Nuveen Tax-Advantaged Total Return Strategy Fund

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number  

  

811-21471

Nuveen Tax-Advantaged Total Return Strategy Fund

 

(Exact name of registrant as specified in charter)

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Address of principal executive offices) (Zip code)

Gifford R. Zimmerman

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Name and address of agent for service)

Registrant’s telephone number, including area code:    (312) 917-7700                        

Date of fiscal year end:    December 31                                

Date of reporting period:    December 31, 2018                   

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.


ITEM 1. REPORTS TO STOCKHOLDERS.


LOGO

 

Closed-End Funds

 

31 December 2018

 

Nuveen Closed-End Funds

 

JTA    Nuveen Tax-Advantaged Total Return Strategy Fund

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Fund’s website (www.nuveen.com), and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting the financial intermediary (such as a broker-dealer or bank) through which you hold your Fund shares or, if you are a direct investor, by enrolling at www.nuveen.com/e-reports.

You may elect to receive all future shareholder reports in paper free of charge at any time by contacting your financial intermediary or, if you are a direct investor, (i) by calling 800-257-8787 and selecting option #2 or (ii) by logging into your Investor Center account at www.computershare.com/investor and clicking on “Communication Preferences.” Your election to receive reports in paper will apply to all funds held in your account with your financial intermediary or, if you are a direct investor, to all your directly held Nuveen Funds and any other directly held funds within the same group of related investment companies.

 

Annual Report


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NOT FDIC INSURED  MAY LOSE VALUE  NO BANK GUARANTEE

 

LOGO


Table of Contents

 

Chairman’s Letter to Shareholders

     4  

Portfolio Managers’ Comments

     5  

Fund Leverage

     11  

Common Share Information

     12  

Risk Considerations

     14  

Performance Overview and Holding Summaries

     16  

Report of Independent Registered Public Accounting Firm

     18  

Portfolio of Investments

     19  

Statement of Assets and Liabilities

     28  

Statement of Operations

     29  

Statement of Changes in Net Assets

     30  

Statement of Cash Flows

     31  

Financial Highlights

     32  

Notes to Financial Statements

     34  

Additional Fund Information

     45  

Glossary of Terms Used in this Report

     46  

Reinvest Automatically, Easily and Conveniently

     48  

Board Members & Officers

     49  

 

3


Chairman’s Letter to Shareholders

 

LOGO

Dear Shareholders,

The global economy seemed to reach a turning point in 2018. Growth was peaking in the U.S. and slowing elsewhere. Deregulation and tax law changes, which lowered corporate and individual tax rates and encouraged companies to repatriate overseas profits, helped boost U.S. economic growth and amplify corporate earnings during 2018. Meanwhile, a weakening housing market and a flattening yield curve in the U.S. and disappointing economic growth across Europe, China and Japan signaled caution. As the year developed, future corporate profit growth was looking less certain than at the start of the year. Adding to the uncertainty were the removal of U.S. central bank monetary stimulus, rising interest rates, a stronger U.S. dollar, trade negotiations and unpredictable politics, including Brexit and a prolonged U.S. government shutdown. Bearish sentiment intensified at the end of 2018, pressuring stocks, corporate bonds and commodities alike.

Although downside risks have been rising, the likelihood of a near-term recession remains low. Global growth is indeed slowing, but it’s still positive. The U.S. economy remains strong, even in the face of late-cycle pressures. Low unemployment and firming wages should continue to support consumer spending, and the November mid-term elections resulted in change, but no major surprises. In China, the government remains committed to using fiscal stimulus to offset softening exports. Europe also remains vulnerable to trade policy as well as Brexit uncertainty, but underlying strengths in European economies, including low unemployment that drives domestic demand, remain supportive of a mild expansion. In a slower growth environment, there are opportunities for investors who seek them more selectively.

We expect volatility and challenging conditions to persist in 2019 but also think there is potential for upside. You can prepare your investment portfolio by working with your financial advisor to review your goals, timeline and risk tolerance. On behalf of the other members of the Nuveen Fund Board, we look forward to continuing to earn your trust in the months and years ahead.

Sincerely,

 

LOGO

Terence J. Toth

Chairman of the Board

February 22, 2018

 

 

4


Portfolio Managers’ Comments

 

Nuveen Tax-Advantaged Total Return Strategy Fund (JTA)

The Fund features portfolio management by two affiliates of Nuveen, LLC. The Fund’s investments in dividend-paying common and preferred stocks and call options written are managed by NWQ Investment Management Company, LLC (NWQ), while the Fund’s investments in senior corporate loans and other debt instruments are managed by Symphony Asset Management LLC (Symphony). James T. Stephenson, CFA, Managing Director of NWQ, along with Thomas J. Ray, CFA, and Susi Budiman, CFA, manage the NWQ portion of the Fund. The Symphony team included Gunther Stein and Scott Caraher.

Effective October 2018, Gunther Stein is no longer a portfolio manager for the Fund. Scott Caraher continues to serve as the portfolio manager of the Fund.

Here the portfolio management team reviews U. S. economic and domestic and global markets and their management strategies and the performance of the Fund for the twelve-month reporting period ended December 31, 2018.

What factors affected the U.S. economy and domestic and global markets during the twelve-month reporting period ended December 31, 2018?

The U.S. economy accelerated in this reporting period, with gross domestic product (GDP) growth reaching 4.2% (annualized) in the second quarter of 2018, the fastest pace since 2014, then receding to a still relatively robust 3.4% annualized rate in the third quarter of 2018, according to the Bureau of Economic Analysis “third” estimate. GDP is the value of goods and services produced by the nation’s economy less the value of the goods and services used up in production, adjusted for price changes. The boost in economic activity during the second quarter of 2018 was attributed to robust spending by consumers, businesses and the government, as well as a temporary increase in exports, as farmers rushed soybean shipments ahead of China’s retaliatory tariffs. While consumer and government spending continued to drive economic growth in the third quarter, the export contribution declined as expected and both business spending and housing investment weakened. The government’s fourth quarter 2018 GDP growth estimate was not yet available due to the partial government shutdown from late December 2018 to late January 2019.

Consumer spending, the largest driver of the economy, remained well supported by low unemployment, wage gains and tax cuts. As reported by the Bureau of Labor Statistics, the unemployment rate fell to 3.9% in December 2018 from 4.1% in December 2017 and job gains averaged around 219,000 per month for the past twelve months. The jobs market has continued to tighten, while average hourly earnings grew at an annualized rate of 3.2% in December 2018. The

 

 

This material is not intended to be a recommendation or investment advice, does not constitute a solicitation to buy or sell securities, and is not provided in a fiduciary capacity. The information provided does not take into account the specific objectives or circumstances of any particular investor, or suggest any specific course of action. Investment decisions should be made based on an investor’s objectives and circumstances and in consultation with his or her advisors.

Certain statements in this report are forward-looking statements. Discussions of specific investments are for illustration only and are not intended as recommendations of individual investments. The forward-looking statements and other views expressed herein are those of the portfolio managers as of the date of this report. Actual future results or occurrences may differ significantly from those anticipated in any forward-looking statements and the views expressed herein are subject to change at any time, due to numerous market and other factors. The Fund disclaims any obligation to update publicly or revise any forward-looking statements or views expressed herein.

For financial reporting purposes, the ratings disclosed are the highest rating given by one of the following national rating agencies: Standard & Poor’s (S&P), Moody’s Investors Service, Inc. (Moody’s) or Fitch, Inc. (Fitch). This treatment of split-rated securities may differ from that used for other purposes, such as for Fund investment policies. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below investment grade ratings. Holdings designated N/R are not rated by these national rating agencies.

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

 

5


Portfolio Managers’ Comments (continued)

 

Consumer Price Index (CPI) increased 1.9% over the twelve-month reporting period ended December 31, 2018 on a seasonally adjusted basis, as reported by the Bureau of Labor Statistics.

Low mortgage rates and low inventory drove home prices higher during this recovery cycle. But the price momentum slowed in recent months as mortgage rates began to drift higher and homes have become less affordable. The S&P CoreLogic Case-Shiller U.S. National Home Price Index, which covers all nine U.S. census divisions, was up 5.2% year-over-year in November 2018 (most recent data available at the time this report was prepared). The 10-City and 20-City Composites reported year-over-year increases of 4.3% and 4.7%, respectively.

With the U.S. economy delivering a sustainable growth rate and employment strengthening, the Federal Reserve’s (Fed) policy making committee continued to incrementally raise its main benchmark interest rate. The most recent increase, in December 2018, was the fourth rate hike in 2018 and the ninth rate hike since December 2015. Fed Chair Janet Yellen’s term expired in February 2018, and the new Chairman Jerome Powell maintained the Fed’s gradual pace of interest rate hikes. However, amid signs that economic growth might have peaked, the markets’ unease about the future pace of monetary tightening, along with other factors, drove sharp volatility in the final months of 2018. Additionally, the Fed continued reducing its balance sheet by allowing a small amount of maturing Treasury and mortgage securities to roll off each month without reinvestment.

During the twelve-month reporting period, geopolitical news remained a prominent market driver. The U.S. moved forward with tariffs on imported goods from China, as well as on steel and aluminum from Canada, Mexico and Europe. These countries announced retaliatory measures in kind, intensifying concerns about a trade war, although there have been some positive developments. In July 2018, the U.S. and the European Union announced they would refrain from further tariffs while they negotiate trade terms, and in October 2018, the U.S., Mexico and Canada agreed to a new trade deal to replace the North American Free Trade Agreement. At the November 2018 G-20 summit, the U.S. and China agreed to a 90-day trade truce, although the details were murky. Brexit negotiations continued to be uncertain and Prime Minister Theresa May faced significant difficulty getting a plan approved in Parliament. Elsewhere in Europe, markets remained nervous about Italy’s new euroskeptic coalition government, immigration policy and political risk in Turkey. The U.S. Treasury issued additional sanctions on Russia in April 2018 and re-imposed sanctions on Iran following the U.S. withdrawal from the 2015 nuclear agreement. Bearish crude oil supply news, along with heightened tensions between the U.S. and Saudi Arabia after the disappearance of a Saudi journalist, drove oil price volatility. On the Korean peninsula, the leaders of South Korea and North Korea met during April 2018 and jointly announced a commitment toward peace, while the U.S.-North Korea summit yielded an agreement with few additional details. In the final week of the reporting period, the U.S. government began a prolonged partial shutdown due to an impasse on border security funding (which ended in late January, subsequent to the close of the reporting period, when a temporary funding measure was passed).

Global equity markets suffered one of their worst quarters since the financials crisis of 2008 (and the worst since the second quarter 2011) during the fourth quarter of 2018. This major drawdown, which was somewhat indiscriminate of region was driven by increased economic uncertainty and political instability on the one hand and elevated valuations and earnings uncertainty on the other. For the twelve-month reporting period, the MSCI EAFE Index and the MSCI ACWI Index returned -13.79% and -9.42%, respectively. Growth significantly outperformed value (as measured by the Russell 1000® Growth vs Russell 1000® Value), particularly in the U.S. In all regions, small-cap and mid-cap companies meaningfully underperformed larger companies. Another contributor to the rapid equity markets decline was the continued tightening by the U.S. central bank. While expectations of a rate increase in December were speculated as the fourth quarter 2018 commenced, sliding equity markets led some to expect the Fed to be more dovish. This did not occur, which drove markets meaningfully lower in December. In addition, the European central bank, also as expected completed its quantitative easing program during the fourth quarter of 2018 adding further fears of tightening.

 

6


 

The ICE BofAML Fixed Rate Preferred Securities Index returned -4.34% for the reporting period. The ICE BofAML U.S. Preferred, Bank Capital & Capital Trust Securities Index ($1,000-par preferreds) returned -4.04% for the reporting period. Like other risk assets, preferreds sold off harshly in the fourth quarter of 2018 due to a variety of investor anxiety including trade wars and weaker economic growth. Preferred exchange-traded funds (ETFs) experienced nearly $1.2 billion of outflows in October 2018 and $739 million in November 2018. With an approximate market cap of $26 billion at the end of November, the preferred market’s sensitivity to ETF flows is significantly higher compared to other asset classes. U.S. $25-par preferred securities underperformed $1,000-pars during the reporting period due to the significant outflows from preferred ETFs and $1,000-pars having somewhat better two-way liquidity given higher institutional ownership. High Yield bond prices also came under pressure in the fourth quarter amid signs of slowing global growth, sharper declines in equities and commodities and heavy fund withdrawals. High Yield bonds (as measured by the ICE BofAML U.S. High Yield Index) ended the year returning -2.27%. The investment grade bond market (as measured by the ICE BofAML U.S. Corporate Index) returned -2.25% for the reporting period, as BBB bonds underperformed for the reporting period compared with AAA, AA and A bonds.

The reporting period ended December 31, 2018 saw two starkly different environments for corporate credit. The first three quarters were generally characterized by benign credit conditions reflecting strong corporate fundamentals, low defaults, and strong domestic economic activity. During this period, the Credit Suisse Leveraged Loan Index saw consistent positive performance. While net supply of new loans was steady, demand for loans from both institutional and retail investors was strong. However, in the fourth quarter 2018, as equity markets began to experience volatility and sentiment regarding future Fed rates hikes softened, retail mutual funds and ETFs began to experience significant outflows. This put pressure on secondary market prices for loans. The total return for the fourth quarter of 2018 for the Credit Suisse Leveraged Loan Index was -3.08%, which nearly erased all of the prior gains for the reporting period. The Credit Suisse Leveraged Loan Index ended the reporting period with a 1.14% positive return. Loans were one of few asset classes that produced a positive return during the reporting period.

What key strategies were used to manage the Fund during this twelve-month reporting period ended December 31, 2018?

The Fund is designed to seek a high level of after-tax total return consisting primarily of tax-advantaged dividend income and capital appreciation. In pursuit of this objective, the Fund invests a substantial majority of its assets in common and preferred stocks whose dividends qualify for reduced income tax treatment. The Fund also invests a portion of its assets in senior loans to generate additional income and help mitigate the potential net asset value and income volatility of the Fund’s leverage structure due to changes in long-term and short-term interest rates. In an effort to achieve this, the Fund invests at least 60% in common stocks whose dividends may be eligible for favorable income tax treatment. The Fund also invests to a more limited extent in preferred stocks, which can range from a minimum of 5% to a maximum of 20%, that are eligible to pay tax-advantaged dividends, as well as 20% in senior loans and other debt instruments.

NWQ Key Strategies

For the common and preferred equity portion of the Fund’s portfolio, NWQ continued to employ an opportunistic, bottom-up strategy that focused on identifying undervalued companies possessing favorable risk/reward characteristics as well as what it thought were emerging catalysts that could unlock value or improve profitability. These catalysts included management changes, restructuring efforts, recognition of hidden assets and/or a positive change in the underlying fundamentals. NWQ also focused on downside risk management and paid a great deal of attention to a company’s balance sheet and cash flow statement, not just the income statement. NWQ believes that cash flow analysis offers a more objective picture of a company’s financial position than an evaluation based on earnings alone.

 

7


Portfolio Managers’ Comments (continued)

 

Within the global equity income strategy managed by NWQ, up to 70% of the Fund’s managed assets can be invested in non-U.S. issues of any currency, including up to 20% in emerging market countries. JTA’s investment objective is to achieve a high level of after-tax total return, consisting primarily of tax-advantaged dividend income and capital appreciation. The Fund seeks to obtain a dividend yield at least 100 basis points (bps) above the MSCI World Index and employs a value based approach in our bottom up analysis. NWQ looks for attractive absolute valuation, positive risk/ reward with downside risk management and catalysts that can drive a positive revaluation of companies.

For the global equity portion of the Fund’s portfolio, NWQ’s global, value based strategy potentially gives them plenty of opportunities to find not only attractive valuations, but high yields as well. The Fund currently is overweight European equities. NWQ also believes the market underestimates the inherent operating leverage in many European companies due to the length of time they have had to rationalize their cost structures. Global financials also remain a target rich opportunity.

Symphony Key Strategies

In the senior loan and other debt portion of the Fund’s portfolio, Symphony continued to manage and monitor senior loan market risks. The overall macroeconomic backdrop during the reporting period remained supportive of the leveraged loan asset class. The Fund’s capital remained invested in issuers with strong credit profiles among non-investment grade debt, while offering attractive current income and yield. Fundamentally, Symphony feels that many of these companies have stable businesses, good asset coverage for senior debt holders and could perform well in a stable to slow growth environment.

How did the Fund perform during this twelve-month reporting period ended December 31, 2018?

The table in the Performance Overview and Holding Summaries section of this report provides total returns for the one-year, five-year and ten-year periods ended December 31, 2018. The Fund’s total returns at net asset value (NAV) are compared with the performance of a corresponding market index. For the twelve-month reporting period December 31, 2018, the Fund’s common share at NAV underperformed the S&P 500® and its secondary Blended Benchmark.

NWQ

The equity portion of the Fund’s portfolio, managed by NWQ, significantly detracted from the Fund’s performance. The financial services, consumer discretionary and technology sectors were the largest detractors. This was partially offset by security selection in the energy and utility sectors. Geographically, performance benefitted from stock selection in the United Kingdom. Investments in the U.S., Europe and the Middle East lagged and were a headwind for the Fund’s relative return for the reporting period.

Individual holdings that positively contributed to performance included health care holding GlaxoSmith Kline PLC. GlaxoSmithKline announced in March 2018 that it would not acquire Pfizer’s consumer health care business, calming many investors’ fears of a potential dividend cut that would have been associated with the transaction. Subsequently, later in March 2018, GlaxoSmithKline provided more clarity regarding strategic actions by announcing the buy-out of Novartis in their consumer health care venture, which should be earnings accretive. Also contributing to performance was the utilities holding, FirstEnergy Corporation stock. The company updated their long-term earnings growth targets at an industry conference in November 2018, which now targets above average growth and will return to dividend growth sooner than expected. The stock had a significant re-rating in 2018 as the company continues to work through some difficulty and execute on their capital plan. Lastly, technology holding Microsoft Corporation contributed to performance. Top and bottom line results were stronger than expected and guidance for Fiscal Year 2019 was also better than analyst estimates. The cloud segment outperformed growth expectations and expanding margins on the rapidly scalable business has provided further upside to corporate earnings.

 

8


 

Several individual holdings detracted from portfolio performance, particularly our financial sector holdings. ING Groep N.V was the leading detractor in the portfolio. Recently, ING has endured higher costs and declining net interest margin headwinds. Performance was also detracted by AIB Group PLC, one of Ireland’s larger banks, which faced pricing pressure in the mortgage market and has experienced pain in stock performance along with other European financials. Lastly, producer durable holding Deutsche Post AG detracted from performance. Though Deutsche Post has had cost overruns in its post – eCommerce – parcel (PeP) division as they deal with the increased volumes in eCommerce, NWQ views the rest of the business as performing extremely well and the company to be attractively valued. With price increases coming through in the first half of 2019 to support revenue growth, NWQ believes Deutsche Post can still come close to its 2020 earnings targets and that the market is no longer pricing this in and therefore, added to the Fund’s position.

For the preferred portion managed by NWQ, overall sector holdings detracted from performance, with the banking, industrials and insurance sectors detracting the most for the reporting period. Several individual positions contributed positively to performance, including JPMorgan Chase & Co. preferred stock. The strong performance was due to its floating coupon and fears of rising interest rates. Given the size and strength of JP Morgan’s balance sheet and revenue streams, we believe investors found the coupon highly attractive relative to the risk, especially so with rising rates. Also contributing to performance was the preferred stock of Land O’Lakes Incorporated. Land O’Lakes preferred stock outperformed due to the large fixed coupons, its earnings outperforming other food related names (e.g. Dean Foods) and its non-ownership in preferred ETFs. Preferred ETFs were a significantly source of selling pressure in the preferred market due to retail investors de-risking. Lastly, SunTrust Bank, Inc. preferred stock contributed to performance due to its strong regional franchise, strong balance sheet and the short-dated call. The security becomes callable on 12/15/19, giving investors some confidence that rates won’t increase enough for this security to extend past the call date and thus trade on a yield to perpetuity (YTP) basis.

Several positions detracted from performance including, preferred stock of General Electric Capital Company. General Electric preferred stock underperformed after Moody’s downgraded the company’s ratings from A2 to Baa1 on the senior notes, which triggered a series of forced selling across the company’s capital structure. Fundamental concerns also plagued the market sentiment of the company, including the weak performance of its power segment, its cash flow conversion capabilities, timeline for asset sales, lingering contingent liabilities and lack of clarity in its broader strategic moves. Also detracting from performance were the preferred shares of General Motors Financial Company Inc. The security declined on the back of a new preferred issuance by General Motors late in the third quarter 2018 with decent concession. Additionally, the late cycle characteristics of the auto industry along with the headwinds with the trade war have been pressuring the preferreds, despite management’s efforts to improve its credit quality. Lastly, Discover Financial Services preferred stock detracted from performance. The security also underperformed the broad $1,000-par hybrid market due to a below average coupon spread and high exposure to consumer credit. Market fears of rising interest rates caused this security, which traded above par earlier in the reporting period, to trade even higher by the end of the reporting period. The year-end pricing reflected the market concern that this security would extend past its first call date and trade on yield-to-perpetuity (YTP) rather than yield-to-call (YTC). The Fund continues to hold all of these securities.

Symphony

While its return was positive, the senior loan sleeve managed by Symphony underperformed the Credit Suisse Leveraged Loan Index during the reporting period.

During the reporting period, Symphony maintained a higher quality bent to the portfolio, preferring to focus mostly on higher quality issuers with strong asset coverage. We have also maintained exposure to larger, more liquid positions, and in particular issuers that have public equity versus private equity sponsorship as Symphony believes these issuers offer a more defensive risk positioning. While Symphony believes that credit conditions remain benign and the

 

9


Portfolio Managers’ Comments (continued)

 

economic environment remains supportive, in Symphony’s opinion risk premiums are narrow and incremental risk taking is not being adequately compensated with regard to credit risk or liquidity risk.

Contributing positively to performance was the loan of DaVita HealthCare Partners, Inc. This loan performed well during the sell-off late in the reporting period and assisted with preservation of capital. In addition, the loan of TIBCO Software Inc. also ended the reporting period relatively unscathed from the market weakness in December 2018. Symphony continues to hold the positions in the Fund.

Detracting from performance were several large loans that did not fare well during the reporting period, namely iHeartCommunications, Inc., First Data Corporation, and Univision Communications, Inc. Symphony continues to hold these positions in the Fund.

 

10


Fund Leverage

 

IMPACT OF THE FUND’S LEVERAGE STRATEGY ON PERFORMANCE

One important factor impacting the returns of the Fund’s common shares relative to its comparative benchmarks was the Fund’s use of leverage through bank borrowings. The Fund uses leverage because our research has shown that, over time, leveraging provides opportunities for additional income and total return, particularly in the recent market environment where short-term market rates are at or near historical lows, meaning that the short-term rates the Fund has been paying on its leveraging instruments in recent years have been much lower than the interest the Fund has been earning on its portfolio securities that it has bought with the proceeds of that leverage.

However, use of leverage can expose Fund common shares to additional price volatility. When the Fund uses leverage, the Fund common shares will experience a greater increase in their net asset value if the securities acquired through the use of leverage increase in value, but will also experience a correspondingly larger decline in their net asset value if the securities acquired through leverage decline in value, which will make the shares’ net asset value more volatile, and total return performance more variable, over time.

In addition, common share income in levered funds will typically decrease in comparison to unlevered funds when short-term interest rates increase and increase when short-term interest rates decrease. Over the last few quarters, short-term interest rates have indeed increased from their extended lows after the 2007-09 financial crisis. This increase has reduced common share net income, and also reduced potential for long-term total returns. Nevertheless, the ability to effectively borrow at current short-term rates is still resulting in enhanced common share income, and management believes that the advantages of continuation of leverage outweigh the associated increase in risk and volatility described above.

The Fund’s use of leverage had a negative impact on total return performance during this reporting period.

The Fund continued to utilize forward starting interest rate swap contracts to partially hedge its future interest cost of leverage, which as mentioned previously, is through the use of bank borrowings. The swap contracts had a negligible impact on total return performance during this reporting period.

As of December 31, 2018, the Fund’s percentages of leverage are as shown in the accompanying table.

 

     JTA  

Effective Leverage*

    32.71

Regulatory Leverage*

    32.71
*

Effective leverage is the Fund’s effective economic leverage, and includes both regulatory leverage and the leverage effects of certain derivative and other investments in a Fund’s portfolio that increase the Fund’s investment exposure. Regulatory leverage consists of preferred shares issued or borrowings of the Fund. Both of these are part of the Fund’s capital structure. The Fund, however, may from time to time borrow on a typically transient basis in connection with its day-to-day operations, primarily in connection with the need to settle portfolio trades. Such incidental borrowings are excluded from the calculation of the Fund’s effective leverage ratio. Regulatory leverage is subject to asset coverage limits set forth in the Investment Company Act of 1940.

THE FUND’S REGULATORY LEVERAGE

Bank Borrowings

As noted above, the Fund employs leverage through the use of bank borrowings. The Fund’s bank borrowing activities are as shown in the accompanying table.

 

Current Reporting Period           Subsequent to the Close of
the Reporting Period
 
January 1, 2018     Draws     Paydowns     December 31, 2018     Average Balance
Outstanding
           Draws     Paydowns     February 28, 2019  
  $83,800,000       $9,700,000       $(21,000,000)       $72,500,000       $87,669,315               $    —       $    —       $72,500,000  

Refer to Notes to Financial Statements, Note 9 – Borrowing Arrangements for further details.

 

11


Common Share Information

 

DISTRIBUTION INFORMATION

The following information regarding the Fund’s distributions is current as of December 31, 2018, the Fund’s fiscal and tax year end, and may differ from previously issued distribution notifications. The Fund’s distribution levels may vary over time based on the Fund’s investment activities and portfolio investment value changes.

The Fund has adopted a managed distribution program. The goal of the Fund’s managed distribution program is to provide shareholders relatively consistent and predictable cash flow by systematically converting its expected long-term return potential into regular distributions. As a result, regular distributions throughout the year will likely include a portion of expected long-term and/or short-term gains (both realized and unrealized), along with net investment income.

Important points to understand about Nuveen fund managed distributions are:

 

 

The Fund seeks to establish a relatively stable common share distribution rate that roughly corresponds to the projected total return from its investment strategy over an extended period of time. However, you should not draw any conclusions about the Fund’s past or future investment performance from its current distribution rate.

 

 

Actual common share returns will differ from projected long-term returns (and therefore the Fund’s distribution rate), at least over shorter time periods. Over a specific timeframe, the difference between actual returns and total distributions will be reflected in an increasing (returns exceed distributions) or a decreasing (distributions exceed returns) Fund net asset value.

 

 

Each period’s distributions are expected to be paid from some or all of the following sources:

 

   

net investment income consisting of regular interest and dividends,

 

   

net realized gains from portfolio investments, and

 

   

unrealized gains, or, in certain cases, a return of principal (non-taxable distributions).

 

 

A non-taxable distribution is a payment of a portion of the Fund’s capital. When the Fund’s returns exceed distributions, it may represent portfolio gains generated, but not realized as a taxable capital gain. In periods when the Fund’s returns fall short of distributions, it will represent a portion of your original principal unless the shortfall is offset during other time periods over the life of your investment (previous or subsequent) when the Fund’s total return exceeds distributions.

 

 

Because distribution source estimates are updated throughout the current fiscal year based on the Fund’s performance, these estimates may differ from both the tax information reported to you in the Fund’s 1099 statement, as well as the ultimate economic sources of distributions over the life of your investment.

The following table provides information regarding the Fund’s distributions and total return performance over various time periods. This information is intended to help you better understand whether the Fund’s returns for the specified time periods were sufficient to meet its distributions.

Data as of December 31, 2018

 

    Per Share
Regular Distributions
                                  Annualized Total
Return on NAV
 
Inception
Date
  Latest
Quarter
   

Total
Current
Year

    Total
Current Year
Net Investment
Income
    Total
Current Year
Net Realized
Gain/Loss
    Current
Unrealized
Gain/Loss
    Current
Distribution
Rate on NAV2,3
    Actual
Full Year
Distribution
Rate on NAV2,3
    1-Year     5-Year  

01/2004

    $0.2700       $1.0800       $0.4327       $0.0052       $(0.2613)       10.03%       10.03%       (17.49)%       1.46%  

 

1 

Current distribution per share, annualized, divided by the NAV per share on the stated date.

2 

Actual total per share distributions made during the full fiscal year, divided by the NAV per share on the stated date.

3 

Each distribution rate represents a “managed distribution” rate. For this Fund, at least in the just completed fiscal year, distributions were predominately comprised of sources other than net investment income, as shown in the table immediately below.

 

12


 

The following table provides the Fund’s distribution sources as of December 31, 2018.

The amounts and sources of distributions reported in this notice are for financial reporting purposes and are not being provided for tax reporting purposes. The actual amounts and character of the distributions for tax reporting purposes will be reported to shareholders on Form 1099-DIV which will be sent to shareholders shortly after calendar year-end. More details about the Fund’s distributions and the basis for these estimates are available on www.nuveen.com/cef.

Data as of December 31, 2018

 

Fiscal Year Source of Distribution      Fiscal Year Per Share Amounts  
Net
Investment
Income
     Realized
Gains
     Return of
Capital1
     Distributions      Net
Investment
Income
     Realized
Gains
     Return
of
Capital1
 
  38.84%        0.00%        61.16%        $1.0800        $0.4194        $0.0000        $0.6606  

 

1 

Return of capital may represent unrealized gains, return of shareholder's principal, or both. In certain circumstances, all or a portion of the return of capital may be characterized as ordinary income under federal tax law. The actual tax characterization will be provided to shareholders on Form 1099-DIV shortly after calendar year-end.

COMMON SHARE REPURCHASES

During August 2018, the Fund’s Board of Trustees reauthorized an open-market share repurchase program, allowing the Fund to repurchase an aggregate of up to approximately 10% of its outstanding shares.

As of December 31, 2018, and since the inception of the Fund’s repurchase program, the Fund has cumulatively repurchased and retired its outstanding common shares as shown in the accompanying table.

 

     JTA  

Common shares cumulatively repurchased and retired

    122,745  

Common shares authorized for repurchase

    1,385,000  

During the current reporting period, the Fund did not repurchase any of its outstanding common shares.

OTHER COMMON SHARE INFORMATION

As of December 31, 2018, and during the current reporting period, the Fund’s common share price was trading at a premium/(discount) to its common share NAV as shown in the accompanying table.

 

     JTA  

Common share NAV

    $10.77  

Common share price

    $10.15  

Premium/(Discount) to NAV

    (5.76 )% 

12-month average premium/(discount) to NAV

    (3.35 )% 

 

13


Risk Considerations

 

Fund shares are not guaranteed or endorsed by any bank or other insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation.

Nuveen Tax-Advantaged Total Return Strategy Fund (JTA)

Investing in closed-end funds involves risk; principal loss is possible. There is no guarantee the Fund’s investment objectives will be achieved. Closed-end fund shares may frequently trade at a discount or premium to their net asset value. Common stock returns often have experienced significant volatility. Adjustable Rate Senior Loans may not be fully secured by collateral, generally do not trade on exchanges, and are typically issued by unrated or below-investment grade companies, and therefore are subject to greater liquidity and credit risk. Lower credit debt securities may be more likely to fail to make timely interest or principal payments. Leverage increases return volatility and magnifies the Fund’s potential return and its risks; there is no guarantee a fund’s leverage strategy will be successful. For these and other risks, including tax risk, please see the Fund’s web page at www.nuveen.com/JTA.

 

14


THIS PAGE INTENTIONALLY LEFT BLANK

 

15


JTA     

Nuveen Tax-Advantaged Total Return Strategy Fund

Performance Overview and Holding Summaries as of December 31, 2018

 

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

Average Annual Total Returns as of December 31, 2018

 

    Average Annual  
     1-Year        5-Year        10-Year  
JTA at Common Share NAV     (17.49)%          1.46%          9.55%  
JTA at Common Share Price     (20.58)%          1.64%          11.97%  
Blended Benchmark     (6.30)%          4.86%          10.19%  
S&P 500® Index     (4.38)%          8.49%          13.12%  

Past performance is not predictive of future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. Returns at NAV are net of Fund expenses and assume reinvestment of distributions. Comparative index return information is provided for the Fund’s shares at NAV only. Indexes are not available for direct investment.

Common Share Price Performance — Weekly Closing Price

 

LOGO

 

16


 

This data relates to the securities held in the Fund’s portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.

For financial reporting purposes, the ratings disclosed are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. This treatment of split-rated securities may differ from that used for other purposes, such as for Fund investment policies. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Holdings designated N/R are not rated by these national rating agencies.

 

Fund Allocation

(% of net assets)

 

Common Stocks     104.6%  
Variable Rate Senior Loan Interests     28.6%  
$1,000 Par (or similar) Institutional Preferred     7.1%  
$25 Par (or similar) Retail Preferred     5.1%  
Structured Notes     0.8%  
Convertible Preferred Securities     0.3%  
Corporate Bonds     0.2%  
Warrants     0.0%  
Repurchase Agreements     0.8%  
Other Assets Less Liabilities     1.1%  

Net Assets Plus Borrowings

    148.6%  
Borrowings     (48.6)%  

Net Assets

    100%  

Portfolio Credit Quality

(% of total fixed-income investments)

 

A     0.8%  
BBB     32.2%  
BB or Lower     62.1%  
N/R (not rated)     4.9%  

Total

    100%  

Portfolio Composition

(% of total investments)

 

Banks     15.3%  
Oil, Gas & Consumable Fuels     7.4%  
Software     6.2%  
Insurance     6.1%  
Pharmaceuticals     5.9%  
Capital Markets     5.4%  
Food Products     3.3%  
Chemicals     3.3%  
Diversified Telecommunication Services     3.1%  
Hotels, Restaurants & Leisure     2.6%  
Diversified Financial Services     2.5%  
Electric Utilities     2.3%  
Media     2.3%  
Multi-Utilities     2.2%  
Tobacco     2.2%  
Air Freight & Logistics     2.1%  
Semiconductors & Semiconductor Equipment     2.1%  
Airlines     2.0%  
Industrial Conglomerates     1.9%  
Technology Hardware, Storage & Peripherals     1.8%  
Other     19.4%  
Repurchase Agreements     0.6%  

Total

    100%  

Top Five Issuers

(% of total investments)

 

Citigroup Inc.     2.5%  
DowDuPont, Inc.     2.5%  
Enterprise Products Partnership LP     2.4%  
Oracle Corporation     2.4%  
Veolia Environment S.A.     2.2%  

Country Allocation

(% of total investments)

 

United States     51.5%  
Germany     10.5%  
United Kingdom     6.3%  
Japan     4.4%  
France     3.4%  
Ireland     3.0%  
Spain     2.8%  
Switzerland     2.6%  
Bermuda     2.4%  
Netherlands     2.3%  
Other     10.8%  

Total

    100%  
 

 

17


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Trustees of

Nuveen Tax-Advantaged Total Return Strategy Fund:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Nuveen Tax-Advantaged Total Return Strategy Fund (the “Fund”) as of December 31, 2018, the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2018, by correspondence with the custodian and brokers or other appropriate auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the auditor of one or more Nuveen investment companies since 2014.

Chicago, Illinois

February 28, 2019

 

18


JTA   

Nuveen Tax-Advantaged Total Return
Strategy Fund

 

Portfolio of Investments    December 31, 2018

 

Shares     Description (1)                                           Value  
 

LONG-TERM INVESTMENTS – 146.7% (99.4% of Total Investments)

 

     
 

COMMON STOCKS – 104.6% (70.9% of Total Investments)

 

     
      Air Freight & Logistics – 3.1%                              
  169,340    

Deutsche Post AG, (2)

                                               $ 4,624,542  
      Airlines – 2.6%                              
  77,685    

Delta Air Lines, Inc., (3)

 

     3,876,481  
      Automobiles – 1.6%                              
  45,890    

Daimler AG, (2)

 

     2,419,086  
      Banks – 17.7%                              
  1,122,055    

AIB Group PLC, (2)

 

     4,731,379  
  351,587    

Bank of Ireland Group PLC

 

     1,962,591  
  83,450    

CIT Group Inc., (3)

 

     3,193,632  
  91,400    

Citigroup Inc., (3)

 

     4,758,284  
  446,415    

ING Groep N.V, Sponsored ADR, (3)

 

     4,758,784  
  26,412    

JPMorgan Chase & Co.

 

     2,578,339  
  55,725    

The Bank of NT Butterfield and Son Limited, (3)

 

     1,746,979  
  2,039,750    

Unicaja Banco SA, 144A, (2), (4)

                                                 2,691,617  
 

Total Banks

 

     26,421,605  
      Biotechnology – 1.9%                              
  45,385    

Gilead Sciences, Inc.

 

     2,838,832  
      Capital Markets – 6.2%                              
  58,050    

Aurelius AG, (2)

 

     2,110,654  
  466,000    

Daiwa Securities Group Inc., (2)

 

     2,365,246  
  211,130    

Deutsche Boerse AG, ADR, (2), (3)

 

     2,518,781  
  183,650    

UBS Group AG, (2)

 

     2,290,710  
 

Total Capital Markets

 

     9,285,391  
      Chemicals – 3.6%                              
  101,360    

DowDuPont, Inc., (3)

 

     5,420,733  
      Diversified Financial Services – 1.4%                              
  308,140    

Challenger Limited, (2)

 

     2,060,108  
      Diversified Telecommunication Services – 3.6%                              
  64,135    

Nippon Telegraph and Telephone Corporation, ADR, (2), (3)

 

     2,606,446  
  231,725    

Telefonica Brasil SA, (2)

 

     2,763,320  
 

Total Diversified Telecommunication Services

 

     5,369,766  
      Electric Utilities – 3.0%                              
  120,370    

FirstEnergy Corp., (3)

 

     4,519,893  
      Electrical Equipment – 1.7%                              
  35,710    

Eaton PLC, (3)

 

     2,451,849  
      Energy Equipment & Services – 0.0%                              
  3,683    

Transocean Ltd

 

     25,560  
      Entertainment – 1.8%                              
  3,000    

Nintendo Co Ltd, (2)

 

     796,617  
  72,930    

Viacom Inc., Class B

 

     1,874,301  
 

Total Entertainment

 

     2,670,918  

 

19


JTA    Nuveen Tax-Advantaged Total Return Strategy Fund (continued)
   Portfolio of Investments    December 31, 2018

 

Shares     Description (1)                                 Value  
      Food Products – 2.5%                      
  483,434    

Orkla ASA, Sponsored ADR, (3)

   $ 3,746,613  
      Gas Utilities – 2.1%                      
  538,600    

Italgas SPA, (2)

     3,088,615  
      Health Care Providers & Services – 0.0%                      
  6,594    

Millennium Health LLC, (2), (4)

     435  
  6,140    

Millennium Health LLC, (4), (5)

     12,160  
  5,767    

Millennium Health LLC, (4), (5)

     10,844  
 

Total Health Care Providers & Services

     23,439  
      Household Durables – 2.2%                      
  220,500    

Sekisui House, Ltd., (2)

     3,238,060  
      Industrial Conglomerates – 2.6%                      
  35,090    

Siemens AG, (2)

     3,916,098  
      Insurance – 8.3%                      
  81,749    

Ageas, (2)

     3,679,982  
  145,889    

Allinaz S.E, Sponsored ADR, (2)

     2,938,204  
  55,990    

CNA Financial Corporation, (3)

     2,471,958  
  24,520    

RenaissanceRe Holdings, Limited, (3)

     3,278,324  
 

Total Insurance

     12,368,468  
      Marine – 0.0%                      
  262    

HGIM Corp, (2), (4)

     10,218  
      Media – 0.2%                      
  6,308    

Cumulus Media Inc., (4)

     68,126  
  2,099    

Metro-Goldwyn-Mayer, (2), (4)

     169,320  
  3,185    

Tribune Media Company, (2)

     1,274  
 

Total Media

     238,720  
      Multi-Utilities – 3.3%                      
  240,300    

Veolia Environment S.A., (2)

     4,921,151  
      Oil, Gas & Consumable Fuels – 10.6%                      
  24,825    

Chevron Corporation, (3)

     2,700,712  
  214,000    

Enterprise Products Partnership LP, (3)

     5,262,260  
  93,810    

Equitrans Midstream Corp, (4)

     1,878,076  
  388    

Fieldwood Energy Inc., (2), (4)

     13,968  
  1,923    

Fieldwood Energy Inc., (4), (5)

     64,439  
  119,800    

Suncor Energy Inc., (3)

     3,350,806  
  47,600    

Total SA, Sponsored ADR

     2,483,768  
 

Total Oil, Gas & Consumable Fuels

     15,754,029  
      Pharmaceuticals – 8.6%                      
  67,970    

AstraZeneca PLC, Sponsored ADR, (3)

     2,581,501  
  36,300    

Bayer AG, (2)

     2,524,620  
  126,670    

GlaxoSmithKline PLC, Sponsored ADR, (3)

     4,840,061  
  93,790    

Roche Holdings AG, Sponsored ADR, (2), (3)

     2,914,993  
 

Total Pharmaceuticals

     12,861,175  
      Real Estate Management & Development – 1.1%                      
  392,900    

Great Eagle Holdings Limited, (2)

     1,683,700  
      Semiconductors & Semiconductor Equipment – 2.9%                      
  178,650    

Cypress Semiconductor Corporation

     2,272,428  
  104,710    

Infineon Technologies AG, (2)

     2,096,469  
 

Total Semiconductors & Semiconductor Equipment

     4,368,897  

 

20


Shares     Description (1)                                           Value  
      Software – 5.8%                              
  32,826    

Microsoft Corporation, (3)

 

   $ 3,334,137  
  116,185    

Oracle Corporation

 

     5,245,753  
 

Total Software

 

     8,579,890  
      Specialty Retail – 1.4%                              
  788,150    

Kingfisher PLC, (2)

 

     2,072,275  
      Technology Hardware, Storage & Peripherals – 1.6%         
  81,900    

Samsung Electronics Company Limited, (2)

 

     2,340,183  
      Tobacco – 3.2%                              
  87,785    

Imperial Brands PLC, Sponsored ADR, (2), (3)

 

     2,679,198  
  32,250    

Philip Morris International Inc.

 

     2,153,010  
 

Total Tobacco

 

     4,832,208  
 

Total Common Stocks (cost $157,892,061)

 

     156,028,503  
Principal
Amount (000)
    Description (1)   Coupon (6)      Reference
Rate (6)
     Spread (6)      Maturity (7)      Ratings (8)      Value  
 

VARIABLE RATE SENIOR LOAN INTERESTS – 28.6% (19.4% of Total Investments) (6)

 

      Aerospace & Defense – 0.4%         
$ 205    

Rexnord LLC/ RBS Global, Inc., Term Loan, First Lien

    4.522%        1-Month LIBOR        2.000%        8/21/24        BB+      $ 199,519  
  488    

Transdigm, Inc., Term Loan F

    5.022%        1-Month LIBOR        2.500%        6/09/23        Ba2        461,388  
  693    

Total Aerospace & Defense

 

     660,907  
      Airlines – 0.3%                                         
  490    

American Airlines, Inc., Term Loan B

    4.455%        1-Month LIBOR        2.000%        12/14/23        BB+        467,235  
      Beverages – 0.3%         
  480    

Jacobs Douwe Egberts, Term Loan B

    4.563%        3-Month LIBOR        2.000%        11/01/25        Ba2        468,288  
      Biotechnology – 0.5%         
  737    

Grifols, Inc., Term Loan B

    4.669%        1-Week LIBOR        2.250%        1/31/25        BB        709,651  
      Building Products – 0.3%         
  432    

Quikrete Holdings, Inc., Term Loan B

    5.272%        1-Month LIBOR        2.750%        11/15/23        BB–        413,144  
      Capital Markets – 0.3%         
  476    

RPI Finance Trust, Term Loan B6

    4.522%        1-Month LIBOR        2.000%        3/27/23        BBB–        462,058  
      Chemicals – 1.2%         
  650    

Axalta Coating Systems, Term Loan, First Lien

    4.553%        3-Month LIBOR        1.750%        6/01/24        BBB–        614,573  
  457    

H.B. Fuller Company, Term Loan B

    4.470%        1-Month LIBOR        2.000%        10/22/24        BB+        431,221  
  175    

Mineral Technologies, Inc., Term Loan B2

    4.750%        N/A        N/A        5/07/21        BB+        168,228  
  590    

Univar, Inc., Term Loan B

    4.772%        1-Month LIBOR        2.250%        7/01/24        BB        566,219  
  1,872    

Total Chemicals

 

     1,780,241  
      Commercial Services & Supplies – 0.3%         
  510    

Formula One Group, Term Loan B

    5.022%        1-Month LIBOR        2.500%        2/01/24        B+        484,335  
  43    

West Corporation, Incremental Term Loan B1

    6.027%        3-Month LIBOR        3.500%        10/10/24        Ba3        39,022  
  553    

Total Commercial Services & Supplies

 

     523,357  
      Communications Equipment – 0.9%         
  105    

CommScope, Inc., Term Loan B

    4.522%        1-Month LIBOR        2.000%        12/29/22        BB+        100,086  
  1,384    

Univision Communications, Inc., Term Loan C5

    5.272%        1-Month LIBOR        2.750%        3/15/24        B        1,259,837  
  1,489    

Total Communications Equipment

 

     1,359,923  
      Consumer Finance – 0.5%         
  496    

Vantiv LLC, Repriced Term Loan B4

    4.190%        1-Month LIBOR        1.750%        8/09/24        BBB–        477,432  
  333    

Verscend Technologies, Tern Loan B

    7.022%        1-Month LIBOR        4.500%        8/27/25        B+        322,525  
  829    

Total Consumer Finance

 

     799,957  

 

21


JTA    Nuveen Tax-Advantaged Total Return Strategy Fund (continued)
   Portfolio of Investments    December 31, 2018

 

Principal
Amount (000)
    Description (1)   Coupon (6)      Reference
Rate (6)
     Spread (6)      Maturity (7)      Ratings (8)      Value  
      Containers & Packaging – 0.2%         
$ 349    

Berry Global, Inc., Term Loan Q

    4.387%        1-Month LIBOR        2.000%        10/01/22        BBB–      $ 342,178  
      Diversified Consumer Services – 0.2%         
  250    

Refinitiv, Term Loan B

    6.272%        1-Month LIBOR        3.750%        10/01/25        B        239,063  
      Diversified Financial Services – 0.7%         
  421    

Lions Gate Entertainment Corp., Term Loan B

    4.772%        1-Month LIBOR        2.250%        3/24/25        BB–        406,316  
  117    

Travelport LLC, Term Loan B

    5.116%        3-Month LIBOR        2.500%        3/17/25        B+        115,078  
  348    

Vantiv LLC, Repriced Term Loan B3

    4.189%        1-Month LIBOR        1.750%        10/14/23        BBB–        336,123  
  229    

Veritas US, Inc., Term Loan B1

    7.092%        3-Month LIBOR        4.500%        1/27/23        B        196,466  
  1,115    

Total Diversified Financial Services

 

     1,053,983  
      Diversified Telecommunication Services – 1.0%         
  990    

CenturyLink, Inc., Term Loan B

    5.272%        1-Month LIBOR        2.750%        1/31/25        BBB–        927,135  
  40    

Intelsat Jackson Holdings, S.A., Term Loan B4

    7.006%        1-Month LIBOR        4.500%        1/02/24        B1        39,870  
  64    

Intelsat Jackson Holdings, S.A., Term Loan B5

    6.625%        N/A        N/A        1/02/24        B1        63,264  
  500    

Numericable Group S.A., Term Loan B13

    6.455%        1-Month LIBOR        4.000%        8/14/26        B        473,645  
  1,594    

Total Diversified Telecommunication Services

 

     1,503,914  
      Electric Utilities – 0.4%         
  399    

Vistra Operations Co., Term Loan B1

    4.522%        1-Month LIBOR        2.000%        8/01/23        BBB–        385,643  
  205    

Vistra Operations Co., Term Loan B3

    4.473%        1-Month LIBOR        2.000%        12/31/25        BBB–        198,047  
  604    

Total Electric Utilities

 

     583,690  
      Equity Real Estate Investment Trusts – 0.2%         
  323    

Communications Sales & Leasing, Inc., Shortfall Term Loan

    5.522%        1-Month LIBOR        3.000%        10/24/22        B–        293,469  
      Food & Staples Retailing – 0.4%         
  690    

Albertson’s LLC, Term Loan B7

    5.522%        1-Month LIBOR        3.000%        11/17/25        BB–        656,450  
      Food Products – 0.4%         
  573    

US Foods, Inc., Term Loan B

    4.522%        1-Month LIBOR        2.000%        6/27/23        BBB–        550,914  
      Health Care Equipment & Supplies – 0.3%         
  437    

Acelity, Term Loan B

    6.053%        3-Month LIBOR        3.250%        2/02/24        B        421,763  
      Health Care Providers & Services – 1.9%         
  86    

Air Medical Group Holdings, Inc., Term Loan B

    6.754%        1-Month LIBOR        4.250%        3/14/25        B        80,459  
  237    

Community Health Systems, Inc., Term Loan H

    5.957%        3-Month LIBOR        3.250%        1/27/21        B–        228,309  
  794    

DaVita HealthCare Partners, Inc., Tranche B, Term Loan

    5.272%        1-Month LIBOR        2.750%        6/24/21        BBB–        789,931  
  1,230    

HCA, Inc., Term Loan B10

    4.522%        1-Month LIBOR        2.000%        3/13/25        BBB–        1,208,865  
  46    

HCA, Inc., Term Loan B11

    4.272%        1-Month LIBOR        1.750%        3/17/23        BBB–        45,555  
  325    

Millennium Laboratories, Inc., Term Loan B, First Lien

    9.022%        1-Month LIBOR        6.500%        12/21/20        CCC+        179,537  
  248    

PharMerica, Term Loan, First Lien

    5.955%        1-Month LIBOR        3.500%        12/06/24        B        237,787  
  2,966    

Total Health Care Providers & Services

 

     2,770,443  
      Health Care Technology – 0.5%         
  722    

Emdeon, Inc., Term Loan

    5.272%        1-Month LIBOR        2.750%        3/01/24        B+        686,983  
      Hotels, Restaurants & Leisure – 3.9%         
  510    

24 Hour Fitness Worldwide, Inc., Term Loan B

    6.022%        1-Month LIBOR        3.500%        5/30/25        B+        500,218  
  466    

Aramark Corporation, Term Loan

    4.272%        1-Month LIBOR        1.750%        3/11/25        BBB–        453,703  
  1,012    

Burger King Corporation, Term Loan B3

    4.772%        1-Month LIBOR        2.250%        2/16/24        B+        965,872  
  743    

Caesars Resort Collection, Term Loan, First Lien

    5.272%        1-Month LIBOR        2.750%        12/23/24        BB        715,451  
  426    

Hilton Hotels, Term Loan B

    4.256%        1-Month LIBOR        1.750%        10/25/23        BBB–        412,589  
  500    

Marriott Ownership Resorts, Term Loan B

    4.772%        1-Month LIBOR        2.250%        8/29/25        BB+        490,000  
  729    

MGM Growth Properties, Term Loan B

    4.522%        1-Month LIBOR        2.000%        3/21/25        BB+        700,984  
  1,120    

Seaworld Parks and Entertainment, Inc., Term Loan B5

    5.522%        1-Month LIBOR        3.000%        4/01/24        B        1,071,969  
  489    

YUM Brands, Term Loan B

    4.220%        1-Month LIBOR        1.750%        4/03/25        BBB–        478,140  
  5,995    

Total Hotels, Restaurants & Leisure

 

     5,788,926  

 

22


Principal
Amount (000)
    Description (1)   Coupon (6)      Reference
Rate (6)
     Spread (6)      Maturity (7)      Ratings (8)      Value  
      Household Products – 0.7%         
$ 749    

Reynolds Group Holdings, Inc., Term Loan, First Lien

    5.272%        1-Month LIBOR      2.750%        2/05/23        B+      $ 716,313  
  339    

Spectrum Brands, Inc., Refinanced Term Loan

    4.536%        1-Month LIBOR        2.000%        6/23/22        BB        328,939  
  1,088    

Total Household Products

 

     1,045,252  
      Independent Power & Renewable Electricity Producers – 0.2%         
  386    

NRG Energy, Inc., Term Loan B, (DDI)

    4.272%        1-Month LIBOR        1.750%        6/30/23        BBB–        372,331  
      Internet & Direct Marketing Retail – 0.3%                                         
  498    

Uber Technologies, Inc., Term Loan

    6.387%        1-Month LIBOR        4.000%        4/04/25        N/R        485,995  
      IT Services – 1.8%         
  825    

First Data Corporation, Term Loan, First Lien

    4.504%        1-Month LIBOR        2.000%        4/26/24        BB        790,098  
  362    

Gartner, Inc., Term Loan A

    4.022%        1-Month LIBOR        1.500%        3/21/22        BB+        354,261  
  476    

Leidos Holdings, Inc., Term Loan B

    4.313%        1-Month LIBOR        1.750%        8/22/25        BBB–        470,618  
  493    

Tempo Acquisition LLC, Term Loan B

    5.522%        1-Month LIBOR        3.000%        5/01/24        B        473,293  
  159    

West Corporation, Term Loan B

    6.527%        3-Month LIBOR        4.000%        10/10/24        Ba3        146,739  
  488    

WEX, Inc., Term Loan B

    4.772%        1-Month LIBOR        2.250%        7/01/23        BB–        470,438  
  2,803    

Total IT Services

 

     2,705,447  
      Life Sciences Tools & Services – 0.2%         
  297    

Inventiv Health, Inc., Term Loan B

    4.522%        1-Month LIBOR        2.000%        8/01/24        BB        288,209  
      Machinery – 0.1%         
  208    

Gates Global LLC, Term Loan B

    5.272%        1-Month LIBOR        2.750%        4/01/24        B+        198,536  
      Marine – 0.1%         
  112    

Harvey Gulf International Marine, Inc., Exit Term Loan

    8.508%        6-Month LIBOR        6.000%        7/02/23        B        111,508  
      Media – 3.1%         
  884    

Cequel Communications LLC, Term Loan B

    4.990%        1-Month LIBOR        2.250%        1/10/26        BB        839,462  
  474    

Charter Communications Operating Holdings LLC, Term Loan B

    4.530%        1-Month LIBOR        2.000%        4/30/25        BBB–        455,895  
  248    

Cineworld Group PLC, Term Loan B

    5.022%        1-Month LIBOR        2.500%        2/28/25        BB–        235,512  
  747    

Clear Channel Communications, Inc., Tranche D, Term Loan, (10)

    9.272%        N/A        N/A        1/30/19        N/R        505,442  
  92    

Clear Channel Communications, Inc.,Term Loan E, (10)

    10.022%        N/A        N/A        7/30/19        N/R        62,273  
  493    

Cumulus Media, Inc., Exit Term Loan

    7.030%        1-Month LIBOR        4.500%        5/13/22        B        464,142  
  261    

Intelsat Jackson Holdings, S.A., Term Loan B

    6.256%        1-Month LIBOR        3.750%        11/30/23        B        253,819  
  473    

Meredith Corporation, Tranche Term Loan B1

    5.272%        1-Month LIBOR        2.750%        1/31/25        BB        460,861  
  43    

Nexstar Broadcasting, Inc., Term Loan B3

    4.756%        1-Month LIBOR        2.250%        1/17/24        BB+        41,174  
  250    

Nexstar Broadcasting, Inc., Term Loan B3

    4.756%        1-Month LIBOR        2.250%        1/17/24        BB+        237,570  
  496    

Sinclair Television Group, Term Loan B2

    4.780%        1-Month LIBOR        2.250%        1/31/24        BB+        472,323  
  361    

Springer Science & Business Media, Inc., Term Loan B13, First Lien

    6.016%        1-Month LIBOR        3.500%        8/15/22        B        354,429  
  260    

WideOpenWest Finance LLC, Term Loan B

    5.720%        1-Month LIBOR        3.250%        8/18/23        B        241,766  
  5,082    

Total Media

 

     4,624,668  
      Multiline Retail – 0.2%         
  248    

EG America LLC, Term Loan, First Lien

    6.813%        3-Month LIBOR        4.000%        2/07/25        B        239,751  
      Oil, Gas & Consumable Fuels – 0.3%         
  208    

Fieldwood Energy LLC, Exit Term Loan

    7.772%        1-Month LIBOR        5.250%        4/11/22        B+        195,903  
  267    

Fieldwood Energy LLC, Exit Term Loan, second Lien

    9.772%        1-Month LIBOR        7.250%        4/11/23        B+        235,876  
  475    

Total Oil, Gas & Consumable Fuels

 

     431,779  
      Pharmaceuticals – 0.0%         
  29    

Valeant Pharmaceuticals International, Inc., Term Loan, First Lien

    5.379%        1-Month LIBOR        3.000%        6/02/25        BB–        28,193  
      Professional Services – 0.6%         
  392    

Nielsen Finance LLC, Term Loan B4

    4.387%        1-Month LIBOR        2.000%        10/04/23        BBB–        381,618  
  479    

On Assignment, Inc., Term Loan B

    4.522%        1-Month LIBOR        2.000%        4/02/25        BB        464,648  
  871    

Total Professional Services

 

     846,266  

 

23


JTA    Nuveen Tax-Advantaged Total Return Strategy Fund (continued)
   Portfolio of Investments    December 31, 2018

 

Principal
Amount (000)
    Description (1)   Coupon (6)      Reference
Rate (6)
     Spread (6)      Maturity (7)     Ratings (8)      Value  
      Road & Rail – 0.4%         
$ 579    

Avolon LLC, Term Loan B

    4.470%        1-Month LIBOR        2.000%        1/15/25       BBB–      $ 557,790  
      Semiconductors & Semiconductor Equipment – 0.1%         
  226    

Microchip Technology., Inc., Term Loan B

    4.530%        1-Month LIBOR        2.000%        5/29/25       BB+        214,873  
      Software – 3.4%         
  472    

BMC Software, Inc., Term Loan B

    7.053%        3-Month LIBOR        4.250%        10/02/25       B        456,117  
  717    

Ellucian, Term Loan B, First Lien

    6.053%        3-Month LIBOR        3.250%        9/30/22       B        693,242  
  607    

Infor (US), Inc., Term Loan B

    5.272%        1-Month LIBOR        2.750%        2/01/22       B        583,844  
  285    

McAfee LLC, Term Loan B

    6.272%        1-Month LIBOR        3.750%        9/30/24       B        277,773  
  128    

Micro Focus International PLC, New Term Loan

    5.022%        1-Month LIBOR        2.500%        6/21/24       BB–        119,530  
  865    

Micro Focus International PLC, Term Loan B

    5.022%        1-Month LIBOR        2.500%        6/21/24       BB–        807,217  
  987    

SS&C Technologies, Inc./ Sunshine Acquisition II, Inc., Term Loan B3

    4.772%        1-Month LIBOR        2.250%        4/16/25       BB        934,309  
  374    

SS&C Technologies, Inc./ Sunshine Acquisition II, Inc., Term Loan B4

    4.772%        1-Month LIBOR        2.250%        4/16/25       BB        354,396  
  909    

TIBCO Software, Inc., Term Loan, First Lien

    6.010%        1-Month LIBOR        3.500%        12/04/20       B        898,434  
  5,344    

Total Software

 

     5,124,862  
      Specialty Retail – 0.3%         
  459    

Petco Animal Supplies, Inc., Term Loan B1

    5.777%        3-Month LIBOR        3.250%        1/26/23       B2        339,277  
  146    

Petsmart Inc., Term Loan B, First Lien

    5.380%        1-Month LIBOR        3.000%        3/11/22       B3        116,021  
  605    

Total Specialty Retail

 

     455,298  
      Technology Hardware, Storage & Peripherals – 1.2%         
  736    

Dell International LLC, Refinancing Term Loan B

    4.530%        1-Month LIBOR        2.000%        9/07/23       BBB–        709,411  
  1,058    

Western Digital, Term Loan B

    4.256%        1-Month LIBOR        1.750%        4/29/23       BBB–        1,012,142  
  1,794    

Total Technology Hardware, Storage & Peripherals

 

     1,721,553  
      Wireless Telecommunication Services – 0.5%         
  737    

Sprint Corporation, Term Loan, First Lien

    5.063%        1-Month LIBOR        2.500%        2/02/24       BB–        703,104  
$ 45,051    

Total Variable Rate Senior Loan Interests (cost $45,001,770)

 

     42,691,952  
Principal
Amount (000)
    Description (1)                   Coupon      Maturity     Ratings (8)      Value  
 

$1,000 PAR (OR SIMILAR) INSTITUTIONAL PREFERRED – 7.1% (4.8% of Total Investments)

 

    
      Automobiles – 0.2%         
$ 380    

General Motors Financial Company Inc.

 

     5.750%        N/A (9)      BB+      $ 301,340  
      Banks – 2.5%         
  475    

CIT Group Inc., Series A

 

     5.800%        N/A (9)      Ba3        429,875  
  275    

Citizens Financial Group Inc.

 

     5.500%        N/A (9)      BB+        271,563  
  50    

Cobank Agricultural Credit Bank

 

     6.250%        N/A (9)      BBB+        50,000  
  200    

Huntington Bancshares Inc./OH

 

     5.700%        N/A (9)      Baa3        177,500  
  600    

M&T Bank Corporation

 

     6.450%        N/A (9)      Baa2        615,000  
  700    

PNC Financial Services Inc.

 

     6.750%        N/A (9)      Baa2        711,375  
  450    

SunTrust Bank Inc.

 

     5.625%        N/A (9)      Baa3        445,500  
  500    

Wells Fargo & Company

 

     5.875%        N/A (9)      Baa2        494,225  
  500    

Zions Bancorporation

 

     7.200%        N/A (9)      BB+        520,000  
  3,750    

Total Banks

 

     3,715,038  
      Capital Markets – 0.3%                             
  275    

Goldman Sachs Group Inc.

 

     5.300%        N/A (9)      Ba1        246,125  
  125    

Morgan Stanley

 

     5.550%        N/A (9)      BB+        121,312  
  400    

Total Capital Markets

 

     367,437  
      Consumer Finance – 0.6%                             
  540    

Capital One Financial Corporation

 

     5.550%        N/A (9)      Baa3        520,079  
  525    

Discover Financial Services

 

     5.500%        N/A (9)      Ba2        436,186  
  1,065    

Total Consumer Finance

 

     956,265  

 

24


Principal
Amount (000)
    Description (1)                   Coupon      Maturity     Ratings (8)      Value  
      Diversified Financial Services – 1.6%                             
$ 425    

Bank of America Corporation

 

     6.500%        N/A  (9)      BBB–      $ 430,313  
  70    

Bank of America Corporation

 

     6.300%        N/A  (9)      BBB–        71,095  
  225    

Citigroup Inc.

 

     5.800%        N/A  (9)      BB+        218,821  
  600    

Citigroup Inc.

 

     6.250%        N/A  (9)      BB+        574,620  
  500    

JPMorgan Chase & Company

 

     6.750%        N/A  (9)      Baa2        516,625  
  200    

JPMorgan Chase & Company

 

     6.100%        N/A  (9)      Baa2        198,750  
  79    

JPMorgan Chase & Company, (3-Month LIBOR reference rate + 3.470% spread), (11)

 

     5.990%        N/A  (9)      Baa2        78,111  
  225    

Voya Financial Inc.

 

     6.125%        N/A  (9)      BB+        213,469  
  2,324    

Total Diversified Financial Services

 

     2,301,804  
      Food Products – 1.5%                             
  2,146    

Land O’ Lakes Incorporated, 144A

 

     8.000%        N/A  (9)      BB        2,269,395  
      Industrial Conglomerates – 0.2%                             
  465    

General Electric Capital Corporation

 

     5.000%        N/A  (9)      BBB–        355,725  
      Insurance – 0.2%                             
  250    

Progressive Corp

 

     5.375%        N/A  (9)      BBB+        234,263  
$ 10,780    

Total $1,000 Par (or similar) Institutional Preferred (cost $10,980,951)

 

     10,501,267  
Shares     Description (1)                   Coupon             Ratings (8)      Value  
 

$25 PAR (OR SIMILAR) RETAIL PREFERRED – 5.1% (3.4% of Total Investments)

 

  
      Banks – 2.1%                             
  4,625    

Cobank Agricultural Credit Bank, 144A, (2)

 

     6.250%          BBB+      $ 462,500  
  3,250    

Cobank Agricultural Credit Bank, (2)

 

     6.125%          BBB+        325,000  
  8,622    

Fifth Third Bancorp.

 

     6.625%          Baa3        223,051  
  9,162    

FNB Corporation

 

     7.250%          Ba2        237,571  
  16,275    

Huntington BancShares Inc.

 

     6.250%          Baa3        403,945  
  7,550    

KeyCorp Preferred Stock

 

     6.125%          Baa3        194,941  
  12,600    

People’s United Financial, Inc.

 

     5.625%          BB+        279,846  
  18,844    

Regions Financial Corporation

 

     6.375%          BB+        467,143  
  19,300    

U.S. Bancorp.

 

     6.500%                A3        511,064  
 

Total Banks

 

                               3,105,061  
      Capital Markets – 1.2%                             
  19,400    

Charles Schwab Corporation

 

     6.000%          BBB        492,566  
  21,300    

Ladenburg Thalmann Financial Services Inc.

          8.000%          N/R        504,384  
  17,925    

Morgan Stanley

 

     7.125%          BB+        472,682  
  4,700    

Morgan Stanley

 

     6.375%          BB+        118,581  
  7,396    

Stifel Financial Corporation

 

     6.250%                BB–        179,797  
 

Total Capital Markets

 

                               1,768,010  
      Consumer Finance – 0.2%                             
  12,800    

Capital One Financial Corporation

 

     6.700%                Baa3        324,480  
      Food Products – 0.4%                             
  3,757    

CHS Inc.

 

     7.875%          N/R        96,555  
  12,132    

CHS Inc.

 

     7.100%          N/R        299,539  
  11,205    

CHS Inc.

 

     6.750%                N/R        269,592  
 

Total Food Products

 

                               665,686  
      Insurance – 0.6%                             
  13,500    

Enstar Group Ltd

 

     7.000%          BB+        315,900  
  8,175    

National General Holding Company

 

     7.500%          N/R        162,274  
  13,882    

PartnerRe Limited

 

     7.250%                BBB        349,688  
 

Total Insurance

 

                               827,862  

 

25


JTA    Nuveen Tax-Advantaged Total Return Strategy Fund (continued)
   Portfolio of Investments    December 31, 2018

 

Shares     Description (1)                 Coupon              Ratings (8)      Value  
      Thrifts & Mortgage Finance – 0.6%                              
  24,450    

Federal Agricultural Mortgage Corporation

 

     6.875%           N/R      $ 633,988  
  12,000    

New York Community Bancorp Inc.

 

     6.375%                 Ba1        273,840  
 

Total Thrifts & Mortgage Finance

 

                                907,828  
 

Total $25 Par (or similar) Retail Preferred (cost $7,704,804)

 

                                7,598,927  
Shares     Description (1)         Coupon      Issue Price      Cap Price      Maturity      Value  
 

STRUCTURED NOTES – 0.8% (0.6% of Total Investments)

 

  
  5,257    

Merill Lynch International & Co. C.V., Mandatory Exchangeable Note, Linked to Common Stock of Broadcom Inc. (Cap 113.00% of Issue Price), 144A

     10.000%      $ 209.2547      $ 236.4578        1/23/19      $ 1,231,663  
 

Total Structured Notes (cost $1,089,776)

 

                                1,231,663  
Shares     Description (1)                 Coupon              Ratings (8)      Value  
 

CONVERTIBLE PREFERRED SECURITIES – 0.3% (0.2% of Total Investments)

 

     
      Banks – 0.3%         
  225    

Bank of America Corporation

 

     7.250%           BBB–      $ 281,812  
  170    

Wells Fargo & Company

 

     7.500%                 Baa2        214,535  
 

Total Convertible Preferred Securities (cost $475,033)

 

                                496,347  
Principal
Amount (000)
    Description (1)                 Coupon      Maturity      Ratings (8)      Value  
 

CORPORATE BONDS – 0.2% (0.1% of Total Investments)

 

           
      Food Products – 0.1%                              
$ 125    

Land O’ Lakes Inc., 144A

 

     7.000%        N/A (9)        BB      $ 121,875  
      Media – 0.1%                              
  133    

iHeartCommunications, Inc., (10)

 

     9.000%        12/15/19        CC        89,110  
$ 258    

Total Corporate Bonds (cost $249,437)

 

                                210,985  
Shares     Description (1)                                         Value  
 

WARRANTS – 0.0% (0.0% of Total Investments)

 

  
      Marine – 0.0%         
  1,176    

HGIM Corp, (2)

 

   $ 47,628  
 

Total Warrants (cost $47,040)

 

                                47,628  
 

Total Long-Term Investments (cost $223,440,872)

 

                                218,807,272  
Principal
Amount (000)
    Description (1)                 Coupon      Maturity              Value  
 

SHORT-TERM INVESTMENTS – 0.8% (0.6% of Total Investments)

 

     
 

REPURCHASE AGREEMENTS – 0.8% (0.6% of Total Investments)

 

  
$ 1,250    

Repurchase Agreement with Fixed Income Clearing Corporation,
dated 12/31/18, repurchase price $1,249,896,
collateralized by $1,280,000 U.S. Treasury Bonds,
3.000%, due 5/15/45, value $1,276,914

 

     1.200%        1/02/19               $ 1,249,813  
$ 1,250    

Total Short-Term Investments (cost $1,249,813)

 

                                1,249,813  
 

Total Investments (cost $224,690,685) – 147.5%

 

              220,057,085  
 

Borrowings – (48.6)% (12), (13)

 

              (72,500,000
 

Other Assets Less Liabilities – 1.1% (14)

 

              1,584,437  
 

Net Assets Applicable to Common Shares – 100%

 

                     $ 149,141,522  

 

26


Investments in Derivatives

Interest Rate Swaps – OTC Uncleared

 

Counterparty   Notional
Amount
    Fund
Pay/Receive
Floating Rate
    Floating Rate Index     Fixed Rate
(Annualized)
    Fixed Rate
Payment
Frequency
    Effective
Date (15)
    Optional
Termination
Date
    Maturity
Date
    Value     Unrealized
Appreciation
(Depreciation)
 

JPMorgan Chase Bank, N.A.

  $ 41,800,000       Receive       1-Month LIBOR       1.969     Monthly       6/01/18       7/01/25       7/01/27     $ 1,010,352     $ 1,010,352  

For Fund portfolio compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications into sectors for reporting ease.

 

(1)

All percentages shown in the Portfolio of Investments are based on net assets applicable to common shares unless otherwise noted.

 

(2)

For fair value measurement disclosure purposes, investment classified as Level 2. See Notes to Financial Statements, Note 2 – Investment Valuation and Fair Value Measurements for more information.

 

(3)

Investment, or portion of investment, is hypothecated as described in Notes to Financial Statements, Note 9 – Borrowing Arrangements, Rehypothecation. The total value of investments hypothecated as of the end of the reporting period was $61,870,219.

 

(4)

Non-income producing; issuer has not declared a dividend within the past twelve months.

 

(5)

Investments valued at fair value using methods determined in good faith by, or at the discretion of, the Board. For fair value measurement disclosure purposes, investment classified as Level 3. See Notes to Financial Statements, Note 2 – Investment Valuation and Fair Value Measurements for more information.

 

(6)

Senior loans generally pay interest at rates which are periodically adjusted by reference to a base short-term, floating lending rate (Reference Rate) plus an assigned fixed rate (Spread). These floating lending rates are generally (i) the lending rate referenced by the London Inter-Bank Offered Rate (“LIBOR”), or (ii) the prime rate offered by one or more major United States banks. Senior loans may be considered restricted in that the Fund ordinarily is contractually obligated to receive approval from the agent bank and/or borrower prior to the disposition of a senior loan. The rate shown is the coupon as of the end of the reporting period.

 

(7)

Senior loans generally are subject to mandatory and/or optional prepayment. Because of these mandatory prepayment conditions and because there may be significant economic incentives for a borrower to prepay, prepayments of senior loans may occur. As a result, the actual remaining maturity of senior loans held may be substantially less than the stated maturities shown.

 

(8)

For financial reporting purposes, the ratings disclosed are the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. This treatment of split-rated securities may differ from that used for other purposes, such as for Fund investment policies. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies. Ratings are not covered by the report of independent registered public accounting firm.

 

(9)

Perpetual security. Maturity date is not applicable.

 

(10)

As of, or subsequent to, the end of the reporting period, this security is non-income producing. Non-incoming producing, in the case of a fixed-income security, generally denotes that the issuer has (1) defaulted on the payment of principal or interest, (2) is under the protection of the Federal Bankruptcy Court or (3) the Fund’s Adviser has concluded that the issue is not likely to meet its future interest payment obligations and has ceased accruing additional income on the Fund’s records.

 

(11)

Variable rate security. The rate shown is the coupon as of the end of the reporting period.

 

(12)

Borrowings as a percentage of Total Investments is 32.9%.

 

(13)

The Fund may pledge up to 100% of its eligible investments (excluding any investments separately pledged as collateral for specific investments in derivatives, when applicable) in the Portfolio of Investments as collateral for borrowings. As of the end of the reporting period, investments with a value of $164,947,629 have been pledged as collateral for borrowings.

 

(14)

Other assets less liabilities includes the unrealized appreciation (depreciation) of certain over-the-counter (“OTC”) derivatives as presented on the Statement of Assets and Liabilities, when applicable. The unrealized appreciation (depreciation) of OTC cleared and exchange-traded derivatives is recognized as part of cash collateral at brokers and/or the receivable or payable for variation margin as presented on the Statement of Assets and Liabilities, when applicable.

 

(15)

Effective date represents the date on which both the Fund and counterparty commence interest payment accruals on each contract.

 

144A

Investment is exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These investments may only be resold in transactions exempt from registration, which are normally those transactions with qualified institutional buyers.

 

ADR

American Depositary Receipt

 

DDI

Portion if investment purchased on a delayed delivery basis.

 

LIBOR

London Inter-Bank Offered Rate

 

See accompanying notes to financial statements.

 

27


Statement of Assets and Liabilities

December 31, 2018

 

 

 

Assets

  

Long-term investments, at value (cost $223,440,872)

   $ 218,807,272  

Short-term investments, at value (cost approximates value)

     1,249,813  

Unrealized appreciation on interest rate swaps

     1,010,352  

Receivable for:

  

Dividends

     491,821  

Interest

     207,015  

Investments sold

     77,605  

Reclaims

     256,785  

Other assets

     61,725  

Total assets

     222,162,388  

Liabilities

  

Borrowings

     72,500,000  

Cash overdraft

     43,092  

Payable for investments purchased

     124,380  

Accrued expenses:

  

Management fees

     171,267  

Interest on borrowings

     25,209  

Trustees fees

     55,939  

Other

     100,979  

Total liabilities

     73,020,866  

Net assets applicable to common shares

   $ 149,141,522  

Common shares outstanding

     13,850,897  

Net asset value (“NAV”) per common share outstanding

   $ 10.77  

Net assets applicable to common shares consist of:

        

Common shares, $0.01 par value per share

   $ 138,509  

Paid-in surplus

     153,715,636  

Total distributable earnings

     (4,712,623

Net assets applicable to common shares

   $ 149,141,522  

Authorized shares:

  

Common

     Unlimited  

Preferred

     Unlimited  

 

See accompanying notes to financial statements.

 

28


Statement of Operations

Year Ended December 31, 2018

 

 

 

Investment Income

  

Dividends

   $ 8,353,785  

Interest

     3,027,138  

Other

     43,041  

Foreign tax withheld on dividend income

     (453,947

Total investment income

     10,970,017  

Expenses

  

Management fees

     2,358,448  

Interest expense on borrowings

     2,376,982  

Custodian fees

     107,042  

Trustees fees

     7,591  

Professional fees

     42,681  

Shareholder reporting expenses

     50,712  

Shareholder servicing agent fees

     516  

Stock exchange listing fees

     6,771  

Investor relations expense

     12,381  

Other

     16,583  

Total expenses

     4,979,707  

Net investment income (loss)

     5,990,310  

Realized and Unrealized Gain (Loss)

  

Net realized gain (loss) from:

  

Investments and foreign currency

     30,679  

Swaps

     41,061  

Change in net unrealized appreciation (depreciation) of:

  

Investments and foreign currency

     (39,319,546

Swaps

     489,867  

Net realized and unrealized gain (loss)

     (38,757,939

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

   $ (32,767,629

 

See accompanying notes to financial statements.

 

29


Statement of Changes in Net Assets

 

      Year
Ended
12/31/18
      

Year(1)

Ended
12/31/17

 

Operations

       

Net investment income (loss)

   $ 5,990,310        $ 6,879,377  

Net realized gain (loss) from:

       

Investments and foreign currency

     30,679          9,110,196  

Options written

              59,515  

Swaps

     41,061          (846,256

Change in net unrealized appreciation (depreciation) of:

       

Investments and foreign currency

     (39,319,546        17,799,695  

Swaps

     489,867          1,385,813  

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

     (32,767,629        34,388,340  

Distributions to Common Shareholders(2)

       

Dividends(3)

     (5,807,071        (13,732,401

Return of capital

     (9,145,620         

Decrease in net assets applicable to common shares from distributions to common shareholders

     (14,952,691        (13,732,401

Capital Share Transactions

       

Net proceeds from common shares issued to shareholders due to reinvestment of distributions

     102,941           

Net increase (decrease) in net assets applicable to common shares from capital share transactions

     102,941           

Net increase (decrease) in net assets applicable to common shares

     (47,617,379        20,655,939  

Net assets applicable to common shares at the beginning of period

     196,758,901          176,102,962  

Net assets applicable to common shares at the end of period

   $ 149,141,522        $ 196,758,901  
(1)

Prior period amounts have been conformed to current year presentation. See Notes to Financial Statements, Note 10 – New Accounting Pronouncements for further details.

(2)

The composition and per share amounts of the Fund’s distributions are presented in the Financial Highlights. The distribution information for the Fund as of its most recent tax year end is presented within the Notes to Financial Statements, Note 6 – Income Tax Information.

(3)

For the fiscal year ended December 31, 2017, the Fund’s distributions to common shareholders were paid from net investment income.

 

See accompanying notes to financial statements.

 

30


Statement of Cash Flows

Year Ended December 31, 2018

 

 

 

Cash Flows from Operating Activities:

  

Net Increase (Decrease) in Net Assets Applicable to Common Shares from Operations

   $ (32,767,629

Adjustments to reconcile the net increase (decrease) in net assets applicable to common shares from operations to net cash
provided by (used in) operating activities:

  

Purchases of investments

     (76,249,242

Proceeds from sales and maturities of investments

     95,544,100  

Proceeds from (Purchases of) short-term investments, net

     1,080,173  

Proceeds from (Payments for) closed foreign currency spot contracts

     (44,578

Payment-in-kind distributions

     (12,420

Proceeds from litigation settlement

     18,438  

Amortization (Accretion) of premiums and discounts, net

     17,647  

(Increase) Decrease in:

  

Receivable for dividends

     21,718  

Receivable for interest

     109,301  

Receivable for investments sold

     2,369,286  

Receivable for reclaims

     37,267  

Other assets

     (10,661

Increase (Decrease) in:

  

Payable for investments purchased

     (1,009,291

Accrued interest on borrowings

     6,589  

Accrued management fees

     (34,053

Accrued Trustees fees

     7,275  

Accrued other expenses

     (50,057

Net realized (gain) loss from investments and foreign currency

     (30,679

Change in net unrealized (appreciation) depreciation of:

  

Investments and foreign currency

     39,319,546  

Swaps

     (489,867

Net cash provided by (used in) operating activities

     27,832,863  

Cash Flows from Financing Activities:

  

Proceeds from borrowings

     9,700,000  

Repayment of borrowings

     (21,000,000

Increase (Decrease) in cash overdraft

     (1,683,113

Cash distributions paid to common shareholders

     (14,849,750

Net cash provided by (used in) financing activities

     (27,832,863

Net Increase (Decrease) in Cash

      

Cash at the beginning of period

      

Cash at the end of period

   $  
Supplemental Disclosure of Cash Flow Information        

Cash paid for interest on borrowings (excluding borrowing costs)

   $ 2,364,293  

Non-cash financing activities not included herein consists of reinvestments of common share distributions

     102,941  

 

See accompanying notes to financial statements.

 

31


Financial Highlights

 

Selected data for a common share outstanding throughout each period:

 

           Investment Operations      Less Distributions to
Common Shareholders
     Common Share  
     Beginning
Common
Share
NAV
     Net
Investment
Income
(Loss)(a)
     Net
Realized/
Unrealized
Gain (Loss)
     Total      From
Net
Investment
Income
     From
Accum-
ulated
Net
Realized
Gains
     Return of
Capital
     Total      Discount
from
Shares
Repurchased
and
Retired
     Ending
NAV
     Ending
Share
Price
 

Year Ended 12/31:

 

2018

  $ 14.21      $ 0.43      $ (2.79    $ (2.36    $ (0.42    $      $ (0.66    $ (1.08    $      $ 10.77      $ 10.15  

2017

    12.72        0.50        1.98        2.48        (0.99        —               (0.99        —        14.21        13.95  

2016

    13.10        0.47        0.16        0.63        (0.65             (0.36      (1.01             12.72        11.32  

2015

    14.39        0.47        (0.67      (0.20      (1.09                    (1.09             13.10        11.67  

2014

    14.71        0.49        0.22        0.71        (1.03                    (1.03             14.39        13.29  

 

    Borrowings at the End of Period  
     Aggregate
Amount
Outstanding
(000)
       Asset
Coverage
Per $1,000
 

Year Ended 12/31:

      

2018

  $ 72,500        $ 3,057  

2017

    83,800          3,348  

2016

    76,800          3,293  

2015

    82,400          3,201  

2014

    89,400          3,229  

 

32


            Common Share Supplemental Data/
Ratios Applicable to Common Shares
 
Common Share
Total Returns
          Ratios to Average Net Assets(c)        
Based
on
NAV(b)
    Based
on
Share
Price(b)
        
    
    
Ending
Net Assets
(000)
    Expenses     Net
Investment
Income (Loss)
    Portfolio
Turnover
Rate(d)
 
         
  (17.49 )%      (20.58 )%    $ 149,142       2.67     3.21     28
  19.96       32.80       196,759       2.13       3.64       37  
  5.10       5.85       176,103       1.93       3.69       42  
  (1.49     (4.17     181,354       1.87       3.34       49  
  4.91       1.44       199,255       1.85       3.35       34  

 

(a)

Per share Net Investment Income (Loss) is calculated using the average daily shares method.

(b)

Total Return Based on Common Share NAV is the combination of changes in common share NAV, reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest price for the last dividend declared in the period may often be based on the Fund’s market price (and not its NAV), and therefore may be different from the price used in the calculation. Total returns are not annualized.

Total Return Based on Common Share Price is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period takes place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.

(c)     Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to borrowings (as described in Note 9 – Borrowing Arrangements).
    Each ratio includes the effect of all interest expense paid and other costs related to borrowings, as follows:

 

Ratios of Borrowings Interest Expense

to Average Net Assets Applicable
to Common Shares

 

Year Ended 12/31:

 

2018

    1.27

2017

    0.77  

2016

    0.53  

2015

    0.47  

2014

    0.45  
 

 

(d)

Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 5 – Investment Transactions) divided by the average long-term market value during the period.

 

See accompanying notes to financial statements.

 

33


Notes to Financial Statements

 

1. General Information and Significant Accounting Policies

General Information

Fund Information

Nuveen Tax-Advantaged Total Return Strategy Fund (the “Fund”) is registered under the Investment Company Act of 1940, as amended, as a diversified closed-end management investment company. The Fund’s common shares are listed on the New York Stock Exchange (“NYSE”) and trade under the ticker symbol “JTA.” The Fund was organized as a Massachusetts business trust on October 1, 2003.

The end of the reporting period for the Fund is December 31, 2018, and the period covered by these Notes to Financial Statements is the fiscal year ended December 31, 2018 (the “current fiscal period”).

Investment Adviser

The Fund’s investment adviser is Nuveen Fund Advisors, LLC (the “Adviser”), a subsidiary of Nuveen, LLC (“Nuveen”). Nuveen is the investment management arm of Teachers Insurance and Annuity Association of America (TIAA). The Adviser has overall responsibility for management of the Fund, oversees the management of the Fund’s portfolio, manages the Fund’s business affairs and provides certain clerical, bookkeeping and other administrative services, and, if necessary, asset allocation decisions. The Adviser has entered into sub-advisory agreements with NWQ Investment Management Company, LLC (“NWQ”) and Symphony Asset Management LLC (“Symphony”) (each a “Sub-Adviser” and collectively, the “Sub-Advisers”), each an affiliate of Nuveen. NWQ manages the portion of the Fund’s investment portfolio allocated to dividend-paying common and preferred stocks, including American Depositary Receipts (“ADRs”) and the Fund’s options strategy. Symphony manages the portion of the Fund’s investment portfolio allocated to senior loans and other debt instruments. The Adviser is responsible for managing the Fund’s investments in swap contracts.

Investment Objectives and Principal Investment Strategies

The Fund’s investment objective is to achieve a high level of after-tax total return consisting primarily of tax-advantaged dividend income and capital appreciation. The Fund invests at least 60% of the Fund’s managed assets in tax-advantaged income-producing equity securities, including dividend received deduction (DRD) preferred securities. The Fund also invests 15% to 25% in senior loans and other debt instruments, as well as 5% to 15% in preferred stocks that are eligible to pay tax-advantage dividends.

Significant Accounting Policies

The Fund is an investment company and follows accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (ASC) Topic 946 “Financial Services – Investment Companies.” The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”).

Investment Transactions

Investment transactions are recorded on a trade date basis. Trade date for senior and subordinated loans purchased in the “primary market” is considered the date on which the loan allocations are determined. Trade date for senior and subordinated loans purchased in the “secondary market” is the date on which the transaction is entered into. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same basis used for federal income tax purposes. Investments purchased on a when-issued/delayed delivery basis may have extended settlement periods. Any investments so purchased are subject to market fluctuation during this period. The Fund has earmarked securities in its portfolio with a current value at least equal to the amount of the when-issued/delayed delivery purchase commitments.

As of the end of the reporting period, the Fund’s outstanding when-issued/delayed delivery purchase commitments were as follows:

 

Outstanding when-issued/delayed delivery purchase commitments

       $124,380  

Investment Income

Dividend income is recorded on the ex-dividend date or, for foreign securities, when information is available. Non-cash dividends received in the form of stock, if any, are recognized on the ex-dividend date and recorded at fair value. Interest income, which reflects the amortization of premiums and includes accretion of discounts for financial reporting purposes, is recorded on an accrual basis. Interest income also reflects payment-in-kind (“PIK”) interest and fee income, if any. PIK interest represents income received in the form of securities in lieu of cash. Fee income consists primarily of amendment fees. Amendment fees are earned as compensation for evaluating and accepting changes to an original senior loan agreement and are recognized when received. Fee income and amendment fees, if any, are recognized as a component of “Interest Income” on the statement of operations. Other income is comprised of fees earned in connection with the rehypothecation of pledged collateral as further described in Note 9 – Borrowing Arrangements, Rehypothecation.

 

34


 

Professional Fees

Professional fees presented on the Statement of Operations consist of legal fees incurred in the normal course of operations, audit fees, tax consulting fees and, in some cases, workout expenditures. Workout expenditures are incurred in an attempt to protect or enhance an investment or to pursue other claims or legal actions on behalf of Fund shareholders. If a refund is received for workout expenditures paid in a prior reporting period, such amounts will be recognized as “Legal fee refund” on the Statement of Operations.

Dividends and Distributions to Common Shareholders

Distributions to common shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP.

The Fund makes quarterly cash distributions to common shareholders of a stated dollar amount per share. Subject to approval and oversight by the Fund’s Board of Trustees (the “Board”), the Fund seeks to maintain a stable distribution level designed to deliver the long-term return potential of the Fund’s investment strategy through regular quarterly distributions (a “Managed Distribution Program”). Total distributions during a calendar year generally will be made from the Fund’s net investment income, net realized capital gains and net unrealized capital gains in the Fund’s portfolio, if any. The portion of distributions paid attributed to net unrealized gains, if any, is distributed from the Fund’s assets and is treated by shareholders as a nontaxable distribution (“return of capital”) for tax purposes. In the event that total distributions during a calendar year exceed the Fund’s total return on net asset value (“NAV”), the difference will reduce NAV per share. If the Fund’s total return on NAV exceeds total distributions during a calendar year, the excess will be reflected as an increase in NAV per share. The final determination of the source and character of all distributions paid by the Fund during the fiscal year is made after the end of the fiscal year and is reflected in the financial statements contained in the annual report as of December 31 each year.

Compensation

The Fund pays no compensation directly to those of its trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Fund from the Adviser or its affiliates. The Board has adopted a deferred compensation plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen-advised funds.

Indemnifications

Under the Fund’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts that provide general indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

Netting Agreements

In the ordinary course of business, the Fund may enter into transactions subject to enforceable master repurchase agreements, International Swaps and Derivatives Association, Inc. (ISDA) master agreements or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows the Fund to offset certain securities and derivatives with a specific counterparty, when applicable, as well as any collateral received or delivered to that counterparty based on the terms of the agreements. Generally, the Fund manages its cash collateral and securities collateral on a counterparty basis.

The Fund’s investments subject to netting agreements as of the end of the reporting period, if any, are further described in Note 3 – Portfolio Securities and Investments in Derivatives.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets applicable to common shares from operations during the current fiscal period. Actual results may differ from those estimates.

2. Investment Valuation and Fair Value Measurements

The fair valuation input levels as described below are for fair value measurement purposes.

Fair value is defined as the price that would be received upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources

 

35


Notes to Financial Statements (continued)

 

independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.

 

Level 1 –   Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities.
Level 2 –   Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, credit spreads, etc.).
Level 3 –   Prices are determined using significant unobservable inputs (including management’s assumptions in determining the fair value of investments).

Common stocks and other equity-type securities are valued at the last sales price on the securities exchange on which such securities are primarily traded and are generally classified as Level 1. Securities primarily traded on the Nasdaq National Market (“Nasdaq”) are valued at the Nasdaq Official Closing Price and are generally classified as Level 1. However, securities traded on a securities exchange or Nasdaq for which there were no transactions on a given day or securities not listed on a securities exchange or Nasdaq are valued at the quoted bid price and are generally classified as Level 2. Prices of certain ADRs held by the Fund that trade in the United States are valued based on the last traded price, official closing price or the most recent bid price of the underlying non-U.S.-traded stock, adjusted as appropriate for the underlying-to-ADR conversion ratio and foreign exchange rate, and from time-to-time may also be adjusted further to take into account material events that may take place after the close of the local non-U.S. market but before the close of the NYSE, which may represent a transfer from a Level 1 to a Level 2 security.

Prices of fixed-income securities are provided by an independent pricing service (“pricing service”) approved by the Board. The pricing service establishes a security’s fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2. In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about a security, its issuer or market activity provided by the Adviser. These securities are generally classified as Level 2 or Level 3 depending on the observability of the significant inputs.

Like most fixed-income securities, the senior and subordinated loans in which the Fund invests are not listed on an organized exchange. The secondary market of such investments may be less liquid relative to markets for other fixed-income securities. Consequently, the value of senior and subordinated loans, determined as described above, may differ significantly from the value that would have been determined had there been an active market for that senior loan. These securities are generally classified as Level 2.

Prices of swap contracts are also provided by a pricing service approved by the Board using the same methods as described above and are generally classified as Level 2.

Repurchase agreements are valued at contract amount plus accrued interest, which approximates market value. These securities are generally classified as Level 2.

Investments initially valued in currencies other than the U.S. dollar are converted to the U.S. dollar using exchange rates obtained from pricing services. As a result, the NAV of the Fund’s shares may be affected by changes in the value of currencies in relation to the U.S. dollar. The value of securities traded in markets outside the United States or denominated in currencies other than the U.S. dollar may be affected significantly on a day that the NYSE is closed and an investor is not able to purchase, redeem or exchange shares. If significant market events occur between the time of determination of the closing price of a foreign security on an exchange and the time that the Fund’s NAV is determined, or if under the Fund’s procedures, the closing price of a foreign security is not deemed to be reliable, the security would be valued at fair value as determined in accordance with procedures established in good faith by the Board. These securities are generally classified as Level 2 or Level 3 depending on the observability of the significant inputs.

Certain securities may not be able to be priced by the pre-established pricing methods as described above. Such securities may be valued by the Board and/or its appointee at fair value. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; debt securities that have gone into default and for which there is no current market quotation; a security whose market price is not available from a pre-established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of the Fund’s NAV (as may be the case in non-U.S. markets on which the security is primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, is not deemed to reflect the security’s fair value. As a general principle, the fair value of a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2 or Level 3 depending on

 

36


 

the observability of the significant inputs. Regardless of the method employed to value a particular security, all valuations are subject to review by the Board and/or its appointee.

The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of the Fund’s fair value measurements as of the end of the reporting period:

 

      Level 1      Level 2      Level 3      Total  

Long-Term Investments*:

           

Common Stocks

   $ 85,673,791      $ 70,267,269 **     $ 87,443 ***     $ 156,028,503  

Variable Rate Senior Loan Interests

            42,691,952               42,691,952  

$1,000 Par (or similar) Institutional Preferred

            10,501,267               10,501,267  

$25 par (or similar) Retail Preferred

     6,811,427        787,500 **              7,598,927  

Structured Notes

            1,231,663               1,231,663  

Convertible Preferred Securities

     496,347                      496,347  

Corporate Bonds

            210,985               210,985  

Warrants

            47,628               47,628  

Short-Term Investments:

           

Repurchase Agreements

            1,249,813               1,249,813  

Investments in Derivatives:

           

Interest Rate Swaps****

            1,010,352               1,010,352  

Total

   $ 92,981,565      $ 127,998,429      $ 87,443      $ 221,067,437  
*

Refer to the Fund’s Portfolio of Investments for industry classifications.

**

Refer to the Fund’s Portfolio of Investments for securities classified as Level 2.

***

Refer to the Fund’s Portfolio of Investments for securities classified as Level 3.

****

Represents net unrealized appreciation (depreciation) as reported in the Fund’s Portfolio of Investments.

3. Portfolio Securities and Investments in Derivatives

Portfolio Securities

Foreign Currency Transactions

To the extent that the Fund may invest in securities and/or contracts that are denominated in a currency other than U.S. dollars, the Fund will be subject to currency risk, which is the risk that an increase in the U.S. dollar relative to the foreign currency will reduce returns or portfolio value. Generally, when the U.S. dollar rises in value against a foreign currency, the Fund’s investments denominated in that currency will lose value because its currency is worth fewer U.S. dollars; the opposite effect occurs if the U.S. dollar falls in relative value. Investments and other assets and liabilities denominated in foreign currencies are converted into U.S. dollars on a spot (i.e. cash) basis at the spot rate prevailing in the foreign currency exchange market at the time of valuation. Purchases and sales of investments and income denominated in foreign currencies are translated into U.S. dollars on the respective dates of such transactions.

As of the end of the reporting period, the Fund’s investments in non-U.S. securities were as follows:

 

        Value      % of Total
Investments
 

Country:

       

Germany

     $ 23,148,454        10.5

United Kingdom

       13,900,973        6.3  

Japan

       9,709,473        4.4  

France

       7,404,919        3.4  

Ireland

       6,693,970        3.0  

Spain

       6,164,588        2.8  

Switzerland

       5,667,761        2.6  

Bermuda

       5,341,203        2.4  

Netherlands

       5,108,472        2.3  

Other

       23,486,311        10.8  

Total non-U.S. securities

     $ 106,626,124        48.5

The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, assets and liabilities are translated into U.S. dollars at 4:00 p.m. Eastern Time. Investment transactions, income and expenses are translated on the respective dates of such transactions. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date of the

 

37


Notes to Financial Statements (continued)

 

transactions, foreign currency transactions and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received.

The realized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with (i) foreign currency, (ii) investments, (iii) investments in derivatives and (iv) other assets and liabilities are recognized as a component of “Net realized gain (loss) from investments and foreign currency” on the Statement of Operations, when applicable.

The unrealized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with (i) investments and (ii) other assets and liabilities are recognized as a component of “Change in net unrealized appreciation (depreciation) of investments and foreign currency” on the Statement of Operations, when applicable. The unrealized gains and losses resulting from changes in foreign exchange rates associated with investments in derivatives are recognized as a component of the respective derivative’s related “Change in net unrealized appreciation (depreciation)” on the Statement of Operations, when applicable.

Repurchase Agreements

In connection with transactions in repurchase agreements, it is the Fund’s policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value of the collateral declines, realization of the collateral may be delayed or limited.

The following table presents the repurchase agreements for the Fund that are subject to netting agreements as of the end of the reporting period, and the collateral delivered related to those repurchase agreements.

 

Counterparty    Short-Term
Investments, at Value
       Collateral
Pledged (From)
Counterparty*
       Net
Exposure
 

Fixed Income Clearing Corporation

   $ 1,249,813        $ (1,249,813      $     —  
*

As of the end of the reporting period, the value of the collateral pledged from the counterparty exceeded the value of the repurchase agreements. Refer to the Fund’s Portfolio of Investments for details on the repurchase agreements.

Zero Coupon Securities

A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.

Investments in Derivatives

The Fund is authorized to invest in certain derivative instruments, such as futures, options and swap contracts. The Fund limits its investments in futures, options on futures and swap contracts to the extent necessary for the Adviser to claim the exclusion from registration by the Commodity Futures Trading Commission as a commodity pool operator with respect to the Fund. The Fund records derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Fund’s investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes.

Interest Rate Swap Contracts

Interest rate swap contracts involve the Fund’s agreement with the counterparty to pay or receive a fixed rate payment in exchange for the counterparty receiving or paying a variable rate payment. Forward interest rate swap contracts involve the Fund’s agreement with a counterparty to pay, in the future, a fixed or variable rate payment in exchange for the counterparty paying the Fund a variable or fixed rate payment, the accruals for which would begin at a specified date in the future (the “effective date”).

The amount of the payment obligation for an interest rate swap is based on the notional amount and the termination date of the contract. Interest rate swap contracts do not involve the delivery of securities or other underlying assets or principal. Accordingly, the risk of loss with respect to the swap counterparty on such transactions is limited to the net amount of interest payments that the Fund is to receive.

Interest rate swap contracts are valued daily. Upon entering into an interest rate swap contract (and beginning on the effective date for a forward interest rate swap contract), the Fund accrues the fixed rate payment expected to be paid or received and the variable rate payment expected to be received or paid on the interest rate swap contracts on a daily basis, and recognizes the daily change in the fair value of the Fund’s contractual rights and obligations under the contracts. For an over-the-counter (“OTC”) swap that is not cleared through a clearing house (“OTC Uncleared”), the amount recorded on these transactions is recognized on the Statement of Assets and Liabilities as a component of “Unrealized appreciation or depreciation on interest rate swaps.”

 

38


 

Upon the execution of an OTC swap cleared through a clearing house (“OTC Cleared”), the Fund is obligated to deposit cash or eligible securities, also known as “initial margin,” into an account at its clearing broker equal to a specified percentage of the contract amount. Cash deposited by the Fund to cover initial margin requirements on open swap contracts, if any, is recognized as a component of “Cash collateral at brokers for investments in swaps” on the Statement of Assets and Liabilities. Investments in OTC Cleared swaps obligate the Fund and the clearing broker to settle monies on a daily basis representing changes in the prior day’s “mark-to-market” of the swap contract. If the Fund has unrealized appreciation, the clearing broker will credit the Fund’s account with an amount equal to the appreciation. Conversely, if the Fund has unrealized depreciation, the clearing broker will debit the Fund’s account with an amount equal to the depreciation. These daily cash settlements are also known as “variation margin.” Variation margin for OTC Cleared swaps is recognized as a receivable and/or payable for “Variation margin on swap contracts” on the Statement of Assets and Liabilities. Upon the execution of an OTC Uncleared swap, neither the Fund nor the counterparty is required to deposit initial margin as the trades are recorded bilaterally between both parties to the swap contract, and the terms of the variation margin are subject to a predetermined threshold negotiated by the Fund and the counterparty. Variation margin for OTC Uncleared swaps is recognized as a component of “Unrealized appreciation or depreciation on interest rate swaps” as described in the preceding paragraph.

The net amount of periodic payments settled in cash are recognized as a component of “Net realized gain (loss) from swaps” on the Statement of Operations, in addition to the net realized gain or loss recorded upon the termination of the swap contract. For tax purposes, payments expected to be received or paid on the swap contracts are treated as ordinary income or expense, respectively. Changes in the value of the swap contracts during the fiscal period are recognized as a component of “Change in net unrealized appreciation (depreciation) of swaps” on the Statement of Operations. In certain instances, payments are made or received upon entering into the swap contract to compensate for differences between the stated terms of the swap agreements and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). Payments received or made at the beginning of the measurement period, if any, are recognized as “Interest rate swaps premiums received and/or paid” on the Statement of Assets and Liabilities.

During the current fiscal period, the Fund continued to utilize forward starting interest rate swap contracts to partially hedge its future interest cost of leverage, which is through the use of bank borrowings.

The average notional amount of interest rate swap contracts outstanding during the current fiscal period was as follows:

 

Average notional amount of interest rate swap contracts outstanding*

    $41,800,000  
*

The average notional amount is calculated based on the outstanding notional at the beginning of the current fiscal period and at the end of each fiscal quarter within the current fiscal period.

The following table presents the fair value of all swap contracts held by the Fund as of the end of the reporting period, the location of these instruments on the Statement of Assets and Liabilities and the primary underlying risk exposure.

 

        

Location on the Statement of Assets and Liabilities

 

Underlying

Risk Exposure

  

Derivative

Instrument

 

Asset Derivatives

         

(Liability) Derivatives

 
  Location    Value            Location    Value  
Interest rate    Swaps (OTC Uncleared)   Unrealized appreciation on interest rate swaps**    $ 1,010,352                $  —  
**

Some swap contracts require a counterparty to pay or receive a premium, which is disclosed in the Statement of Assets and Liabilities, when applicable, and is not reflected in the cumulative unrealized appreciation (depreciation) presented above.

The following table presents the swap contracts subject to netting agreements and the collateral delivered related to those swap contracts as of the end of the reporting period.

 

                               Gross Amounts Not Offset
on the Statement of
Assets and Liabilities
          
Counterparty   Gross
Unrealized
Appreciation
on Interest
Rate Swaps***
       Gross
Unrealized
(Depreciation)
on Interest
Rate Swaps***
       Net Unrealized
Appreciation
(Depreciation) on
Interest Rate
Swaps
       Interest
Rate Swap
Premiums
Paid
       Collateral
Pledged
to (from)
Counterparty
       Net
Exposure
 

JPMorgan Chase Bank, N.A.

  $ 1,010,352        $        $ 1,010,352        $        $ (1,010,352      $  
***

Represents gross unrealized appreciation (depreciation) for the counterparty as reported in the Fund’s Portfolio of Investments.

 

39


Notes to Financial Statements (continued)

 

The following table presents the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized on swap contracts on the Statement of Operations during the current fiscal period, and the primary underlying risk exposure.

 

Underlying
Risk Exposure
     Derivative
Instrument
     Net Realized
Gain (Loss) from
Swaps
       Change in Net
Unrealized Appreciation
(Depreciation) of
Swaps
 

Interest rate

    

Swaps

     $ 41,061        $ 489,867  

Market and Counterparty Credit Risk

In the normal course of business the Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose the Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of the Fund’s exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement of Assets and Liabilities.

The Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of the Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when the Fund has an unrealized loss, the Fund has instructed the custodian to pledge assets of the Fund as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.

4. Fund Shares

Common Share Transactions

Transactions in common shares during the Fund’s current and prior fiscal period were as follows:

 

        Year
Ended
12/31/18
     Year
Ended
12/31/17
 

Common shares:

       

Issued to shareholders due to reinvestment of distributions

       7,751         

5. Investment Transactions

Long-term purchases and sales (including maturities but excluding derivative transactions) during the current fiscal period, aggregated $76,249,242 and $95,544,100, respectively.

6. Income Tax Information

The Fund intends to distribute substantially all of its net investment company taxable income to shareholders and to otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. In any year when the Fund realizes net capital gains, the Fund may choose to distribute all or a portion of its net capital gains to shareholders, or alternatively, to retain all or a portion of its net capital gains and pay federal corporate income taxes on such retained gains.

For all open tax years and all major taxing jurisdictions, management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Fund is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to the recognition of premium amortization and timing differences in recognizing certain gains and losses on investment transactions. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification. Temporary and permanent differences do not impact the NAV of the Fund.

 

40


 

The tables below present the cost and unrealized appreciation (depreciation) of the Fund’s investment portfolio, as determined on a federal income tax basis, as of December 31, 2018.

For purposes of this disclosure, derivative tax cost is generally the sum of any upfront fees or premiums exchanged and any amounts unrealized for income statement reporting but realized in income and/or capital gains tax reporting. If a particular derivative category does not disclose any tax unrealized appreciation or depreciation, the change in value of those derivatives have generally been fully realized for tax purposes.

 

Tax cost of investments

     $ 225,233,774  

Gross unrealized:

    

Appreciation

     $ 15,761,611  

Depreciation

       (20,938,300

Net unrealized appreciation (depreciation) of investments

     $ (5,176,689
    

Tax cost of swaps

     $  

Net unrealized appreciation (depreciation) of swaps

       1,010,352  

Permanent differences, primarily due to foreign currency transactions, treatment of notional principal contracts, real estate investment trust adjustments, complex securities character adjustments and bond premium amortization adjustments resulted in reclassification among the Fund’s components of net assets as of December 31, 2018, the Fund’s tax year end.

 

The tax components of undistributed net ordinary income and net long-term capital gains as of December 31, 2018, the Fund’s tax year end, were as follows:

 

 

Undistributed net ordinary income

     $             —  

Undistributed net long-term capital gains

        
The tax character of distributions paid during the Fund’s tax years ended December 31, 2018 and December 31, 2017 was designated for purposes of the dividends paid deduction as follows:

 

2018  

Distributions from net ordinary income1

     $ 5,807,071  

Distributions from net long-term capital gains

        

Return of capital

       9,145,620  
2017          

Distributions from net ordinary income1

     $ 13,732,401  

Distributions from net long-term capital gains

        

Return of capital

        

1  Net ordinary income consists of net taxable income derived from dividends, interest, and net short-term capital gains, if any.

   

As of December 31, 2018, the Fund’s tax year end, the Fund had unused capital losses carrying forward available for federal income tax purposes to be applied against future capital gains, if any. The capital losses are not subject to expiration.

 

Not subject to expiration:

    

Short-term

     $  

Long-term

       535,854  

Total

     $ 535,854  

7. Management Fees

The Fund’s management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. The Sub-Advisers are compensated for their services to the Fund from the management fees paid to the Adviser.

The Fund’s management fee consists of two components – a fund-level fee, based only on the amount of assets within the Fund, and a complex-level fee, based on the aggregate amount of all eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within the Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.

 

41


Notes to Financial Statements (continued)

 

The annual fund-level fee, payable monthly, is calculated according to the following schedule:

 

Average Daily Managed Assets*      Fund-Level Fee Rate  

For the first $500 million

       0.7000

For the next $500 million

       0.6750  

For the next $500 million

       0.6500  

For the next $500 million

       0.6250  

For managed assets over $2 billion

       0.6000  

The annual complex-level fee, payable monthly, is calculated by multiplying the current complex-wide fee rate, determined according to the following schedule by the Fund’s daily managed assets:

 

Complex-Level Eligible Asset Breakpoint Level*      Effective Complex-Level Fee Rate at Breakpoint Level  

$55 billion

       0.2000

$56 billion

       0.1996  

$57 billion

       0.1989  

$60 billion

       0.1961  

$63 billion

       0.1931  

$66 billion

       0.1900  

$71 billion

       0.1851  

$76 billion

       0.1806  

$80 billion

       0.1773  

$91 billion

       0.1691  

$125 billion

       0.1599  

$200 billion

       0.1505  

$250 billion

       0.1469  

$300 billion

       0.1445  
*

For the complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to certain types of leverage. For these purposes, leverage includes the fund’s use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust’s issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen open-end and closed-end Funds that constitute “eligible assets”. Eligible assets do not include assets attributable to investments in other Nuveen funds or assets in excess of a determined amount (originally $2 billion) added to the Nuveen fund complex in connection with the Adviser’s assumption of the management of the former First American Funds effective January 1, 2011. As of December 31, 2018, the complex-level fee for the Fund was 0.1602%.

8. Senior Loan Commitments

Unfunded Commitments

Pursuant to the terms of certain of the variable rate senior loan agreements, the Fund may have unfunded senior loan commitments. The Fund will maintain with its custodian, cash, liquid securities and/or liquid senior loans having an aggregate value at least equal to the amount of unfunded senior loan commitments. As of the end of the reporting period, the Fund had no such unfunded senior loan commitments.

Participation Commitments

With respect to the senior loans held in the Fund’s portfolio, the Fund may: 1) invest in assignments; 2) act as a participant in primary lending syndicates; or 3) invest in participations. If the Fund purchases a participation of a senior loan interest, the Fund would typically enter into a contractual agreement with the lender or other third party selling the participation, rather than directly with the borrower. As such, the Fund not only assumes the credit risk of the borrower, but also that of the selling participant or other persons interpositioned between the Fund and the borrower. As of the end of the reporting period, the Fund had no such outstanding participation commitments.

9. Borrowing Arrangements

Borrowings

The Fund has entered into a borrowing arrangement as a means of leverage.

As of the end of the reporting period, the Fund has a $93,500,000 (maximum commitment amount) committed financing agreement (“Borrowings”). As of the end of the reporting period, the outstanding balance on these Borrowings was $72,500,000.

Interest is charged on these Borrowings at 1-Month LIBOR (London Inter-Bank Offered Rate) plus 0.65% per annum on the amount borrowed. The Fund is also charged an undrawn fee of 0.50% per annum if the undrawn portion of the Borrowings on that day is more than 20% of the maximum commitment

 

42


 

amount. During the current fiscal period, the average daily balance outstanding and average annual interest rate on these Borrowings was $87,669,315 and 2.67%, respectively.

During the current fiscal period, the Fund amended its Borrowings, at which time the maximum commitment amount was increased from $87,400,000 to $93,500,000. The Fund incurred an amendment fee of 0.10% on the increase of the maximum commitment amount of $6,100,000, while all other terms of the Borrowings remain unchanged.

In order to maintain these Borrowings, the Fund must meet certain collateral, asset coverage and other requirements. Borrowings outstanding are fully secured by securities specifically identified in the Fund’s portfolio of investments (“Pledged Collateral”).

Borrowings outstanding are recognized as “Borrowings” on the Statement of Assets and Liabilities. Interest expense incurred on the drawn amount and undrawn balance, as well as the amendment fee are each recognized as a component of “Interest expense on borrowings” on the Statement of Operations.

Rehypothecation

The Fund has entered into a Rehypothecation Side Letter (“Side Letter”) with its prime brokerage lender, allowing it to re-register the Pledged Collateral in its own name or in a name other than the Fund’s to pledge, repledge, hypothecate, rehypothecate, sell, lend or otherwise transfer or use the Pledged Collateral (the “Hypothecated Securities”) with all rights of ownership as described in the Side Letter. Subject to certain conditions, the total value of the outstanding Hypothecated Securities shall not exceed the lesser of (i) 98% of the outstanding balance on the Borrowings to which the Pledged Collateral relates and (ii) 3313% of the Fund’s total assets. The Fund may designate any Pledged Collateral as ineligible for rehypothecation. The Fund may also recall Hypothecated Securities on demand.

The Fund also has the right to apply and set-off an amount equal to one-hundred percent (100%) of the then-current fair market value of such Pledged Collateral against the current Borrowings under the Side Letter in the event that the prime brokerage lender fails to timely return the Pledged Collateral and in certain other circumstances. In such circumstances, however, the Fund may not be able to obtain replacement financing required to purchase replacement securities and, consequently, the Fund’s income generating potential may decrease. Even if the Fund is able to obtain replacement financing, it might not be able to purchase replacement securities at favorable prices.

The Fund will receive a fee in connection with the Hypothecated Securities (“Rehypothecation Fees”) in addition to any principal, interest, dividends and other distributions paid on the Hypothecated Securities.

As of the end of the reporting period, the Fund had Hypothecated Securities totalling $61,870,219. During the current fiscal period, the Fund earned Rehypothecation Fees of $43,041, which is recognized as “Other income” on the Statement of Operations.

Inter-Fund Borrowing and Lending

The Securities and Exchange Commission (“SEC”) has granted an exemptive order permitting registered open-end and closed-end Nuveen funds to participate in an inter-fund lending facility whereby the Nuveen funds may directly lend to and borrow money from each other for temporary purposes (e.g., to satisfy redemption requests or when a sale of securities “fails,” resulting in an unanticipated cash shortfall) (the “Inter-Fund Program”). The closed-end Nuveen funds, including the Fund covered by this shareholder report, will participate only as lenders, and not as borrowers, in the Inter-Fund Program because such closed-end funds rarely, if ever, need to borrow cash to meet redemptions. The Inter-Fund Program is subject to a number of conditions, including, among other things, the requirements that (1) no fund may borrow or lend money through the Inter-Fund Program unless it receives a more favorable interest rate than is typically available from a bank or other financial institution for a comparable transaction; (2) no fund may borrow on an unsecured basis through the Inter-Fund Program unless the fund’s outstanding borrowings from all sources immediately after the inter-fund borrowing total 10% or less of its total assets; provided that if the borrowing fund has a secured borrowing outstanding from any other lender, including but not limited to another fund, the inter-fund loan must be secured on at least an equal priority basis with at least an equivalent percentage of collateral to loan value; (3) if a fund’s total outstanding borrowings immediately after an inter-fund borrowing would be greater than 10% of its total assets, the fund may borrow through the inter-fund loan on a secured basis only; (4) no fund may lend money if the loan would cause its aggregate outstanding loans through the Inter-Fund Program to exceed 15% of its net assets at the time of the loan; (5) a fund’s inter-fund loans to any one fund shall not exceed 5% of the lending fund’s net assets; (6) the duration of inter-fund loans will be limited to the time required to receive payment for securities sold, but in no event more than seven days; and (7) each inter-fund loan may be called on one business day’s notice by a lending fund and may be repaid on any day by a borrowing fund. In addition, a Nuveen fund may participate in the Inter-Fund Program only if and to the extent that such participation is consistent with the fund’s investment objective and investment policies. The Board is responsible for overseeing the Inter-Fund Program.

The limitations detailed above and the other conditions of the SEC exemptive order permitting the Inter-Fund Program are designed to minimize the risks associated with Inter-Fund Program for both the lending fund and the borrowing fund. However, no borrowing or lending activity is without risk. When a fund borrows money from another fund, there is a risk that the loan could be called on one day’s notice or not renewed, in which case the fund may have to borrow from a bank at a higher rate or take other actions to payoff such loan if an inter-fund loan is not available from another fund. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional borrowing costs.

During the current reporting period, the Fund did not enter into any inter-fund loan activity.

 

43


Notes to Financial Statements (continued)

 

10. New Accounting Pronouncements

Disclosure Update and Simplification

During August 2018, the SEC issued Final Rule Release No. 33-10532, Disclosure Update and Simplification (“Final Rule Release No. 33-10532”). Final Rule Release No. 33-10532 amends certain financial statement disclosure requirements to conform to U.S. GAAP. The amendments to Rule 6-04.17 of Regulation S-X (balance sheet) remove the requirement to separately state the book basis components of net assets: undistributed (over-distribution of) net investment income (“UNII”), accumulated undistributed net realized gains (losses), and net unrealized appreciation (depreciation) at the balance sheet date. Instead, consistent with U.S. GAAP, funds will be required to disclose total distributable earnings. The amendments to Rule 6-09 of Regulation S-X (statement of changes in net assets) remove the requirement to separately state the sources of distributions paid. Instead, consistent with U.S. GAAP, funds will be required to disclose the total amount of distributions paid, except that any tax return of capital must be separately disclosed. The amendments also remove the requirement to parenthetically state the book basis amount of UNII on the statement of changes in net assets.

The requirements of Final Rule Release No. 33-10532 were effective November 5, 2018, and the Fund’s Statement of Assets and Liabilities and Statement of Changes in Net Assets for the current reporting period have been modified accordingly. In addition, certain amounts within the Fund’s Statement of Changes in Net Assets for the prior fiscal period have been modified to conform to Final Rule Release No. 33-10532.

For the prior fiscal period, the total amount of distributions paid to shareholders from net investment income and from accumulated net realized gains, if any, are recognized as “Dividends” on the Statement of Changes in Net Assets.

As of December 31, 2017, the Fund’s Statement of Changes in Net Assets reflected the following UNII balance.

 

UNII at the end of period

    $(213,057)  

FASB Accounting Standards Update (“ASU”) 2017-08 (“ASU 2017-08”) Premium Amortization on Purchased Callable Debt Securities

The FASB has issued ASU 2017-08, which shortens the premium amortization period for purchased non-contingently callable debt securities. ASU 2017-08 specifies that the premium amortization period ends at the earliest call date, for purchased non-contingently callable debt securities. ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Management is currently evaluating the implications of ASU 2017-08, if any.

Fair Value Measurement: Disclosure Framework

During August 2018, the FASB issued ASU 2018-13 (“ASU 2018-13”), Fair Value Measurement: Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements. ASU 2018-13 modifies the disclosures required by Topic 820, Fair Value Measurements. The amendments in ASU 2018-13 are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. During the current reporting period, management early implemented this guidance. This implementation did not have a material impact on the Fund’s financial statements.

 

44


Additional Fund Information

(Unaudited)

 

Board of Trustees           
Margo Cook*    Jack B. Evans   William C. Hunter   Albin F. Moschner   John K. Nelson   Robert L. Young
William J. Schneider**    Judith M. Stockdale   Carole E. Stone   Terence J. Toth   Margaret L. Wolff  

 

*

Interested Board Member.

**

Retired from the Funds’ Board of Trustees effective December 31, 2018.

 

         

Fund Manager

Nuveen Fund Advisors, LLC

333 West Wacker Drive

Chicago, IL 60606

 

Custodian

State Street Bank
& Trust Company
One Lincoln Street

Boston, MA 02111

 

Legal Counsel

Chapman and Cutler LLP
Chicago, IL 60603

 

Independent Registered
Public Accounting Firm

KPMG LLP

200 East Randolph Street

Chicago, IL 60601

 

Transfer Agent and
Shareholder Services

Computershare Trust Company N.A.

250 Royall Street

Canton, MA 02021

(800) 257-8787

 

 

Distribution Information

The Fund hereby designates its percentage of dividends paid from net ordinary income as dividends qualifying for the dividends received deduction (“DRD”) for corporations and its percentage as qualified dividend income (“QDI”) for individuals under Section 1(h)(11) of the Internal Revenue Code as shown in the accompanying table. The actual qualified dividend income distributions will be reported to shareholders on Form 1099-DIV which will be sent to shareholders shortly after calendar year end.

 

     JTA  

% DRD

    37.8%  

% QDI

    100.0%  

Quarterly Portfolio of Investments Information

The Fund is required to file its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its report on Form N-PORT. You may obtain this information on the SEC’s website at http://www.sec.gov.

 

 

Nuveen Funds’ Proxy Voting Information

You may obtain (i) information regarding how each fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, without charge, upon request, by calling Nuveen toll-free at (800) 257-8787 or on Nuveen’s website at www.nuveen.com and (ii) a description of the policies and procedures that each fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen toll free at (800) 257-8787. You may also obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov.

 

 

CEO Certification Disclosure

The Fund’s Chief Executive Officer (CEO) has submitted to the New York Stock Exchange (NYSE) the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual. The Fund has filed with the SEC the certification of its CEO and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act.

 

 

Common Share Repurchases

The Fund intends to repurchase, through its open-market share repurchase program, shares of its own common stock at such times and in such amounts as is deemed advisable. During the period covered by this report, the Fund repurchased shares of its common stock as shown in the accompanying table. Any future repurchases will be reported to shareholders in the next annual or semi-annual report.

 

     JTA  

Common shares repurchased

     

FINRA BrokerCheck

The Financial Industry Regulatory Authority (FINRA) provides information regarding the disciplinary history of FINRA member firms and associated investment professionals. This information as well as an investor brochure describing FINRA BrokerCheck is available to the public by calling the FINRA BrokerCheck Hotline number at (800) 289-9999 or by visiting www.FlNRA.org.

 

 

 

 

45


Glossary of Terms
Used in this Report
  (Unaudited)

 

 

Average Annual Total Return: This is a commonly used method to express an investment’s performance over a particular, usually multi-year time period. It expresses the return that would have been necessary each year to equal the investment’s actual cumulative performance (including change in NAV or market price and reinvested dividends and capital gains distributions, if any) over the time period being considered.

 

 

Blended Benchmark: A blended return comprised of: 1) 72% of the return of the MSCI World Index, a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets. The MSCI World Index consists of the following 23 developed market country indexes: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the U.K. and the U.S. 2) 8% of the return of the BofAML DRD (dividends received deduction) Eligible Preferred Securities Index, which consists of investment-grade, DRD-eligible, exchange-traded preferred stocks with one year or more to maturity, and 3) 20% of the return of the Credit Suisse Leveraged Loan Index, which consists of approximately $150 billion of tradable term loans with at least one year to maturity and rated BBB or lower. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

 

Collateralized Loan Obligation (CLO): A security backed by a pool of debt, often low rated corporate loans. Collateralized loan obligations (CLOs) are similar to collateralized mortgage obligations, except for the different type of underlying loan.

 

 

Credit Suisse Leveraged Loan Index: A representative, unmanaged index of tradeable, senior, U.S. dollar-denominated leveraged loans. Index returns assume reinvestment of distributions, but do not include the effects of any applicable sales charges or management fees.

 

 

Effective Leverage: Effective leverage is a fund’s effective economic leverage, and includes both regulatory leverage (see below) and the leverage effects of certain derivative investments in the fund’s portfolio.

 

 

Gross Domestic Product (GDP): The total market value of all final goods and services produced in a country/region in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports.

 

 

ICE BofAML Fixed Rate Preferred Securities Index: Tracks the performance of fixed-rate U.S. dollar-denominated preferred securities issued in the U.S. domestic market. Qualifying securities must be rated investment grade (based on an average of Moody’s, S&P and Fitch) and must have an investment grade rated country of risk (based on an average of Moody’s, S&P and Fitch foreign currency long-term sovereign debt ratings). Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.

 

 

ICE BofAML U.S. High Yield Index: An unmanaged index which tracks the performance of U.S. dollar denominated below investment grade corporate debt publicly issued in the U.S. domestic market. The index returns assume reinvestment of dividends, but do not include the effects of any sales charges or management fees.

 

 

ICE BofAML U.S. Corporate Index: An unmanaged index comprised of U.S. dollar denominated investment grade corporate debt securities publicly issued in the U.S. domestic market with at least one year remaining term to final maturity. Index returns do not include the effects of any sales charges or management fees.

 

 

ICE BofAML U.S. Preferred, Bank Capital & Capital Trust Securities Index: An index that tracks the performance of U.S. dollar denominated fixed rate preferred securities, fixed-to-floating rate, perpetual callable and capital securities, perpetual callable and variable coupon private placements issued in the U.S. domestic market. The index returns assume reinvestment of dividends, but do not include the effects of any sales charges or management fees.

 

46


 

 

 

Leverage: Leverage is created whenever a fund has investment exposure (both reward and/or risk) equivalent to more than 100% of the investment capital.

 

 

Morgan Stanley Capital International (MSCI) World Index: A free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed markets. The MSCI World Index consists of the following 23 developed market country indexes: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the U.K. and the U.S. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.

 

 

MSCI ACWI (All Country World Index): A free-float adjusted market capitalization index that is designed to measure equity market performance in the global developed and emerging markets. The index returns assume reinvestment of dividends and do not reflect any applicable sales charges. You cannot invest directly in an index.

 

 

MSCI EAFE Index: The MSCI (Morgan Stanley Capital International) EAFE (Europe, Australasia, Far East) Index is a free float-adjusted market capitalization weighted index designed to measure developed market equity performance, excluding the U.S. and Canada. The index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.

 

 

Net Asset Value (NAV) Per Share: A fund’s Net Assets is equal to its total assets (securities, cash, accrued earnings and receivables) less its total liabilities. NAV per share is equal to the fund’s Net Assets divided by its number of shares outstanding.

 

 

Regulatory Leverage: Regulatory leverage consists of preferred shares issued by or borrowings of a fund. Both of these are part of the fund’s capital structure. Regulatory leverage is subject to asset coverage limits set in the Investment Company Act of 1940.

 

 

Russell 1000® Growth Index: A market-capitalization weighted index of those firms in the Russell 1000® Index with lower price-to-book ratios and lower forecasted growth values. The index returns assume reinvestment of dividends and do not reflect any applicable sales charges. You cannot invest directly in an index.

 

 

Russell 1000® Value Index: A market-capitalization weighted index of those firms in the Russell 1000® Index with lower price-to-book ratios and lower forecasted growth values. The index returns assume reinvestment of dividends and do not reflect any applicable sales charges. You cannot invest directly in an index.

 

 

S&P 500®: An unmanaged index generally considered representative of the U.S. stock market. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.

 

47


Reinvest Automatically, Easily and Conveniently

 

Nuveen makes reinvesting easy. A phone call is all it takes to set up your reinvestment account.

 

 

Nuveen Closed-End Funds Automatic Reinvestment Plan

Your Nuveen Closed-End Fund allows you to conveniently reinvest distributions in additional Fund shares.

By choosing to reinvest, you’ll be able to invest money regularly and automatically, and watch your investment grow through the power of compounding. Just like distributions in cash, there may be times when income or capital gains taxes may be payable on distributions that are reinvested.

It is important to note that an automatic reinvestment plan does not ensure a profit, nor does it protect you against loss in a declining market.

Easy and convenient

To make recordkeeping easy and convenient, each quarter you’ll receive a statement showing your total distributions, the date of investment, the shares acquired and the price per share, and the total number of shares you own.

How shares are purchased

The shares you acquire by reinvesting will either be purchased on the open market or newly issued by the Fund. If the shares are trading at or above net asset value at the time of valuation, the Fund will issue new shares at the greater of the net asset value or 95% of the then-current market price. If the shares are trading at less than net asset value, shares for your account will be purchased on the open market. If the Plan Agent begins purchasing Fund shares on the open market while shares are trading below net asset value, but the Fund’s shares subsequently trade at or above their net asset value before the Plan Agent is able to complete its purchases, the Plan Agent may cease open-market purchases and may invest the uninvested portion of the distribution in newly-issued Fund shares at a price equal to the greater of the shares’ net asset value or 95% of the shares’ market value on the last business day immediately prior to the purchase date. Distributions received to purchase shares in the open market will normally be invested shortly after the distribution payment date. No interest will be paid on distributions awaiting reinvestment. Because the market price of the shares may increase before purchases are completed, the average purchase price per share may exceed the market price at the time of valuation, resulting in the acquisition of fewer shares than if the distribution had been paid in shares issued by the Fund. A pro rata portion of any applicable brokerage commissions on open market purchases will be paid by Plan participants. These commissions usually will be lower than those charged on individual transactions.

Flexible

You may change your distribution option or withdraw from the Plan at any time, should your needs or situation change.

You can reinvest whether your shares are registered in your name, or in the name of a brokerage firm, bank, or other nominee. Ask your investment advisor if his or her firm will participate on your behalf. Participants whose shares are registered in the name of one firm may not be able to transfer the shares to another firm and continue to participate in the Plan.

The Fund reserves the right to amend or terminate the Plan at any time. Although the Fund reserves the right to amend the Plan to include a service charge payable by the participants, there is no direct service charge to participants in the Plan at this time.

Call today to start reinvesting distributions

For more information on the Nuveen Automatic Reinvestment Plan or to enroll in or withdraw from the Plan, speak with your financial advisor or call us at (800) 257-8787.

 

 

48


Board Members & Officers

(Unaudited)

 

The management of the Funds, including general supervision of the duties performed for the Funds by the Adviser, is the responsibility of the Board of Trustees of the Funds. The number of trustees of the Funds is set at ten. None of the trustees who are not “interested” persons of the Funds (referred to herein as “independent board members”) has ever been a director or employee of, or consultant to, Nuveen or its affiliates. The names and business addresses of the trustees and officers of the Funds, their principal occupations and other affiliations during the past five years, the number of portfolios each oversees and other directorships they hold are set forth below.

 

                     

Name,

Year of Birth

& Address

  

Position(s) Held

with the Funds

  

Year First

Elected or

Appointed

and Term(1)

  

Principal

Occupation(s)

Including other

Directorships

During Past 5 Years

  

Number

of Portfolios

in Fund Complex

Overseen by

Board Member

                     
Independent Board Members:          

  TERENCE J. TOTH

         Formerly, a Co-Founding Partner, Promus Capital (2008-2017); Director, Fulcrum IT Service LLC (since 2010) and Quality Control Corporation (since 2012); member: Catalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (since 2012), and chair of its Investment Committee; formerly, Director, Legal & General Investment Management America, Inc. (2008-2013); formerly, CEO and President, Northern Trust Global Investments (2004-2007): Executive Vice President, Quantitative Management & Securities Lending (2000-2004); prior thereto, various positions with Northern Trust Company (since 1994); formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003-2007) and Northern Trust Hong Kong Board (1997-2004).   

1959

333 W. Wacker Drive

Chicago, IL 60606

   Chairman and Board Member   

2008 Class II

  

168

        

  JACK B. EVANS

         Chairman (since 2019), formerly, President (1996-2019), The Hall-Perrine Foundation, a private philanthropic corporation; Director and Chairman, United Fire Group, a publicly held company; Director, Public Member, American Board of Orthopaedic Surgery (since 2015); Life Trustee of Coe College and the Iowa College Foundation; formerly, President Pro-Tem of the Board of Regents for the State of Iowa University System; formerly, Director, Alliant Energy and The Gazette Company; formerly, Director, Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer, SCI Financial Group, Inc., a regional financial services firm.   

1948

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

1999 Class III

  

168

        

  WILLIAM C. HUNTER

         Dean Emeritus, formerly, Dean, Tippie College of Business, University of Iowa (2006-2012); Director of Wellmark, Inc. (since 2009); past Director (2005-2015), and past President (2010-2014) Beta Gamma Sigma, Inc., The International Business Honor Society; formerly, Director (2004-2018) of Xerox Corporation; Dean and Distinguished Professor of Finance, School of Business at the University of Connecticut (2003-2006); previously, Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago (1995-2003); formerly, Director (1997-2007), Credit Research Center at Georgetown University.   

1948

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

2003 Class I

  

168

        

  ALBIN F. MOSCHNER

         Founder and Chief Executive Officer, Northcroft Partners, LLC, a management consulting firm (since 2012); Chairman (since 2009), and Director (since 2012), USA Technologies, Inc., a provider of solutions and services to facilitate electronic payment transactions (since 2012); formerly, Director, Wintrust Financial Corporation (1996-2016); previously, held positions at Leap Wireless International, Inc., including Consultant (2011-2012), Chief Operating Officer (2008-2011), and Chief Marketing Officer (2004-2008); formerly, President, Verizon Card Services division of Verizon Communications, Inc. (2000-2003); formerly, President, One Point Services at One Point Communications (1999-2000); formerly, Vice Chairman of the Board, Diba, Incorporated (1996-1997); formerly, various executive positions and Chief Executive Officer of Zenith Electronics Corporation (1991-1996).   

1952

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

2016 Class III

  

168

        

 

49


Board Members & Officers (continued)

(Unaudited)

 

                     

Name,

Year of Birth

& Address

  

Position(s) Held

with the Funds

  

Year First

Elected or

Appointed

and Term(1)

  

Principal

Occupation(s)

Including other

Directorships

During Past 5 Years

  

Number

of Portfolios

in Fund Complex

Overseen by

Board Member

                     
Independent Board Members (continued):          

  JOHN K. NELSON

         Member of Board of Directors of Core12 LLC (since 2008), a private firm which develops branding, marketing and communications strategies for clients; serves on The President’s Council, Fordham University (since 2010); and previously was a Director of The Curran Center for Catholic American Studies (2009-2018) formerly, senior external advisor to the financial services practice of Deloitte Consulting LLP (2012-2014): formerly, Chairman of the Board of Trustees of Marian University (2010 as trustee, 2011-2014 as Chairman); formerly, Chief Executive Officer of ABN AMRO N.V. North America, and Global Head of its Financial Markets Division (2007-2008); prior senior positions held at ABN AMRO include Corporate Executive Vice President and Head of Global Markets-the Americas (2006-2007), CEO of Wholesale Banking North America and Global Head of Foreign Exchange and Futures Markets (2001-2006), and Regional Commercial Treasurer and Senior Vice President Trading-North America (1996-2001); formerly, Trustee at St. Edmund Preparatory School in New York City.   

1962

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

2013 Class II

  

168

        

  JUDITH M. STOCKDALE

         Board Member, Land Trust Alliance (since 2013) and U.S. Endowment for Forestry and Communities (since 2013); formerly, Executive Director (1994-2012), Gaylord and Dorothy Donnelley Foundation; prior thereto, Executive Director, Great Lakes Protection Fund (1990-1994).   

1947

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

1997 Class I

  

168

  CAROLE E. STONE

         Former Director, Chicago Board Options Exchange, Inc. (2006-2017); and C2 Options Exchange, Incorporated (2009-2017); Director, Cboe, L.C. Global Markets, Inc., formerly, CBOE Holdings, Inc. (since 2010); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010).   

1947

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

2007 Class I

  

168

  MARGARET L. WOLFF

         Formerly, member of the Board of Directors (2013-2017) of Travelers Insurance Company of Canada and The Dominion of Canada General Insurance Company (each, a part of Travelers Canada, the Canadian operation of The Travelers Companies, Inc.); formerly, Of Counsel, Skadden, Arps, Slate, Meagher & Flom LLP (Mergers & Acquisitions Group) (2005-2014); Member of the Board of Trustees of New York-Presbyterian Hospital (since 2005); Member (since 2004) and Chair (since 2015) of the Board of Trustees of The John A. Hartford Foundation (a philanthropy dedicated to improving the care of older adults); formerly, Member (2005-2015) and Vice Chair (2011-2015) of the Board of Trustees of Mt. Holyoke College.   

1955

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

2016 Class I

  

168

        

  ROBERT L. YOUNG(2)

         Formerly, Chief Operating Officer and Director, J.P.Morgan Investment Management Inc. (2010-2016); formerly, President and Principal Executive Officer (2013-2016), and Senior Vice President and Chief Operating Officer (2005-2010), of J.P.Morgan Funds; formerly, Director and various officer positions for J.P.Morgan Investment Management Inc. (formerly, JPMorgan Funds Management, Inc. and formerly, One Group Administrative Services) and JPMorgan Distribution Services, Inc. (formerly, One Group Dealer Services, Inc.) (1999-2017).   

1963

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

2017 Class II

  

166

        

 

50


                     

Name,

Year of Birth

& Address

  

Position(s) Held

with the Funds

  

Year First

Elected or

Appointed

and Term(1)

  

Principal

Occupation(s)

Including other

Directorships

During Past 5 Years

  

Number

of Portfolios

in Fund Complex

Overseen by

Board Member

                     
Interested Board Member:          

  MARGO L. COOK(3)

        

President (since 2017), formerly, Co-Chief Executive Officer and Co-President (2016-2017), formerly, Senior Executive Vice President of Nuveen Investments, Inc.; President, Global Products and Solutions (since 2017), and, Co-Chief Executive Officer (since 2015), formerly, Executive Vice President (2013-2015), of Nuveen Securities, LLC; Executive Vice President (since 2017) of Nuveen, LLC; President (since August 2017), formerly Co-President (2016- 2017), formerly, Senior Executive Vice President of Nuveen Fund Advisors, LLC (Executive Vice President since 2011); President (since 2017), Nuveen Alternative Investments, LLC; Chartered Financial Analyst.

 

  

1964

333 W. Wacker Drive

Chicago, IL 60606

  

Board Member

  

2016 Class III

  

168

        
                     

Name,

Year of Birth

& Address

   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(4)
  

Principal

Occupation(s)

During Past 5 Years

   Number
of Portfolios
in Fund Complex
Overseen by
Officer
                     
Officers of the Funds:          

  CEDRIC H. ANTOSIEWICZ

   Senior Managing Director (since 2017), formerly, Managing Director (2004-2017) of Nuveen Securities, LLC; Senior Managing Director (since 2017), formerly, Managing Director (2014-2017) of Nuveen Fund Advisors, LLC.   

1962

333 W. Wacker Drive

Chicago, IL 60606

   Chief Administrative Officer   

2007

  

74

  STEPHEN D. FOY

         Managing Director (since 2014), formerly, Senior Vice President (2013- 2014) and Vice President (2005-2013) of Nuveen Fund Advisors, LLC; Managing Director (since 2016) of Nuveen Securities, LLC Managing Director (since 2016) of Nuveen Alternative Investments, LLC; Certified Public Accountant.   

1954

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Controller   

1998

  

168

        

  NATHANIEL T. JONES

         Managing Director (since 2017), formerly, Senior Vice President (2016- 2017), formerly, Vice President (2011-2016) of Nuveen; Managing Director of Nuveen Fund Advisors, LLC; Chartered Financial Analyst.   

1979

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Treasurer   

2016

  

168

  WALTER M. KELLY

         Managing Director (since 2017), formerly, Senior Vice President (2008-2017) of Nuveen.   

1970

333 W. Wacker Drive

Chicago, IL 60606

   Chief Compliance Officer and Vice President   

2003

  

168

  DAVID J. LAMB

         Managing Director (since 2017), formerly, Senior Vice President of Nuveen (since 2006), Vice President prior to 2006.   

1963

333 W. Wacker Drive

Chicago, IL 60606

  

Vice President

  

2015

  

74

  TINA M. LAZAR

         Managing Director (since 2017), formerly, Senior Vice President (2014-2017) of Nuveen Securities, LLC.   

1961

333 W. Wacker Drive

Chicago, IL 60606

  

Vice President

  

2002

  

168

 

51


Board Members & Officers (continued)

(Unaudited)

 

                     

Name,

Year of Birth

& Address

   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(4)
  

Principal

Occupation(s)

During Past 5 Years

   Number
of Portfolios
in Fund Complex
Overseen by
Officer
                     
Officers of the Funds (continued):          

  KEVIN J. MCCARTHY

         Senior Managing Director (since 2017) and Secretary and General Counsel (since 2016) of Nuveen Investments, Inc., formerly, Executive Vice President (2016-2017) and Managing Director and Assistant Secretary (2008-2016); Senior Managing Director (since 2017) and Assistant Secretary (since 2008) of Nuveen Securities, LLC, formerly Executive Vice President (2016-2017) and Managing Director (2008-2016); Senior Managing Director (since 2017), Secretary (since 2016) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC, formerly, Executive Vice President (2016-2017), Managing Director (2008-2016) and Assistant Secretary (2007-2016); Senior Managing Director (since 2017), Secretary (since 2016) and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC, formerly Executive Vice President (2016-2017) and Managing Director and Assistant Secretary (2011-2016); Senior Managing Director (since 2017) and Secretary (since 2016) of Nuveen Investments Advisers, LLC, formerly Executive Vice President (2016-2017); Vice President (since 2007) and Secretary (since 2016), formerly, Assistant Secretary, of NWQ Investment Management Company, LLC, Symphony Asset Management LLC, Santa Barbara Asset Management, LLC and Winslow Capital Management, LLC (since 2010). Senior Managing Director (since 2017) and Secretary (since 2016) of Nuveen Alternative Investments, LLC.   

1966

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Assistant Secretary   

2007

  

168

        

  WILLIAM T. MEYERS

         Senior Managing Director (since 2017), formerly, Managing Director (2016-2017), Senior Vice President (2010-2016) of Nuveen Securities, LLC; and Nuveen Fund Advisors, LLC; Senior Managing Director (since 2017), formerly, Managing Director (2016-2017), Senior Vice President (2010-2016) of Nuveen, has held various positions with Nuveen since 1991.   

1966

333 W. Wacker Drive

Chicago, IL 60606

  

Vice President

  

2018

  

74

        

  MICHAEL A. PERRY

         Executive Vice President (since 2017), previously Managing Director from 2016), of Nuveen Fund Advisors, LLC and Nuveen Alternative Investments, LLC; Executive Vice President (since 2017), formerly, Managing Director (2015-2017), of Nuveen Securities, LLC; formerly, Managing Director (2010-2015) of UBS Securities, LLC.   

1967

333 W. Wacker Drive

Chicago, IL 60606

  

Vice President

  

2017

  

74

          

  CHRISTOPHER M. ROHRBACHER

         Managing Director (since 2017) and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2017), formerly, Senior Vice President (2016-2017) and Assistant Secretary (since 2016) of Nuveen Fund Advisors, LLC.   

1971

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Assistant Secretary   

2008

  

168

  WILLIAM A. SIFFERMANN

         Managing Director (since 2017), formerly Senior Vice President (2016-2017) and Vice President (2011-2016) of Nuveen.   

1975

333 W. Wacker Drive

Chicago, IL 60606

  

Vice President

  

2017

  

168

  JOEL T. SLAGER

         Fund Tax Director for Nuveen Funds (since 2013); previously, Vice President of Morgan Stanley Investment Management, Inc., Assistant Treasurer of the Morgan Stanley Funds (from 2010 to 2013).   

1978

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Assistant Secretary   

2013

  

168

  MARK L. WINGET

         Vice President and Assistant Secretary of Nuveen Securities, LLC (since 2008); Vice President (since 2010) and Associate General Counsel (since 2008) of Nuveen.   

1968

333 W. Wacker Drive

Chicago, IL 60606

   Vice President and Assistant Secretary   

2008

  

168

 

52


                     

Name,

Year of Birth

& Address

   Position(s) Held
with the Funds
   Year First
Elected or
Appointed(4)
  

Principal

Occupation(s)

During Past 5 Years

   Number
of Portfolios
in Fund Complex
Overseen by
Officer
                     
Officers of the Funds (continued):          

  GIFFORD R. ZIMMERMAN

         Managing Director (since 2002), and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; Managing Director (since 2002), Assistant Secretary (since 1997) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (since 2011); Vice President (since 2017), formerly, Managing Director (2003-2017) and Assistant Secretary (since 2003) of Symphony Asset Management LLC; Managing Director and Assistant Secretary (since 2002) of Nuveen Investments Advisers, LLC; Vice President and Assistant Secretary of NWQ Investment Management Company, LLC (since 2002), Santa Barbara Asset Management, LLC (since 2006), and of Winslow Capital Management, LLC, (since 2010); Chartered Financial Analyst.   

1956

333 W. Wacker Drive

Chicago, IL 60606

   Vice President Secretary   

1988

  

168

        

 

(1)

The Board of Trustees is divided into three classes, Class I, Class II, and Class III, with each being elected to serve until the third succeeding annual shareholders’ meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed, except two board members are elected by the holders of Preferred Shares, when applicable, to serve until the next annual shareholders’ meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed. The year first elected or appointed represents the year in which the board member was first elected or appointed to any fund in the Nuveen Complex.

(2)

On May 25, 2017, Mr. Young was appointed as a Board Member, effective July 1, 2017. He is a Board Member of each of the Nuveen Funds, except Nuveen Diversified Dividend and Income Fund and Nuveen Real Estate Income Fund.

(3)

“Interested person” as defined in the 1940 Act, by reason of her position with Nuveen, LLC. and certain of its subsidiaries, which are affiliates of the Nuveen Funds.

(4)

Officers serve one year terms through August of each year. The year first elected or appointed represents the year in which the Officer was first elected or appointed to any fund in the Nuveen Complex.

 

53


Notes

 

 

54


Notes

 

 

55


LOGO

 

Nuveen:

Serving Investors for Generations

Since 1898, financial advisors and their clients have relied on Nuveen to provide
dependable investment solutions through continued adherence to proven, long-term investing
principles. Today, we offer a range of high quality solutions designed to
be integral components of a well-diversified core portfolio.

Focused on meeting investor needs.

Nuveen is the investment manager of TIAA. We have grown into one of the world’s premier global asset managers, with specialist knowledge across all major asset classes and particular strength in solutions that provide income for investors and that draw on our expertise in alternatives and responsible investing. Nuveen is driven not only by the independent investment processes across the firm, but also the insights, risk management, analytics and other tools and resources that a truly world-class platform provides. As a global asset manager, our mission is to work in partnership with our clients to create solutions which help them secure their financial future.

Find out how we can help you.

To learn more about how the products and services of Nuveen may be able to help you meet your financial goals, talk to your financial advisor, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Investors should consider the investment objective and policies, risk considerations, charges and expenses of any investment carefully.

Learn more about Nuveen Funds at: www.nuveen.com/closed-end-funds

 

Nuveen Securities, LLC, member FINRA and SIPC  |  333 West Wacker Drive Chicago, IL 60606  |  www.nuveen.com   LOGO   EAN-C-1218D        741746-INV-Y-02/19


ITEM 2. CODE OF ETHICS.

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments to or waivers from the Code during the period covered by this report. The registrant has posted the code of ethics on its website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx. (To view the code, click on Code of Conduct.)

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

As of the end of the period covered by this report, the registrant’s Board of Directors or Trustees (“Board”) determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its Audit Committee. The registrant’s audit committee financial experts are Carole E. Stone, Jack B. Evans and William C. Hunter who are “independent” for purposes of Item 3 of Form N-CSR.

Ms. Stone served for five years as Director of the New York State Division of the Budget. As part of her role as Director, Ms. Stone was actively involved in overseeing the development of the State’s operating, local assistance and capital budgets, its financial plan and related documents; overseeing the development of the State’s bond-related disclosure documents and certifying that they fairly presented the State’s financial position; reviewing audits of various State and local agencies and programs; and coordinating the State’s system of internal audit and control. Prior to serving as Director, Ms. Stone worked as a budget analyst/examiner with increasing levels of responsibility over a 30 year period, including approximately five years as Deputy Budget Director. Ms. Stone has also served as Chair of the New York State Racing Association Oversight Board, as Chair of the Public Authorities Control Board, as a Commissioner on the New York State Commission on Public Authority Reform and as a member of the Boards of Directors of several New York State public authorities. These positions have involved overseeing operations and finances of certain entities and assessing the adequacy of project/entity financing and financial reporting. Currently, Ms. Stone is on the Board of Directors of CBOE Holdings, Inc., of the Chicago Board Options Exchange, and of C2 Options Exchange. Ms. Stone’s position on the boards of these entities and as a member of both CBOE Holdings’ Audit Committee and its Finance Committee has involved, among other things, the oversight of audits, audit plans and preparation of financial statements.

Mr. Evans was formerly President and Chief Operating Officer of SCI Financial Group, Inc., a full service registered broker-dealer and registered investment adviser (“SCI”). As part of his role as President and Chief Operating Officer, Mr. Evans actively supervised the Chief Financial Officer (the “CFO”) and actively supervised the CFO’s preparation of financial statements and other filings with various regulatory authorities. In such capacity, Mr. Evans was actively involved in the preparation of SCI’s financial statements and the resolution of issues raised in connection therewith. Mr. Evans has also served on the audit committee of various reporting companies. At such companies, Mr. Evans was involved in the oversight of audits, audit plans, and the preparation of financial statements. Mr. Evans also formerly chaired the audit committee of the Federal Reserve Bank of Chicago.

Mr. Hunter was formerly a Senior Vice President at the Federal Reserve Bank of Chicago. As part of his role as Senior Vice President, Mr. Hunter was the senior officer responsible for all operations of each of the Economic Research, Statistics, and Community and Consumer Affairs units at the Federal Reserve Bank of Chicago. In such capacity, Mr. Hunter oversaw the subunits of the Statistics and Community and Consumer Affairs divisions responsible for the analysis and evaluation of bank and bank holding company financial statements and financial filings. Prior to serving as Senior Vice President at the Federal Reserve Bank of Chicago, Mr. Hunter was the Vice President of the Financial Markets unit at the Federal Reserve Bank of Atlanta where he supervised financial staff and bank holding company analysts who analyzed and evaluated bank and bank holding company financial statements. Mr. Hunter also currently serves on the Boards of Directors of Xerox Corporation and Wellmark, Inc. as well as on the Audit Committees of such Boards. As an Audit Committee member, Mr. Hunter’s responsibilities include, among other things, reviewing financial statements, internal audits and internal controls over financial reporting. Mr. Hunter also formerly was a Professor of Finance at the University of Connecticut School of Business and has authored numerous scholarly articles on the topics of finance, accounting and economics.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The following tables show the amount of fees that KPMG LLP, the Funds’ auditor, billed to the Funds’ during the Funds’ last two full fiscal years. The Audit Committee approved in advance all audit services and non-audit services that KPMG LLP provided to the Funds, except for those non-audit services that were subject to the pre-approval exception under Rule 2-01 of Regulation S-X (the “pre-approval exception”). The preapproval exception for services provided directly to the Funds waives the pre-approval requirement for services other than audit, review or attest services if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid by the Funds during the fiscal year in which the services are provided; (B) the Funds did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the audit is completed.

The Audit Committee has delegated certain pre-approval responsibilities to its Chairman (or, in his absence, any other member of the Audit Committee).

SERVICES THAT THE FUND’S AUDITOR BILLED TO THE FUND

 

Fiscal Year Ended

   Audit Fees Billed
to Fund 1
    Audit-Related Fees
Billed to Fund 2
    Tax Fees
Billed to Fund 3
    All Other Fees
Billed to Fund 4
 

December 31, 2018

   $ 31,190     $ 0     $ 0     $ 0  
  

 

 

   

 

 

   

 

 

   

 

 

 

    

        

Percentage approved pursuant to pre-approval exception

     0     0     0     0
  

 

 

   

 

 

   

 

 

   

 

 

 

    

        

December 31, 2017

   $ 30,350     $ 0     $ 0     $ 0  
  

 

 

   

 

 

   

 

 

   

 

 

 

    

        

Percentage approved pursuant to pre-approval exception

     0     0     0     0
  

 

 

   

 

 

   

 

 

   

 

 

 

 

1 “Audit Fees” are the aggregate fees billed for professional services for the audit of the Fund’s annual financial statements and services provided in connection with statutory and regulatory filings or engagements.

2 “Audit Related Fees” are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under “Audit Fees”. These fees include offerings related to the Fund’s common shares and leverage.

3 “Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculation performed by the principal accountant.

4 “All Other Fees” are the aggregate fees billed for products and services other than “Audit Fees”, “Audit-Related Fees” and “Tax Fees”. These fees represent all “Agreed-Upon Procedures” engagements pertaining to the Fund’s use of leverage.

SERVICES THAT THE FUND’S AUDITOR BILLED TO THE

ADVISER AND AFFILIATED FUND SERVICE PROVIDERS

The following tables show the amount of fees billed by KPMG LLP to Nuveen Fund Advisors, LLC (formerly Nuveen Fund Advisors, Inc.) (the “Adviser”), and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two full fiscal years.


The tables also show the percentage of fees subject to the pre-approval exception. The pre-approval exception for services provided to the Adviser and any Affiliated Fund Service Provider (other than audit, review or attest services) waives the pre-approval requirement if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid to KPMG LLP by the Fund, the Adviser and Affiliated Fund Service Providers during the fiscal year in which the services are provided that would have to be pre-approved by the Audit Committee; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the Fund’s audit is completed.

 

Fiscal Year Ended

  Audit-Related Fees
    Billed to Adviser and    
Affiliated Fund Service
Providers
        Tax Fees Billed to     
Adviser and
Affiliated Fund
Service Providers
    All Other Fees
Billed to Adviser
and Affiliated Fund
Service Providers
 

December 31, 2018

  $ 0     $ 0     $ 0  
 

 

 

   

 

 

   

 

 

 

    

     

Percentage approved pursuant to pre-approval exception

    0     0     0
 

 

 

   

 

 

   

 

 

 

    

     

December 31, 2017

  $ 0     $ 0     $ 0  
 

 

 

   

 

 

   

 

 

 

    

     

Percentage approved pursuant to pre-approval exception

    0     0     0
 

 

 

   

 

 

   

 

 

 

 


NON-AUDIT SERVICES

The following table shows the amount of fees that KPMG LLP billed during the Fund’s last two full fiscal years for non-audit services. The Audit Committee is required to pre-approve non-audit services that KPMG LLP provides to the Adviser and any Affiliated Fund Services Provider, if the engagement related directly to the Fund’s operations and financial reporting (except for those subject to the pre-approval exception described above). The Audit Committee requested and received information from KPMG LLP about any non-audit services that KPMG LLP rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating KPMG LLP’s independence.

 

Fiscal Year Ended

      Total Non-Audit Fees    
Billed to Fund
    Total Non-Audit Fees
billed to Adviser and
Affiliated Fund  Service
    Providers (engagements    
related directly to the

operations and financial
reporting of the Fund)
    Total Non-Audit Fees
billed to Adviser and
    Affiliated Fund Service    
Providers (all other
engagements)
    Total  

December 31, 2018

  $ 0     $ 0     $ 0     $ 0  

December 31, 2017

  $ 0     $ 0     $ 0     $ 0  

“Non-Audit Fees billed to Fund” for both fiscal year ends represent “Tax Fees” and “All Other Fees” billed to Fund in their respective amounts from the previous table.

Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

Audit Committee Pre-Approval Policies and Procedures. Generally, the Audit Committee must approve (i) all non-audit services to be performed for the Fund by the Fund’s independent accountants and (ii) all audit and non-audit services to be performed by the Fund’s independent accountants for the Affiliated Fund Service Providers with respect to operations and financial reporting of the Fund. Regarding tax and research projects conducted by the independent accountants for the Fund and Affiliated Fund Service Providers (with respect to operations and financial reports of the Fund) such engagements will be (i) pre-approved by the Audit Committee if they are expected to be for amounts greater than $10,000; (ii) reported to the Audit Committee chairman for his verbal approval prior to engagement if they are expected to be for amounts under $10,000 but greater than $5,000; and (iii) reported to the Audit Committee at the next Audit Committee meeting if they are expected to be for an amount under $5,000.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

The registrant’s Board has a separately designated Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78c(a)(58)(A)). As of the end of the period covered by this report, the members of the audit committee are Jack B. Evans, William C. Hunter, John K. Nelson, Carole E. Stone and Terence J. Toth.

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) See Portfolio of Investments in Item 1.

(b) Not applicable.


ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Nuveen Fund Advisors, LLC is the registrant’s investment adviser (also referred to as the “Adviser”). The Adviser is responsible for the on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged NWQ Investment Management Company, LLC (“NWQ”) and Symphony Asset Management, LLC (“Symphony”) (NWQ and Symphony are collectively referred to as “Sub-Advisers”) as Sub-Advisers to provide discretionary investment advisory services. As part of these services, the Adviser has delegated to each Sub-Adviser the full responsibility for proxy voting and related duties in accordance with each Sub-Adviser’s policies and procedures. The Adviser periodically monitors each Sub-Adviser’s voting to ensure that it is carrying out its duties. NWQ’s proxy voting policies and procedures are attached to this filing as an exhibit and incorporated herein by reference and Symphony’s proxy voting policies and procedures are summarized below.

SYMPHONY

Symphony has adopted and implemented proxy voting guidelines to ensure that proxies are voted in the best interest of its Clients. These are merely guidelines and specific situations may call for a vote which does not follow the guidelines. In determining how to vote proxies, Symphony will follow the Proxy Voting Guidelines of the independent third party which Symphony has retained to provide proxy voting services (“Symphony’s Proxy Guidelines”).

Symphony has created a Proxy Voting Committee to periodically review Symphony’s Proxy Guidelines, address conflicts of interest, specific situations and any portfolio manager’s decision to deviate from Symphony’s Proxy Guideline, (including the third party’s guidelines). Under certain circumstances, Symphony may vote one way for some Clients and another way for other Clients. For example, votes for a Client who provides specific voting instructions may differ from votes for Clients who do not provide proxy voting instructions. However, when Symphony has discretion, proxies will generally be voted the same way for all Clients. In addition, conflicts of interest in voting proxies may arise between Clients, between Symphony and its employees, or a lending or other material relationship. As a general rule, conflicts will be resolved by Symphony voting in accordance with Symphony’s Proxy Guidelines when:

 

   

Symphony manages the account of a corporation or a pension fund sponsored by a corporation in which Clients of Symphony also own stock. Symphony will vote the proxy for its other Clients in accordance with Symphony’s Proxy Guidelines and will follow any directions from the corporation or the pension plan, if different than Symphony’s Proxy Guidelines;

 

   

An employee or a member of his/her immediate family is on the Board of Directors or a member of senior management of the company that is the issuer of securities held in Client’s account;

 

   

Symphony has a borrowing or other material relationship with a corporation whose securities are the subject of the proxy.

Proxies will always be voted in the best interest of Symphony’s Clients. Those situations that do not fit within the general rules for the resolution of conflicts of interest will be reviewed by the Proxy Voting Committee. The Proxy Voting Committee, after consulting with senior management, if appropriate, will determine how the proxy should be voted. For example, when a portfolio manager decides not to follow Symphony’s Proxy Guidelines, the Proxy Voting Committee will review a portfolio manager’s recommendation and determine how to vote the proxy. Decisions by the Proxy Voting Committee will be documented and kept with records related to the voting of proxies. A summary of specific votes will be retained in accordance with Symphony’s Books and Records Requirements which are set forth Symphony’s Compliance Manual and Code of Ethics.


ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Nuveen Fund Advisors, LLC is the registrant’s investment adviser (also referred to as the “Adviser”). The Adviser is responsible for the selection and on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged Symphony Asset Management LLC (“Symphony”) and NWQ Investment Management Company, LLC (“NWQ”), as Sub-Advisers to provide discretionary investment advisory services with respect to the registrant’s investments in senior loans and other debt instruments and equity investments, respectively (Symphony and NWQ are also collectively referred to as “Sub-Advisers”). The following section provides information on the portfolio managers at each Sub-Adviser:

Symphony

 

Item 8(a)(1).

PORTFOLIO MANAGER BIOGRAPHIES

As of the date of filing this report, the following individuals at the Sub-Adviser (the “Portfolio Managers”) have primary responsibility for the day-to-day implementation of the Fund’s investment strategy:

Scott Caraher, Co-Portfolio Manager of the Fund, is a member of Symphony’s fixed-income team and his responsibilities include portfolio management and trading for Symphony’s bank loan strategies and research for its fixed-income strategies. Prior to joining Symphony in 2002, Mr. Caraher was an Investment Banking Analyst in the industrial group at Deutsche Banc Alex Brown in New York.

 

Item 8(a)(2).

OTHER ACCOUNTS MANAGED

 

Other Accounts Managed by Symphony PM  
As of 12/31/18       
     Scott Caraher  

(a) RICs

  

Number of accts

     9  

Assets

   $ 4.84 billion  

(b) Other pooled accts

  

Non-performance fee accts

  

Number of accts

     4  

Assets

   $ 1.08 billion  

Performance fee accts

  

Number of accts

     0  

Assets

   $ 0  

(c) Other

  

Non-performance fee accts

  

Number of accts

     5  

Assets

   $ 1.23 billion  

Performance fee accts

  

Number of accts

     0  

Assets

   $ 0  


POTENTIAL MATERIAL CONFLICTS OF INTEREST

As described below, the portfolio manager may manage other accounts with investment strategies similar to the Fund, including other investment companies and separately managed accounts. Fees earned by the sub-adviser may vary among these accounts and the portfolio managers may personally invest in some but not all of these accounts. These factors could create conflicts of interest because a portfolio manager may have incentives to favor certain accounts over others, resulting in other accounts outperforming the Fund. A conflict may also exist if a portfolio manager identified a limited investment opportunity that may be appropriate for more than one account, but the Fund is not able to take full advantage of that opportunity due to the need to allocate that opportunity among multiple accounts. In addition, the portfolio manager may execute transactions for another account that may adversely impact the value of securities held by the Fund. However, the sub-adviser believes that these risks are mitigated by the fact that accounts with like investment strategies managed by a particular portfolio manager are generally managed in a similar fashion, subject to exceptions to account for particular investment restrictions or policies applicable only to certain accounts, differences in cash flows and account sizes, and other factors. In addition, the sub-adviser has adopted trade allocation procedures that require equitable allocation of trade orders for a particular security among participating accounts.

 

Item 8(a)(3).

FUND MANAGER COMPENSATION

As of the most recently completed fiscal year end, the primary portfolio managers compensation is as follows:

Symphony investment professionals receive compensation based on three elements: fixed-base salary, participation in a bonus pool and certain long-term incentives.

The fixed-base salary is set at a level determined by Symphony and is reviewed periodically to ensure that it is competitive with base salaries paid by similar financial services companies for persons playing similar roles.

The portfolio manager is also eligible to receive an annual bonus from a pool based on Symphony’s aggregate asset-based and performance fees after all operating expenses. Bonus compensation for each individual is based on a variety of factors, including the performance of Symphony, the Fund, the team and the individual. Fund performance is assessed on a pre-tax total return risk-adjusted basis, and generally measured relative to the Fund’s primary benchmark and/or industry peer group for one, three or five year periods as applicable. Finally, certain key employees of Symphony, including the portfolio managers, have received profits interests in Symphony which entitle their holders to participate in the firm’s growth over time.


Item 8(a)(4).

OWNERSHIP OF JTA SECURITIES AS OF DECEMBER 31, 2018

 

Name of Portfolio

Manager

            None             $1-$10,000            $10,001-      
$50,000
           $50,001-      
$100,000
     $100,001-
$500,000
     $500,001-
$1,000,000
     Over $1,000,000  

Scott Caraher

   X                                                                                                                                                                


NWQ

 

Item 8(a)(1).

PORTFOLIO MANAGER BIOGRAPHIES

As of the date of filing this report, the following individuals at the Sub-Adviser (the “Portfolio Managers”) have primary responsibility for the day-to-day implementation of the Fund’s investment strategy:

Thomas J. Ray, CFA, Managing Director, Co-Head of Fixed Income, Portfolio Manager/Analyst

Prior to joining NWQ in 2015, Tom was a Private Investor. Prior to that, he served as Chief Investment Officer, President and founding member of Inflective Asset Management; a boutique investment firm specializing in convertible securities. Prior to founding Inflective, Tom also served as portfolio manager at Transamerica Investment Management. Tom graduated from University of Wisconsin with a B.B.A in Finance, Investment & Banking and an M.S. in Finance. He holds the Chartered Financial Analyst designation and is a member of the CFA Institute.

Susi Budiman, CFA, Managing Director and Co-Head of Fixed Income, Portfolio Manager/Analyst

Prior to joining NWQ in 2006, Susi was Portfolio Manager for China Life Insurance Company, Ltd. in Taiwan where she managed multi-sector and multi-currency fixed income portfolios with responsibility for over $1.8 billion in assets under management. Prior to that, she was a currency exchange sales associate at Fleet National Bank in Singapore covering Asian, Euro and other major currencies.

Susi earned her B. Comm. in Finance from the University of British Columbia and received her M.B.A. in Finance at the Marshall School of Business at the University of Southern California. She earned her Chartered Financial Analyst designation from the CFA Institute in 2006 and is a member of the Los Angeles Society of Financial Analysts. She also earned her Financial Risk Manager designation in 2003.

James T. Stephenson, CFA, Managing Director, Portfolio Manager, and Equity Analyst

Prior to joining NWQ in 2006, Jim spent seven years at Bel Air Investment Advisors, LLC, formerly a State Street Global Advisors Company, where he was a Managing Director and Partner. Most recently, Jim was Chairman of the firm’s Equity Policy Committee and the Portfolio Manager for Bel Air’s Large Cap Core and Select strategies. Previous to this, he spent five years as an Analyst and Portfolio Manager at ARCO Investment Management Company. Prior to that, he was an Equity Analyst at Trust Company of the West. Jim received his B.B.A. and M.S. in Business from the University of Wisconsin-Madison, where he participated in the Applied Security Analysis Program. In addition, he earned the designation of Chartered Financial Analyst in 1993 and is a member of the CFA Institute and the Los Angeles Society of Financial Analysts.


Item 8(a)(2).

OTHER ACCOUNTS MANAGED as of 12/31/18

 

     Thomas Ray      Susi Budiman     James Stephenson  

(a) RICs

       

Number of accts

     7        3       6  

Assets

   $ 2.09 billion      $ 1.70 billion     $ 1.28 billion  

(b) Other pooled accts

       

Non-performance fee accts

       

Number of accts

     3        3       1  

Assets

   $ 463 million      $ 463 million     $ 104 million  

Performance fee accts (pooled)

       

Number of accts

     0        0       0  

(c) Other

       

Non-performance fee accts

       

Number of accts

     1348      1343 **      598 *** 

Assets

   $ 944 million    $ 891 million **    $  610*** million  

Performance fee accts

       

Number of accts

     0        0       0  

Assets ($000s)

     0        0       0  

* includes approximately $163 million in model-based and other non-discretionary assets as of 12/31/18.

**includes approximately $162 million in model-based assets as of 12/31/18.

***includes approximately $411 million in non-discretionary assets as of 12/31/18.

POTENTIAL MATERIAL CONFLICTS OF INTEREST

Actual or perceived conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple accounts are presented with the following potential conflicts, which are not intended to be an exhaustive list:

 

 

The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. NWQ seeks to manage such competing interests for the time and attention of the portfolio manager by utilizing investment models for the management of most investment strategies.

 

 

If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with these situations, NWQ has adopted procedures for allocating limited opportunities across multiple accounts.

 

 

With respect to many of its clients’ accounts, NWQ determines which broker to utilize when placing orders for execution, consistent with its duty to seek to obtain best execution of the transaction. However, with respect to certain other accounts, NWQ may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, NWQ may place separate transactions for certain accounts which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of other accounts. NWQ seeks to minimize market impact by using its discretion in releasing orders in a manner which seeks to cause the least possible impact while keeping within the approximate price range of the discretionary block trade.

 

 

Finally, the appearance of a conflict of interest may arise where NWQ has an incentive, such as a performance-based management fee, which relates to the management of some accounts, with respect to which the portfolio manager has day-to-day management responsibilities. NWQ periodically performs a comparative analysis of the performance between accounts with performance fees and those without performance fees.

NWQ has adopted certain compliance procedures which are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.


Item 8(a)(3).

FUND MANAGER COMPENSATION

As of the most recently completed fiscal year end, the primary portfolio managers compensation is as follows:

NWQ offers a highly competitive compensation structure with the purpose of attracting and retaining the most talented investment professionals. These professionals are rewarded through a combination of cash and long-term incentive compensation as determined by the firm’s Executive Committee. Total compensation (TC) consists of both a base salary and annual variable compensation composed of a cash bonus and deferred compensation. TC can be a multiple of the base salary.

NWQ annually benchmarks TC to prevailing industry norms with the objective of achieving competitive levels for all contributing professionals. In addition, Nuveen annually participates in the McLagan compensation survey, and regularly benchmarks employee salaries, bonus, and total compensation levels to ensure it remains competitive.

To further strengthen our incentive compensation package and to create an even stronger alignment with clients and the long-term success of the firm, NWQ has implemented a long-term incentive program. The annual bonus pool for NWQ is tied first and foremost to investment performance, along with considerations for flows, revenue and firm discretion.

Individual bonuses out of that pool, including the Investment Team, are based primarily on the following:

 

 

Overall performance of client portfolios

 

 

For NWQ’s analysts, objective review of stock recommendations and the quality of primary research

 

 

Subjective review of the professional’s contributions to portfolio strategy, teamwork, collaboration, and work ethic

In addition, a portion of annual bonuses will be deferred and tied to Nuveen’s long-term performance.

Lastly, key individuals have received retention long-term performance compensation that vests at year-end 2022. The program is designed to ensure that NWQ’s professionals have a strong alignment of interests with the firm’s clients over the long term.


At NWQ, we believe that we are an employer of choice. Our analysts have a meaningful impact on the portfolio and, therefore, are compensated in a manner similar to portfolio managers at many other firms.

 

Item 8(a)(4).

OWNERSHIP OF JTA SECURITIES AS OF DECEMBER 31, 2018

 

Name of Portfolio

Manager

            None             $1-$10,000          $10,001-      
$50,000
   $50,001-
$100,000
     $100,001-
$500,000
     $500,001-
$1,000,000
     Over $1,000,000  

Thomas Ray

   X                                                                                                                                                                    

Susi Budiman

   X                  

James Stephenson

         X                


ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board implemented after the registrant last provided disclosure in response to this Item.

ITEM 11. CONTROLS AND PROCEDURES.

 

  (a)

The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15 (b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (17 CFR 240.13a-15(b) or 240.15d-15 (b)).

 

  (b)

There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.


ITEM 13. EXHIBITS.

File the exhibits listed below as part of this Form.

(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable because the code is posted on registrant’s website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx and there were no amendments during the period covered by this report. (To view the code, click on Code of Conduct.)

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) in the exact form set forth below: Ex-99.CERT Attached hereto.

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

(a)(4) Change in registrant’s independent public accountant. Not applicable.

(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)); Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Ex-99.906 CERT attached hereto.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) Nuveen Tax-Advantaged Total Return Strategy Fund

 

By (Signature and Title)   

/s/ Gifford R. Zimmerman

  
   Gifford R. Zimmerman   
   Vice President and Secretary   
Date: March 8, 2019   

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)   

/s/ Cedric H. Antosiewicz

  
   Cedric H. Antosiewicz   
   Chief Administrative Officer   
   (principal executive officer)   
Date: March 8, 2019   
By (Signature and Title)   

/s/ Stephen D. Foy

  
   Stephen D. Foy   
   Vice President and Controller   
   (principal financial officer)   
Date: March 8, 2019