated with borrowings and/or leverage transactions.

5

The net investment income ratio reflects distributions paid to preferred shareholders.

See Notes to Financial Statements

 

 

3

 


SCHEDULE OF INVESTMENTS

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    110.7%

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY    15.5%

 

 

 

 

 

 

 

Auto Components    1.9%

 

 

 

 

 

 

 

Affinia Group Intermediate Holdings, Inc., 10.75%, 08/15/2016 144A

 

$

230,000

 

$

253,575

 

Cooper Tire & Rubber Co., 7.625%, 03/15/2027

 

 

6,405,000

 

 

5,284,125

 

Goodyear Tire & Rubber Co.:

 

 

 

 

 

 

 

7.86%, 08/15/2011

 

 

2,545,000

 

 

2,602,262

 

8.625%, 12/01/2011

 

 

1,420,000

 

 

1,471,475

 

9.00%, 07/01/2015

 

 

497,000

 

 

514,395

 

10.50%, 05/15/2016

 

 

1,320,000

 

 

1,435,500

 

Metaldyne Corp., FRN, 10.28%, 04/09/2014

 

 

902,645

 

 

669,681

 

 

 

 

 

 



 

 

 

 

 

 

 

12,231,013

 

 

 

 

 

 



 

Diversified Consumer Services    0.5%

 

 

 

 

 

 

 

Carriage Services, Inc., 7.875%, 01/15/2015

 

 

3,080,000

 

 

2,910,600

 

Service Corporation International:

 

 

 

 

 

 

 

6.75%, 04/01/2015

 

 

205,000

 

 

200,387

 

7.50%, 04/01/2027

 

 

366,000

 

 

327,570

 

 

 

 

 

 



 

 

 

 

 

 

 

3,438,557

 

 

 

 

 

 



 

Hotels, Restaurants & Leisure    3.7%

 

 

 

 

 

 

 

AMC Entertainment, Inc., 8.75%, 06/01/2019

 

 

235,000

 

 

242,050

 

Boyd Gaming Corp.:

 

 

 

 

 

 

 

7.125%, 02/01/2016

 

 

810,000

 

 

704,700

 

7.75%, 12/15/2012

 

 

950,000

 

 

947,625

 

Caesars Entertainment, Inc., 7.875%, 03/15/2010

 

 

1,465,000

 

 

1,461,338

 

Harrah’s Entertainment Corp.:

 

 

 

 

 

 

 

10.00%, 12/15/2018 144A

 

 

460,000

 

 

351,900

 

11.25%, 06/01/2017 144A

 

 

4,285,000

 

 

4,392,125

 

Hyatt Hotels Corp., 6.875%, 08/15/2019 144A

 

 

1,705,000

 

 

1,742,469

 

Inn of the Mountain Gods Resort & Casino, 12.00%, 11/15/2010 • +

 

 

2,350,000

 

 

945,875

 

MGM MIRAGE:

 

 

 

 

 

 

 

6.625%, 07/15/2015

 

 

920,000

 

 

701,500

 

8.50%, 09/15/2010

 

 

1,645,000

 

 

1,640,887

 

11.125%, 11/15/2017 144A

 

 

870,000

 

 

961,350

 

11.375%, 03/01/2018 144A

 

 

105,000

 

 

95,025

 

Pokagon Gaming Authority, 10.375%, 06/15/2014 144A

 

 

120,000

 

 

124,800

 

Scientific Games Corp., 9.25%, 06/15/2019 144A

 

 

810,000

 

 

830,250

 

Seneca Gaming Corp., 7.25%, 05/01/2012

 

 

385,000

 

 

373,450

 

Shingle Springs Tribal Gaming Authority, 9.375%, 06/15/2015 144A

 

 

2,265,000

 

 

1,619,475

 

Speedway Motorsports, Inc., 8.75%, 06/01/2016 144A

 

 

1,435,000

 

 

1,506,750

 

Trump Entertainment Resorts, Inc., 8.50%, 06/01/2015 •

 

 

2,571,000

 

 

224,963

 

Universal City Development Partners, Ltd.:

 

 

 

 

 

 

 

8.875%, 11/15/2015 144A

 

 

760,000

 

 

756,200

 

10.875%, 11/15/2016 144A

 

 

505,000

 

 

507,525

 

11.75%, 04/01/2010

 

 

2,965,000

 

 

2,987,237

 

Wynn Resorts, Ltd., 7.875%, 11/01/2017 144A

 

 

105,000

 

 

103,688

 

 

 

 

 

 



 

 

 

 

 

 

 

23,221,182

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

4

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY    continued

 

 

 

 

 

 

 

Household Durables    2.0%

 

 

 

 

 

 

 

D.R. Horton, Inc., 9.75%, 09/15/2010

 

$

4,820,000

 

$

5,024,850

 

Lennar Corp.:

 

 

 

 

 

 

 

5.125%, 10/01/2010

 

 

1,635,000

 

 

1,643,175

 

12.25%, 06/01/2017

 

 

125,000

 

 

150,625

 

Libbey, Inc., FRN, 8.26%, 06/01/2011

 

 

1,320,000

 

 

1,283,700

 

Meritage Homes Corp., 7.00%, 05/01/2014

 

 

1,350,000

 

 

1,289,250

 

Newell Rubbermaid, Inc., 10.60%, 04/15/2019

 

 

2,265,000

 

 

2,796,102

 

Sealy Corp., 10.875%, 04/15/2016 144A

 

 

370,000

 

 

416,250

 

 

 

 

 

 



 

 

 

 

 

 

 

12,603,952

 

 

 

 

 

 



 

Internet & Catalog Retail    0.6%

 

 

 

 

 

 

 

QVC, Inc., 7.50%, 10/01/2019 144A

 

 

2,475,000

 

 

2,462,625

 

Ticketmaster Entertainment, Inc., 10.75%, 08/01/2016

 

 

1,650,000

 

 

1,707,750

 

 

 

 

 

 



 

 

 

 

 

 

 

4,170,375

 

 

 

 

 

 



 

Media    4.2%

 

 

 

 

 

 

 

Cablevision Systems Corp., 8.625%, 09/15/2017 144A

 

 

210,000

 

 

218,400

 

CBS Corp., 8.875%, 05/15/2019

 

 

70,000

 

 

79,197

 

CCO Holdings, LLC, 8.75%, 11/15/2013 •

 

 

7,335,000

 

 

8,050,162

 

Charter Communications, Inc.:

 

 

 

 

 

 

 

13.50%, 10/30/2016

 

 

460,000

 

 

531,590

 

Step Bond:

 

 

 

 

 

 

 

8.00%, 04/30/2012 144A • ††

 

 

3,500,000

 

 

3,570,000

 

10.875%, 09/15/2014 144A • ††

 

 

7,755,000

 

 

8,608,050

 

CSC Holdings, Inc., 8.50%, 04/15/2014 144A

 

 

50,000

 

 

53,063

 

DirectTV Holdings, LLC, 7.625%, 05/15/2016

 

 

200,000

 

 

217,281

 

Dish Network Corp., 7.875%, 09/01/2019 144A

 

 

1,530,000

 

 

1,573,987

 

Interpublic Group of Companies, 10.00%, 07/15/2017

 

 

230,000

 

 

248,400

 

Lamar Media Corp.:

 

 

 

 

 

 

 

7.25%, 01/01/2013

 

 

440,000

 

 

434,500

 

9.75%, 04/01/2014

 

 

120,000

 

 

132,600

 

R.H. Donnelley Corp., 11.75%, 05/15/2015 144A •

 

 

201,000

 

 

115,575

 

Regal Cinemas, Inc., 8.625%, 07/15/2019 144A

 

 

205,000

 

 

213,200

 

Sirius XM Radio, Inc.:

 

 

 

 

 

 

 

9.625%, 08/01/2013

 

 

315,000

 

 

289,012

 

9.75%, 09/01/2015 144A

 

 

250,000

 

 

256,250

 

WMG Acquisition Corp., 9.50%, 06/15/2016 144A

 

 

115,000

 

 

123,338

 

XM Satellite Radio Holdings, Inc.:

 

 

 

 

 

 

 

11.25%, 06/15/2013 144A

 

 

1,070,000

 

 

1,128,850

 

13.00%, 08/01/2013 144A

 

 

615,000

 

 

615,000

 

Young Broadcasting, Inc.:

 

 

 

 

 

 

 

8.75%, 01/15/2014 •

 

 

4,739,000

 

 

47,390

 

10.00%, 03/01/2011 •

 

 

3,455,000

 

 

34,550

 

 

 

 

 

 



 

 

 

 

 

 

 

26,540,395

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

5

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY    continued

 

 

 

 

 

 

 

Multiline Retail    0.3%

 

 

 

 

 

 

 

Macy’s, Inc., 5.90%, 12/01/2016

 

$

130,000

 

$

120,575

 

Neiman Marcus Group, Inc., 9.00%, 10/15/2015 @

 

 

672,093

 

 

598,163

 

Saks, Inc., 9.875%, 10/01/2011

 

 

910,000

 

 

928,200

 

 

 

 

 

 



 

 

 

 

 

 

 

1,646,938

 

 

 

 

 

 



 

Specialty Retail    0.9%

 

 

 

 

 

 

 

American Achievement Corp.:

 

 

 

 

 

 

 

8.25%, 04/01/2012 144A

 

 

5,040,000

 

 

5,014,800

 

Sr. Disc. Note, Step Bond, 10.25%, 10/01/2012 †

 

 

385,000

 

 

373,450

 

Limited Brands, Inc., 8.50%, 06/15/2019 144A

 

 

90,000

 

 

94,950

 

 

 

 

 

 



 

 

 

 

 

 

 

5,483,200

 

 

 

 

 

 



 

Textiles, Apparel & Luxury Goods    1.4%

 

 

 

 

 

 

 

Oxford Industries, Inc., 11.375%, 07/15/2015

 

 

5,195,000

 

 

5,610,600

 

Visant Corp., 7.625%, 10/01/2012

 

 

3,235,000

 

 

3,271,394

 

 

 

 

 

 



 

 

 

 

 

 

 

8,881,994

 

 

 

 

 

 



 

CONSUMER STAPLES    4.0%

 

 

 

 

 

 

 

Beverages    0.4%

 

 

 

 

 

 

 

Cott Beverages, Inc., 8.00%, 12/15/2011

 

 

2,190,000

 

 

2,203,688

 

 

 

 

 

 



 

Food & Staples Retailing    0.0%

 

 

 

 

 

 

 

Rite Aid Corp., 10.25%, 10/15/2019 144A

 

 

250,000

 

 

254,375

 

 

 

 

 

 



 

Food Products    2.8%

 

 

 

 

 

 

 

Del Monte Foods Co.:

 

 

 

 

 

 

 

6.75%, 02/15/2015

 

 

185,000

 

 

185,463

 

7.50%, 10/15/2019 144A

 

 

3,855,000

 

 

3,932,100

 

Dole Food Company, Inc.:

 

 

 

 

 

 

 

8.00%, 10/01/2016 144A

 

 

1,225,000

 

 

1,246,437

 

13.875%, 03/15/2014 144A

 

 

3,495,000

 

 

4,106,625

 

Smithfield Foods, Inc.:

 

 

 

 

 

 

 

7.00%, 08/01/2011

 

 

3,035,000

 

 

2,943,950

 

10.00%, 07/15/2014 144A

 

 

4,150,000

 

 

4,378,250

 

Tyson Foods, Inc.:

 

 

 

 

 

 

 

7.85%, 04/01/2016

 

 

635,000

 

 

654,050

 

10.50%, 03/01/2014

 

 

115,000

 

 

131,675

 

 

 

 

 

 



 

 

 

 

 

 

 

17,578,550

 

 

 

 

 

 



 

Tobacco    0.8%

 

 

 

 

 

 

 

Altria Group, Inc.:

 

 

 

 

 

 

 

9.25%, 08/06/2019

 

 

2,100,000

 

 

2,550,339

 

9.70%, 11/10/2018

 

 

1,975,000

 

 

2,435,396

 

 

 

 

 

 



 

 

 

 

 

 

 

4,985,735

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

6

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

ENERGY    16.9%

 

 

 

 

 

 

 

Energy Equipment & Services    4.6%

 

 

 

 

 

 

 

Basic Energy Services, Inc., 11.625%, 08/01/2014 144A

 

$

780,000

 

$

830,700

 

Bristow Group, Inc.:

 

 

 

 

 

 

 

6.125%, 06/15/2013

 

 

205,000

 

 

197,825

 

7.50%, 09/15/2017

 

 

3,315,000

 

 

3,207,263

 

Forbes Energy Services, Ltd., 11.00%, 02/15/2015

 

 

5,415,000

 

 

4,562,137

 

GulfMark Offshore, Inc., 7.75%, 07/15/2014

 

 

3,155,000

 

 

3,091,900

 

Hercules Offshore, Inc., 10.50%, 10/15/2017 144A

 

 

1,220,000

 

 

1,220,000

 

Hornbeck Offshore Services, Inc.:

 

 

 

 

 

 

 

8.00%, 09/01/2017 144A

 

 

2,890,000

 

 

2,875,550

 

Ser. B, 6.125%, 12/01/2014

 

 

4,415,000

 

 

4,105,950

 

Parker Drilling Co., 9.625%, 10/01/2013

 

 

1,850,000

 

 

1,877,750

 

PHI, Inc., 7.125%, 04/15/2013

 

 

4,240,000

 

 

4,091,600

 

Pride International, Inc., 8.50%, 06/15/2019

 

 

2,170,000

 

 

2,435,825

 

SEACOR Holdings, Inc., 7.375%, 10/01/2019

 

 

990,000

 

 

995,087

 

 

 

 

 

 



 

 

 

 

 

 

 

29,491,587

 

 

 

 

 

 



 

Oil, Gas & Consumable Fuels    12.3%

 

 

 

 

 

 

 

Alon Refining Krotz Springs, Inc., 13.50%, 10/15/2014 144A

 

 

2,075,000

 

 

1,971,250

 

Arch Coal, Inc., 8.75%, 08/01/2016 144A

 

 

105,000

 

 

108,150

 

Atlas Energy Resources, LLC, 12.125%, 08/01/2017

 

 

1,140,000

 

 

1,248,300

 

Bill Barrett Corp., 9.875%, 07/15/2016

 

 

480,000

 

 

511,200

 

Chesapeake Energy Corp.:

 

 

 

 

 

 

 

6.875%, 01/15/2016

 

 

1,400,000

 

 

1,358,000

 

7.50%, 09/15/2013

 

 

8,500,000

 

 

8,670,000

 

9.50%, 02/15/2015

 

 

2,790,000

 

 

3,034,125

 

El Paso Corp.:

 

 

 

 

 

 

 

7.00%, 06/15/2017

 

 

95,000

 

 

95,509

 

7.42%, 02/15/2037

 

 

2,960,000

 

 

2,598,960

 

8.25%, 02/15/2016

 

 

1,165,000

 

 

1,211,831

 

12.00%, 12/12/2013

 

 

815,000

 

 

937,250

 

Encore Acquisition Co., 6.00%, 07/15/2015

 

 

1,170,000

 

 

1,099,800

 

Exco Resources, Inc., 7.25%, 01/15/2011

 

 

6,281,000

 

 

6,281,000

 

Ferrellgas Partners, LP:

 

 

 

 

 

 

 

8.75%, 06/15/2012

 

 

975,000

 

 

979,875

 

9.125%, 10/01/2017 144A

 

 

620,000

 

 

651,000

 

Forest Oil Corp.:

 

 

 

 

 

 

 

7.25%, 06/15/2019

 

 

2,140,000

 

 

2,006,250

 

8.50%, 02/15/2014 144A

 

 

1,365,000

 

 

1,392,300

 

Frontier Oil Corp., 6.625%, 10/01/2011

 

 

2,140,000

 

 

2,164,075

 

Holly Corp., 9.875%, 06/15/2017 144A

 

 

3,640,000

 

 

3,785,600

 

Murray Energy Corp., 10.25%, 10/15/2015 144A

 

 

920,000

 

 

915,400

 

Newfield Exploration Co.:

 

 

 

 

 

 

 

6.625%, 04/15/2016

 

 

50,000

 

 

49,500

 

7.125%, 05/15/2018

 

 

165,000

 

 

166,444

 

See Notes to Financial Statements

 

 

7

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

ENERGY    continued

 

 

 

 

 

 

 

Oil, Gas & Consumable Fuels    continued

 

 

 

 

 

 

 

North American Energy Alliance, LLC, 10.875%, 06/01/2016 144A

 

$

110,000

 

$

114,950

 

Nustar Logistics, LP, 7.65%, 04/15/2018

 

 

2,600,000

 

 

2,872,766

 

Peabody Energy Corp.:

 

 

 

 

 

 

 

5.875%, 04/15/2016

 

 

2,940,000

 

 

2,881,200

 

7.875%, 11/01/2026

 

 

6,275,000

 

 

6,149,500

 

Penn Virginia Corp., 10.375%, 06/15/2016

 

 

215,000

 

 

232,200

 

Petrohawk Energy Corp.:

 

 

 

 

 

 

 

7.875%, 06/01/2015

 

 

2,100,000

 

 

2,131,500

 

10.50%, 08/01/2014

 

 

1,065,000

 

 

1,166,175

 

Plains Exploration & Production Co., 8.625%, 10/15/2019

 

 

5,410,000

 

 

5,450,575

 

Range Resources Corp., 8.00%, 05/15/2019

 

 

130,000

 

 

135,525

 

Sabine Pass LNG, LP:

 

 

 

 

 

 

 

7.25%, 11/30/2013

 

 

2,625,000

 

 

2,362,500

 

7.50%, 11/30/2016

 

 

5,935,000

 

 

5,044,750

 

SandRidge Energy, Inc., 8.00%, 06/01/2018 144A

 

 

125,000

 

 

124,375

 

Southwestern Energy Co., 7.50%, 02/01/2018

 

 

2,480,000

 

 

2,560,600

 

Tesoro Corp.:

 

 

 

 

 

 

 

6.50%, 06/01/2017

 

 

950,000

 

 

855,000

 

7.50%, 07/17/2012

 

 

1,575,000

 

 

1,430,163

 

9.75%, 06/01/2019

 

 

1,505,000

 

 

1,553,912

 

Williams Cos.:

 

 

 

 

 

 

 

7.50%, 01/15/2031

 

 

345,000

 

 

357,602

 

8.125%, 03/15/2012

 

 

1,020,000

 

 

1,111,585

 

8.75%, 01/15/2020

 

 

165,000

 

 

189,451

 

 

 

 

 

 



 

 

 

 

 

 

 

77,960,148

 

 

 

 

 

 



 

FINANCIALS    20.1%

 

 

 

 

 

 

 

Capital Markets    1.0%

 

 

 

 

 

 

 

E*TRADE Financial Corp.:

 

 

 

 

 

 

 

7.375%, 09/15/2013

 

 

805,000

 

 

724,500

 

12.50%, 11/30/2017

 

 

5,089,000

 

 

5,674,235

 

 

 

 

 

 



 

 

 

 

 

 

 

6,398,735

 

 

 

 

 

 



 

Commercial Banks    0.7%

 

 

 

 

 

 

 

CapitalSource, Inc., 12.75%, 07/15/2014 144A

 

 

3,650,000

 

 

3,723,000

 

Zions Bancorp, 7.75%, 09/23/2014

 

 

405,000

 

 

362,829

 

 

 

 

 

 



 

 

 

 

 

 

 

4,085,829

 

 

 

 

 

 



 

Consumer Finance    14.1%

 

 

 

 

 

 

 

Calpine Construction Finance Corp., 8.00%, 06/01/2016 144A

 

 

115,000

 

 

117,300

 

CCH II Capital Corp., 10.25%, 09/15/2010 •

 

 

9,160,000

 

 

11,116,825

 

Discover Financial Services, 10.25%, 07/15/2019

 

 

1,790,000

 

 

2,102,806

 

Ford Motor Credit Co., LLC:

 

 

 

 

 

 

 

5.70%, 01/15/2010

 

 

10,000,000

 

 

10,005,190

 

8.70%, 10/01/2014

 

 

1,900,000

 

 

1,899,753

 

See Notes to Financial Statements

 

 

8

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

FINANCIALS    continued

 

 

 

 

 

 

 

Consumer Finance    continued

 

 

 

 

 

 

 

Ford Motor Credit Co., LLC:

 

 

 

 

 

 

 

9.75%, 09/15/2010

 

$

5,377,000

 

$

5,513,264

 

9.875%, 08/10/2011

 

 

3,680,000

 

 

3,765,689

 

GMAC, LLC:

 

 

 

 

 

 

 

6.75%, 12/01/2014 144A

 

 

2,344,000

 

 

2,150,620

 

6.875%, 09/15/2011 144A

 

 

3,690,000

 

 

3,579,300

 

6.875%, 08/28/2012 144A

 

 

4,327,000

 

 

4,132,285

 

7.00%, 02/01/2012 144A

 

 

167,000

 

 

161,155

 

7.50%, 12/31/2013 144A

 

 

5,820,000

 

 

5,441,700

 

7.75%, 01/19/2010 144A

 

 

5,295,000

 

 

5,308,237

 

8.00%, 12/31/2018 144A

 

 

5,122,000

 

 

4,251,260

 

8.00%, 11/01/2031

 

 

810,000

 

 

689,244

 

International Lease Finance Corp.:

 

 

 

 

 

 

 

4.375%, 11/01/2009

 

 

945,000

 

 

945,000

 

4.75%, 01/13/2012

 

 

1,160,000

 

 

951,070

 

4.875%, 09/01/2010

 

 

2,095,000

 

 

2,004,146

 

5.125%, 11/01/2010

 

 

155,000

 

 

145,575

 

JBS USA Finance, Inc., 11.625%, 05/01/2014 144A

 

 

6,710,000

 

 

7,464,875

 

Nielsen Financial LLC:

 

 

 

 

 

 

 

11.50%, 05/01/2016

 

 

235,000

 

 

250,863

 

Sr. Disc. Note, Step Bond, 0.00%, 08/01/2016 †

 

 

105,000

 

 

91,481

 

NII Capital Corp., 10.00%, 08/15/2016 144A

 

 

155,000

 

 

164,300

 

NiSource Finance Corp., 10.75%, 03/15/2016

 

 

7,350,000

 

 

8,764,897

 

Pinnacle Foods Finance, LLC, 10.625%, 04/01/2017

 

 

820,000

 

 

840,500

 

Sprint Capital Corp.:

 

 

 

 

 

 

 

6.875%, 11/15/2028

 

 

6,450,000

 

 

4,869,750

 

7.625%, 01/30/2011

 

 

2,875,000

 

 

2,921,719

 

 

 

 

 

 



 

 

 

 

 

 

 

89,648,804

 

 

 

 

 

 



 

Diversified Financial Services    1.7%

 

 

 

 

 

 

 

Citigroup, Inc., 8.50%, 05/22/2019

 

 

495,000

 

 

579,587

 

Leucadia National Corp.:

 

 

 

 

 

 

 

7.00%, 08/15/2013

 

 

1,025,000

 

 

1,040,375

 

7.125%, 03/15/2017

 

 

1,190,000

 

 

1,130,500

 

8.125%, 09/15/2015

 

 

8,040,000

 

 

8,180,700

 

 

 

 

 

 



 

 

 

 

 

 

 

10,931,162

 

 

 

 

 

 



 

Real Estate Investment Trusts (REITs)     2.1%

 

 

 

 

 

 

 

Host Marriott Corp.:

 

 

 

 

 

 

 

7.125%, 11/01/2013

 

 

1,670,000

 

 

1,670,000

 

9.00%, 05/15/2017 144A

 

 

490,000

 

 

526,750

 

Omega Healthcare Investors, Inc., 7.00%, 04/01/2014

 

 

3,805,000

 

 

3,738,412

 

Potlatch Corp., 7.50%, 11/01/2019 144A

 

 

1,385,000

 

 

1,371,150

 

 

 

 

 

 

 

 

 

See Notes to Financial Statements

 

 

9

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

FINANCIALS    continued

 

 

 

 

 

 

 

Real Estate Investment Trusts (REITs)     continued

 

 

 

 

 

 

 

Ventas, Inc.:

 

 

 

 

 

 

 

6.75%, 04/01/2017

 

$

2,485,000

 

$

2,398,025

 

7.125%, 06/01/2015

 

 

2,516,000

 

 

2,497,130

 

9.00%, 05/01/2012

 

 

985,000

 

 

1,036,713

 

 

 

 

 

 



 

 

 

 

 

 

 

13,238,180

 

 

 

 

 

 



 

Thrifts & Mortgage Finance    0.5%

 

 

 

 

 

 

 

Residential Capital, LLC, 8.50%, 05/15/2010

 

 

3,510,000

 

 

3,106,350

 

 

 

 

 

 



 

HEALTH CARE    5.2%

 

 

 

 

 

 

 

Biotechnology    0.2%

 

 

 

 

 

 

 

Talecris Biotherapeutics Holdings Corp., 7.75%, 11/15/2016 144A

 

 

1,245,000

 

 

1,273,012

 

 

 

 

 

 



 

Health Care Equipment & Supplies    0.2%

 

 

 

 

 

 

 

Biomet, Inc.:

 

 

 

 

 

 

 

10.375%, 10/15/2017 @

 

 

675,000

 

 

729,844

 

11.625%, 10/15/2017

 

 

340,000

 

 

374,425

 

Universal Hospital Services, Inc., 8.50%, 06/01/2015 @

 

 

189,000

 

 

188,055

 

 

 

 

 

 



 

 

 

 

 

 

 

1,292,324

 

 

 

 

 

 



 

Health Care Providers & Services    4.4%

 

 

 

 

 

 

 

Apria Healthcare Group, 11.25%, 11/01/2014 144A

 

 

2,165,000

 

 

2,354,437

 

HCA, Inc.:

 

 

 

 

 

 

 

6.30%, 10/01/2012

 

 

920,000

 

 

906,200

 

7.875%, 02/01/2011

 

 

1,830,000

 

 

1,875,750

 

7.875%, 02/15/2020 144A

 

 

1,900,000

 

 

1,961,750

 

8.50%, 04/15/2019 144A

 

 

4,525,000

 

 

4,819,125

 

8.75%, 09/01/2010

 

 

2,165,000

 

 

2,213,713

 

9.25%, 11/15/2016

 

 

5,070,000

 

 

5,310,825

 

9.625%, 11/15/2016 @

 

 

3,732,000

 

 

3,969,915

 

Omnicare, Inc., 6.125%, 06/01/2013

 

 

2,655,000

 

 

2,562,075

 

Prospect Medical Holdings, Inc., 12.75%, 07/15/2014 144A

 

 

1,295,000

 

 

1,288,525

 

Symbion, Inc., 11.00%, 08/23/2015 @

 

 

833,908

 

 

637,940

 

 

 

 

 

 



 

 

 

 

 

 

 

27,900,255

 

 

 

 

 

 



 

Life Sciences Tools & Services    0.4%

 

 

 

 

 

 

 

Bio-Rad Laboratories, Inc.:

 

 

 

 

 

 

 

7.50%, 08/15/2013

 

 

1,450,000

 

 

1,479,000

 

8.00%, 09/15/2016 144A

 

 

875,000

 

 

903,437

 

 

 

 

 

 



 

 

 

 

 

 

 

2,382,437

 

 

 

 

 

 



 

INDUSTRIALS    13.3%

 

 

 

 

 

 

 

Aerospace & Defense    6.2%

 

 

 

 

 

 

 

Alliant Techsystems, Inc., 6.75%, 04/01/2016

 

 

3,880,000

 

 

3,831,500

 

DAE Aviation Holdings, Inc., 11.25%, 08/01/2015 144A

 

 

700,000

 

 

577,500

 

Geo Group, Inc., 7.75%, 10/15/2017 144A

 

 

2,025,000

 

 

2,065,500

 

See Notes to Financial Statements

 

 

10

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

INDUSTRIALS    continued

 

 

 

 

 

 

 

Aerospace & Defense    continued

 

 

 

 

 

 

 

GeoEye, Inc., 9.625%, 10/01/2015 144A

 

$

400,000

 

$

415,000

 

Hexcel Corp., 6.75%, 02/01/2015

 

 

3,160,000

 

 

3,081,000

 

L-3 Communications Holdings, Inc.:

 

 

 

 

 

 

 

5.20%, 10/15/2019 144A

 

 

115,000

 

 

115,431

 

5.875%, 01/15/2015

 

 

20,325,000

 

 

19,867,687

 

6.375%, 10/15/2015

 

 

4,621,000

 

 

4,586,343

 

Spirit AeroSystems Holdings, Inc., 7.50%, 10/01/2017 144A

 

 

815,000

 

 

812,963

 

TransDigm Group, Inc., 7.75%, 07/15/2014 144A

 

 

810,000

 

 

822,150

 

Vought Aircraft Industries, Inc., 8.00%, 07/15/2011

 

 

3,340,000

 

 

3,348,350

 

 

 

 

 

 



 

 

 

 

 

 

 

39,523,424

 

 

 

 

 

 



 

Airlines    0.9%

 

 

 

 

 

 

 

Delta Air Lines, Inc.:

 

 

 

 

 

 

 

9.50%, 09/15/2014 144A

 

 

1,490,000

 

 

1,527,250

 

12.25%, 03/15/2015 144A

 

 

2,795,000

 

 

2,690,187

 

United Airlines, Inc., 10.40%, 05/01/2018

 

 

1,390,000

 

 

1,442,994

 

 

 

 

 

 



 

 

 

 

 

 

 

5,660,431

 

 

 

 

 

 



 

Building Products    0.1%

 

 

 

 

 

 

 

Associated Materials, LLC, 9.875%, 11/15/2016 144A

 

 

455,000

 

 

468,650

 

 

 

 

 

 



 

Commercial Services & Supplies    3.0%

 

 

 

 

 

 

 

Allied Waste North America, Inc., 6.875%, 06/01/2017

 

 

990,000

 

 

1,050,952

 

Browning-Ferris Industries, Inc., 9.25%, 05/01/2021

 

 

4,140,000

 

 

5,064,185

 

Casella Waste Systems, Inc., 11.00%, 07/15/2014 144A

 

 

800,000

 

 

850,000

 

Cornell Companies, Inc., 10.75%, 07/01/2012

 

 

295,000

 

 

302,375

 

Corrections Corporation of America:

 

 

 

 

 

 

 

6.25%, 03/15/2013

 

 

2,905,000

 

 

2,905,000

 

6.75%, 01/31/2014

 

 

1,120,000

 

 

1,114,400

 

7.75%, 06/01/2017

 

 

2,190,000

 

 

2,266,650

 

DigitalGlobe, Inc., 10.50%, 05/01/2014 144A

 

 

455,000

 

 

493,675

 

Interface, Inc., 11.375%, 11/01/2013 144A

 

 

465,000

 

 

504,525

 

Iron Mountain, Inc.:

 

 

 

 

 

 

 

6.625%, 01/01/2016

 

 

515,000

 

 

505,988

 

7.75%, 01/15/2015

 

 

875,000

 

 

890,312

 

8.375%, 08/15/2021

 

 

2,725,000

 

 

2,834,000

 

Toll Corp., 8.91%, 10/15/2017

 

 

250,000

 

 

284,769

 

 

 

 

 

 



 

 

 

 

 

 

 

19,066,831

 

 

 

 

 

 



 

Machinery    1.3%

 

 

 

 

 

 

 

Commercial Vehicle Group, Inc., 13.00%, 02/15/2013 144A @ +

 

 

7,335,000

 

 

6,491,475

 

CPM Holdings, Inc., 10.625%, 09/01/2014 144A

 

 

1,320,000

 

 

1,386,000

 

Navistar International Corp., 8.25%, 11/01/2021

 

 

235,000

 

 

230,594

 

 

 

 

 

 



 

 

 

 

 

 

 

8,108,069

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

11

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

INDUSTRIALS    continued

 

 

 

 

 

 

 

Road & Rail    1.6%

 

 

 

 

 

 

 

Kansas City Southern:

 

 

 

 

 

 

 

8.00%, 06/01/2015

 

$

8,285,000

 

$

8,533,550

 

13.00%, 12/15/2013

 

 

1,655,000

 

 

1,907,387

 

 

 

 

 

 



 

 

 

 

 

 

 

10,440,937

 

 

 

 

 

 



 

Trading Companies & Distributors    0.2%

 

 

 

 

 

 

 

RSC Equipment Rental, Inc., 10.00%, 07/15/2017 144A

 

 

155,000

 

 

168,950

 

United Rentals North America, Inc.:

 

 

 

 

 

 

 

6.50%, 02/15/2012

 

 

1,050,000

 

 

1,042,125

 

10.875%, 06/15/2016 144A

 

 

125,000

 

 

136,250

 

 

 

 

 

 



 

 

 

 

 

 

 

1,347,325

 

 

 

 

 

 



 

INFORMATION TECHNOLOGY    5.4%

 

 

 

 

 

 

 

Communications Equipment    0.2%

 

 

 

 

 

 

 

EchoStar Corp.:

 

 

 

 

 

 

 

6.625%, 10/01/2014

 

 

900,000

 

 

879,750

 

7.125%, 02/01/2016

 

 

585,000

 

 

587,925

 

7.75%, 05/31/2015

 

 

100,000

 

 

102,750

 

 

 

 

 

 



 

 

 

 

 

 

 

1,570,425

 

 

 

 

 

 



 

Electronic Equipment, Instruments & Components    3.3%

 

 

 

 

 

 

 

Anixter International, Inc., 10.00%, 03/15/2014

 

 

3,225,000

 

 

3,507,187

 

Da-Lite Screen Co., Inc., 9.50%, 05/15/2011

 

 

3,635,000

 

 

3,494,144

 

Jabil Circuit, Inc., 8.25%, 03/15/2018

 

 

11,762,000

 

 

12,555,935

 

Sanmina-SCI Corp., 8.125%, 03/01/2016

 

 

1,090,000

 

 

1,046,400

 

 

 

 

 

 



 

 

 

 

 

 

 

20,603,666

 

 

 

 

 

 



 

Internet Software & Services    0.5%

 

 

 

 

 

 

 

Terremark Worldwide, Inc., 12.00%, 06/15/2017 144A

 

 

2,605,000

 

 

2,891,550

 

 

 

 

 

 



 

IT Services    1.3%

 

 

 

 

 

 

 

First Data Corp.:

 

 

 

 

 

 

 

9.875%, 09/24/2015

 

 

505,000

 

 

468,388

 

10.55%, 09/24/2015

 

 

6,410,398

 

 

5,769,358

 

iPayment, Inc., 9.75%, 05/15/2014

 

 

1,510,000

 

 

1,109,850

 

Viasystems, Inc., 10.50%, 01/15/2011

 

 

1,015,000

 

 

1,020,075

 

 

 

 

 

 



 

 

 

 

 

 

 

8,367,671

 

 

 

 

 

 



 

Semiconductors & Semiconductor Equipment    0.1%

 

 

 

 

 

 

 

National Semiconductor Corp., 6.60%, 06/15/2017

 

 

125,000

 

 

126,608

 

Spansion, Inc., 11.25%, 01/15/2016 144A •

 

 

510,000

 

 

436,050

 

 

 

 

 

 



 

 

 

 

 

 

 

562,658

 

 

 

 

 

 



 

Software    0.0%

 

 

 

 

 

 

 

Activant Solutions, Inc., 9.50%, 05/01/2016

 

 

60,000

 

 

54,900

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

12

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

MATERIALS    8.6%

 

 

 

 

 

 

 

Chemicals    3.1%

 

 

 

 

 

 

 

Ashland, Inc., 9.125%, 06/01/2017 144A

 

$

230,000

 

$

248,975

 

Dow Chemical Co., 8.55%, 05/15/2019

 

 

2,465,000

 

 

2,818,811

 

Huntsman International, LLC:

 

 

 

 

 

 

 

5.50%, 06/30/2016 144A

 

 

2,270,000

 

 

1,974,900

 

7.375%, 01/01/2015

 

 

190,000

 

 

175,750

 

Koppers Holdings, Inc., Sr. Disc. Note, Step Bond, 0.00%, 11/15/2014 †

 

 

6,195,000

 

 

6,225,975

 

MacDermid, Inc., 9.50%, 04/15/2017 144A

 

 

409,000

 

 

388,550

 

Mosaic Co.:

 

 

 

 

 

 

 

7.30%, 01/15/2028

 

 

3,465,000

 

 

3,577,613

 

7.625%, 12/01/2016 144A

 

 

3,410,000

 

 

3,672,768

 

Nalco Holding Co., 8.25%, 05/15/2017 144A

 

 

120,000

 

 

126,600

 

SOLUTIA, Inc., 8.75%, 11/01/2017

 

 

110,000

 

 

113,850

 

Tronox Worldwide, LLC, 9.50%, 12/01/2012 •

 

 

610,000

 

 

385,825

 

 

 

 

 

 



 

 

 

 

 

 

 

19,709,617

 

 

 

 

 

 



 

Construction Materials    1.2%

 

 

 

 

 

 

 

CPG International, Inc.:

 

 

 

 

 

 

 

10.50%, 07/01/2013

 

 

3,085,000

 

 

2,637,675

 

FRN, 7.87%, 07/01/2012

 

 

1,355,000

 

 

1,144,975

 

CRH America, Inc., 8.125%, 07/15/2018

 

 

1,035,000

 

 

1,197,031

 

Headwaters, Inc., 11.375%, 11/01/2014 144A

 

 

1,340,000

 

 

1,350,050

 

Texas Industries, Inc., 7.25%, 07/15/2013

 

 

1,085,000

 

 

1,068,725

 

 

 

 

 

 



 

 

 

 

 

 

 

7,398,456

 

 

 

 

 

 



 

Containers & Packaging    1.5%

 

 

 

 

 

 

 

Exopack Holding Corp., 11.25%, 02/01/2014

 

 

4,700,000

 

 

4,794,000

 

Graham Packaging Co., 8.50%, 10/15/2012

 

 

3,120,000

 

 

3,159,000

 

Sealed Air Corp., 7.875%, 06/15/2017 144A

 

 

230,000

 

 

240,012

 

Silgan Holdings, Inc., 7.25%, 08/15/2016 144A

 

 

990,000

 

 

1,009,800

 

 

 

 

 

 



 

 

 

 

 

 

 

9,202,812

 

 

 

 

 

 



 

Metals & Mining    1.3%

 

 

 

 

 

 

 

AK Steel Corp., 7.75%, 06/15/2012

 

 

1,030,000

 

 

1,037,725

 

Freeport-McMoRan Copper & Gold, Inc.:

 

 

 

 

 

 

 

8.25%, 04/01/2015

 

 

4,245,000

 

 

4,557,733

 

8.375%, 04/01/2017

 

 

2,590,000

 

 

2,788,112

 

Indalex Holdings Corp., 11.50%, 02/01/2014 •

 

 

5,985,000

 

 

97,256

 

 

 

 

 

 



 

 

 

 

 

 

 

8,480,826

 

 

 

 

 

 



 

Paper & Forest Products    1.5%

 

 

 

 

 

 

 

Clearwater Paper Corp., 10.625%, 06/15/2016 144A

 

 

1,175,000

 

 

1,286,625

 

Georgia Pacific Corp.:

 

 

 

 

 

 

 

8.125%, 05/15/2011

 

 

1,970,000

 

 

2,058,650

 

8.25%, 05/01/2016 144A

 

 

125,000

 

 

133,125

 

8.875%, 05/15/2031

 

 

495,000

 

 

509,850

 

See Notes to Financial Statements

 

 

13

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

MATERIALS    continued

 

 

 

 

 

 

 

Paper & Forest Products    continued

 

 

 

 

 

 

 

International Paper Co., 9.375%, 05/15/2019

 

$

3,440,000

 

$

4,171,296

 

NewPage Corp., 11.375%, 12/31/2014 144A

 

 

765,000

 

 

766,912

 

Verso Paper Holdings, LLC, 11.375%, 08/01/2016

 

 

1,325,000

 

 

867,875

 

 

 

 

 

 



 

 

 

 

 

 

 

9,794,333

 

 

 

 

 

 



 

TELECOMMUNICATION SERVICES    9.6%

 

 

 

 

 

 

 

Diversified Telecommunication Services    4.6%

 

 

 

 

 

 

 

Cincinnati Bell, Inc., 8.25%, 10/15/2017

 

 

1,145,000

 

 

1,136,412

 

Citizens Communications Co., 7.875%, 01/15/2027

 

 

3,625,000

 

 

3,344,062

 

FairPoint Communications, Inc., 13.125%, 04/01/2018 •

 

 

1,500,000

 

 

247,500

 

Frontier Communications Corp., 8.125%, 10/01/2018

 

 

3,255,000

 

 

3,283,481

 

Global Crossing, Ltd., 12.00%, 09/15/2015 144A

 

 

155,000

 

 

167,013

 

Qwest Corp.:

 

 

 

 

 

 

 

7.125%, 11/15/2043

 

 

2,015,000

 

 

1,541,475

 

7.25%, 09/15/2025

 

 

505,000

 

 

441,875

 

7.50%, 06/15/2023

 

 

3,260,000

 

 

3,007,350

 

7.875%, 09/01/2011

 

 

920,000

 

 

954,500

 

8.00%, 10/01/2015 144A

 

 

15,000

 

 

14,963

 

8.875%, 03/15/2012

 

 

11,090,000

 

 

11,727,675

 

SBA Telecommunications, Inc.:

 

 

 

 

 

 

 

8.00%, 08/15/2016 144A

 

 

905,000

 

 

941,200

 

8.25%, 08/15/2019 144A

 

 

610,000

 

 

640,500

 

West Corp., 9.50%, 10/15/2014

 

 

115,000

 

 

115,575

 

Windstream Corp., 7.875%, 11/01/2017 144A

 

 

1,545,000

 

 

1,568,175

 

 

 

 

 

 



 

 

 

 

 

 

 

29,131,756

 

 

 

 

 

 



 

Wireless Telecommunication Services    5.0%

 

 

 

 

 

 

 

CC Holdings GS V, LLC, 7.75%, 05/01/2017 144A

 

 

125,000

 

 

131,875

 

Centennial Communications Corp., 8.125%, 02/01/2014

 

 

8,015,000

 

 

8,325,581

 

Cricket Communications, Inc.:

 

 

 

 

 

 

 

7.75%, 05/15/2016 144A

 

 

2,285,000

 

 

2,290,713

 

9.375%, 11/01/2014

 

 

255,000

 

 

248,625

 

Crown Castle International Corp., 7.125%, 11/01/2019

 

 

165,000

 

 

162,938

 

iPCS, Inc., FRN, 3.73%, 05/01/2014 @

 

 

410,000

 

 

332,100

 

MetroPCS Communications, Inc., 9.25%, 11/01/2014

 

 

4,160,000

 

 

4,212,000

 

Sprint Nextel Corp.:

 

 

 

 

 

 

 

6.90%, 05/01/2019

 

 

4,925,000

 

 

4,309,375

 

Ser. D, 7.375%, 08/01/2015

 

 

4,890,000

 

 

4,358,212

 

Ser. F, 5.95%, 03/15/2014

 

 

8,310,000

 

 

7,281,637

 

 

 

 

 

 



 

 

 

 

 

 

 

31,653,056

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

14

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CORPORATE BONDS    continued

 

 

 

 

 

 

 

UTILITIES    12.1%

 

 

 

 

 

 

 

Electric Utilities    7.4%

 

 

 

 

 

 

 

Aquila, Inc., Step Bond, 11.875%, 07/01/2012 ††

 

$

17,244,000

 

$

20,025,267

 

CMS Energy Corp.:

 

 

 

 

 

 

 

8.50%, 04/15/2011

 

 

860,000

 

 

904,055

 

8.75%, 06/15/2019

 

 

435,000

 

 

481,036

 

Edison Mission Energy, 7.00%, 05/15/2017

 

 

140,000

 

 

113,750

 

Energy Future Holdings Corp., 11.25%, 11/01/2017 @

 

 

4,027,400

 

 

2,637,947

 

Mirant Americas Generation, LLC, 8.50%, 10/01/2021

 

 

510,000

 

 

456,450

 

Mirant Mid-Atlantic, LLC, Ser. C, 10.06%, 12/30/2028

 

 

6,708,017

 

 

6,900,873

 

Mirant North America, LLC, 7.375%, 12/31/2013

 

 

3,000,000

 

 

2,970,000

 

NRG Energy, Inc.:

 

 

 

 

 

 

 

7.25%, 02/01/2014

 

 

1,305,000

 

 

1,298,475

 

8.50%, 06/15/2019

 

 

2,400,000

 

 

2,442,000

 

Orion Power Holdings, Inc., 12.00%, 05/01/2010

 

 

8,385,000

 

 

8,699,437

 

Public Service Company of New Mexico, 7.95%, 04/01/2015

 

 

285,000

 

 

291,758

 

 

 

 

 

 



 

 

 

 

 

 

 

47,221,048

 

 

 

 

 

 



 

Gas Utilities    0.8%

 

 

 

 

 

 

 

National Fuel Gas Co., 8.75%, 05/01/2019

 

 

4,130,000

 

 

4,888,516

 

 

 

 

 

 



 

Independent Power Producers & Energy Traders    3.2%

 

 

 

 

 

 

 

AES Corp.:

 

 

 

 

 

 

 

8.00%, 06/01/2020

 

 

105,000

 

 

105,525

 

8.875%, 02/15/2011

 

 

2,045,000

 

 

2,116,575

 

Dynegy Holdings, Inc.:

 

 

 

 

 

 

 

6.875%, 04/01/2011

 

 

2,135,000

 

 

2,161,687

 

7.125%, 05/15/2018

 

 

1,719,000

 

 

1,315,035

 

7.625%, 10/15/2026

 

 

2,480,000

 

 

1,698,800

 

Reliant Energy, Inc.:

 

 

 

 

 

 

 

6.75%, 12/15/2014

 

 

8,776,000

 

 

8,973,460

 

7.625%, 06/15/2014

 

 

3,775,000

 

 

3,699,500

 

7.875%, 06/15/2017

 

 

410,000

 

 

403,850

 

 

 

 

 

 



 

 

 

 

 

 

 

20,474,432

 

 

 

 

 

 



 

Multi-Utilities    0.7%

 

 

 

 

 

 

 

Ameren Corp., 8.875%, 05/15/2014

 

 

230,000

 

 

258,168

 

PNM Resources, Inc., 9.25%, 05/15/2015

 

 

1,145,000

 

 

1,187,938

 

Texas-New Mexico Power Co., 9.50%, 04/01/2019 144A

 

 

2,435,000

 

 

2,987,974

 

 

 

 

 

 



 

 

 

 

 

 

 

4,434,080

 

 

 

 

 

 



 

Total Corporate Bonds    (cost $679,694,846)

 

 

 

 

 

702,004,246

 

 

 

 

 

 



 

YANKEE OBLIGATIONS – CORPORATE    6.5%

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY    0.1%

 

 

 

 

 

 

 

Hotels, Restaurants & Leisure    0.0%

 

 

 

 

 

 

 

Royal Caribbean Cruises, Ltd., 11.875%, 07/15/2015

 

 

90,000

 

 

101,475

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

15

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

YANKEE OBLIGATIONS – CORPORATE    continued

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY    continued

 

 

 

 

 

 

 

Media    0.1%

 

 

 

 

 

 

 

MDC Partners, Inc., 11.00%, 11/01/2016 144A

 

$

100,000

 

$

100,500

 

UPC Holdings BV, 9.875%, 04/15/2018 144A

 

 

35,000

 

 

37,188

 

Videotron, Ltd., 9.125%, 04/15/2018 144A

 

 

145,000

 

 

157,687

 

 

 

 

 

 



 

 

 

 

 

 

 

295,375

 

 

 

 

 

 



 

ENERGY    1.4%

 

 

 

 

 

 

 

Oil, Gas & Consumable Fuels    1.4%

 

 

 

 

 

 

 

Connacher Oil & Gas, Ltd.:

 

 

 

 

 

 

 

10.25%, 12/15/2015 144A

 

 

1,160,000

 

 

1,003,400

 

11.75%, 07/15/2014 144A

 

 

550,000

 

 

602,250

 

Griffin Coal Mining Co., Ltd., 9.50%, 12/01/2016 144A

 

 

6,566,000

 

 

5,351,290

 

OPTI Canada, Inc.:

 

 

 

 

 

 

 

7.875%, 12/15/2014

 

 

1,115,000

 

 

875,275

 

8.25%, 12/15/2014

 

 

1,065,000

 

 

841,350

 

 

 

 

 

 



 

 

 

 

 

 

 

8,673,565

 

 

 

 

 

 



 

FINANCIALS    1.5%

 

 

 

 

 

 

 

Consumer Finance    0.4%

 

 

 

 

 

 

 

Petroplus Finance, Ltd., 6.75%, 05/01/2014 144A

 

 

15,000

 

 

14,100

 

Wind Acquisition Finance SA, 11.75%, 07/15/2017 144A

 

 

2,360,000

 

 

2,678,600

 

 

 

 

 

 



 

 

 

 

 

 

 

2,692,700

 

 

 

 

 

 



 

Diversified Financial Services    1.1%

 

 

 

 

 

 

 

Dexus Finance Property Group, Ltd., 7.125%, 10/15/2014 144A

 

 

725,000

 

 

726,275

 

FMG Finance Property, Ltd.:

 

 

 

 

 

 

 

10.625%, 09/01/2016 144A

 

 

3,891,500

 

 

4,290,379

 

FRN, 4.36%, 09/01/2011 144A

 

 

350,000

 

 

350,437

 

Preferred Term Securities XII, Ltd., FRN, 0.99%, 12/24/2033 • +

 

 

1,540,000

 

 

13,583

 

Ship Finance International, Ltd., 8.50%, 12/15/2013

 

 

1,450,000

 

 

1,384,750

 

 

 

 

 

 



 

 

 

 

 

 

 

6,765,424

 

 

 

 

 

 



 

HEALTH CARE    0.0%

 

 

 

 

 

 

 

Pharmaceuticals    0.0%

 

 

 

 

 

 

 

Elan Corporation plc, 8.75%, 10/15/2016 144A

 

 

55,000

 

 

51,081

 

 

 

 

 

 



 

INDUSTRIALS    0.9%

 

 

 

 

 

 

 

Road & Rail    0.9%

 

 

 

 

 

 

 

Kansas City Southern de Mexico:

 

 

 

 

 

 

 

7.375%, 06/01/2014

 

 

5,484,000

 

 

5,209,800

 

12.50%, 04/01/2016 144A

 

 

535,000

 

 

603,212

 

 

 

 

 

 



 

 

 

 

 

 

 

5,813,012

 

 

 

 

 

 



 

Transportation Infrastructure    0.0%

 

 

 

 

 

 

 

Navios Maritime Holdings, Inc., 8.875%, 11/01/2017 144A

 

 

100,000

 

 

102,000

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

16

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

YANKEE OBLIGATIONS – CORPORATE    continued

 

 

 

 

 

 

 

MATERIALS    1.6%

 

 

 

 

 

 

 

Chemicals    0.1%

 

 

 

 

 

 

 

NOVA Chemicals Corp.:

 

 

 

 

 

 

 

8.375%, 11/01/2016 144A

 

$

300,000

 

$

304,875

 

8.625%, 11/01/2019 144A

 

 

375,000

 

 

381,094

 

 

 

 

 

 



 

 

 

 

 

 

 

685,969

 

 

 

 

 

 



 

Metals & Mining    1.1%

 

 

 

 

 

 

 

ArcelorMittal SA, 9.85%, 06/01/2019

 

 

975,000

 

 

1,150,929

 

Evraz Group SA:

 

 

 

 

 

 

 

8.875%, 04/24/2013 144A

 

 

330,000

 

 

324,638

 

8.875%, 04/24/2013

 

 

1,350,000

 

 

1,312,875

 

Novelis, Inc., 7.25%, 02/15/2015

 

 

1,790,000

 

 

1,615,475

 

Vedanta Resources plc, 9.50%, 07/18/2018

 

 

2,500,000

 

 

2,475,000

 

 

 

 

 

 



 

 

 

 

 

 

 

6,878,917

 

 

 

 

 

 



 

Paper & Forest Products    0.4%

 

 

 

 

 

 

 

PE Paper Escrow GmbH, 12.00%, 08/01/2014 144A

 

 

500,000

 

 

548,495

 

Sappi, Ltd.:

 

 

 

 

 

 

 

6.75%, 06/15/2012 144A

 

 

705,000

 

 

658,176

 

7.50%, 06/15/2032 144A

 

 

2,090,000

 

 

1,269,437

 

 

 

 

 

 



 

 

 

 

 

 

 

2,476,108

 

 

 

 

 

 



 

TELECOMMUNICATION SERVICES    1.0%

 

 

 

 

 

 

 

Wireless Telecommunication Services    1.0%

 

 

 

 

 

 

 

Digicel SA, 12.00%, 04/01/2014 144A

 

 

355,000

 

 

402,037

 

Inmarsat, plc, Sr. Disc. Note, Step Bond, 10.375%, 11/15/2012 †

 

 

100,000

 

 

103,750

 

Intelsat, Ltd.:

 

 

 

 

 

 

 

8.875%, 01/15/2015 144A

 

 

205,000

 

 

206,794

 

8.50%, 01/15/2013

 

 

4,155,000

 

 

4,191,356

 

Millicom International Cellular SA, 10.00%, 12/01/2013

 

 

190,000

 

 

197,363

 

Telesat Canada, Inc., 11.00%, 11/01/2015

 

 

615,000

 

 

670,350

 

Vimpel Communications, 9.125%, 04/30/2018 144A

 

 

800,000

 

 

838,000

 

 

 

 

 

 



 

 

 

 

 

 

 

6,609,650

 

 

 

 

 

 



 

Total Yankee Obligations – Corporate    (cost $36,651,506)

 

 

 

 

 

41,145,276

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 








 

 

 

 

Shares

 

 

Value

 








 

COMMON STOCKS    0.8%

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY    0.8%

 

 

 

 

 

 

 

Auto Components    0.8%

 

 

 

 

 

 

 

Metaldyne Corp., Class A + o *

 

 

7,221

 

 

1,047,045

 

Metaldyne Corp., Class B + o *

 

 

25,418

 

 

4,321,060

 

 

 

 

 

 



 

Total Common Stocks    (cost $9,569,439)

 

 

 

 

 

5,368,105

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

17

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

CONVERTIBLE DEBENTURES    0.2%

 

 

 

 

 

 

 

INFORMATION TECHNOLOGY    0.2%

 

 

 

 

 

 

 

Communications Equipment    0.2%

 

 

 

 

 

 

 

Lucent Technologies, Inc., 2.875%, 06/15/2025    (cost $581,044)

 

$

1,225,000

 

$

1,019,813

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 








 

 

 

 

Shares

 

 

Value

 








 

CLOSED END MUTUAL FUND SHARES    0.7%

 

 

 

 

 

 

 

Dreyfus High Yield Strategies Fund, Inc.

 

 

411,242

 

 

1,427,010

 

Eaton Vance Limited Duration Income Trust

 

 

99,227

 

 

1,377,271

 

ING Prime Rate Trust

 

 

22,959

 

 

115,254

 

LMP Corporate Loan Fund, Inc.

 

 

30,704

 

 

294,144

 

New America High Income Fund, Inc.

 

 

185,498

 

 

1,545,198

 

 

 

 

 

 



 

Total Closed End Mutual Fund Shares    (cost $3,053,948)

 

 

 

 

 

4,758,877

 

 

 

 

 

 



 








 

 

 

 

Principal
Amount

 

 


Value

 








 

LOANS    9.0%

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY    3.0%

 

 

 

 

 

 

 

Abitibi Consolidated, Inc., N/A, 03/30/2010 • <

 

$

500,000

 

 

410,000

 

Cooper Standard Automotive, Ltd., N/A, 12/23/2011 • <

 

 

800,000

 

 

737,928

 

Fontainebleau Resorts, LLC, FRN, 0.28%, 06/06/2014 •

 

 

1,549,829

 

 

440,182

 

Ford Motor Co., FRN, 3.25%-3.29%, 12/15/2013

 

 

2,398,053

 

 

2,115,826

 

Metaldyne Corp., FRN, 12.25%, 04/09/2014 <

 

 

4,050,000

 

 

4,062,272

 

MGM Mirage, N/A, 10/03/2011 <

 

 

1,593,253

 

 

1,435,377

 

Newsday, LLC, 9.75%, 07/15/2013

 

 

5,920,000

 

 

6,231,688

 

Sugarhouse HSP Gaming Properties, LP, FRN, 11.25%, 09/11/2014

 

 

2,375,000

 

 

2,331,324

 

Tower Automotive Holdings, FRN, 4.50%-4.625%, 07/31/2013 <

 

 

962,813

 

 

341,799

 

Tropicana Entertainment, LLC, FRN, 2.78%, 01/03/2012 •

 

 

3,645,000

 

 

1,184,661

 

 

 

 

 

 



 

 

 

 

 

 

 

19,291,057

 

 

 

 

 

 



 

CONSUMER STAPLES    1.0%

 

 

 

 

 

 

 

Merisant Co., FRN, 3.75%, 01/11/2010 • <

 

 

7,037,371

 

 

6,122,583

 

 

 

 

 

 



 

ENERGY    1.1%

 

 

 

 

 

 

 

Saint Acquisition Corp., FRN, 3.56%, 06/05/2014 <

 

 

2,128,882

 

 

1,822,515

 

Semgroup Energy Partners, FRN, 8.25%, 07/20/2012

 

 

5,385,000

 

 

5,268,899

 

 

 

 

 

 



 

 

 

 

 

 

 

7,091,414

 

 

 

 

 

 



 

FINANCIALS    0.7%

 

 

 

 

 

 

 

CIT Group, Inc., FRN, 13.00%, 01/18/2012

 

 

1,635,000

 

 

1,696,100

 

Realogy Corp., FRN:

 

 

 

 

 

 

 

3.25%, 09/01/2014

 

 

654,925

 

 

550,628

 

3.29%, 09/01/2014

 

 

2,432,580

 

 

2,045,192

 

 

 

 

 

 



 

 

 

 

 

 

 

4,291,920

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

18

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

 

 

 

Principal
Amount

 

 


Value

 








 

LOANS    continued

 

 

 

 

 

 

 

HEALTH CARE    0.3%

 

 

 

 

 

 

 

HCA, Inc., FRN, 1.78%, 11/18/2012

 

$

1,911,317

 

$

1,775,174

 

 

 

 

 

 



 

INDUSTRIALS    1.1%

 

 

 

 

 

 

 

Commercial Vehicle Group, Inc., 15.00%, 02/15/2013

 

 

4,051,992

 

 

3,796,311

 

Neff Corp., FRN:

 

 

 

 

 

 

 

3.78%, 05/31/2013 <

 

 

1,152,250

 

 

920,832

 

3.80%, 11/30/2014

 

 

12,345,000

 

 

2,407,275

 

 

 

 

 

 



 

 

 

 

 

 

 

7,124,418

 

 

 

 

 

 



 

MATERIALS    1.2%

 

 

 

 

 

 

 

LyondellBasell, FRN:

 

 

 

 

 

 

 

3.74%, 12/20/2013

 

 

405,787

 

 

229,104

 

3.99%, 12/22/2014 •

 

 

246,330

 

 

138,930

 

5.80%-6.56%, 12/15/2009

 

 

3,879,040

 

 

3,665,732

 

7.00%, 12/20/2013

 

 

1,068,891

 

 

602,853

 

13.00%, 12/15/2009

 

 

2,808,904

 

 

2,891,794

 

Momentive Performance Materials, Inc., FRN, 2.50%, 12/04/2013

 

 

548,590

 

 

469,505

 

 

 

 

 

 



 

 

 

 

 

 

 

7,997,918

 

 

 

 

 

 



 

TELECOMMUNICATION SERVICES    0.5%

 

 

 

 

 

 

 

FairPoint Communications, Inc., FRN, 5.75%, 03/08/2015 •

 

 

3,602,499

 

 

3,012,158

 

 

 

 

 

 



 

UTILITIES    0.1%

 

 

 

 

 

 

 

Scorpion Holding Co., Ltd., FRN, 7.78%, 05/08/2014

 

 

385,000

 

 

352,237

 

 

 

 

 

 



 

Total Loans    (cost $63,366,548)

 

 

 

 

 

57,058,879

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 








 

 

 

 

Shares

 

 

Value

 








 

SHORT-TERM INVESTMENTS    7.2%

 

 

 

 

 

 

 

MUTUAL FUND SHARES    7.2%

 

 

 

 

 

 

 

Evergreen Institutional Money Market Fund, Class I, 0.09% q ø ##    (cost $45,455,819)

 

 

45,455,819

 

 

45,455,819

 

 

 

 

 

 



 

Total Investments    (cost $838,373,150)     135.1%

 

 

 

 

 

856,811,015

 

Other Assets and Liabilities and Preferred Shares    (35.1%)

 

 

 

 

 

(222,451,968

)

 

 

 

 

 



 

Net Assets Applicable to Common Shareholders    100.0%

 

 

 

 

$

634,359,047

 

 

 

 

 

 



 

See Notes to Financial Statements

 

 

19

 


SCHEDULE OF INVESTMENTS continued

October 31, 2009 (unaudited)

 

144A

Security that may be sold to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended. This security has been determined to be liquid under guidelines established by the Board of Trustees, unless otherwise noted.

Security which has defaulted on payment of interest and/or principal. The Fund has stopped accruing interest on this security.

The rate shown is the stated rate at the current period end.

@

Security is currently paying interest in-kind.

Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. An effective interest rate is applied to recognize interest income daily for the bond. This rate is based on total expected interest to be earned over the life of the bond which consists of the aggregate coupon-interest payments and discount at acquisition. The rate shown is the stated rate at the current period end.

+

Security is deemed illiquid.

o

Security is valued at fair value as determined by the investment advisor in good faith, according to procedures approved by the Board of Trustees.

*

Restricted security

<

All or a portion of the position represents an unfunded loan commitment.

q

Rate shown is the 7-day annualized yield at period end.

ø

Evergreen Investment Management Company, LLC is the investment advisor to both the Fund and the money market fund.

##

All or a portion of this security has been segregated for when-issued, delayed delivery securities and/or unfunded loans.

 

Summary of Abbreviations

FRN

Floating Rate Note

The following table shows the percent of total bonds by credit quality based on Moody’s and Standard & Poor’s ratings as of Ocotober 31, 2009:

 

AAA

 

5.3

%

A

 

0.1

%

BBB

 

13.8

%

BB

 

33.9

%

B

 

26.7

%

CCC

 

9.9

%

Less than CCC

 

5.8

%

NR

 

4.5

%

 

 


 

 

 

100.0

%

 

 


 

The following table shows the percent of total bonds based on effective maturity as of October 31, 2009:

 

Less than 1 year

 

15.7

%

1 to 3 year(s)

 

14.2

%

3 to 5 years

 

21.4

%

5 to 10 years

 

42.1

%

10 to 20 years

 

5.7

%

20 to 30 years

 

0.7

%

Greater than 30 years

 

0.2

%

 

 


 

 

 

100.0

%

 

 


 

See Notes to Financial Statements

 

 

20

 


STATEMENT OF ASSETS AND LIABILITIES

October 31, 2009 (unaudited)

 

Assets

 

 

 

 

Investments in unaffiliated issuers, at value (cost $792,917,331)

 

$

811,355,196

 

Investments in affiliated issuers, at value (cost $45,455,819)

 

 

45,455,819

 





 

Total investments

 

 

856,811,015

 

Cash

 

 

36,501

 

Segregated cash

 

 

1,099,000

 

Receivable for securities sold

 

 

17,190,983

 

Interest receivable

 

 

17,223,946

 

Premiums paid on credit default swap transactions

 

 

319,283

 

Prepaid structuring fee (see Note 4)

 

 

1,533,097

 





 

Total assets

 

 

894,213,825

 





 

Liabilities

 

 

 

 

Dividends payable applicable to common shareholders

 

 

6,455,694

 

Payable for securities purchased

 

 

20,728,928

 

Unrealized losses on credit default swap transactions

 

 

724,845

 

Premiums received on credit default swap transactions

 

 

152,331

 

Secured borrowing payable

 

 

34,019,782

 

Payable to investment advisor (See Note 4)

 

 

1,470,000

 

Advisory fee payable

 

 

19,496

 

Due to other related parties

 

 

3,551

 

Accrued expenses and other liabilities

 

 

270,524

 





 

Total liabilities

 

 

63,845,151

 





 

Preferred Shares at redemption value

 

 

 

 

$25,000 liquidation value per share applicable to 7,840 shares, including dividends payable of $9,627

 

 

196,009,627

 





 

Net assets applicable to common shareholders

 

$

634,359,047

 





 

Net assets applicable to common shareholders represented by

 

 

 

 

Paid-in capital

 

$

985,933,920

 

Overdistributed net investment income

 

 

(16,939,558

)

Accumulated net realized losses on investments

 

 

(352,348,335

)

Net unrealized gains on investments

 

 

17,713,020

 





 

Net assets applicable to common shareholders

 

$

634,359,047

 





 

Net asset value per share applicable to common shareholders

 

 

 

 

Based on $634,359,047 divided by 69,490,953 shares issued and outstanding (100,000,000 common shares authorized)

 

$

9.13

 





 

See Notes to Financial Statements

 

 

21

 


STATEMENT OF OPERATIONS

Six Months Ended October 31, 2009 (unaudited)

 

Investment income

 

 

 

 

Interest (net of foreign withholding taxes of $428)

 

$

38,937,816

 

Dividends

 

 

223,511

 

Income from affiliated issuers

 

 

50,457

 





 

Total investment income

 

 

39,211,784

 





 

Expenses

 

 

 

 

Advisory fee

 

 

2,457,493

 

Administrative services fee

 

 

204,791

 

Transfer agent fees

 

 

16,292

 

Trustees’ fees and expenses

 

 

11,520

 

Printing and postage expenses

 

 

72,504

 

Custodian and accounting fees

 

 

98,544

 

Professional fees

 

 

72,788

 

Secured borrowing fees

 

 

1,661,117

 

Auction agent fees

 

 

268,394

 

Interest expense

 

 

87,649

 

Other

 

 

21,659

 





 

Total expenses

 

 

4,972,751

 

Less: Expense reductions

 

 

(7

)

Fee waivers

 

 

(1,659,769

)





 

Net expenses

 

 

3,312,975

 





 

Net investment income

 

 

35,898,809

 





 

Net realized and unrealized gains or losses on investments

 

 

 

 

Net realized gains or losses on:

 

 

 

 

Securities in unaffiliated issuers

 

 

(17,852,705

)

Credit default swap transactions

 

 

506,391

 





 

Net realized losses on investments

 

 

(17,346,314

)





 

Net change in unrealized gains or losses on:

 

 

 

 

Securities in unaffiliated issuers

 

 

145,027,951

 

Credit default swap transactions

 

 

(319,785

)





 

Net change in unrealized gains or losses on investments

 

 

144,708,166

 





 

Net realized and unrealized gains or losses on investments

 

 

128,412,844

 

Dividends to preferred shareholders from net investment income

 

 

(351,381

)





 

Net increase in net assets applicable to common shareholders resulting from operations

 

$

162,909,280

 





 

See Notes to Financial Statements

 

 

22

 


STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

Six Months Ended
October 31, 2009
(unaudited)

 

 

Year Ended
April 30, 2009

 







 

Operations

 

 

 

 

 

 

 

Net investment income

 

$

35,898,809

 

$

93,046,119

 

Net realized losses on investments

 

 

(17,346,314

)

 

(269,636,104

)

Net change in unrealized gains or losses on investments

 

 

144,708,166

 

 

(68,877,136

)

Dividends to preferred shareholders from net investment income

 

 

(351,381

)

 

(5,657,605

)








 

Net increase (decrease) in net assets applicable to common shareholders resulting from operations

 

 

162,909,280

 

 

(251,124,726

)








 

Distributions to common shareholders from

 

 

 

 

 

 

 

Net investment income

 

 

(40,926,891

)

 

(90,527,900

)








 

Capital share transactions

 

 

 

 

 

 

 

Net asset value of common shares issued under the Automatic Dividend Reinvestment Plan

 

 

3,774,199

 

 

682,493

 








 

Total increase (decrease) in net assets applicable to common shareholders

 

 

125,756,588

 

 

(340,970,133

)

Net assets applicable to common shareholders

 

 

 

 

 

 

 

Beginning of period

 

 

508,602,459

 

 

849,572,592

 








 

End of period

 

$

634,359,047

 

$

508,602,459

 








 

Overdistributed net investment income

 

$

(16,939,558

)

$

(6,219,683

)








 

See Notes to Financial Statements

 

 

23

 


STATEMENT OF CASH FLOWS

October 31, 2009 (unaudited)

 

Decrease in cash:

 

 

 

 

Cash flows from operating activities:

 

 

 

 

Net increase in net assets resulting from operations

 

$

162,909,280

 

Adjustments to reconcile net increase in net assets from operations to net cash used in operating activities:

 

 

 

 

Purchase of investment securities

 

 

(530,133,735

)

Proceeds from disposition of investment securities

 

 

535,008,493

 

Amortization

 

 

(7,119,521

)

Swap payments received

 

 

506,391

 

Preferred Share distributions

 

 

351,381

 

Sale of short-term investment securities, net

 

 

6,282,827

 

Decrease in dividends and interest receivable

 

 

(234,193

)

Decrease in receivable for securities sold

 

 

(4,418,866

)

Decrease in segregated cash

 

 

(70,000

)

Decrease in receivable from investment advisor

 

 

(2,355

)

Increase in payable for securities purchased

 

 

2,610,325

 

Decrease in payable for securities on loan

 

 

(9,435

)

Decrease in premiums paid on swaps

 

 

(161,326

)

Decrease in premiums received on swaps

 

 

(411,441

)

Increase in advisory fees payable

 

 

19,496

 

Increase in due to other related parties

 

 

2,549

 

Decrease in accrued expenses and other liabilities

 

 

(142,112

)

Unrealized appreciation on securities in unaffiliated issuers

 

 

(145,027,951

)

Unrealized depreciation on swaps

 

 

319,785

 

Amortization of prepaid structuring fee

 

 

496,712

 

Net realized gains on swaps

 

 

(506,391

)

Net realized loss on securities in unaffiliated issuers

 

 

17,852,705

 





 

Net cash provided by operating activities

 

 

38,122,618

 





 

Cash flows from financing activities:

 

 

 

 

Cash distributions paid on common shares

 

 

(38,241,931

)

Cash distributions paid on Preferred Shares

 

 

(356,153

)

Payment to investment advisor for secured borrowing

 

 

(490,000

)

Increase in secured borrowing

 

 

(13,370

)





 

Net cash used in financing activities

 

 

(39,101,454

)





 

Net decrease in cash

 

 

(978,836

)





 

Cash:

 

 

 

 

Beginning of period

 

$

1,015,337

 





 

End of period

 

$

36,501

 





 

Supplemental cash disclosure:

 

 

 

 

Cash paid for interest

 

$

67,867

 





 

Supplemental non-cash financing disclosure:

 

 

 

 

Reinvestment of dividends

 

$

3,774,199

 





 

See Notes to Financial Statements

 

 

24

 


NOTES TO FINANCIAL STATEMENTS (unaudited)

1. ORGANIZATION

Evergreen Income Advantage Fund (the “Fund”) was organized as a statutory trust under the laws of the state of Delaware on December 3, 2002 and is registered as a diversified closed-end management investment company under the Investment Company Act of 1940, as amended. The primary investment objective of the Fund is to seek a high level of current income. The Fund may, as a secondary objective, also seek capital appreciation to the extent consistent with its investment objective.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The policies are in conformity with generally accepted accounting principles in the United States of America, which require management to make estimates and assumptions that affect amounts reported herein. Actual results could differ from these estimates. Management has considered the circumstances under which the Fund should recognize or make disclosures regarding events or transactions occurring subsequent to the balance sheet date through December 23, 2009 which represents the date the financial statements are issued. Adjustments or additional disclosures, if any, have been included in these financial statements.

a. Valuation of investments

Portfolio debt securities acquired with more than 60 days to maturity are fair valued using matrix pricing methods determined by an independent pricing service which takes into consideration such factors as similar security prices, yields, maturities, liquidity and ratings. Securities for which valuations are not readily available from an independent pricing service may be valued by brokers which use prices provided by market makers or estimates of fair market value obtained from yield data relating to investments or securities with similar characteristics.

Listed equity securities are usually valued at the last sales price or official closing price on the national securities exchange where the securities are principally traded. If there has been no sale, the securities are valued at the mean between bid and asked prices.

Short-term securities of sufficient credit quality with remaining maturities of 60 days or less at the time of purchase are valued at amortized cost, which approximates fair value.

Investments in open-end mutual funds are valued at net asset value. Securities for which market quotations are not readily available or not reflective of current fair value are valued at fair value as determined by the investment advisor in good faith, according to procedures approved by the Board of Trustees.

The valuation techniques used by the Fund to measure fair value are consistent with the market approach, income approach and/or cost approach, where applicable, for each security type.

 

 

25

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

b. When-issued and delayed delivery transactions

The Fund records when-issued or delayed delivery securities as of trade date and maintains security positions such that sufficient liquid assets will be available to make payment for the securities purchased. Securities purchased on a when-issued or delayed delivery basis are marked-to-market daily and begin earning interest on the settlement date. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

c. Loans

The Fund may purchase loans through an agent, by assignment from another holder of the loan or as a participation interest in another holder’s portion of the loan. Loans are purchased on a when-issued or delayed delivery basis. Interest income is accrued based on the terms of the securities. Fees earned on loan purchasing activities are recorded as income when earned. Loans involve interest rate risk, liquidity risk and credit risk, including the potential default or insolvency of the borrower.

d. Securities lending

The Fund may lend its securities to certain qualified brokers in order to earn additional income. The Fund receives compensation in the form of fees or interest earned on the investment of any cash collateral received. The Fund also continues to receive interest and dividends on the securities loaned. The Fund receives collateral in the form of cash or securities with a market value at least equal to the market value of the securities on loan, including accrued interest. In the event of default or bankruptcy by the borrower, the Fund could experience delays and costs in recovering the loaned securities or in gaining access to the collateral. In addition, the investment of any cash collateral received may lose all or part of its value. The Fund has the right under the lending agreement to recover the securities from the borrower on demand.

e. Interest rate swaps

The Fund is subject to interest rate risk in the normal course of pursuing its investment objectives. The Fund may enter into interest rate swap contracts for hedging purposes to manage the Fund’s exposure to interest rates. Interest rate swaps involve the exchange between the Fund and another party of their commitments to pay or receive interest based on a notional principal amount.

The value of the swap contract is marked-to-market daily based upon quotations from brokers which use prices provided by market makers and any change in value is recorded as an unrealized gain or loss. Payments made or received are recorded as realized gains or losses. The Fund could be exposed to risks if the counterparty defaults on its obligation to perform or if there are unfavorable changes in the fluctuation of interest rates. The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life. This risk is mitigated by having a master netting arrangement between the Fund and the counterparty

 

 

26

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

and by having the counterparty post collateral to cover the Fund’s exposure to the counterparty.

f. Credit default swaps

The Fund is subject to credit risk in the normal course of pursuing its investment objectives. The Fund may enter into credit default swap contracts for hedging or speculative purposes to provide or receive a measure of protection against default on a referenced entity, obligation or index. Credit default swaps involve an exchange of a stream of payments for protection against the loss in value of an underlying security or index. Under the terms of the swap, one party acts as a guarantor (referred to as the seller of protection) and receives a periodic stream of payments, provided that there is no credit event, from another party (referred to as the buyer of protection) that is a fixed percentage applied to a notional principal amount over the term of the swap. An index credit default swap references all the names in the index, and if a credit event is triggered, the credit event is settled based on that name’s weight in the index. A credit event includes bankruptcy, failure to pay, obligation default, obligation acceleration, repudiation/moratorium, and restructuring. The Fund may enter into credit default swaps as either the seller of protection or the buyer of protection. As the seller of protection, the Fund is subject to investment exposure on the notional amount of the swap and has assumed the risk of default of the underlying security or index. As the buyer of protection, the Fund could be exposed to risks if the seller of the protection defaults on its obligation to perform, or if there are unfavorable changes in the fluctuation of interest rates or in the price of the underlying security or index. The maximum potential amount of future payments (undiscounted) that the Fund as the seller of protection could be required to make under the credit default swap contract would be an amount equal to the notional amount of the swap contract. The Fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the contract. This risk is mitigated by having a master netting arrangement between the Fund and the counterparty and by having the counterparty post collateral to cover the Fund’s exposure to the counterparty.

If the Fund is the seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will pay to the buyer of protection the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index. If the Fund is the buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will receive from the seller of protection the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index.

Any premiums paid or received on the transactions are recorded as an asset or liability on the Statement of Assets and Liabilities and amortized. The value of the swap contract is marked-to-market daily based on quotations from an independent pricing service or market makers and any change in value is recorded as an unrealized gain or loss. Periodic

 

 

27

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

payments made or received are recorded as realized gains or losses. In addition, payments received or made as a result of a credit event or termination of the contract are recognized as realized gains or losses.

Certain credit default swap contracts entered into by the Fund provide for conditions that result in events of default or termination that enable the counterparty to the agreement to cause an early termination of the transactions under those agreements. Any election by the counterparty to terminate early may impact the amounts reported on the financial statements.

g. Security transactions and investment income

Security transactions are recorded on trade date. Realized gains and losses are computed using the specific cost of the security sold. Interest income is recorded on the accrual basis and includes accretion of discounts and amortization of premiums. To the extent debt obligations are placed on non-accrual status, any related interest income may be reduced by writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. If the issuer subsequently resumes interest payments or when the collectibility of interest is reasonably assured, the debt obligation is removed from non-accrual status. Dividend income is recorded on the ex-dividend date. Foreign income and capital gains realized on some securities may be subject to foreign taxes, which are accrued as applicable.

h. Federal and other taxes

The Fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income, including any net capital gains (which have already been offset by available capital loss carryovers). Accordingly, no provision for federal taxes is required. The Fund’s income and excise tax returns and all financial records supporting those returns for the prior three fiscal years are subject to examination by the federal, Massachusetts and Delaware revenue authorities.

i. Distributions

Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-dividend date. Such distributions are determined in conformity with income tax regulations, which may differ from generally accepted accounting principles.

3. ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Evergreen Investment Management Company, LLC (“EIMC”), a subsidiary of Wells Fargo & Company (“Wells Fargo”), is the investment advisor to the Fund and is paid an annual fee of 0.60% of the Fund’s average daily total assets. Total assets consist of the net assets of the Fund plus borrowings or other leverage for investment purposes. For the six months ended October 31, 2009, the advisory fee was equivalent to an annual rate of 0.84% of the Fund’s average daily net assets applicable to common shareholders.

 

 

28

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

Tattersall Advisory Group, Inc., an affiliate of EIMC and an indirect, wholly-owned subsidiary of Wells Fargo, is an investment sub-advisor to the Fund and is paid by EIMC for its services to the Fund.

From time to time, EIMC may voluntarily or contractually waive its fee and/or reimburse expenses in order to limit operating expenses. During the six months ended October 31, 2009, EIMC contractually waived its advisory fee in the amount of $1,659,769. This contractual waiver was put in place to ensure the costs incurred by the Fund under the Facility (see Note 4) would not exceed the sum of the costs that would have been incurred if the Preferred Shares had not been redeemed minus 0.05% of the average outstanding borrowings under the Facility.

The Fund may invest in money market funds which are advised by EIMC. Income earned on these investments is included in income from affiliated issuers on the Statement of Operations.

EIMC also serves as the administrator to the Fund providing the Fund with facilities, equipment and personnel. EIMC is paid an annual administrative fee of 0.05% of the Fund’s average daily total assets. For the six months ended October 31, 2009, the administrative fee was equivalent to an annual rate of 0.07% of the Fund’s average daily net assets applicable to common shareholders.

4. CAPITAL SHARE TRANSACTIONS

The Fund has authorized capital of 100,000,000 common shares with no par value. For the six months ended October 31, 2009 and the year ended April 30, 2009, the Fund issued 460,368 and 96,945 common shares, respectively.

The Fund currently has 7,840 shares of Auction Market Preferred Shares (“Preferred Shares”) issued and outstanding consisting of six series, each with a liquidation value of $25,000 plus accumulated but unpaid dividends (whether or not earned or declared). Dividends on each series of Preferred Shares are cumulative at a rate, which is reset based on the result of an auction. During the six months ended October 31, 2009, the Preferred Shares experienced failed auctions and the Fund paid dividends to the holders of Preferred Shares based on the maximum rate allowed under the governing documents for the Preferred Shares. The annualized dividend rate of 0.35% during the six months ended October 31, 2009 included the maximum rate for the dates on which auctions failed. The Fund will not declare, pay or set apart for payment any dividend to its common shareholders unless the Fund has declared and paid or contemporaneously declares and pays full cumulative dividends on each series of Preferred Shares through its most recent dividend payment date.

Each series of Preferred Shares is redeemable, in whole or in part, at the option of the Fund on any dividend payment date at $25,000 per share plus any accumulated or unpaid dividends (whether or not earned or declared). Each series of Preferred Shares is also

 

 

29

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

subject to mandatory redemption at $25,000 per share plus any accumulated or unpaid dividends (whether or not earned or declared) if the asset coverage with respect to the outstanding Preferred Shares fell below 200%.

The holders of Preferred Shares have voting rights equal to the holders of the Fund’s common shares and will vote together with holders of common shares as a single class. Holders of Preferred Shares, voting separately as a single class, have the right to elect at least two Trustees at all times. The remaining Trustees will be elected by holders of common shares and Preferred Shares, voting together as a single class.

The Fund had secured debt financing from a multi-seller commercial paper conduit administered by a major financial institution (the “Facility”) in order to redeem a pro rata portion of each of its series of Preferred Shares. The Facility is available to the Fund until April 30, 2011. The Fund’s borrowings under the Facility are generally charged interest at a rate based on the rates of the commercial paper notes issued by the Facility to fund the Fund’s borrowings or at the London Interbank Offered Rate (LIBOR) plus 9.50%. During the six months ended October 31, 2009 the Fund incurred an effective interest rate of 0.50% on the borrowings, which was based on the rates of the commercial paper notes issued by the Facility. Interest expense of $87,649, representing 0.03% of the Fund’s average daily net assets applicable to common shareholders was incurred during the six months ended October 31, 2009. The Fund has pledged its assets to secure borrowings under the Facility. The Fund pays, on a monthly basis, a liquidity fee at an annual rate of 2.75% of the total commitment amount and a program fee at an annual rate of 2.75% on the daily average outstanding principal amount of borrowings. A structuring fee of $2,940,000 was paid by EIMC on behalf of the Fund, which represents 1.00% of the financing available to the Fund under the Facility. This fee is being amortized over three years. During the six months ended October 31, 2009, the Fund recognized amortization expense of $496,712. The Fund will reimburse EIMC over the three year period.

5. INVESTMENT TRANSACTIONS

Cost of purchases and proceeds from sales of investment securities (excluding short-term securities) were $451,561,310 and $431,201,327, respectively, for the six months ended October 31, 2009.

Fair value measurements are determined within a framework that has established a fair value hierarchy based upon the various data inputs utilized in determining the value of the Fund’s investments. These inputs are summarized into three broad levels as follows:

Level 1 – quoted prices in active markets for identical securities

Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

 

 

30

 

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

As of October 31, 2009, the inputs used in valuing the Fund’s assets, which are carried at fair value, were as follows:

 

Investments in Securities

 

Quoted Prices
(Level 1)

 

Significant
Other
Observable
Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Total

 










 

Equity securities

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stocks

 

$

0

 

$

0

 

$

5,368,105

 

$

5,368,105

 

Closed-end mutual fund shares

 

 

4,758,877

 

 

0

 

 

0

 

 

4,758,877

 

Corporate debt securities

 

 

0

 

 

743,499,654

 

 

669,681

 

 

744,169,335

 

Loans

 

 

0

 

 

45,598,295

 

 

11,460,584

 

 

57,058,879

 

Short-term investments

 

 

45,455,819

 

 

0

 

 

0

 

 

45,455,819

 














 

 

 

$

50,214,696

 

$

789,097,949

 

$

17,498,370

 

$

856,811,015

 














 

Further details on the major security types listed above can be found in the Schedule of Investments.

As of October 31, 2009, the inputs used in valuing the Fund’s other financial instruments, which are carried at fair value, were as follows:

 

 

 

Quoted Prices
(Level 1)

 

Significant
Other
Observable
Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Total

 










 

Other financial instruments*

 

$0

 

$(557,893)

 

$0

 

$(557,893)

 










 

*

Other financial instruments include swap contracts. The value of swap contracts consists of unrealized gains/losses and premiums paid/received on swap contracts as reflected in the Statement of Assets and Liabilities.

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value:

 

 

 

Common
stocks

 

Corporate
debt securities

 

Loans

 

Total

 










 

Balance as of May 1, 2009

 

$

0

 

$

0

 

$

0

 

$

0

 

Realized gains or losses

 

 

0

 

 

0

 

 

0

 

 

0

 

Change in unrealized gains or losses

 

 

(4,201,334

)

 

0

 

 

0

 

 

(4,201,334

)

Net purchases (sales)

 

 

9,569,439

 

 

0

 

 

0

 

 

9,569,439

 

Transfers in and/or out of Level 3

 

 

0

 

 

669,681

 

 

21,379,478

 

 

22,049,159

 














 

Balance as of October 31, 2009

 

$

5,368,105

 

$

669,681

 

$

21,379,478

 

$

27,417,264

 














 

Change in unrealized gains or losses included in
earnings relating to securities still held at
[Month xx, 200X]

 

$

(4,201,334

)

 

 

 

$

0

 

$

(4,201,334

)














 

As of October 31, 2009, the Fund had unfunded loan commitments of $5,666,851.

 

 

31

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

On October 31, 2009, the aggregate cost of securities for federal income tax purposes was $846,308,045. The gross unrealized appreciation and depreciation on securities based on tax cost was $53,246,128 and $42,743,158, respectively, with a net unrealized appreciation of $10,502,970.

As of April 30, 2009, the Fund had $165,650,246 in capital loss carryovers for federal income tax purposes expiring as follows:

 

Expiration


2014

2015

2016

2017





$7,717,772

$11,808,863

$15,525,027

$130,598,584





For income tax purposes, capital losses incurred after October 31 within the Fund’s fiscal year are deemed to arise on the first business day of the following fiscal year. As of April 30, 2009, the Fund incurred and elected to defer post-October losses of $162,390,514.

6. DERIVATIVE TRANSACTIONS

The Fund enters into credit default swap contracts as a substitute for taking a position in the underlying security or basket of securities or to potentially enhance the Fund’s total return. At October 31, 2009, the Fund had the following credit default swap contracts outstanding:

Credit default swaps on debt obligations – Buy protection

 

Expiration

 

Counterparty

 

Reference
Debt
Obligation

 

Rating of
Reference
Debt
Obligation*

 

 

Notional
Amount

 

Fixed
Payments
Made
by the Fund

 

Frequency of
Payments
Made

 

 

Market Value

 

 

Upfront
Premiums
Paid/
(Received)

 

 

Unrealized
Gain (Loss)

 
























 

06/20/2014

 

Goldman Sachs

 

Expedia, 7.46%, 08/15/2018 #

 

BBB-

 

$

970,000

 

5.00%

 

Quarterly

 

$

(173,617

)

$

(82,496

)

$

(91,121

)

06/20/2014

 

Goldman Sachs

 

Motorola, 6.50%, 09/01/2025 #

 

BB+

 

 

2,005,000

 

1.00%

 

Quarterly

 

 

27,044

 

 

182,061

 

 

(155,017

)

06/20/2014

 

JPMorgan

 

Motorola, 6.50%, 09/01/2025 #

 

BB+

 

 

2,215,000

 

1.00%

 

Quarterly

 

 

29,878

 

 

137,222

 

 

(107,344

)

06/20/2014

 

UBS

 

Expedia, 7.46%, 08/15/2018 #

 

BBB-

 

 

2,465,000

 

5.00%

 

Quarterly

 

 

(441,198

)

 

(69,835

)

 

(371,363

)
























 

*

Reflects the ratings of a nationally recognized ratings agency at period end. A rating of D would most likely indicate a trigger event of default has occurred although circumstances including bankruptcy, failure to pay, obligation default, obligation acceleration, repudiation/moratorium and restructuring may also cause a credit event to take place.

#

The Fund entered into the swap contract for speculative purposes.

The Fund had an average notional balance on credit default swaps of $12,455,136 during the six months ended October 31, 2009.

 

 

32

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

Certain of the Fund’s derivative transactions may contain provisions for early termination in the event the net assets of the Fund declines below specific levels identified by the counterparty. If these levels are triggered, the counterparty may terminate the transaction and seek payment or request full collateralization of the derivative transaction in net liability positions. On October 31, 2009, the aggregate fair value of all derivative instruments with net asset contingent features that were in a liability positions amounted to $614,815. As of October 31, 2009, the Fund had segregated $1,099,000 as cash collateral for outstanding swap transactions.

The fair value, realized gains or losses and change in unrealized gains or losses on derivative instruments are reflected in the appropriate financial statements.

7. EXPENSE REDUCTIONS

Through expense offset arrangements with the Fund’s custodian, a portion of fund expenses has been reduced.

8. DEFERRED TRUSTEES’ FEES

Each Trustee of the Fund may defer any or all compensation related to performance of his or her duties as a Trustee. The Trustees’ deferred balances are allocated to deferral accounts, which are included in the accrued expenses for the Fund. The investment performance of the deferral accounts is based on the investment performance of certain Evergreen funds. Any gains earned or losses incurred in the deferral accounts are reported in the Fund’s Trustees’ fees and expenses. At the election of the Trustees, the deferral account will be paid either in one lump sum or in quarterly installments for up to ten years.

9. REGULATORY MATTERS AND LEGAL PROCEEDINGS

The Evergreen funds, EIMC and certain of EIMC’s affiliates are involved in various legal actions, including private litigation and class action lawsuits, and are and may in the future be subject to regulatory inquiries and investigations.

EIMC and Evergreen Investment Services, Inc. (“EIS”) have reached final settlements with the Securities and Exchange Commission (“SEC”) and the Securities Division of the Secretary of the Commonwealth of Massachusetts (“Commonwealth”) primarily relating to the liquidation of Evergreen Ultra Short Opportunities Fund (“Ultra Short Fund”). The claims settled include the following: first, that during the period February 2007 through Ultra Short Fund’s liquidation on June 18, 2008, Ultra Short Fund’s former portfolio management team failed to properly take into account readily available information in valuing certain non-agency residential mortgage-backed securities held by the Ultra Short Fund, resulting in the Ultra Short Fund’s net asset value (“NAV”) being overstated during the period; second, that EIMC and EIS acted inappropriately when, in an effort to explain the decline in Ultra Short Fund’s NAV, certain information regarding the decline was communicated to some, but not all, shareholders and financial intermediaries;

 

 

33

 


NOTES TO FINANCIAL STATEMENTS (unaudited) continued

third, that the Ultra Short Fund portfolio management team did not adhere to regulatory requirements for affiliated cross trades in executing trades with other Evergreen funds; and finally, that from at least September 2007 to August 2008, EIS did not preserve certain text and instant messages transmitted via personal digital assistant devices. In settling these matters, EIMC and EIS have agreed to payments totaling $41,125,000, up to $40,125,000 of which will be distributed to eligible shareholders of Ultra Short Fund pursuant to a methodology and plan approved by the regulators. EIMC and EIS neither admitted nor denied the regulators’ conclusions.

Three purported class actions have also been filed in the U.S. District Court for the District of Massachusetts relating to the same events; defendants include various Evergreen entities, including EIMC and EIS, and Evergreen Fixed Income Trust and its Trustees. The cases generally allege that investors in the Ultra Short Fund suffered losses as a result of (i) misleading statements in Ultra Short Fund’s registration statement and prospectus, (ii) the failure to accurately price securities in the Ultra Short Fund at different points in time and (iii) the failure of the Ultra Short Fund’s risk disclosures and description of its investment strategy to inform investors adequately of the actual risks of the fund.

EIMC does not expect that any of the legal actions, inquiries or settlement of regulatory matters will have a material adverse impact on the financial position or operations of the Fund to which these financial statements relate. Any publicity surrounding or resulting from any legal actions or regulatory inquiries involving EIMC or its affiliates or any of the Evergreen Funds could result in reduced sales or increased redemptions of Evergreen fund shares, which could increase Evergreen fund transaction costs or operating expenses or have other adverse consequences on the Evergreen funds, including the Fund.

10. SUBSEQUENT DISTRIBUTIONS

The Fund declared the following distributions to common shareholders:

 

Declaration
Date

Record
Date

Payable
Date

Net Investment
Income





10/16/2009

11/16/2009

12/01/2009

$0.09290

11/20/2009

12/15/2009

01/04/2010

$0.09290

12/11/2009

01/19/2010

02/01/2010

$0.09290





These distributions are not reflected in the accompanying financial statements.

 

 

34

 


ADDITIONAL INFORMATION (unaudited)

ANNUAL MEETING OF SHAREHOLDERS

On August 7, 2009, the Annual Meeting of Shareholders was held to consider the following proposal. The results of the proposal are indicated below.

Proposal 1 — Election of Trustees:

 

 

Net Assets Voted
“For”

Net Assets Voted
“Withheld”




K. Dun Gifford

$484,090,750

$19,711,036

Dr. Leroy Keith, Jr.

  483,846,052

  19,955,734

Patricia B. Norris

  483,853,128

  19,948,658

Michael S. Scofield

  484,129,762

  19,672,024




 

 

35

 


ADDITIONAL INFORMATION (unaudited) continued

INFORMATION ABOUT THE REVIEW AND APPROVAL OF THE FUND‘S INVESTMENT ADVISORY AGREEMENT

Each year, as required by law, the Fund’s Board of Trustees determines whether to approve the continuation of the Fund’s investment advisory agreements. At an in person meeting on September 23-24, 2009, the Trustees, including a majority of the Trustees who are not “interested persons” (as that term is defined in the 1940 Act) of the Fund, Tattersall Advisory Group, Inc. (the “Sub-Advisor”), or EIMC (the “independent Trustees”), approved the continuation of the Fund’s investment advisory agreements. (References below to the “Fund” are to Evergreen Income Advantage Fund; references to the “funds” are to the Evergreen funds generally.)

At the same time, the Trustees considered the continuation of the investment advisory agreements for all of the Evergreen funds. The description below refers in many cases to the Trustees’ process for considering, and conclusions regarding, all of the funds’ agreements. In all of their deliberations, the Board of Trustees and the independent Trustees were advised by independent counsel to the independent Trustees and counsel to the funds.

The review process. In connection with its review of the funds’ investment advisory agreements, the Board of Trustees requests and evaluates, and EIMC and any sub-advisors are required to furnish, such information as the Trustees consider to be reasonably necessary in the circumstances. Over the course of the year preceding their September 2009 meeting, the Trustees regularly reviewed information regarding the investment performance of all of the funds. As part of their ongoing review of investment performance, the Trustees monitored for changes in performance and for the results of any changes in a fund’s investment process or investment team. The Trustees paid particular attention to funds whose performance since September 2008 (when the Trustees completed their 2008 review of the funds’ investment advisory agreements) indicated short-term or longer-term performance issues and to funds that they had identified during their 2008 review process as having short- or longer-term performance issues.

In spring 2009, a committee of the Board of Trustees (the “Committee”), working with EIMC management, determined generally the types of information the Trustees would review as part of the 2009 review process and set a timeline detailing the information required and the dates for its delivery to the Trustees. The Board engaged the independent data provider Keil Fiduciary Strategies LLC (“Keil”) to provide fund-specific and industry-wide data containing information of a nature and in a format generally prescribed by the Committee, and the Committee worked with Keil and EIMC to develop appropriate groups of peer funds for each fund. The Committee also identified a number of expense, performance, and other areas of review and requested specific information as to those areas of review.

 

 

36

 


ADDITIONAL INFORMATION (unaudited) continued

The Trustees formed small groups to review individual funds in greater detail. They reviewed, with the assistance of an independent industry consultant that they retained, the information that EIMC, the Sub-Advisor, and Keil provided. In addition, the Trustees considered information regarding, among other things, the funds’ brokerage practices, the funds’ use of derivatives, analyst and research support available to the portfolio management teams, risk management practices, and certain fall-out benefits received directly and indirectly by EIMC and its affiliates from the funds. The Trustees requested and received additional information following that review.

In December 2008 Wells Fargo & Company (“Wells Fargo”) acquired Wachovia Corporation (“Wachovia”), EIMC’s parent company. Wells Fargo and EIMC have taken steps to combine the operations of Wells Fargo’s investment management affiliates and EIMC during the past year and have proposed to the Trustees the combination of the mutual fund families managed by them. During the course of the year, and during their review, the Trustees requested and received information about Wells Fargo and its advisory and broker-dealer operations, the status of efforts to combine the Wells Fargo and Evergreen investment management operations, and the effects on the funds and on the services provided by EIMC and its affiliates to the funds. In their deliberations, the Trustees were mindful that it was possible that the proposed combination of the two fund families might be effected during the coming 12-month period.

The Committee met several times by telephone during the 2009 review process to consider the information provided to it. The Committee then met with representatives of EIMC and its affiliates, including Wells Fargo. In addition, during the course of their review, the Trustees discussed the continuation of the funds’ advisory agreements with representatives of EIMC, and in meetings with independent legal counsel in multiple private sessions at which no personnel of EIMC were present. At a meeting of the full Board of Trustees held on September 23-24, 2009, the Committee reported the results of its discussions with EIMC. The full Board met with representatives of EIMC and its affiliates and engaged in further review of the materials provided to it, after which the independent Trustees and the full Board approved the continuation of each of the advisory and sub-advisory agreements.

The Trustees’ determination to approve the continuation of the advisory and sub-advisory agreements was based on a comprehensive evaluation of all of the information provided to them. In considering the continuation of the agreements, the Trustees did not identify any particular information or consideration that was all-important or controlling, and each Trustee attributed different weights to various factors. The Trustees evaluated information provided to them both in terms of the funds generally and with respect to each fund, including the Fund, specifically as they considered appropriate. Although the Trustees considered the continuation of the agreements for each of the funds as part of the

 

 

37

 


ADDITIONAL INFORMATION (unaudited) continued

larger process of considering the continuation of the advisory contracts for all of the funds, their determination to continue the advisory agreements for each of the funds was ultimately made on a fund-by-fund basis.

This summary describes a number of the most important, but not necessarily all, of the factors considered by the Board and the independent Trustees.

Information reviewed. The Board of Trustees and committees of the Board of Trustees met periodically during the course of the year. EIMC presented a wide variety of information at those meetings regarding the services it provides for the funds, the investment performance of the funds, and other aspects of the business and operations of the funds. At those meetings, and in the process of considering the continuation of the agreements, the Trustees considered information regarding, for example, the funds’ investment results; the portfolio management teams for the funds and the experience of the members of the teams, and any recent changes in the membership of the teams; portfolio trading practices; compliance by the funds, EIMC, and the Sub-Advisor with applicable laws and regulations and with the funds’ and EIMC’s compliance policies and procedures; risk evaluation and oversight procedures at EIMC; services provided by affiliates of EIMC to the funds and shareholders of the funds; and other information relating to the nature, extent, and quality of services provided by EIMC and the Sub-Advisor. The Trustees considered a number of changes in portfolio management personnel at EIMC and its advisory affiliates in the year since September 2008. The Trustees also considered changes in personnel at the funds and EIMC, including the appointment of a new President of the funds, who also serves as President and Chief Operating Officer of EIMC, and a new Chief Investment Officer of EIMC in August of 2008.

The Trustees considered the rates at which the funds pay investment advisory fees, and the efforts generally by EIMC and its affiliates as sponsors of the funds. The data provided by Keil showed the management fees paid by each fund in comparison to the management fees of other peer mutual funds, in addition to data regarding the investment performance of the funds in comparison to other peer mutual funds. The Trustees were assisted by an independent industry consultant in reviewing the information presented to them.

The Trustees noted that, in certain cases, EIMC and/or its affiliates provide advisory services to other clients that are comparable to the advisory services they provide to certain funds. The Trustees considered the information EIMC provided regarding the rates at which those other clients pay advisory fees to EIMC. Fees charged to those other clients were generally lower than those charged to the respective funds. In respect of these other accounts, EIMC noted that the compliance, reporting, and other legal burdens of providing investment advice to mutual funds generally exceed those required to provide advisory services to non-mutual fund clients such as retirement or pension plans.

 

 

38

 


ADDITIONAL INFORMATION (unaudited) continued

The Trustees considered the transfer agency fees paid by the funds to an affiliate of EIMC. They reviewed information presented to them showing that the transfer agency fees charged to the funds were generally consistent with industry norms.

The Trustees also considered that EIMC serves as administrator to the funds and receives a fee for its services as administrator. In their comparison of fees paid by the funds with those paid by other mutual funds, the Trustees considered administrative fees paid by the funds and those other mutual funds. They considered that EIS, an affiliate of EIMC, would serve as distributor to the funds until January 3, 2010, and that Wells Fargo Funds Distributor, LLC, also an affiliate of EIMC, would serve as distributor to the funds beginning on January 4, 2010, and noted that the distributor receives fees from the funds for those services. The Trustees also considered other so-called “fall-out” benefits to EIMC and its affiliates due to their other relationships with the funds, including, for example, soft-dollar services received by EIMC attributable to transactions entered into by EIMC on behalf of the funds and brokerage commissions received by Wells Fargo Advisors, LLC (“Wells Fargo Advisors”) (formerly Wachovia Securities, LLC), an affiliate of EIMC, from transactions effected by it for the funds. The Trustees noted that the funds (other than the closed-end funds) pay sub-transfer agency fees to various financial institutions that hold fund shares in omnibus accounts, that Wells Fargo Advisors and its affiliates receive such payments from the funds in respect of client accounts they hold in omnibus arrangements, and that an affiliate of EIMC receives fees for administering the sub-transfer agency payment program. In reviewing the services provided by an affiliate of EIMC, the Trustees noted that the affiliate of EIMC that provides transfer agency services to the funds had won recognition from Dalbar customer service each year since 1998, and also won recognition from National Quality Review for customer service and for accuracy in processing transactions in 2008. They also considered that Wells Fargo Advisors and its affiliates receive distribution-related fees and shareholder servicing payments (including amounts derived from payments under the funds’ Rule 12b-1 plans) in respect of shares sold or held through them and that an affiliate of EIMC receives compensation for serving as a securities lending agent for a number of the funds.

The Trustees considered regulatory actions taken against EIMC or its affiliates in the past year, and on-going reviews of the operations of EIMC and its affiliates as they might affect the funds. They considered the findings of the regulators, the cooperation of EIMC and its affiliates with those regulators and with the Trustees in respect of those actions and reviews, and the remedial steps EIMC and its affiliates have taken in response. They also considered the scope and nature of on-going reviews being conducted by EIMC and its affiliates, and communications to the Trustees relating to those reviews.

Nature and quality of the services provided. The Trustees considered that EIMC and its affiliates generally provide a comprehensive investment management service to the funds. They noted that EIMC and the Sub-Advisor formulate and implement an investment

 

 

39

 


ADDITIONAL INFORMATION (unaudited) continued

program for the Fund. They noted that EIMC makes its personnel available to serve as officers of the funds, and concluded that the reporting and management functions provided by EIMC with respect to the funds were generally satisfactory. The Trustees considered the investment philosophy of the Fund’s portfolio management team and the in-house research capabilities of EIMC and its affiliates, as well as other resources available to EIMC, including research services available to it from third parties.

The Trustees considered the managerial and financial resources available to EIMC and its affiliates and the commitment that the Evergreen/Wells Fargo organization has made to the funds generally. They considered assurances from representatives of Wells Fargo that the merger of Wells Fargo and Wachovia and the integration of those firms’ advisory and broker-dealer operations was not expected to result in any adverse effect on the funds, on the quality and level of services that EIMC provides to the funds, or on the resources available to the funds and to EIMC, and that Wells Fargo is committed to continue providing the funds with high-quality services.

The Trustees noted the resources EIMC and its affiliates have committed to the regulatory, compliance, accounting, tax and oversight of tax reporting, and shareholder servicing functions, and the number and quality of staff committed to those functions, which they concluded were appropriate and generally in line with EIMC’s responsibilities to the Fund and to the funds generally. The Board and the independent Trustees concluded, within the context of their overall conclusions regarding the funds’ advisory agreements, that they were generally satisfied with the nature, extent, and quality of the services provided by the Sub-Advisor and EIMC, including services provided by EIMC under its administrative services agreements with the funds. They determined that the nature and scope of the services provided by EIMC and the Sub-Advisor were consistent with EIMC’s and the Sub-Advisor’s respective duties under the investment advisory agreements and appropriate and consistent with the investment programs and best interests of the funds.

Investment performance. The Trustees considered the investment performance of each fund, both by comparison to other comparable mutual funds and to broad market indices. The Trustees noted that, for the one- and three-year periods ended December 31, 2008, the total return performance of the Fund (measured at net asset value) was below that of the Fund’s benchmark index, the BofA Merrill Lynch High Yield Master Index, and was in the third quintile of the non-Evergreen funds against which the Trustees compared the Fund’s performance. The Trustees noted that for the five-year period ended December 31, 2008, the total return performance of the Fund (measured at net asset value) was below that of the Fund’s benchmark index, and was in the fourth quintile of the non-Evergreen funds against which the Trustees compared the Fund’s performance.

The Trustees discussed each fund’s performance with representatives of EIMC. In each instance where a fund experienced a substantial period of underperformance relative to its

 

 

40

 


ADDITIONAL INFORMATION (unaudited) continued

benchmark index and/or the non-Evergreen fund peers against which the Trustees compared the fund’s performance, the Trustees considered EIMC’s explanation of the reasons for the relative underperformance and the steps being taken to address the relative underperformance. The Trustees emphasized that the continuation of the investment advisory agreement for a fund should not be taken as any indication that the Trustees did not believe investment performance for any specific fund might not be improved, and they noted that they would continue to monitor closely the investment performance of the funds going forward.

Advisory and administrative fees. The Trustees recognized that EIMC does not seek to provide the lowest cost investment advisory service, but to provide a high quality, full-service investment management product at a reasonable price. They also noted that EIMC has in many cases sought to set its investment advisory fees at levels consistent with industry norms. The Trustees noted that, in certain cases, a fund’s management fees were higher than many or most other mutual funds in the same Keil peer group. However, in each case, the Trustees determined on the basis of the information presented that the level of management fees was not excessive. The Trustees noted that the management fee paid by the Fund was slightly higher than the median and at the average of the management fees paid by the non-Evergreen funds against which the Trustees compared the Fund’s management fee, and that the level of profitability realized by EIMC in respect of the fee did not appear excessive.

Economies of scale. The Trustees considered that, in light of the fact that the Fund was not making a continuous offering of its shares, the likelihood of economies of scale following the Fund’s initial offering was relatively low, although they determined to continue to monitor the Fund’s expense ratio and the profitability of the investment advisory agreements to EIMC in light of future growth of the Fund.

Profitability. The Trustees considered information provided to them regarding the profitability to the EIMC organization of the investment advisory, administration, and transfer agency (with respect to the open-end funds only) fees paid to EIMC and its affiliates by each of the funds. They considered that the information provided to them was necessarily estimated, and that the profitability information provided to them, especially on a fund-by-fund basis, did not necessarily provide a definitive tool for evaluating the appropriateness of each fund’s advisory fee. They noted that the levels of profitability of the funds to EIMC varied widely, depending on, among other things, the size and type of fund. They considered the profitability of the funds in light of such factors as, for example, the information they had received regarding the relation of the fees paid by the funds to those paid by other mutual funds, the investment performance of the funds, and the amount of revenues involved. In light of these factors, the Trustees concluded that the profitability to EIMC of the services provided to any of the funds, individually or in the aggregate, should not prevent the Trustees from approving the continuation of the agreements.

 

 

41

 


AUTOMATIC DIVIDEND REINVESTMENT PLAN (unaudited)

All common shareholders are eligible to participate in the Automatic Dividend Reinvestment Plan (“the Plan”). Pursuant to the Plan, unless a common shareholder is ineligible or elects otherwise, all cash dividends and capital gains distributions are automatically reinvested by Computershare Trust Company, N.A., as agent for shareholders in administering the Plan (“Plan Agent”), in additional common shares of the Fund. Whenever the Fund declares an ordinary income dividend or a capital gain dividend (collectively referred to as “dividends”) payable either in shares or in cash, nonparticipating the Plan will receive cash, and participants in the Plan will receive the equivalent in shares of common shares. The shares are acquired by the Plan Agent for the participant’s account, depending upon the circumstances described below, either (i) through receipt of additional unissued but authorized common shares from the Fund (“newly issued common shares”) or (ii) by purchase of outstanding common shares on the open-market (open-market purchases) on the NYSE Amex or elsewhere. If, on the payment date for any dividend or distribution, the net asset value per share of the common shares is equal to or less than the market price per common share plus estimated brokerage commissions (“market premium”), the Plan Agent will invest the amount of such dividend or distribution in newly issued shares on behalf of the participant. The number of newly issued common shares to be credited to the participant’s account will be determined by dividing the dollar amount of the dividend by the net asset value per share on the date the shares are issued, provided that the maximum discount from the then current market price per share on the date of issuance may not exceed 5%. If on the dividend payment date the net asset value per share is greater than the market value or market premium (“market discount”), the Plan Agent will invest the dividend amount in shares acquired on behalf of the participant in open-market purchases. There will be no brokerage charges with respect to shares issued directly by the Fund as a result of dividends or capital gains distributions payable either in shares or in cash. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agent’s open-market purchases in connection with the reinvestment of dividends. The automatic reinvestment of dividends and distributions will not relieve participants of any federal, state or local income tax that may be payable (or required to be withheld) on such dividends. All correspondence concerning the Plan should be directed to the Plan Agent at P.O. Box 43010, Providence, Rhode Island 02940-3010 or by calling 1-800-730-6001.

 

 

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43

 


TRUSTEES AND OFFICERS

 

TRUSTEES1

 

Charles A. Austin III
Trustee
DOB: 10/23/1934
Term of office since: 1991
Other directorships: None

Investment Counselor, Anchor Capital Advisors, LLC. (investment advice); Director, The Andover Companies (insurance); Trustee, Arthritis Foundation of New England; Former Director, The Francis Ouimet Society (scholarship program); Former Director, Executive Vice President and Treasurer, State Street Research & Management Company (investment advice)



K. Dun Gifford
Trustee
DOB: 10/23/1938
Term of office since: 1974
Other directorships: None

Chairman and President, Oldways Preservation and Exchange Trust (education); Trustee, Member of the Executive Committee, Former Chairman of the Finance Committee, and Former Treasurer, Cambridge College



Dr. Leroy Keith, Jr.
Trustee
DOB: 2/14/1939
Term of office since: 1983
Other directorships: Trustee,
Phoenix Fund Complex
(consisting of 50 portfolios
as of 12/31/2008)

Managing Director, Almanac Capital Management (commodities firm); Trustee, Phoenix Fund Complex; Director, Diversapack Co. (packaging company); Former Partner, Stonington Partners, Inc. (private equity fund); Former Director, Obagi Medical Products Co.; Former Director, Lincoln Educational Services



Carol A. Kosel
Trustee
DOB: 12/25/1963
Term of office since: 2008
Other directorships: None

Former Consultant to the Evergreen Boards of Trustees; Former Vice President and Senior Vice President, Evergreen Investments, Inc.; Former Treasurer, Evergreen Funds; Former Treasurer, Vestaur Securities Fund



Gerald M. McDonnell
Trustee
DOB: 7/14/1939
Term of office since: 1988
Other directorships: None

Former Manager of Commercial Operations, CMC Steel (steel producer)



Patricia B. Norris
Trustee
DOB: 4/9/1948
Term of office since: 2006
Other directorships: None

President and Director of Buckleys of Kezar Lake, Inc.(real estate company); Former President and Director of Phillips Pond Homes Association (home community); Former Partner, PricewaterhouseCoopers, LLP (independent registered public accounting firm)



William Walt Pettit2
Trustee
DOB: 8/26/1955
Term of office since: 1988
Other directorships: None

Partner and Vice President, Kellam & Pettit, P.A. (law firm); Director, Superior Packaging Corp. (packaging company); Member, Superior Land, LLC (real estate holding company), Member, K&P Development, LLC (real estate development); Former Director, National Kidney Foundation of North Carolina, Inc. (non-profit organization)



David M. Richardson
Trustee
DOB: 9/19/1941
Term of office since: 1982
Other directorships: None

President, Richardson, Runden LLC (executive recruitment advisory services); Director, J&M Cumming Paper Co. (paper merchandising); Former Trustee, NDI Technologies, LLP (communications); Former Consultant, AESC (The Association of Executive Search Consultants)



Russell A. Salton III, MD
Trustee
DOB: 6/2/1947
Term of office since: 1984
Other directorships: None

President/CEO, AccessOne MedCard, Inc.



 

 

44

 


TRUSTEES AND OFFICERS continued

 

Michael S. Scofield
Trustee
DOB: 2/20/1943
Term of office since: 1984
Other directorships: None

Retired Attorney, Law Offices of Michael S. Scofield; Former Director and Chairman, Branded Media Corporation (multi-media branding company)



Richard J. Shima
Trustee
DOB: 8/11/1939
Term of office since: 1993
Other directorships: None

Independent Consultant; Director, Hartford Hospital; Trustee, Greater Hartford YMCA; Former Director, Trust Company of CT; Former Trustee, Saint Joseph College (CT)



Richard K. Wagoner, CFA3
Trustee
DOB: 12/12/1937
Term of office since: 1999
Other directorships: None

Member and Former President, North Carolina Securities Traders Association; Member, Financial Analysts Society



OFFICERS

 

W. Douglas Munn4
President
DOB: 4/21/1963
Term of office since: 2009

Principal occupations: Chief Operating Officer, Wells Fargo Funds Management, LLC; President and Chief Operating Officer, Evergreen Investment Company, Inc.



Kasey Phillips4
Treasurer
DOB: 12/12/1970
Term of office since: 2005

Principal occupations: Senior Vice President, Evergreen Investment Management Company, LLC; Former Vice President, Evergreen Investment Services, Inc.



Michael H. Koonce4
Secretary
DOB: 4/20/1960
Term of office since: 2000

Principal occupations: Senior Vice President and General Counsel, Evergreen Investment Services, Inc.; Secretary, Senior Vice President and General Counsel, Evergreen Investment Management Company, LLC and Evergreen Service Company, LLC



Robert Guerin4
Chief Compliance Officer
DOB: 9/20/1965
Term of office since: 2007

Principal occupations: Chief Compliance Officer, Evergreen Funds and Senior Vice President of Evergreen Investment Company, Inc.; Former Managing Director and Senior Compliance Officer, Babson Capital Management LLC; Former Principal and Director, Compliance and Risk Management, State Street Global Advisors; Former Vice President and Manager, Sales Practice Compliance, Deutsche Asset Management



 

1

The Board of Trustees is classified into three classes of which one class is elected annually. Each Trustee serves a three-year term concurrent with the class from which the Trustee is elected. Each Trustee oversaw 77 Evergreen funds as of December 31, 2008. Correspondence for each Trustee may be sent to Evergreen Board of Trustees, P.O. Box 20083, Charlotte, NC 28202.

2

It is possible that Mr. Pettit may be viewed as an “interested person” of the Evergreen funds, as defined in the 1940 Act, because of his law firm’s previous representation of affiliates of Wells Fargo & Company (“Wells Fargo”), the parent to the Evergreen funds’ investment advisor, EIMC. The Trustees are treating Mr. Pettit as an interested trustee for the time being.

3

Mr. Wagoner is an “interested person” of the Evergreen funds because of his ownership of shares in Wells Fargo & Company, the parent to the Evergreen funds’ investment advisor.

4

The address of the Officer is 200 Berkeley Street, Boston, MA 02116.

 

 

45

 



568264 rv7 12/2009

 

 


Item 2 - Code of Ethics

Not required for this filing.

Item 3 - Audit Committee Financial Expert

Not applicable at this time.

Items 4 – Principal Accountant Fees and Services

Not required for this filing.

Items 5 – Audit Committee of Listed Registrants

Not required for this filing.

Item 6 – Schedule of Investments

Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.

Item 7 – Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not required for this filing.

Item 8 – Portfolio Managers of Closed-End Management Investment Companies.

Not required for this filing.

Item 9 – Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

If applicable/not applicable at this time.

Item 10 – Submission of Matters to a Vote of Security Holders

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s board of trustees that have been implemented since the Registrant last provided disclosure in response to the requirements of this Item.

Item 11 - Controls and Procedures

(a)

The Registrant’s principal executive officer and principal financial officer have evaluated the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) within 90 days of this filing and have concluded that the Registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the Registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.

(b)

There has been no changes in the Registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to affect, the Registrant’s internal control over financial reporting .

Item 12 - Exhibits

File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.

(a)

Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit.

(b)(1)

Separate certifications for the Registrant’s principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached as EX99.CERT.

(b)(2)

Separate certifications for the Registrant’s principal executive officer and principal financial officer, as required by Section 1350 of Title 18 of United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and Rule 30a-2(b) under the Investment Company Act of 1940, are attached as EX99.906CERT. The certifications furnished pursuant to this paragraph are not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject

 


to the liability of that section. Such certifications are not deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that the Registrant specifically incorporates them by reference.

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.

Evergreen Income Advantage Fund

 

By: 

/s/ W. Douglas Munn

 

 

 

 


 

 

 

 

W. Douglas Munn

 

 

 

 

Principal Executive Officer

 

 

 

Date: December 29, 2009

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: 

/s/ W. Douglas Munn

 

 

 

 


 

 

 

 

W. Douglas Munn

 

 

 

 

Principal Executive Officer

 

 

 

Date: December 29, 2009

 

By: 

/s/ Kasey Phillips

 

 

 

 


 

 

 

 

Kasey Phillips

 

 

 

 

Principal Financial Officer

 

 

 

Date: December 29, 2009