N-CSRS 1 d895156dncsrs.htm DOUBLELINE OPPORTUNISTIC CREDIT FUND DoubleLine Opportunistic Credit Fund
Table of Contents

As filed with the Securities and Exchange Commission on May 29, 2020

 

 

 

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 811-22592

 

 

DoubleLine Opportunistic Credit Fund

(Exact name of registrant as specified in charter)

 

 

333 South Grand Avenue, Suite 1800

Los Angeles, CA 90071

(Address of principal executive offices) (Zip code)

 

 

Ronald R. Redell

President and Chief Executive Officer

c/o DoubleLine Capital LP

333 South Grand Avenue, Suite 1800

Los Angeles, CA 90071

(Name and address of agent for service)

 

 

(213) 633-8200

Registrant’s telephone number, including area code

Date of fiscal year end: September 30

Date of reporting period: March 31, 2020

 

 

 


Table of Contents
Item 1.

Reports to Stockholders.


Table of Contents
LOGO     

Semi-Annual Report

March 31, 2020

 

LOGO

 

DoubleLine Opportunistic Credit Fund

NYSE: DBL

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.doublelinefunds.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 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 a Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling 877-DLine11 (877-354-6311) or by sending an e-mail request to DoubleLine at fundinfo@doubleline.com.

Beginning on January 1, 2019, you may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 877-DLINE11 (877-354-6311) or send an email request to fundinfo@doubleline.com to let the Fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.

 

 

DoubleLine Capital LP || 333 South Grand Avenue, 18th Floor || Los Angeles, CA  90071 || (213) 633-8200

fundinfo@doubleline.com || www.doubleline.com

 


Table of Contents
Table of Contents    

 

     Page  
  

Chairman’s Letter

     4  

Financial Markets Highlights

     5  

Management’s Discussion of Fund Performance

     7  

Standardized Performance Summary

     9  

Schedule of Investments

     10  

Statement of Assets and Liabilities

     18  

Statement of Operations

     19  

Statements of Changes in Net Assets

     20  

Statement of Cash Flows

     21  

Financial Highlights

     22  

Notes to Financial Statements

     23  

Evaluation of Advisory Agreement by the Board of Trustees

     32  

Statement Regarding the Fund’s Liquidity Risk Management Program

     36  

Federal Tax Information

     37  

Additional Information Regarding the Fund’s Investment Activities

     38  

Portfolio Managers

     40  

Information About Proxy Voting

     40  

Information About Portfolio Holdings

     40  

Householding — Important Notice Regarding Delivery of Shareholder Documents

     40  

Fund Certification

     40  

Proxy Results

     40  

Dividend Reinvestment Plan

     41  

Privacy Policy

     43  

 

  Semi-Annual Report   March 31, 2020   3


Table of Contents
Chairman’s Letter    

(Unaudited)

March 31, 2020

 

LOGO

Dear Shareholder,

On behalf of the team at DoubleLine, I am pleased to deliver the Semi-Annual Report for the DoubleLine Opportunistic Credit Fund (NYSE: DBL, the “Fund”) for the 6-month period ended March 31, 2020. On the following pages, you will find specific information regarding the Fund’s operations and holdings. In addition, we discuss the Fund’s investment performance and the main drivers of that performance during the reporting period.

If you have any questions regarding the Fund, please don’t hesitate to call us at 877-DLine11 (877-354-6311), or visit our website www.doublelinefunds.com where our investment management team offers deeper insights and analysis on relevant capital market activity impacting investors today. We value the trust that you have placed with us, and we will continue to strive to offer thoughtful investment solutions to our shareholders.

Sincerely,

 

LOGO

Ronald R. Redell, CFA

Chairman of the Board of Trustees

DoubleLine Opportunistic Credit Fund

May 1, 2020

 

4   DoubleLine Opportunistic Credit Fund     


Table of Contents
Financial Markets Highlights  

(Unaudited)

March 31, 2020

 

·  

Agency Mortgage-Backed Securities (Agency MBS)

For the 6-month period ended March 31, 2020, the Bloomberg Barclays U.S. MBS Index returned 3.55%, outperforming both the Bloomberg Barclays U.S. Government/Credit Bond Index and the Bloomberg Barclays U.S. Corporate Index. Risk-free rates declined during this reporting period, with 5-year, 10-year, and 30-year U.S. Treasury (UST) yields down 116 basis points (bps), 100 bps, and 79 bps, respectively. In response to the sharp decline in economic activity due to the governmental and market reaction to COVID-19 toward the end of the period, the Federal Reserve (the Fed) announced and implemented a Quantitative Easing program which included purchasing Agency MBS in an effort to support smooth market functioning and effective transmission of monetary policy. The Fed’s gross Agency MBS purchases totaled $295 billion as of March 31, 2020. While purchases consisted of TBA-eligible pools, primarily current coupon production, they did not include Agency collateralized mortgage obligations (“CMOs”). Over the period, prepayments remained elevated as the 30-year mortgage rate generally decreased and reached a historical low. The 30-year mortgage rate (based on Freddie Mac U.S. 30-year Commitment Rates) decreased by 14 bps and reached a historical low value of 3.29% in March. Consistent with these factors, overall refinancing activity, as measured by the Mortgage Bankers Association (MBA) Refinance Index Seasonally-Adjusted, increased by over 200% and reached high levels last observed in 2009. Overall purchasing activity experienced a steep decline at the end of the period as well. The duration of the Bloomberg Barclays U.S. MBS Index over the period contracted from 2.73 to 1.67 as interest rates declined.

 

·  

Non-Agency Mortgage-Backed Securities (Non-Agency MBS)

For the 6-month period ended March 31, 2020, spreads were significantly wider for Non-Agency MBS. The market was digesting potential outcomes including the probability of many homeowners struggling to make payments and potential forbearance scenarios. Net issuance reached approximately $60 billion over the period, outpacing the same period one year ago of $42 billion. Issuance largely consisted of: Non-performing loans/Re-performing loans, Prime Jumbo, Credit Risk Transfers, and Non-Qualified Mortgages. Refinancing activity remained elevated during the period. Given the material credit spread widening and general market volatility in March 2020, we believe that new issuance across the sector will be muted for the foreseeable future. We believe mortgage servicers are the focal point during this time as borrowers pursue forbearance. Servicers must advance principal and interest payments under particular circumstances but servicers may not have the capital to do so for a prolonged period of time. Any expansion in the Term Asset-Backed Securities Loan Facility (TALF) program by the Fed to include Non-Agency MBS would be a relief for this market. Any support for mortgage servicers directly would also be supportive and perhaps stymie further deleveraging from Real Estate Investment Trusts (REITs) receiving margin calls based upon this bearish premise.

 

·  

Commercial Mortgage-Backed Securities (CMBS)

For the 6-month period ended March 31, 2020, new issue CMBS spreads were wider alongside broader spreads in credit and equity indices and a sharp decline in interest rates, as a result of market volatility associated with the governmental and market reaction to COVID-19. New issuance of $66.9 billion in CMBS priced during the period, as compared to $41.9 billion from October 2018 through March 2019. As a result of the year end volatility experienced in December 2018, issuers generally made a concerted effort to market as many deals during the first half of the fourth quarter of 2019. Although 2020 got off to a record start with $11.9 billion pricing in January 2020, there was a material slowdown in new issuance in March. For the period, spreads on 10-year AAA last cash flows (LCFs) and BBB- bonds widened materially, especially over a span of the last two weeks. This was largely liquidity driven as fund redemptions and levered CMBS investors created a liquidity vacuum for CMBS bonds as supply flooded the secondary market with limited dealer support. The Trepp CMBS Delinquency Rate for U.S. Commercial Real Estate (CRE) loans had fallen in 20 of the last 26 months as of period end, and was at 2.07%, 44 bps lower than it was at the start of the reporting period. However, we would note that this is backwards looking and we would presume the delinquency rate will increase. The Bloomberg Barclays U.S. CMBS ERISA Eligible Total Return Index returned 0.85% during the period, underperforming the broader Bloomberg Barclays U.S. Aggregate Bond Index return of 3.33%. The Moody’s/RCA Commercial Property Price Index (CPPI) increased by 2.95% on the national level for the period ended February 29, 2020, as compared to 3.51% over the prior reporting period.

 

·  

Collateralized Loan Obligations (CLOs)

For the 6-month period ended March 31, 2020, the CLO market saw $45.67 billion in new issuance. October was the busiest month in the period, contributing $10.43 billion of the total. Although refinancing and reset activity was muted on average, it increased substantially in February. Of the 6-month period’s $31.89 billion in refinancing & reset volume, 61% came to market in February as CLO managers tried to capitalize on tight pricing levels. While spreads remained flat to slightly tighter from the start of October through

 

  Semi-Annual Report   March 31, 2020   5


Table of Contents
Financial Markets Highlights  (Cont.)  

(Unaudited)

March 31, 2020

 

February month-end, they widened significantly in March as the market reacted to broader economic concerns surrounding COVID-19. Spreads up and down the capital stack ended March at levels nearly double where they began the period, resulting in a -6.95% total return according to the J.P. Morgan CLO Total Return Level Index. Secondary trading volumes were modest, but surged in March as managers looked to source liquidity and buying opportunities given the lull in new issuance. CLO fundamentals, while mixed over the period, ended in a weakened state. Market value metrics deteriorated, given the loan sell-off in mid-March, while corporate rating downgrades and distressed rates crept higher. The final week of the period saw signs of some stabilization with the intervention of the Fed as loan prices rallied and spreads tightened from recent wides.

 

·  

U.S. Government Securities

For the 6-month period ended March 31, 2020, activity in the U.S. Government sector was tumultuous. At the start of the period, the 10-year U.S. Treasury note yield had rebounded from the cycle low of 1.43% set in early September 2019 and stabilized in a 1.50-2.00% range, closing at 1.66% on September 30. By early January 2020, the 10-year yield had drifted to the upper end of the range, reaching 1.94% on generally upbeat assessments of the outlook for economic growth. While the initial investor reaction to COVID-19 was subdued, the rapid spread of COVID-19 and the dramatic measures taken in March to combat it became a grave threat to global economies and Treasury yields plummeted. U.S. Treasuries were purchased against the wholesale liquidation of virtually all other assets as the drop in yields was compounded by an oil price war. On March 3, the Fed intervened and announced an intra-meeting 50 bps rate cut. On March 15, it announced a second emergency rate cut (bringing the Fed Funds rate to near-zero), swap lines with foreign central banks, unlimited repo financing, and a massive, open-ended, asset purchase program that included, among others, U.S. Treasuries. Treasury yields and the shape of the yield curve were extremely volatile throughout March. By the end of the period, however, the Fed’s aggressive steps appeared to have made considerable progress toward restoring U.S. Treasury market liquidity. The Bloomberg Barclays U.S. Government Bond Index returned 7.24% over the period and the Bloomberg Barclays U.S. Treasury-Inflation Protected (TIPS) Total Return Index returned 2.50%.

 

·  

Bank Loans

For the 6-month period ended March 31, 2020, the S&P/LSTA Leveraged Loan Index returned -11.54%, with the sharp decline driven entirely by the -12.37% return in March. Consistent with the negative returns, higher quality credits outperformed lower quality credits. BB-rated loans returned -9.64%, ahead of B-rated loans (-11.89%) and CCC-rated loans (-21.78%). The weighted average bid price of the Index ended March at 82.85, down 14% from the end of September 2019. The trailing 12-month default rate, by issuer count, remains low but was up modestly from 1.58% in September 2019 to 2.02% in March 2020, as reported by the Leveraged Commentary & Data (LCD) team at S&P Capital IQ.

 

6   DoubleLine Opportunistic Credit Fund     


Table of Contents
Management’s Discussion of Fund Performance  

(Unaudited)

March 31, 2020

 

For the 6-month period ended March 31, 2020, the DoubleLine Opportunistic Credit Fund underperformed the Bloomberg Barclays U.S. Aggregate Bond Index (the “Index”) return of 3.33%. The period was highlighted by a limited “Phase One” trade deal between the U.S. and China in December, a brief military conflict between the U.S. and Iran in January, and the market reaction to the outbreak of COVID-19 in the U.S. in March. The primary drivers of underperformance over this period were asset allocation and a lack of overlap between Fund assets and the assets that the Fed began supporting during March. Over the period, the top performing fixed income sector was U.S. Treasuries due to a nearly universal flight to quality. The Index held substantially more U.S. Treasuries than the Fund, leading to underperformance. In terms of market intervention, the Fed programs implemented during March generally benefitted unsecured corporate debt more than securitized debt. On March 23, the Fed announced a program allowing the purchase of investment-grade corporate bonds and corporate bond ETFs in the secondary market. Due to the Index holding roughly 25% investment grade corporate bonds and the Fund holding 0% investment grade corporate bonds, this was an especially large driver of underperformance for the period. As of period-end, the gross leverage for the Fund, which detracted from performance, was approximately 20.5%.

 

6-Month Period Ended 3-31-20      

6-Months

(Not Annualized)

Net Asset Value (NAV) Return

          -13.85%

Market Price Return

          -14.27%

Bloomberg Barclays U.S. Aggregate Bond Index

          3.33%

For additional performance information, please refer to the “Standardized Performance Summary.”

Opinions expressed herein are as of March 31, 2020 and are subject to change at any time, are not guaranteed and should not be considered investment advice.

Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security. Please refer to the Schedule of Investments for a complete list of Fund holdings.

Shares of closed-end investment companies frequently trade at a discount to their net asset value, which may increase investors’ risk of loss. There are risks associated with an investment in the Fund. Investors should consider the Fund’s investment objective, risks, charges and expenses carefully before investing. An investment in the Fund should not constitute a complete investment program.

This document is not an offer to sell securities or the solicitation of an offer to buy securities, nor shall there be any sale or offer of these securities, in any jurisdiction where such sale or offer is not permitted.

The Fund’s shares are only offered through broker/dealers on the secondary market. Unlike an open-end mutual fund, a closed-end fund offers a fixed number of shares for sale. After the initial public offering, shares are bought and sold in the secondary marketplace, and the market price of the shares is determined by supply and demand, not by NAV, often at a lower price than the NAV. A closed-end fund is not required to buy its shares back from investors upon request.

Investing involves risk. Principal loss is possible. Investments in debt securities typically decline in value when interest rates rise. This risk is usually greater for longer-term debt securities. Investments in asset-backed and mortgage-backed securities include additional risks that investors should be aware of including credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments. The Fund may invest in foreign securities which involves greater volatility and political, economic and currency risks and differences in accounting methods. These risks are greater for investments in emerging markets. Investments in lower rated and non-rated securities present a greater risk of loss of principal and interest than higher rated securities. Investment strategies may not achieve the desired results due to implementation lag, other timing factors, portfolio management decision-making, economic or market conditions or other unanticipated factors. In addition, the Fund may invest in other asset classes and investments such as, among others, REITs, credit default swaps, short sales, derivatives and smaller companies which include additional risks. Additional principal risks for the Fund can be found in the prospectus.

Diversification does not assure a profit or protect against loss in a declining market.

The Fund’s investment objectives, risks, charges and expenses must be considered carefully before investing. You can obtain the Fund’s most recent periodic reports and certain other regulatory filings by calling 1 (877) 354-6311/ 1 (877) DLINE11, or visiting www.doublelinefunds.com. You should read these reports and other filings carefully before investing.

The performance shown assumes the reinvestment of all dividends and distributions and does not reflect any reductions for taxes. Total return does not reflect broker commissions or sales charges in connection with the purchase or sale of Fund shares. Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold, may be worth more or less than original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month-end may be obtained by calling (877) 354-6311 or by visiting http://www.doublelinefunds.com/opportunistic-credit-fund/.

Credit ratings from Moody’s Investor Service, Inc. (“Moody’s”) range from the highest rating of Aaa for bonds of the highest quality that offer the lowest degree of investment risk to the lowest rating of C for the lowest rated class of bonds. Credit ratings from S&P Global Ratings (“S&P”) range from the highest rating of AAA for bonds of the highest quality that offer the lowest degree of investment risk to the lowest rating of D for bonds that are in default. Credit ratings are determined from the highest available credit rating from any Nationally Recognized Statistical Rating Organization (“NRSRO”). DoubleLine chooses to display credit ratings using S&P’s rating convention, although the rating itself might be sourced from another NRSRO. In limited situations when the rating agency has not issued a formal rating, the rating agency will classify the security as nonrated.

Basis Point—A unit that is equal to 1/100th of 1%, and is used to denote the change in a financial instrument.

Bloomberg Barclays U.S. Aggregate Bond Index—This index represents securities that are SEC-registered, taxable, and dollar denominated. The index covers the U.S. investment grade fixed rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities. These major sectors are subdivided into more specific indices that are calculated and reported on a regular basis.

Bloomberg Barclays U.S. CMBS ERISA Eligible Total Return Index—This index measures the performance of investment grade commercial mortgage-backed securities, which are classes of securities that represent interests in pools of commercial mortgages, and includes only ERISA-eligible CMBS.

 

  Semi-Annual Report   March 31, 2020   7


Table of Contents
Management’s Discussion of Fund Performance  (Cont.)  

(Unaudited)

March 31, 2020

 

Bloomberg Barclays U.S. Corporate Index—This index represents the total return measure of the corporates portion of the Bloomberg Barclays U.S. Aggregate Bond Index.

Bloomberg Barclays U.S. Government Bond Index—This index is comprised of the U.S. Treasury and U.S. Agency Indices, the Index includes U.S. dollar-denominated, fixed-rate, nominal U.S. Treasuries and U.S. agency debentures (securities issued by U.S. government-owned or government-sponsored entities, and debt explicitly guaranteed by the U.S. government).

Bloomberg Barclays U.S. Government/Credit Bond Index—This index is a broad-based flagship benchmark that measures the non-securitized component of the Bloomberg Barclays U.S. Aggregate Bond Index. It includes investment grade, US dollar-denominated, fixed-rate Treasuries, government-related and corporate securities.

Bloomberg Barclays U.S. MBS Index—This index measures the performance of investment grade fixed-rate mortgage-backed pass-through securities of the Government-Sponsored Enterprises (GSEs): Ginnie Mae (GNMA), Fannie Mae (FNMA), and Freddie Mac (FHLMC).

Bloomberg Barclays U.S. TIPS Total Return Index—This index measures the performance of the U.S. TIPS market. Federal Reserve holdings of US TIPS are not index eligible and are excluded from the face amount outstanding of each bond in the index.

Duration—A measure of the sensitivity of a price of a fixed income investment to a change in interest rates, expressed as a number of years.

Freddie Mac U.S. 30-year Commitment Rates—The interest rate charged by Freddie Mac to lend money to a qualified borrower on a 30-year fixed-rate mortgage loan.

Investment Grade—A level of credit rating for stocks regarded as carrying a minimal risk to investors. Ratings are based on corporate bond model. The higher the rating the more likely the bond will pay back par/100 cents on the dollar.

J.P. Morgan CLO Total Return Level Index—This index holistically captures the USD-denominated CLO market, representing over 3000 instruments at a total par value of US $236.1 billion. It allows market participants to track securitized loan market valuations.

Last Cash Flow (LCF)—The last revenue stream paid to a bond over a given period.

Moody’s/RCA Commercial Property Price Index (CPPI)—An index that describes various non-residential property types for the U.S. (10 monthly series from 2000). This index is a periodic same-property round-trip investment price change index of the U.S. commercial investment property market. The dataset contains 20 monthly indicators.

Mortgage Bankers Association (MBA) Refinance Index Seasonally-Adjusted—An index that covers all mortgage applications to refinance an existing mortgage adjusted to take into account changes in data due to seasonality. It includes conventional and government refinances.

Spread—The difference between yields on differing debt instruments, calculated by deducting the yield of one instrument from another. The higher the yield spread, the greater the difference between the yields offered by each instrument. The spread can be measured between debt instruments of differing maturities, credit ratings and risk.

S&P/LSTA Leveraged Loan Index—Capitalization-weighted syndicated loan indices are based upon market weightings, spreads and interest payments, and this index covers the U.S. market back to 1997 and currently calculates on a daily basis. Created by the Leveraged Commentary & Data (LCD) team at S&P Capital IQ, the review provides an overview and outlook of the leveraged loan market as well as an expansive review of the S&P Leveraged Loan Index and sub-indexes. The review consists of index general characteristics, results, risk-return profile, default/distress statistics, and repayment analysis.

Trepp CMBS Delinquency Rate—A report published by Trepp on a monthly basis giving the total principal balances of loans with delinquencies divided by the total principal balance of all loans.

Yield curve—A curve in which the yield of fixed interest securities is plotted against the length of time they have to run to maturity.

An investment cannot be made directly in an index. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses applicable to mutual fund investments.

This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to a Fund and market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein.

DoubleLine has no obligation to provide revised assessments in the event of changed circumstances. While we have gathered this information from sources believed to be reliable, DoubleLine cannot guarantee the accuracy of the information provided. Securities discussed are not recommendations and are presented as examples of issue selection or portfolio management processes. They have been picked for comparison or illustration purposes only. No security presented within is either offered for sale or purchase. DoubleLine reserves the right to change its investment perspective and outlook without notice as market conditions dictate or as additional information becomes available.

Investment strategies may not achieve the desired results due to implementation lag, other timing factors, portfolio management decision making, economic or market conditions or other unanticipated factors. The views and forecasts expressed in this material are as of the date indicated, are subject to change without notice, may not come to pass and do not represent a recommendation or offer of any particular security, strategy, or investment. Past performance is no guarantee of future results.

DoubleLine® is a registered trademark of DoubleLine Capital LP.

Quasar Distributors, LLC provides filing administration for DoubleLine Capital LP.

 

8   DoubleLine Opportunistic Credit Fund     


Table of Contents
Standardized Performance Summary  

(Unaudited)

March 31, 2020

 

DBL                    
DoubleLine Opportunistic Credit Fund
Returns as of March 31, 2020
  6-Months
(Not Annualized)
  1-Year   3-Year
Annualized
  5-Year
Annualized
  Since Inception
Annualized
(1-27-12 to 3-31-20)

Total Return based on NAV

      -13.85%       -8.62%       0.20%       2.12%       5.31%

Total Return based on Market Price

      -14.27%       -9.26%       -2.81%       1.26%       4.40%

Bloomberg Barclays U.S. Aggregate Bond Index

      3.33%       8.93%       4.82%       3.36%       3.18%

Performance data quoted represents past performance; past performance does not guarantee future results. The performance information shown assumes reinvestment of all dividends and distributions. The investment return and principal value of an investment will fluctuate so that an investor’s shares when sold may be worth more or less than the original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance reflects management fees and other fund expenses. Performance data current to the most recent month-end may be obtained by calling (213) 633-8200 or by visiting www.doublelinefunds.com.

 

  Semi-Annual Report   March 31, 2020   9


Table of Contents
Schedule of Investments  DoubleLine Opportunistic Credit Fund  

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
  ASSET BACKED OBLIGATIONS 4.3%  
 

Castlelake Aircraft Securitization Trust,

 

  1,432,050    

Series 2019-1A-C

    6.90%      04/15/2039       1,023,852  
 

Harley Marine Financing LLC,

 

  1,409,209    

Series 2018-1A-A2

    5.68%      05/15/2043       1,270,641  
 

Horizon Aircraft Finance Ltd.,

 

  1,741,698    

Series 2018-1-C

    6.66%      12/15/2038       1,196,255  
 

Jimmy Johns Funding LLC,

 

  4,875,000    

Series 2017-1A-A2II

    4.85%      07/30/2047       4,929,201  
 

SoFi Professional Loan Program,

 

  20,000    

Series 2018-A-R1

    6.11% ^@       02/25/2042       1,191,891  
  5,930    

Series 2018-A-R2

    6.11% ^@       02/25/2042       353,396  
 

Start Ltd.,

 

  1,928,000    

Series 2019-2-C

    6.66%      11/15/2044       1,239,118  
        

 

 

 
  Total Asset Backed Obligations
(Cost $13,099,385)

 

    11,204,354  
   

 

 

 
  BANK LOANS 6.9%  
 

Achilles Acquisition LLC,

 

  104,064    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%)

    5.00%        10/13/2025       92,357  
 

Acrisure, LLC,

 

  492,443    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.50%)

    5.21%        02/16/2027       440,737  
 

Alera Group Intermediate Holdings, Inc.,

 

  83,520    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%)

    4.99%        08/01/2025       73,498  
 

Almonde, Inc.,

 

  500,000    

Senior Secured Second Lien Term Loan (6 Month LIBOR USD + 7.25%, 1.00% Floor)

    9.03%        06/16/2025       384,000  
 

American Tire Distributors, Inc.,

 

 

Senior Secured First Lien Term Loan

      
  385,783    

(1 Month LIBOR USD + 7.50%, 1.00% Floor, 8.00% PIK)

    8.50%        09/02/2024       260,403  
  49,785    

(3 Month LIBOR USD + 7.50%, 1.00% Floor, 8.00% PIK)

    8.95%        09/02/2024       33,605  
 

Asurion LLC,

 

  525,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.50%)

    7.49%        08/04/2025       486,609  
 

Athenahealth, Inc.,

 

  366,300    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.50%)

    5.28%        02/11/2026       344,322  
 

Avantor, Inc.,

 

  173,369    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.00%, 1.00% Floor)

    3.25%        11/21/2024       165,134  
 

Avaya, Inc.,

 

  449,639    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.25%)

    4.95%        12/16/2024       387,814  
 

Bass Pro Group LLC,

 

  162,500    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%, 0.75% Floor)

    6.07%        09/25/2024       137,312  
 

BellRing Brands LLC,

 

  281,438    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%, 1.00% Floor)

    6.00%        10/21/2024       265,255  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

BI-LO LLC,

 

 

Senior Secured First Lien Term Loan

      
  168,421    

(3 Month LIBOR USD + 8.00%, 1.00% Floor)

    9.74%        05/31/2024       138,442  
  163,421    

(2 Month LIBOR USD + 8.00%, 1.00% Floor)

    9.66%        05/31/2024       134,332  
  160,658    

(3 Month LIBOR USD + 8.00%, 1.00% Floor)

    9.31%        05/31/2024       132,061  
 

Boxer Parent Company, Inc.,

 

  498,688    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.25%)

    5.85%        10/02/2025       419,334  
 

Brand Energy & Infrastructure Services, Inc.,

 

 

Senior Secured First Lien Term Loan

      
  148,122    

(3 Month LIBOR USD + 4.25%, 1.00% Floor)

    6.06%        06/21/2024       120,141  
  128,453    

(3 Month LIBOR USD + 4.25%, 1.00% Floor)

    5.64%        06/21/2024       104,187  
  2,150    

(3 Month LIBOR USD + 4.25%, 1.00% Floor)

    5.70%        06/21/2024       1,743  
 

Brazos Delaware LLC,

 

  795,825    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%)

    4.92%        05/21/2025       419,798  
 

Connect U.S. Finco LLC,

 

  240,000    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%, 1.00% Floor)

    5.50%        12/11/2026       193,500  
 

Constellis Holdings LLC,

 

  492,443    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.00%, 1.00% Floor)

    6.78% W       04/19/2024       19,698  
 

Covia Holdings Corporation,

 

  476,513    

Senior Secured First Lien Term Loan (1 Week LIBOR USD + 3.75%, 1.00% Floor)

    5.39%        06/02/2025       225,541  
 

CSM Bakery Solutions LLC,

 

  500,000    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%, 1.00% Floor)

    5.87%        07/03/2020       413,750  
 

Cyxtera DC Holdings, Inc.,

 

  500,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.25%, 1.00% Floor)

    8.25%        05/01/2025       196,250  
 

Dynasty Acquisition Company, Inc.,

 

  64,758    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.50%)

    4.95%        04/06/2026       52,535  
  34,816    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.50%)

    4.95%        04/06/2026       28,245  
 

EG America LLC,

 

  277,374    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%)

    5.07%        02/06/2025       206,367  
 

EnergySolutions LLC,

 

  491,250    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.75%, 1.00% Floor)

    5.20%        05/09/2025       432,300  
 

Flexential Intermediate Corporation,

 

  676,531    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.50%)

    4.95%        08/01/2024       486,256  
 

Foresight Energy LLC,

 

  40,168    

Senior Secured First Lien Delayed-Draw Term Loan (1 Month LIBOR USD + 11.00%, 2.00% Floor)

    13.00%        09/10/2020       38,962  
 

 

10   DoubleLine Opportunistic Credit Fund      The accompanying notes are an integral part of these financial statements.


Table of Contents
      

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Foresight Energy LLC, (Cont.)

 

  487,141    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.75%, 1.00% Floor)

    7.36% W       03/28/2022       82,814  
 

Froneri US, Inc.,

 

  45,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 5.75%)

    6.74%        01/28/2028       42,750  
 

Gavilan Resources LLC,

 

  500,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.00%, 1.00% Floor)

    6.99%        03/01/2024       60,000  
 

Getty Images, Inc.,

 

  175,846    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%)

    5.50%        02/19/2026       142,875  
 

Granite US Holdings Corporation,

 

  462,675    

Senior Secured First Lien Term Loan (6 Month LIBOR USD + 5.25%)

    6.32%        09/30/2026       335,439  
 

Gulf Finance LLC,

 

 

Senior Secured First Lien Term Loan

      
  254,463    

(3 Month LIBOR USD + 5.25%, 1.00% Floor)

    6.71%        08/25/2023       132,575  
  422,775    

(1 Month LIBOR USD + 5.25%, 1.00% Floor)

    6.25%        08/25/2023       220,266  
 

Houston Foods, Inc.,

 

  73,913    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.75%)

    4.74%        07/21/2025       62,457  
 

Hyland Software, Inc.,

 

  350,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%, 0.75% Floor)

    7.99%        07/07/2025       321,125  
 

ION Trading Technologies SARL,

 

  392,965    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%, 1.00% Floor)

    5.07%        11/21/2024       327,471  
 

Jo-Ann Stores LLC,

 

  187,086    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.00%, 1.00% Floor)

    6.00%        10/20/2023       73,231  
 

Keane Group Holdings LLC,

 

  471,600    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.75%, 1.00% Floor)

    4.50%        05/26/2025       315,972  
 

Kindred Healthcare, Inc.,

 

  791,179    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%)

    6.00%        07/02/2025       672,503  
 

Klockner-Pentaplast of America, Inc.,

 

  299,817    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.25%, 1.00% Floor)

    5.25%        06/30/2022       212,289  
 

LSF9 Atlantis Holdings LLC,

 

  474,522    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 6.00%, 1.00% Floor)

    7.00%        05/01/2023       391,777  
 

McDermott International, Inc.,

 

 

Senior Secured First Lien Delayed-Draw Term Loan

      
  23,168    

(3 Month LIBOR USD + 9.00%, 1.00% Floor)

    10.81%        10/23/2020       21,268  
  27,380    

(1 Month LIBOR USD + 9.00%, 1.00% Floor)

    10.81%        10/23/2020       25,135  
  477,351    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.00%, 1.00% Floor)

    2.00% W       05/12/2025       146,917  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

McDermott International, Inc., (Cont.)

 

  122,265    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 9.00%)

    10.65%        10/22/2020       112,239  
 

Millennium Trust Company LLC,

 

  435,600    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%)

    5.99%        03/27/2026       369,533  
 

Mirion Technologies, Inc.,

 

 

Senior Secured First Lien Term Loan

      
  180,509    

(3 Month LIBOR USD + 4.00%)

    5.07%        03/06/2026       162,458  
  17,991    

(3 Month LIBOR USD + 4.00%)

    5.94%        03/06/2026       16,192  
 

Mitchell International, Inc.,

 

  748,333    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.25%)

    8.24%        12/01/2025       588,688  
 

MLN US HoldCo LLC,

 

  195,535    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%)

    5.49%        11/28/2025       139,807  
  155,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 8.75%)

    9.74%        11/30/2026       93,775  
 

Monitronics International, Inc.,

 

  364,198    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 6.50%)

    7.75%        03/29/2024       249,931  
 

NEP Group, Inc.,

 

  110,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%)

    8.60%        10/19/2026       56,375  
 

Pearl Intermediate Parent LLC,

 

  500,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.25%)

    7.24%        02/13/2026       417,500  
 

Polar US Borrower LLC,

 

  64,187    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.75%)

    5.74%        10/15/2025       56,645  
 

PowerTeam Services LLC,

 

  500,000    

Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 7.25%, 1.00% Floor)

    8.70%        03/06/2026       397,500  
 

Prairie ECI Acquiror LP,

 

  251,331    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.75%)

    6.20%        03/11/2026       133,771  
 

Radiology Partners, Inc.,

 

 

Senior Secured First Lien Term Loan

      
  92,514    

(2 Month LIBOR USD + 4.25%)

    5.98%        07/09/2025       77,526  
  107,900    

(12 Month LIBOR USD + 4.25%)

    0.06%        07/09/2025       90,421  
 

Renaissance Holding Corporation,

 

  108,075    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.25%)

    4.24%        05/30/2025       91,594  
 

RentPath, Inc.,

 

  318,676    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.75%, 1.00% Floor)

    7.00% W       12/17/2021       244,146  
  55,338    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 7.00%, 1.00% Floor)

    8.00%        08/31/2020       52,848  
 

Restaurant Technologies, Inc.,

 

  75,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.50%)

    8.10%        10/01/2026       63,375  
 

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   March 31, 2020   11


Table of Contents
Schedule of Investments  DoubleLine Opportunistic Credit Fund  (Cont.)  

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Securus Technologies Holdings, Inc.,

 

  78,718    

Senior Secured First Lien Term Loan (6 Month LIBOR USD + 4.50%, 1.00% Floor)

    5.50%        11/01/2024       62,581  
 

Solenis International LP,

 

  305,573    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%)

    5.61%        06/26/2025       246,496  
  245,000    

Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 8.50%)

    10.11%        06/26/2026       170,275  
 

Sound Inpatient Physicians, Inc.,

 

  190,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%)

    7.74%        06/26/2026       168,150  
 

Summit Midstream Partners Holdings LLC,

 

  285,949    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 6.00%, 1.00% Floor)

    7.00%        05/13/2022       120,099  
 

Syncreon Group Holdings B.V.,

 

  91,170    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%)

    6.07%        10/01/2024       78,862  
  163,083    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 6.00%)

    7.45%        04/01/2025       110,081  
 

The Edelman Financial Center LLC,

 

  500,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%)

    7.68%        07/20/2026       385,500  
 

TIBCO Software Inc,

 

  235,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.25%)

    8.66%        03/03/2028       224,425  
 

TKC Holdings, Inc.,

 

  499,900    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 8.00%, 1.00% Floor)

    9.00%        02/01/2024       387,422  
 

Travel Leaders Group LLC,

 

  132,638    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%)

    4.96%        01/25/2024       101,910  
 

Travelport Finance SARL,

 

  124,375    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.00%)

    6.07%        05/29/2026       81,590  
 

United Natural Foods, Inc.,

 

  114,422    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.25%)

    5.24%        10/22/2025       99,118  
 

Vantage Specialty Chemicals, Inc.,

 

  500,000    

Senior Secured Second Lien Term Loan (2 Month LIBOR USD + 8.25%, 1.00% Floor)

    9.86%        10/27/2025       337,812  
 

Verscend Holding Corporation,

 

  295,500    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%)

    5.49%        08/27/2025       280,725  
 

WaterBridge Midstream Operating LLC,

 

  497,500    

Senior Secured First Lien Term Loan (6 Month LIBOR USD + 5.75%)

    6.75%        06/22/2026       288,550  
 

Web.Com Group, Inc.,

 

  362,246    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.75%)

    8.95%        10/09/2026       280,135  
 

WeddingWire, Inc.,

 

  167,875    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%)

    5.95%        12/19/2025       146,891  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

WeddingWire, Inc., (Cont.)

 

  335,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 8.25%)

    9.70%       12/21/2026       309,875  
 

Zelis Cost Management Buyer, Inc.,

 

  159,600    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.75%)

    5.74%       09/30/2026       148,428  
       

 

 

 
  Total Bank Loans
(Cost $24,743,251)

 

    17,864,601  
   

 

 

 
  COLLATERALIZED LOAN OBLIGATIONS 24.6%  
 

Allegany Park Ltd.,

 

  1,000,000    

Series 2019-1A-E (3 Month LIBOR USD + 6.78%, 6.78% Floor)

    8.61%     01/20/2033       663,597  
 

ARES Ltd.,

 

  1,000,000    

Series 2014-1A-SUB

    8.79% #^@Þ      04/17/2026       20,000  
 

Atlas Senior Loan Fund Ltd.,

 

  1,700,000    

Series 2019-14A-D (3 Month LIBOR USD + 3.90%, 3.90% Floor)

    5.72%     07/20/2032       1,128,283  
 

Atrium Corporation,

 

  1,000,000    

Series 9A-DR (3 Month LIBOR USD + 3.60%)

    5.21%     05/28/2030       799,710  
 

Babson Ltd.,

 

  1,000,000    

Series 2015-2A-DR (3 Month LIBOR USD + 2.95%)

    4.77%     10/20/2030       776,743  
  1,000,000    

Series 2017-1A-D (3 Month LIBOR USD + 3.60%)

    5.42%     07/18/2029       824,026  
 

Barings Ltd.,

 

  500,000    

Series 2018-3A-D (3 Month LIBOR USD + 2.90%)

    4.72%     07/20/2029       409,010  
  1,000,000    

Series 2018-3A-E (3 Month LIBOR USD + 5.75%)

    7.57%     07/20/2029       632,214  
  2,500,000    

Series 2019-1A-D (3 Month LIBOR USD + 3.85%, 3.85% Floor)

    5.68%     04/15/2031       1,962,383  
  1,000,000    

Series 2019-1A-E (3 Month LIBOR USD + 6.68%, 6.68% Floor)

    8.51%     04/15/2031       662,267  
  1,000,000    

Series 2019-2A-C (3 Month LIBOR USD + 3.85%, 3.85% Floor)

    5.68%     04/15/2031       781,324  
 

Beechwood Park Ltd.,

 

  5,000,000    

Series 2019-1A-D1 (3 Month LIBOR USD + 4.10%, 4.10% Floor)

    6.00%     01/17/2033       3,920,322  
  2,000,000    

Series 2019-1A-E (3 Month LIBOR USD + 7.50%, 7.50% Floor)

    9.40%     01/17/2033       1,401,415  
 

BlueMountain Ltd.,

 

  1,900,000    

Series 2013-1A-DR (3 Month LIBOR USD + 7.50%, 7.50% Floor)

    9.32%     01/20/2029       988,158  
  1,000,000    

Series 2013-2A-DR (3 Month LIBOR USD + 2.90%)

    4.70%     10/22/2030       761,182  
 

Canyon Capital Ltd.,

 

  1,000,000    

Series 2017-1A-D (3 Month LIBOR USD + 3.60%)

    5.43%     07/15/2030       815,048  
  1,000,000    

Series 2017-1A-E (3 Month LIBOR USD + 6.25%)

    8.08%     07/15/2030       599,874  
  1,500,000    

Series 2018-1A-E (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    7.58%     07/15/2031       897,128  
  1,550,000    

Series 2019-1A-D (3 Month LIBOR USD + 3.85%, 3.85% Floor)

    5.68%     04/15/2032       1,178,574  
 

 

12   DoubleLine Opportunistic Credit Fund      The accompanying notes are an integral part of these financial statements.


Table of Contents
      

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Carlyle Global Market Strategies Ltd.,

 

  1,500,000    

Series 2015-5A-DR (3 Month LIBOR USD + 6.70%, 6.70% Floor)

    8.52%      01/20/2032       819,561  
 

Cathedral Lake Ltd.,

 

  3,750,000    

Series 2015-3A-DR (3 Month LIBOR USD + 4.10%, 4.10% Floor)

    5.93%      07/16/2029       2,983,864  
 

Dryden Senior Loan Fund,

 

  2,500,000    

Series 2014-33A-ER2 (3 Month LIBOR USD + 6.97%, 6.97% Floor)

    8.80%      04/15/2029       1,733,618  
  1,500,000    

Series 2015-37A-ER (3 Month LIBOR USD + 5.15%, 5.15% Floor)

    6.98%      01/15/2031       873,861  
  1,200,000    

Series 2015-38A-ER (3 Month LIBOR USD + 5.60%, 5.60% Floor)

    7.43%      07/15/2030       733,626  
  2,000,000    

Series 2015-40A-ER (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    7.44%      08/15/2031       1,150,232  
  1,750,000    

Series 2016-42A-ER (3 Month LIBOR USD + 5.55%)

    7.38%      07/15/2030       1,034,351  
  500,000    

Series 2017-50A-D (3 Month LIBOR USD + 3.25%)

    5.08%      07/15/2030       396,630  
 

Gilbert Park Ltd.,

 

  2,000,000    

Series 2017-1A-E (3 Month LIBOR USD + 6.40%)

    8.23%      10/15/2030       1,321,226  
 

GoldenTree Loan Management Ltd.,

 

  500,000    

Series 2018-3A-D (3 Month LIBOR USD + 2.85%)

    4.67%      04/20/2030       377,234  
 

Greenwood Park Ltd.,

 

  1,000,000    

Series 2018-1A-E (3 Month LIBOR USD + 4.95%)

    6.78%      04/15/2031       562,017  
 

Halcyon Loan Advisors Funding Ltd.,

 

  500,000    

Series 2014-3A-D (3 Month LIBOR USD + 3.65%)

    5.45%      10/22/2025       416,208  
 

Highbridge Loan Management Ltd.,

 

  1,000,000    

Series 2013-2A-CR (3 Month LIBOR USD + 2.90%)

    4.72%      10/20/2029       726,770  
 

HPS Loan Management Ltd.,

 

  1,000,000    

Series 11A-17-E (3 Month LIBOR USD + 6.10%)

    7.84%      05/06/2030       606,048  
 

LCM Ltd.,

 

  2,500,000    

Series 26A-E (3 Month LIBOR USD + 5.30%, 5.30% Floor)

    7.12%      01/20/2031       1,460,795  
 

Madison Park Funding Ltd.,

 

  850,000    

Series 2014-14A-ER (3 Month LIBOR USD + 5.80%, 5.80% Floor)

    7.60%      10/22/2030       516,381  
  1,500,000    

Series 2016-22A-ER (3 Month LIBOR USD + 6.70%, 6.70% Floor)

    8.36%      01/15/2033       934,275  
  1,500,000    

Series 2019-34A-E (3 Month LIBOR USD + 6.75%, 6.75% Floor)

    8.54%      04/25/2031       1,013,494  
 

Magnetite Ltd.,

 

  1,500,000    

Series 2019-24A-D (3 Month LIBOR USD + 3.80%, 3.80% Floor)

    5.71%      01/15/2033       1,161,556  
  1,000,000    

Series 2019-24A-E (3 Month LIBOR USD + 6.95%, 6.95% Floor)

    8.86%      01/15/2033       664,114  
 

Neuberger Berman Loan Advisers Ltd.,

 

  2,500,000    

Series 2017-16SA-E (3 Month LIBOR USD + 5.40%)

    7.23%      01/15/2028       1,794,889  
  1,000,000    

Series 2017-25A-D (3 Month LIBOR USD + 3.25%)

    5.07%      10/18/2029       752,194  
  2,000,000    

Series 2019-32A-D (3 Month LIBOR USD + 3.85%, 3.85% Floor)

    5.67%      01/19/2032       1,535,800  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

Octagon Investment Partners Ltd.,

 

  1,000,000    

Series 2012-1A-CR (3 Month LIBOR USD + 4.00%)

    5.83%     07/15/2029       791,304  
  2,500,000    

Series 2014-1A-CRR (3 Month LIBOR USD + 3.95%, 3.95% Floor)

    5.65%     02/14/2031       1,905,900  
  4,000,000    

Series 2014-1A-DRR (3 Month LIBOR USD + 7.00%, 7.00% Floor)

    8.70%     02/14/2031       2,762,864  
  2,000,000    

Series 2016-1A-ER (3 Month LIBOR USD + 7.25%)

    9.05%     01/24/2033       1,359,140  
  1,000,000    

Series 2016-1A-FR (3 Month LIBOR USD + 8.09%, 8.09% Floor)

    9.92%     07/15/2030       486,429  
  2,000,000    

Series 2017-1A-SUB

    13.58% #^@Þ      03/17/2030       745,807  
  1,500,000    

Series 2018-1A-D (3 Month LIBOR USD + 5.20%, 5.20% Floor)

    7.02%     01/20/2031       921,953  
  900,000    

Series 2018-3A-E (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    7.57%     10/20/2030       554,918  
  500,000    

Series 2019-4A-E (3 Month LIBOR USD + 6.80%, 6.80% Floor)

    8.51%     05/12/2031       323,971  
 

RRAM Ltd.,

 

  1,000,000    

Series 2018-4A-C (3 Month LIBOR USD + 2.95%)

    4.78%     04/15/2030       785,000  
 

Taconic Park Ltd.,

 

  2,000,000    

Series 2016-1A-CR (3 Month LIBOR USD + 3.00%, 3.00% Floor)

    0.01%     01/20/2029       1,564,243  
 

Trimaran CAVU LLC,

 

  2,250,000    

Series 2019-1A-D (3 Month LIBOR USD + 4.15%, 4.15% Floor)

    5.97%     07/20/2032       1,653,975  
  500,000    

Series 2019-2A-C (3 Month LIBOR USD + 4.72%, 4.72% Floor)

    6.63%     11/26/2032       457,881  
 

Voya Ltd.,

 

  1,000,000    

Series 2017-3A-C (3 Month LIBOR USD + 3.55%)

    5.37%     07/20/2030       802,962  
  3,000,000    

Series 2019-4A-D (3 Month LIBOR USD + 3.83%, 3.83% Floor)

    5.57%     01/15/2033       2,340,223  
 

Wind River Ltd.,

 

  2,000,000    

Series 2012-1A-ER (3 Month LIBOR USD + 7.38%)

    9.21%     01/15/2026       1,030,325  
  2,500,000    

Series 2014-2A-ER (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    7.58%     01/15/2031       1,442,444  
  1,040,000    

Series 2017-4A-D (3 Month LIBOR USD + 2.65%)

    4.34%     11/20/2030       733,986  
       

 

 

 
  Total Collateralized Loan Obligations
(Cost $91,106,526)

 

    63,453,327  
 

 

 

 
  FOREIGN CORPORATE BONDS 0.4%  
  1,250,000    

AI Candelaria Spain SLU

    7.50%       12/15/2028       935,678  
       

 

 

 
  Total Foreign Corporate Bonds
(Cost $1,212,203)

 

    935,678  
 

 

 

 
 
NON-AGENCY COMMERCIAL MORTGAGE BACKED
OBLIGATIONS 19.3%
 
 
 

AREIT Trust,

 

  2,000,000    

Series 2019-CRE3-D (1 Month LIBOR USD + 2.65%, 2.65% Floor)

    3.35%     09/14/2036       1,422,554  
 

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   March 31, 2020   13


Table of Contents
Schedule of Investments  DoubleLine Opportunistic Credit Fund  (Cont.)  

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

Benchmark Mortgage Trust,

 

  18,465,777    

Series 2018-B1-XA

    0.52% # I/O      01/15/2051       588,098  
 

BF Mortgage Trust,

 

  1,012,000    

Series 2019-NYT-F (1 Month LIBOR USD + 3.00%, 3.00% Floor)

    3.70%     12/15/2035       782,621  
 

BX Commercial Mortgage Trust,

 

  5,000,000    

Series 2019-IMC-G (1 Month LIBOR USD + 3.60%, 3.60% Floor)

    4.30%     04/15/2034       3,695,668  
 

BXP Trust,

 

  1,025,000    

Series 2017-CQHP-E (1 Month LIBOR USD + 3.00%, 3.00% Floor)

    3.70%     11/15/2034       863,976  
 

Carbon Capital Commercial Mortgage Trust,

 

  976,000    

Series 2019-FL2-B (1 Month LIBOR USD + 2.85%, 2.85% Floor)

    3.55%     10/15/2035       845,753  
 

CD Commercial Mortgage Trust,

 

  18,099,871    

Series 2017-CD6-XA

    0.96% # I/O      11/13/2050       880,360  
 

Citigroup Commercial Mortgage Trust,

 

  269,000    

Series 2015-GC27-D

    4.42% #^      02/10/2048       225,359  
  4,537,196    

Series 2015-GC27-XA

    1.35% # I/O      02/10/2048       219,463  
  254,000    

Series 2016-GC36-D

    2.85%     02/10/2049       180,519  
  168,000    

Series 2018-TBR-F (1 Month LIBOR USD + 3.65%, 3.75% Floor)

    4.35%     12/15/2036       106,651  
 

Commercial Mortgage Pass-Through Certificates,

 

  31,982,489    

Series 2013-LC6-XA

    1.37% # I/O      01/10/2046       934,544  
  26,400,000    

Series 2014-UBS3-XC

    1.24% #^ I/O      06/10/2047       1,229,997  
  1,288,300    

Series 2014-UBS4-F

    3.75% ^Þ      08/10/2047       328,385  
  2,307,151    

Series 2014-UBS4-G

    3.75% ^Þ      08/10/2047       192,481  
  5,000    

Series 2014-UBS4-V

    0.00% #^Þ      08/10/2047       1  
  27,394,000    

Series 2015-CR23-XD

    1.07% #^ I/O      05/10/2048       1,296,810  
  566,000    

Series 2015-CR26-C

    4.48% #      10/10/2048       495,487  
  5,297,000    

Series 2015-CR26-XD

    1.23% #^ I/O      10/10/2048       311,319  
  80,122,385    

Series 2015-LC21-XA

    0.75% # I/O      07/10/2048       2,205,801  
  1,500,000    

Series 2015-LC23-E

    3.65% #^      10/10/2048       1,017,659  
  549,000    

Series 2016-CR28-E

    4.15% #^      02/10/2049       407,986  
 

FREMF Mortgage Trust,

 

  128,113    

Series 2016-KF22-B (1 Month LIBOR USD + 5.05%, 5.05% Floor)

    6.57%     07/25/2023       111,765  
 

Great Wolf Trust,

 

  3,000,000    

Series 2019-WOLF-F (1 Month LIBOR USD + 3.13%, 3.13% Floor)

    3.84%     12/15/2036       2,036,785  
 

GS Mortgage Securities Corporation,

 

  1,000,000    

Series 2015-GC28-D

    4.32% #^      02/10/2048       832,254  
  80,915,332    

Series 2018-GS9-XA

    0.45% # I/O      03/10/2051       2,368,003  
 

GS Mortgage Securities Trust,

 

  500,000    

Series 2014-GC26-C

    4.51% #      11/10/2047       448,474  
  2,150,000    

Series 2014-GC26-D

    4.51% #^      11/10/2047       1,625,122  
 

Hawaii Hotel Trust,

 

  1,640,000    

Series 2019-MAUI-F (1 Month LIBOR USD + 3.00%, 3.00% Floor)

    3.45%     05/15/2038       1,173,338  
 

HPLY Trust,

 

  1,419,075    

Series 2019-HIT-G (1 Month LIBOR USD + 3.90%, 3.90% Floor)

    4.60%     11/15/2036       687,609  
 

JP Morgan Chase Commercial Mortgage Securities Corporation,

 

  23,056,787    

Series 2012-CBX-XA

    1.48% # I/O      06/15/2045       417,443  
 

JP Morgan Chase Commercial Mortgage Securities Trust,

 

  92,430    

Series 2006-LDP9-AMS

    5.34%       05/15/2047       91,269  
  2,000,000    

Series 2011-C3-D

    5.66% #^      02/15/2046       1,958,796  
 

JPMBB Commercial Mortgage Securities Trust,

 

  10,765,000    

Series 2013-C14-XC

    1.10% #^ I/O      08/15/2046       351,105  
  3,488,650    

Series 2014-C19-E

    4.00% #^Þ      04/15/2047       2,485,252  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

JPMBB Commercial Mortgage Securities Trust, (Cont.)

 

  1,938,200    

Series 2014-C19-F

    3.75% #^Þ      04/15/2047       988,819  
  5,272,400    

Series 2014-C19-NR

    3.75% #^Þ      04/15/2047       867,951  
  925,000    

Series 2014-C23-C

    4.47% #      09/15/2047       830,839  
  2,000,000    

Series 2014-C23-D

    3.97% #     09/15/2047       1,660,774  
  4,066,777    

Series 2014-C26-XA

    0.97% # I/O      01/15/2048       148,932  
  500,000    

Series 2015-C27-D

    3.81% #     02/15/2048       405,007  
  360,000    

Series 2015-C29-C

    4.18% #      05/15/2048       312,987  
  20,920,000    

Series 2015-C29-XE

    0.28% #^ I/O      05/15/2048       337,174  
  675,000    

Series 2015-C32-C

    4.66% #      11/15/2048       593,797  
  16,358,000    

Series 2015-C32-XD

    0.50% #^ I/O      11/15/2048       383,257  
  165,000    

Series 2015-C33-C

    4.62% #      12/15/2048       144,644  
 

JPMCC Commercial Mortgage Securities Trust,

 

  500,000    

Series 2019-MFP-F (1 Month LIBOR USD + 3.10%, 3.00% Floor)

    3.70%     07/15/2036       309,857  
 

LoanCore Issuer Ltd.,

 

  2,876,000    

Series 2019-CRE3-D (1 Month LIBOR USD + 2.50%, 2.50% Floor)

    3.20%     04/15/2034       2,147,777  
 

LSTAR Commercial Mortgage Trust,

 

  4,828,593    

Series 2016-4-XA

    1.84% #^ I/O      03/10/2049       256,340  
 

Morgan Stanley Bank of America Merrill Lynch Trust,

 

  500,000    

Series 2014-C19-C

    4.00%       12/15/2047       435,654  
  804,000    

Series 2015-C27-D

    3.24% #     12/15/2047       586,579  
 

Morgan Stanley Capital Trust,

 

  784,000    

Series 2007-IQ15-C

    6.13% #     06/11/2049       803,899  
  1,191,000    

Series 2017-ASHF-G (1 Month LIBOR USD + 6.90%, 6.90% Floor)

    7.60%     11/15/2034       634,891  
 

UBS Commercial Mortgage Trust,

 

  824,000    

Series 2013-C5-D

    4.10% #     03/10/2046       711,815  
 

Wells Fargo Commercial Mortgage Trust,

 

  467,000    

Series 2012-LC5-E

    4.76% #^Þ      10/15/2045       377,613  
  23,293,000    

Series 2015-C28-XF

    1.11% #^ I/O      05/15/2048       1,133,309  
  747,000    

Series 2015-NXS4-D

    3.67% #      12/15/2048       582,380  
  55,230,366    

Series 2018-C43-XA

    0.70% # I/O      03/15/2051       2,420,664  
       

 

 

 
  Total Non-Agency Commercial Mortgage Backed Obligations
(Cost $65,522,161)

 

    49,893,666  
 

 

 

 
 
NON-AGENCY RESIDENTIAL COLLATERALIZED MORTGAGE
OBLIGATIONS 32.0%
 
 
 

Adjustable Rate Mortgage Trust,

 

  1,646,472    

Series 2006-1-2A1

    4.17% #      03/25/2036       1,111,327  
 

Banc of America Alternative Loan Trust,

 

  816,883    

Series 2005-8-2CB1

    6.00%       09/25/2035       789,264  
 

BCAP LLC Trust,

 

  11,467,377    

Series 2007-AB1-A5

    4.84% ß      03/25/2037       6,409,914  
  4,695,131    

Series 2010-RR6-2216

    3.61% #     06/26/2036       4,178,786  
  899,719    

Series 2010-RR6-6A2

    9.30% #     07/26/2037       738,163  
 

Chase Mortgage Finance Trust,

 

  1,677,401    

Series 2007-S1-A7

    6.00%       02/25/2037       1,045,352  
  1,778,852    

Series 2007-S3-1A5

    6.00%       05/25/2037       1,214,644  
 

CHL Mortgage Pass-Through Trust,

 

  1,861,867    

Series 2007-4-1A35 (-1 x 1 Month LIBOR USD + 6.70%, 6.70% Cap)

    5.75%  I/F I/O      05/25/2037       571,418  
 

CIM Trust,

 

  7,000,000    

Series 2016-1RR-B2

    6.96% #^Þ      07/26/2055       6,410,760  
  7,000,000    

Series 2016-2RR-B2

    7.57% #^Þ      02/25/2056       6,479,269  
  7,000,000    

Series 2016-3RR-B2

    7.97% #^Þ      02/27/2056       6,439,023  
  6,010,000    

Series 2017-3RR-B2

    10.50% #^Þ      01/27/2057       5,919,850  
 

Citigroup Mortgage Loan Trust, Inc.,

 

  436,289    

Series 2006-8-A4 (-3 x 1 Month LIBOR USD + 19.66%, 19.66% Cap)

    17.06% ^ I/F      10/25/2035       616,192  
 

CitiMortgage Alternative Loan Trust,

 

  2,039,144    

Series 2007-A4-1A6

    5.75%       04/25/2037       1,830,799  
  1,670,478    

Series 2007-A6-1A16

    6.00%       06/25/2037       1,503,489  
 

 

14   DoubleLine Opportunistic Credit Fund      The accompanying notes are an integral part of these financial statements.


Table of Contents
      

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

Countrywide Alternative Loan Trust,

 

  1,064,344    

Series 2005-85CB-2A5 (1 Month LIBOR USD + 1.10%, 1.10% Floor, 7.00% Cap)

    2.05%       02/25/2036       826,458  
  224,773    

Series 2005-85CB-2A6 (-4 x 1 Month LIBOR USD + 21.63%, 21.63% Cap)

    18.16% I/F      02/25/2036       314,412  
 

Credit Suisse First Boston Mortgage Securities Corporation,

 

  2,409,285    

Series 2005-11-7A1

    6.00%       12/25/2035       1,771,834  
 

Credit Suisse Mortgage Capital Certificates,

 

  3,169,904    

Series 2006-5-3A3

    6.50%       06/25/2036       1,159,291  
  809,940    

Series 2006-9-2A1

    5.50%       11/25/2036       702,539  
  398,742    

Series 2006-9-6A14

    6.00%       11/25/2036       365,908  
 

IndyMac Mortgage Loan Trust,

 

  1,462,895    

Series 2005-AR23-6A1

    3.56% #      11/25/2035       1,197,658  
 

JP Morgan Alternative Loan Trust,

 

  142,195    

Series 2006-S1-2A5

    5.50%       02/25/2021       135,562  
 

JP Morgan Resecuritization Trust,

 

  2,421,957    

Series 2011-1-2A10

    6.00% #^      06/26/2037       2,033,662  
 

Lehman Mortgage Trust,

 

  1,137,022    

Series 2007-10-1A1

    6.00%       01/25/2038       1,101,743  
  1,622,553    

Series 2007-4-1A3

    5.75%       05/25/2037       1,193,846  
 

PNMAC GMSR Trust,

 

  5,800,000    

Series 2018-FT1-A (1 Month LIBOR USD + 2.35%)

    3.30% ^      04/25/2023       5,197,312  
 

RBSGC Structured Trust,

 

  1,259,179    

Series 2008-B-A1

    6.00% ^      06/25/2037       1,190,986  
 

Residential Accredit Loans, Inc.,

 

  1,752,640    

Series 2005-QS13-2A3

    5.75%       09/25/2035       1,597,379  
  1,136,248    

Series 2005-QS14-3A1

    6.00%       09/25/2035       1,015,942  
  1,352,861    

Series 2006-QS10-A1

    6.00%       08/25/2036       1,213,430  
  2,600,259    

Series 2006-QS7-A3

    6.00%       06/25/2036       2,253,347  
  720,735    

Series 2007-QS1-1A1

    6.00%       01/25/2037       627,628  
  3,080,454    

Series 2007-QS3-A1

    6.50%       02/25/2037       2,663,660  
  1,213,043    

Series 2007-QS6-A1 (1 Month LIBOR USD + 0.33%, 0.33% Floor, 7.00% Cap)

    1.28%       04/25/2037       824,780  
  1,284,238    

Series 2007-QS6-A102

    5.75%       04/25/2037       1,102,274  
  276,337    

Series 2007-QS6-A2 (-8 x 1 Month LIBOR USD + 55.58%, 55.58% Cap)

    47.69% I/F      04/25/2037       664,207  
 

Residential Asset Securitization Trust,

 

  1,638,413    

Series 2006-A6-1A12 (-1 x 1 Month LIBOR USD + 7.10%, 7.10% Cap)

    6.15% I/F I/O      07/25/2036       421,431  
  1,619,987    

Series 2006-A6-1A9

    6.00%       07/25/2036       602,346  
 

Residential Funding Mortgage Securities Trust,

 

  804,385    

Series 2007-S2-A4

    6.00%       02/25/2037       699,204  
 

Structured Adjustable Rate Mortgage Loan Trust,

 

  854,880    

Series 2006-1-2A2

    3.78% #      02/25/2036       735,390  
 

Velocity Commercial Capital Loan Trust,

 

  1,045,008    

Series 2018-1-M4

    5.01% ^      04/25/2048       867,723  
  675,318    

Series 2018-1-M5

    6.26% ^      04/25/2048       553,892  
  1,300,548    

Series 2018-1-M6

    7.26% ^      04/25/2048       858,729  
 

Washington Mutual Mortgage Pass-Through Certificates,

 

  3,896,489    

Series 2006-8-A4

    4.31% ß      10/25/2036       1,975,947  
 

Wells Fargo Alternative Loan Trust,

 

  1,640,615    

Series 2007-PA3-2A1

    6.00%       07/25/2037       1,547,311  
       

 

 

 
  Total Non-Agency Residential Collateralized Mortgage Obligations
(Cost $89,665,277)

 

    82,674,081  
 

 

 

 
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 
US GOVERNMENT AND AGENCY MORTGAGE BACKED
OBLIGATIONS 30.5%
 
 
 

Federal Home Loan Mortgage Corporation,

 

  3,000,000    

Series 2020-HQA2-B2 (1 Month LIBOR USD + 7.60%)

    8.41% ^      03/25/2050       1,173,465  
  587,065    

Series 3211-SI (-4 x 1 Month LIBOR USD + 27.67%, 27.67% Cap)

    24.70% I/F I/O      09/15/2036       469,323  
  1,304,693    

Series 3236-ES (-1 x 1 Month LIBOR USD + 6.70%, 6.70% Cap)

    6.00% I/F I/O      11/15/2036       270,135  
  797,860    

Series 3256-S (-1 x 1 Month LIBOR USD + 6.69%, 6.69% Cap)

    5.99% I/F I/O      12/15/2036       174,651  
  495,265    

Series 3292-SD (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.40% I/F I/O      03/15/2037       91,099  
  5,329,883    

Series 3297-BI (-1 x 1 Month LIBOR USD + 6.76%, 6.76% Cap)

    6.06% I/F I/O      04/15/2037       1,199,023  
  3,942,149    

Series 3311-BI (-1 x 1 Month LIBOR USD + 6.76%, 6.76% Cap)

    6.06% I/F I/O      05/15/2037       814,804  
  3,878,688    

Series 3311-IA (-1 x 1 Month LIBOR USD + 6.41%, 6.41% Cap)

    5.71% I/F I/O      05/15/2037       829,752  
  871,935    

Series 3314-SH (-1 x 1 Month LIBOR USD + 6.40%, 6.40% Cap)

    5.70% I/F I/O      11/15/2036       175,370  
  449,917    

Series 3330-KS (-1 x 1 Month LIBOR USD + 6.55%, 6.55% Cap)

    5.85% I/F I/O      06/15/2037       66,648  
  121,004    

Series 3339-AI (-1 x 1 Month LIBOR USD + 6.55%, 6.55% Cap)

    5.85% I/F I/O      07/15/2037       19,657  
  2,588,438    

Series 3339-TI (-1 x 1 Month LIBOR USD + 6.14%, 6.14% Cap)

    5.44% I/F I/O      07/15/2037       552,567  
  1,531,083    

Series 3374-SD (-1 x 1 Month LIBOR USD + 6.45%, 6.45% Cap)

    5.75% I/F I/O      10/15/2037       273,918  
  304,532    

Series 3382-SU (-1 x 1 Month LIBOR USD + 6.30%, 6.30% Cap)

    5.60% I/F I/O      11/15/2037       49,156  
  4,568,335    

Series 3404-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.30% I/F I/O      01/15/2038       950,779  
  275,513    

Series 3423-GS (-1 x 1 Month LIBOR USD + 5.65%, 5.65% Cap)

    4.95% I/F I/O      03/15/2038       29,947  
  3,411,777    

Series 3435-S (-1 x 1 Month LIBOR USD + 5.98%, 5.98% Cap)

    5.28% I/F I/O      04/15/2038       630,482  
  220,229    

Series 3508-PS (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap)

    5.95% I/F I/O      02/15/2039       30,226  
  2,117,311    

Series 3728-SV (-1 x 1 Month LIBOR USD + 4.45%, 4.45% Cap)

    3.75% I/F I/O      09/15/2040       244,151  
  10,032,049    

Series 3736-SN (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap)

    5.35% I/F I/O      10/15/2040       1,777,314  
  3,868,289    

Series 3753-SB (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.30% I/F I/O      11/15/2040       828,510  
  4,280,902    

Series 3780-SM (-1 x 1 Month LIBOR USD + 6.50%, 6.50% Cap)

    5.80% I/F I/O      12/15/2040       937,045  
  1,418,046    

Series 3815-ST (-1 x 1 Month LIBOR USD + 5.85%, 5.85% Cap)

    5.15% I/F I/O      02/15/2041       274,931  
  1,174,966    

Series 3905-SC (-5 x 1 Month LIBOR USD + 22.75%, 22.75% Cap)

    15.97% I/F      08/15/2041       2,647,646  
  1,382,934    

Series 3924-SJ (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.30% I/F I/O      09/15/2041       253,835  
 

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   March 31, 2020   15


Table of Contents
Schedule of Investments  DoubleLine Opportunistic Credit Fund  (Cont.)  

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

Federal Home Loan Mortgage Corporation, (Cont.)

 

  4,454,926    

Series 3960-ES (-1 x 1 Month LIBOR USD + 5.95%, 5.95% Cap)

    5.25% I/F I/O      11/15/2041       637,483  
  3,353,202    

Series 4225-BS (-3 x 1 Month LIBOR USD + 11.87%, 11.87% Cap)

    8.25% I/F      12/15/2040       3,937,446  
  3,525,897    

Series 4291-MS (-1 x 1 Month LIBOR USD + 5.90%, 5.90% Cap)

    5.20% I/F I/O      01/15/2054       631,364  
  38,343,110    

Series 4610-IB

    3.00% I/O      06/15/2041       1,318,880  
 

Federal National Mortgage Association,

 

  131,539    

Series 2005-72-WS (-1 x 1 Month LIBOR USD + 6.75%, 6.75% Cap)

    5.80% I/F I/O      08/25/2035       20,051  
  1,354,154    

Series 2005-90-SP (-1 x 1 Month LIBOR USD + 6.75%, 6.75% Cap)

    5.80% I/F I/O      09/25/2035       147,887  
  510,470    

Series 2006-117-SQ (-1 x 1 Month LIBOR USD + 6.55%, 6.55% Cap)

    5.60% I/F I/O      12/25/2036       44,953  
  317,296    

Series 2006-119-HS (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap)

    5.70% I/F I/O      12/25/2036       58,588  
  5,188,289    

Series 2006-123-CI (-1 x 1 Month LIBOR USD + 6.74%, 6.74% Cap)

    5.79% I/F I/O      01/25/2037       1,191,346  
  2,381,150    

Series 2007-15-BI (-1 x 1 Month LIBOR USD + 6.70%, 6.70% Cap)

    5.75% I/F I/O      03/25/2037       512,426  
  693,238    

Series 2007-20-S (-1 x 1 Month LIBOR USD + 6.74%, 6.74% Cap)

    5.79% I/F I/O      03/25/2037       97,040  
  415,946    

Series 2007-21-SD (-1 x 1 Month LIBOR USD + 6.48%, 6.48% Cap)

    5.53% I/F I/O      03/25/2037       68,743  
  1,110,204    

Series 2007-30-IE (-1 x 1 Month LIBOR USD + 6.74%, 6.74% Cap)

    5.79% I/F I/O      04/25/2037       293,272  
  2,473,793    

Series 2007-32-SA (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.15% I/F I/O      04/25/2037       471,346  
  1,213,911    

Series 2007-40-SA (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.15% I/F I/O      05/25/2037       215,484  
  189,040    

Series 2007-48-SE (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.15% I/F I/O      05/25/2037       23,627  
  418,341    

Series 2007-64-LI (-1 x 1 Month LIBOR USD + 6.56%, 6.56% Cap)

    5.61% I/F I/O      07/25/2037       62,587  
  122,087    

Series 2007-68-SA (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap)

    5.70% I/F I/O      07/25/2037       17,855  
  6,165,260    

Series 2007-75-PI (-1 x 1 Month LIBOR USD + 6.54%, 6.54% Cap)

    5.59% I/F I/O      08/25/2037       1,302,613  
  3,445,996    

Series 2008-33-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.05% I/F I/O      04/25/2038       676,105  
  2,819,701    

Series 2008-42-SC (-1 x 1 Month LIBOR USD + 5.90%, 5.90% Cap)

    4.95% I/F I/O      05/25/2038       544,869  
  667,005    

Series 2008-5-GS (-1 x 1 Month LIBOR USD + 6.25%, 6.25% Cap)

    5.30% I/F I/O      02/25/2038       126,554  
  1,717,708    

Series 2008-62-SD (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap)

    5.10% I/F I/O      07/25/2038       321,503  
  1,159,395    

Series 2008-68-SB (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.15% I/F I/O      08/25/2038       226,049  
  245,772    

Series 2009-111-SE (-1 x 1 Month LIBOR USD + 6.25%, 6.25% Cap)

    5.30% I/F I/O      01/25/2040       35,421  
  1,122,468    

Series 2009-12-CI (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap)

    5.65% I/F I/O      03/25/2036       203,586  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

Federal National Mortgage Association, (Cont.)

 

  248,959    

Series 2009-47-SA (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.15% I/F I/O      07/25/2039       23,906  
  285,118    

Series 2009-48-WS (-1 x 1 Month LIBOR USD + 5.95%, 5.95% Cap)

    5.00% I/F I/O      07/25/2039       41,261  
  136,474    

Series 2009-67-SA (-1 x 1 Month LIBOR USD + 5.15%, 0.25% Floor, 5.15% Cap)

    4.20% I/F I/O      07/25/2037       14,512  
  668,755    

Series 2009-87-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.05% I/F I/O      11/25/2049       119,747  
  1,047,080    

Series 2009-91-SD (-1 x 1 Month LIBOR USD + 6.15%, 6.15% Cap)

    5.20% I/F I/O      11/25/2039       199,464  
  184,612    

Series 2010-115-SD (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap)

    5.65% I/F I/O      11/25/2039       21,496  
  332,189    

Series 2010-11-SC (-1 x 1 Month LIBOR USD + 4.80%, 4.80% Cap)

    3.85% I/F I/O      02/25/2040       37,296  
  1,615,363    

Series 2010-134-SE (-1 x 1 Month LIBOR USD + 6.65%, 6.65% Cap)

    5.70% I/F I/O      12/25/2025       152,940  
  6,742,868    

Series 2010-142-SC (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap)

    5.65% I/F I/O      12/25/2040       1,680,836  
  1,139,518    

Series 2010-15-SL (-1 x 1 Month LIBOR USD + 4.95%, 4.95% Cap)

    4.00% I/F I/O      03/25/2040       168,163  
  255,493    

Series 2010-19-SA (-1 x 1 Month LIBOR USD + 5.40%, 5.40% Cap)

    4.45% I/F I/O      03/25/2050       24,500  
  958,809    

Series 2010-31-SB (-1 x 1 Month LIBOR USD + 5.00%, 5.00% Cap)

    4.05% I/F I/O      04/25/2040       138,852  
  1,615,310    

Series 2010-39-SL (-1 x 1 Month LIBOR USD + 5.67%, 5.67% Cap)

    4.72% I/F I/O      05/25/2040       290,497  
  254,185    

Series 2010-8-US (-1 x 1 Month LIBOR USD + 4.80%, 4.80% Cap)

    3.85% I/F I/O      02/25/2040       23,469  
  287,301    

Series 2010-9-GS (-1 x 1 Month LIBOR USD + 4.75%, 4.75% Cap)

    3.80% I/F I/O      02/25/2040       29,205  
  1,382,351    

Series 2011-114-S (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.05% I/F I/O      09/25/2039       245,785  
  2,226,157    

Series 2011-146-US (-1 x 1 Month LIBOR USD + 7.00%, 7.00% Cap)

    5.67% I/F      01/25/2042       2,770,370  
  721,151    

Series 2011-5-PS (-1 x 1 Month LIBOR USD + 6.40%, 6.40% Cap)

    5.45% I/F I/O      11/25/2040       65,294  
  321,905    

Series 2012-29-SG (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.05% I/F I/O      04/25/2042       46,997  
  4,355,646    

Series 2012-56-SN (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap)

    5.10% I/F I/O      06/25/2042       753,187  
  4,517,360    

Series 2012-76-SC (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.05% I/F I/O      07/25/2042       738,356  
  9,953,709    

Series 2013-83-US (-1 x 1 Month LIBOR USD + 5.00%, 5.00% Cap)

    4.05% I/F      08/25/2043       10,168,021  
  319,547    

Series 374-19

    6.50% I/O      09/25/2036       74,663  
 

Government National Mortgage Association,

 

  796,986    

Series 2009-104-SD (-1 x 1 Month LIBOR USD + 6.35%, 6.35% Cap)

    5.65% I/F I/O      11/16/2039       158,786  
  147,532    

Series 2010-98-IA

    5.68 %# I/O      03/20/2039       16,559  
  1,001,831    

Series 2011-69-SB (-1 x 1 Month LIBOR USD + 5.35%, 5.35% Cap)

    4.58% I/F I/O      05/20/2041       173,052  
 

 

16   DoubleLine Opportunistic Credit Fund      The accompanying notes are an integral part of these financial statements.


Table of Contents
      

(Unaudited)

March 31, 2020

 

PRINCIPAL
AMOUNT $/
SHARES
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

Government National Mortgage Association, (Cont.)

 

  1,473,576    

Series 2011-71-SG (-1 x 1 Month LIBOR USD + 5.40%, 5.40% Cap)

    4.63% I/F I/O      05/20/2041       243,482  
  1,728,094    

Series 2011-72-AS (-1 x 1 Month LIBOR USD + 5.38%, 5.38% Cap)

    4.61% I/F I/O      05/20/2041       300,027  
  2,037,702    

Series 2011-89-SA (-1 x 1 Month LIBOR USD + 5.45%, 5.45% Cap)

    4.68% I/F I/O      06/20/2041       341,341  
  923,588    

Series 2012-34-LI (-20 x 1 Month LIBOR USD + 122.00%, 6.00% Cap)

    6.00% I/F I/O      12/16/2039       186,971  
  9,744,423    

Series 2013-119-TZ

    3.00% >      08/20/2043       10,061,497  
  31,570,635    

Series 2013-39-HS (-1 x 1 Month LIBOR USD + 4.75%, 4.75% Cap)

    3.98% I/F I/O      03/20/2041       4,893,104  
  5,737,178    

Series 2014-39-SK (-1 x 1 Month LIBOR USD + 6.20%, 6.20% Cap)

    5.43% I/F I/O      03/20/2044       1,175,256  
  8,379,944    

Series 2014-59-DS (-1 x 1 Month LIBOR USD + 6.25%, 6.25% Cap)

    5.55% I/F I/O      04/16/2044       1,770,794  
  6,061,700    

Series 2014-63-SD (-1 x 1 Month LIBOR USD + 5.55%, 5.55% Cap)

    4.78% I/F I/O      04/20/2044       1,550,554  
  4,956,736    

Series 2014-69-ST (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.40% I/F I/O      12/16/2039       887,407  
  6,201,527    

Series 2015-148-BS (-1 x 1 Month LIBOR USD + 5.69%, 5.69% Cap)

    4.92% I/F I/O      10/20/2045       1,160,334  
  34,536,808    

Series 2018-111-SA (-1 x 1 Month LIBOR USD + 4.55%, 4.55% Cap)

    3.55% I/F I/O      08/20/2048       3,951,543  
  68,031,294    

Series 2018-48-SD (-1 x 1 Month LIBOR USD + 3.90%, 3.90% Cap)

    3.13% I/F I/O      04/20/2048       6,039,478  
       

 

 

 
  Total US Government and Agency Mortgage Backed Obligations
(Cost $64,113,696)

 

    78,690,514  
 

 

 

 
  COMMON STOCKS 0.0%  
  1,813    

McDermott International, Inc.*Þ

        —    
  6,558    

Syncreon Group B.V.*Þ

        39,347  
       

 

 

 
  Common Stocks
(Cost $180,411)

 

    39,347  
 

 

 

 
    
    
SHARES
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
  SHORT TERM INVESTMENTS 8.1%  
  1,316,469    

First American Government Obligations Fund - Class U

    0.47% ¨         1,316,469  
  1,316,469    

JP Morgan U.S. Government Money Market Fund - Institutional Share Class

    0.36% ¨         1,316,469  
  1,316,469    

Morgan Stanley Institutional Liquidity Funds Government Portfolio - Institutional Share Class

    0.26% ¨         1,316,469  
  17,000,000    

United States Treasury Bills

    0.00%        12/03/2020       16,989,401  
        

 

 

 
  Total Short Term Investments
(Cost $20,777,772)

 

    20,938,808  
 

 

 

 
  Total Investments 126.1%
(Cost $370,420,682)

 

    325,694,376  
  Liabilities in Excess of Other Assets (26.1)%

 

    (67,455,966
      

 

 

 
  NET ASSETS 100.0%

 

  $ 258,238,410  
 

 

 

 

 

SECURITY TYPE BREAKDOWN as a % of Net Assets:       

Non-Agency Residential Collateralized Mortgage Obligations

         32.0%  

US Government and Agency Mortgage Backed Obligations

         30.5%  

Collateralized Loan Obligations

         24.6%  

Non-Agency Commercial Mortgage Backed Obligations

         19.3%  

Short Term Investments

         8.1%  

Bank Loans

         6.9%  

Asset Backed Obligations

         4.3%  

Foreign Corporate Bonds

         0.4%  

Common Stocks

         0.0%

Other Assets and Liabilities

         (26.1)%  
      

 

 

 
         100.0%  
      

 

 

 
 
^

Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional buyers.

 

Þ

Value determined using significant unobservable inputs.

 

#

Coupon rate is variable based on the weighted average coupon of the underlying collateral. To the extent the weighted average coupon of the underlying assets which comprise the collateral increases or decreases, the coupon rate of this security will increase or decrease correspondingly. The rate disclosed is as of March 31, 2020.

 

I/O

Interest only security

 

ß

The interest rate may step up conditioned upon the aggregate remaining principal balance of the underlying mortgage loans being reduced below a targeted percentage of the aggregate original principal balance of the mortgage loans. The interest rate shown is the rate in effect as of March 31, 2020.

 

I/F

Inverse floating rate security whose interest rate moves in the opposite direction of reference interest rates. Reference interest rates are typically based on a negative multiplier or slope. Interest rate may also be subject to a cap or floor.

 

>

This U.S. Agency bond accrues interest which is added to the outstanding principal balance. The interest payment will be deferred until all other tranches in the structure are paid off. The rate disclosed is as of March 31, 2020.

 

@

Security pays interest at rates that represent residual cashflows available after more senior tranches have been paid. The interest rate disclosed reflects the estimated rate in effect as of March 31, 2020.

 

¨

Seven-day yield as of March 31, 2020

 

W

Security is in default or has failed to make a scheduled payment. Income is not being accrued.

 

*

Non-income producing security

 

Under the Fund’s credit agreement, the Lender, through their agent, have been granted a security interest in all of the Fund’s investments in consideration of the Fund’s borrowings under the line of credit with the Lender (See Note 9).

 

~

Represents less than 0.05% of net assets

 

PIK

A payment-in-kind security in which the issuer may make interest or dividend payments in cash or additional securities. These additional securities generally have the same terms as the original holdings.

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   March 31, 2020   17


Table of Contents
Statement of Assets and Liabilities  

(Unaudited)

March 31, 2020

 

ASSETS

   

Investments in Securities, at Value*

    $ 304,755,568

Short Term Investments, at Value*

      20,938,808

Interest Receivable

      3,100,821

Receivable for Investments Sold

      69,893

Prepaid Expenses and Other Assets

      21,927

Total Assets

      328,887,017

LIABILITIES

   

Loan Payable (See Note 9)

      70,000,000

Investment Advisory Fees Payable

      337,465

Interest Expense Payable

      126,331

Payable to Broker for Dividend Reinvestment

      56,685

Administration, Fund Accounting and Custodian Fees Payable

      37,287

Professional Fees Payable

      33,746

Trustees Fees Payable (See Note 7)

      30,715

Accrued Expenses

      26,378

Total Liabilities

      70,648,607

Commitments and Contingencies (See Note 2, Note 8 and Note 9)

         

Net Assets

    $ 258,238,410

NET ASSETS CONSIST OF:

   

Capital Stock ($0.00001 par value)

    $ 149

Additional Paid-in Capital

      347,795,374

Undistributed (Accumulated) Net Investment Income (Loss)

      1,573,840

Accumulated Net Realized Gain (Loss) on Investments

      (46,404,647 )

Net Unrealized Appreciation (Depreciation) on Investments

      (44,726,306 )

Total Distributable Earnings (See Note 5)

      (89,557,113 )

Net Assets

    $ 258,238,410

*Identified Cost:

         

Investments in Securities

    $ 349,642,910

Short Term Investments

      20,777,772

Shares Outstanding and Net Asset Value Per Share:

   

Shares Outstanding (unlimited authorized)

      14,944,343

Net Asset Value per Share

    $ 17.28

 

18   DoubleLine Opportunistic Credit Fund      The accompanying notes are an integral part of these financial statements.


Table of Contents
Statement of Operations  

(Unaudited)

For the Period Ended March 31, 2020

 

INVESTMENT INCOME

   

Income:

         

Interest

    $ 14,192,937

Total Investment Income

      14,192,937

Expenses:

         

Investment Advisory Fees

      1,914,962

Interest Expense from Line of Credit

      926,880

Administration, Fund Accounting and Custodian Fees

      119,723

Professional Fees

      65,076

Trustees Fees

      49,286

Shareholder Reporting Expenses

      29,934

Miscellaneous Expenses

      29,619

Registration Fees

      12,709

Insurance Expenses

      3,526

Transfer Agent Expenses

      638

Total Expenses

      3,152,353

Net Investment Income (Loss)

      11,040,584

REALIZED & UNREALIZED GAIN (LOSS)

   

Net Realized Gain (Loss) on Investments

      (552,396 )

Net Change in Unrealized Appreciation (Depreciation) on Investments

      (51,939,986 )

Net Realized and Unrealized Gain (Loss)

      (52,492,382 )

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS

    $ (41,451,798 )

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   March 31, 2020   19


Table of Contents
Statements of Changes in Net Assets  

    

 

    Period Ended
March 31, 2020
(Unaudited)
 

Year Ended
September 30, 2019

OPERATIONS

       

Net Investment Income (Loss)

    $ 11,040,584     $ 20,226,212

Net Realized Gain (Loss) on Investments

      (552,396 )       (7,327,220 )

Net Change in Unrealized Appreciation (Depreciation) on Investments

      (51,939,986 )       24,286,487

Net Increase (Decrease) in Net Assets Resulting from Operations

      (41,451,798 )       37,185,479

DISTRIBUTIONS TO SHAREHOLDERS

       

From Earnings

      (11,204,293 )       (21,406,129 )

Total Distributions to Shareholders

      (11,204,293 )       (21,406,129 )

NET SHARE TRANSACTIONS

       

Increase (Decrease) in Net Assets Resulting from Net Share Transactions

      242,991       172,265

Total Increase (Decrease) in Net Assets

    $ (52,413,100 )     $ 15,951,615

NET ASSETS

       

Beginning of Period

    $ 310,651,510     $ 294,699,895

End of Period

    $ 258,238,410     $ 310,651,510

 

20   DoubleLine Opportunistic Credit Fund      The accompanying notes are an integral part of these financial statements.


Table of Contents
Statement of Cash Flows  

(Unaudited)

For the Period Ended March 31, 2020

 

CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES

   

Net Increase (Decrease) in Net Assets Resulting from Operations

    $ (41,451,798 )

Adjustments to Reconcile the Change in Net Assets from Operations to Net Cash Provided By (Used In) Operating activities:

         

Purchases of Long Term Investments

      (54,024,542 )

Proceeds from Disposition of Long Term Investments

      52,934,118

Net (Purchases of) Proceeds from Disposition of Short Term Investments

      12,303,565

Net Amortization (Accretion) of Premiums/Discounts

      (575,732 )

Net Realized (Gain) Loss on Investments

      552,396

Net Change in Unrealized Depreciation (Appreciation) on Investments

      51,939,986

(Increase) Decrease in:

         

Interest Receivable

      (32,507 )

Prepaid Expenses and Other Assets

      (12,176 )

Receivable for Investments Sold

      661,603

Increase (Decrease) in:

         

Payable for Investments Purchased

      (1,241,820 )

Investment Advisory Fees Payable

      (1,469 )

Interest Expense Payable for Line of Credit

      (72,476 )

Trustees Fees Payable

      1,146

Payable to Broker for Dividend Reinvestment

      7,506

Accrued Expenses

      14,195

Administration, Fund Accounting and Custodian Fees Payable

      (10,699 )

Professional Fees Payable

      (29,994 )

Net Cash Provided By (Used In) Operating Activities

      20,961,302

CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES

   

Cash Dividends Paid to Common Stockholders

      (10,961,302 )

Increase in borrowings

      5,000,000

Decrease in borrowings

      (15,000,000 )

Net Cash Provided By (Used In) Financing Activities

      (20,961,302 )

NET CHANGE IN CASH

   

Cash at Beginning of Period

      —  

Cash at End of Period

    $ —  

SUPPLEMENTAL DISCLOSURE OF CASH FLOW AND NON-CASH INFORMATION

   

Additional Paid-in Capital from Dividend Reinvestment

    $ 242,991

Cash Paid for Interest on Loan Outstanding

    $ 999,356

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   March 31, 2020   21


Table of Contents
Financial Highlights  

    

 

    Period Ended
March 31, 2020
(Unaudited)
    Year Ended
September 30, 2019
    Year Ended
September 30, 2018
    Year Ended
September 30, 2017
    Year Ended
September 30, 2016
    Year Ended
September 30, 2015
 

Net Asset Value, Beginning of Period

  $ 20.80     $ 19.75     $ 22.04     $ 23.30     $ 24.10     $ 23.41  

Income (Loss) from Investment Operations:

           

Net Investment Income (Loss)1

    0.74       1.35       1.41       1.63       1.81       2.21  

Net Gain (Loss) on Investments
(Realized and Unrealized)

    (3.51     1.13       (1.70     (0.89     (0.08     0.97  

Total from Investment Operations

    (2.77     2.48       (0.29     0.74       1.73       3.18  

Less Distributions:

           

Distributions from Net Investment Income

    (0.75     (1.43     (1.58     (1.93     (2.48     (2.49

Distributions from Return of Capital

    —         —         (0.42     (0.07     (0.05     —    

Total Distributions

    (0.75     (1.43     (2.00     (2.00     (2.53     (2.49

Net Asset Value, End of Period

  $ 17.28     $ 20.80     $ 19.75     $ 22.04     $ 23.30     $ 24.10  

Market Price, End of Period

  $ 17.10     $ 20.71     $ 20.57     $ 24.04     $ 25.68     $ 24.88  

Total Return on Net Asset Value2

    (13.85 )%4      13.12%       (1.31 )%      3.49%       7.81%       14.33%  

Total Return on Market Price3

    (14.27 )%4      8.12%       (5.78 )%      2.09%       14.38%       17.08%  

Supplemental Data:

           

Net Assets, End of Period (000’s)

  $ 258,238     $ 310,652     $ 294,700     $ 327,927     $ 345,864     $ 356,678  

Ratios to Average Net Assets:

                                               

Expenses, including interest expense

    2.06% 5       2.30%       2.17%       1.80%       1.59%       1.65%  

Net Investment Income (Loss)

    7.22% 5       6.72%       6.77%       7.32%       7.77%       9.27%  

Portfolio Turnover Rate

    15% 4       26%       28%       17%       14%       4%  

 

1 

Calculated based on average shares outstanding during the period.

2 

Total return on Net Asset Value is computed based upon the Net Asset Value of common stock on the first business day and the closing Net Asset Value on the last business day of the period. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan.

3 

Total return on Market Price is computed based upon the New York Stock Exchange market price of the Fund’s shares and excludes the effect of brokerage commissions. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan.

4 

Not annualized

5 

Annualized

 

22   DoubleLine Opportunistic Credit Fund      The accompanying notes are an integral part of these financial statements.


Table of Contents
Notes to Financial Statements  

(Unaudited)

March 31, 2020

 

1.  Organization

DoubleLine Opportunistic Credit Fund (the “Fund”) was formed as a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and originally classified as a non-diversified fund. The Fund is currently operating as a diversified fund. Currently under the 1940 Act, a diversified fund generally may not, with respect to 75% of its total assets, invest more than 5% of its total assets in the securities of any one issuer or own more than 10% of the outstanding voting securities of such issuer (except, in each case, U.S. Government securities, cash, cash items and the securities of other investment companies). The remaining 25% of a fund’s total assets is not subject to this limitation. The Fund was organized as a Massachusetts business trust on July 22, 2011 and commenced operations on January 27, 2012. The Fund is listed on the New York Stock Exchange (“NYSE”) under the symbol “DBL”. The Fund’s investment objective is to seek high total investment return by providing a high level of current income and the potential for capital appreciation.

2.  Significant Accounting Policies

The Fund is an investment company that applies the accounting and reporting guidance issued in Topic 946, “Financial Services—Investment Companies”, by the Financial Accounting Standards Board (“FASB”). The following is a summary of the significant accounting policies of the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“US GAAP”).

A. Security Valuation. The Fund has adopted US GAAP fair value accounting standards which establish a definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:

 

   

Level 1—Unadjusted quoted market prices in active markets for identical securities

 

   

Level 2—Quoted prices for identical or similar assets in markets that are not active, or inputs derived from observable market data

 

   

Level 3—Significant unobservable inputs (including the reporting entity’s estimates and assumptions)

Market values for domestic and foreign fixed income securities are normally determined on the basis of valuations provided by independent pricing services. Vendors typically value such securities based on one or more inputs described in the following table which is not intended to be a complete list. The table provides examples of inputs that are commonly relevant for valuing particular classes of fixed income securities in which the Fund is authorized to invest. However, these classifications are not exclusive, and any of the inputs may be used to value any other class of fixed-income securities. Securities that use similar valuation techniques and inputs as described in the following table are categorized as Level 2 of the fair value hierarchy. To the extent the significant inputs are unobservable, the values generally would be categorized as Level 3. Assets and liabilities may be transferred between levels.

 

Fixed-income class         Examples of Inputs

All

    Benchmark yields, transactions, bids, offers, quotations from dealers and trading systems, new issues, spreads and other relationships observed in the markets among comparable securities; and proprietary pricing models such as yield measures calculated using factors such as cash flows, financial or collateral performance and other reference data (collectively referred to as “standard inputs”)

Corporate bonds and notes; convertible securities

    Standard inputs and underlying equity of the issuer

US bonds and notes of government and government agencies

    Standard inputs

Residential and commercial mortgage-backed obligations; asset-backed obligations (including collateralized loan obligations)

    Standard inputs and cash flows, prepayment information, default rates, delinquency and loss assumptions, collateral characteristics, credit enhancements and specific deal information, trustee reports

Bank loans

    Standard inputs

Investments in registered open-end management investment companies will be valued based upon the net asset value (“NAV”) of such investments and are categorized as Level 1 of the fair value hierarchy.

Common stocks, exchange-traded funds and financial derivative instruments, such as futures contracts or options contracts, that are traded on a national securities or commodities exchange, are typically valued at the last reported sales price, in the case of common stocks and exchange-traded funds, or, in the case of futures contracts or options contracts, the settlement price determined by the relevant exchange. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy.

 

  Semi-Annual Report   March 31, 2020   23


Table of Contents
Notes to Financial Statements  (Cont.)  

(Unaudited)

March 31, 2020

 

Securities may be fair valued by the Adviser (as defined below) in accordance with the fair valuation procedures approved by the Board of Trustees (the “Board”). The Adviser’s valuation committee is generally responsible for overseeing the day to day valuation processes and reports periodically to the Board. The Adviser’s valuation committee and the pricing group are authorized to make all necessary determinations of the fair values of portfolio securities and other assets for which market quotations or third party vendor prices are not readily available or if it is deemed that the prices obtained from brokers and dealers or independent pricing services are deemed to be unreliable indicators of market or fair value.

The following is a summary of the fair valuations according to the inputs used to value the Fund’s investments as of March 31, 2020:

 

Category          

Investments in Securities

        

Level 1

        

Money Market Funds

         $ 3,949,407

Total Level 1

           3,949,407

Level 2

        

US Government and Agency Mortgage Backed Obligations

           78,690,514

Collateralized Loan Obligations

           62,687,520

Non-Agency Residential Collateralized Mortgage Obligations

           57,425,179

Non-Agency Commercial Mortgage Backed Obligations

           44,653,164

Bank Loans

           17,864,601

Other Short Term Investments

           16,989,401

Asset Backed Obligations

           11,204,354

Foreign Corporate Bonds

           935,678

Total Level 2

           290,450,411

Level 3

        

Non-Agency Residential Collateralized Mortgage Obligations

           25,248,902

Non-Agency Commercial Mortgage Backed Obligations

           5,240,502

Collateralized Loan Obligations

           765,807

Common Stocks

           39,347

Total Level 3

           31,294,558

Total

         $ 325,694,376

See the Schedule of Investments for further disaggregation of investment categories.

 

24   DoubleLine Opportunistic Credit Fund     


Table of Contents
      

(Unaudited)

March 31, 2020

 

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

 

         Fair Value as
of 9/30/2019
  Net Realized
Gain (Loss)
  Net Change in
Unrealized
Appreciation
(Depreciation)3
  Net Accretion
(Amortization)
  Purchases1   Sales2   Transfers Into
Level 34
  Transfers Out
of Level 34
  Fair Value as
of 3/31/2020
  Net Change in
Unrealized
Appreciation
(Depreciation)
on securities
held at
3/31/20203

Investments in Securities

                                           

Non-Agency Residential Collateralized Mortgage Obligations

        $ 27,417,872     $ —       $ (2,310,818 )     $ 141,848     $ —       $ —       $ —       $ —       $ 25,248,902     $ (2,310,818 )

Non-Agency Commercial Mortgage Backed Obligations

          6,334,700       73,659       (1,126,773 )       73,167       10,554       (124,805 )       —         —         5,240,502       (1,129,611 )

Collateralized Loan Obligations

          1,793,755       —         (1,027,948 )       —         —         —         —         —         765,807       (1,027,948 )

Common Stocks

          —         —         (141,064 )       —         180,411       —         —         —         39,347       —  

Total

        $ 35,546,327     $ 73,659     $ (4,606,603 )     $ 215,015     $ 190,965     $ (124,805 )     $ —       $ —       $ 31,294,558     $ (4,468,377 )

 

1 

Purchases include all purchases of securities, payups and corporate actions.

 

2 

Sales include all sales of securities, maturities, and paydowns.

 

3 

Any difference between Net Change in Unrealized Appreciation (Depreciation) and Net Change in Unrealized Appreciation (Depreciation) on securities held at March 31, 2020 may be due to a security that was not held or categorized as Level 3 at either period end.

 

4 

Transfers into or out of Level 3 can be attributed to changes in the availability of pricing sources and/or in the observability of significant inputs used to measure the fair value of those instruments.

The following is a summary of quantitative information about Level 3 Fair Value Measurements:

 

        Fair Value as of
3/31/2020
  Valuation
Techniques
  Unobservable
Input
  Unobservable Input Values
(Weighted Average)+
  Impact to valuation from an increase to input

Non-Agency Residential Collateralized Mortgage Obligations

        $ 25,248,902   Market Comparables   Market Quotes   $91.58-$98.50 ($93.56)   Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security

Non-Agency Commercial Mortgage Backed Obligations

        $ 5,240,502   Market Comparables   Yields   13.85%-35.00% (16.83%)   Increase in yields would have resulted in the decrease in the fair value of the security

Collateralized Loan Obligations

        $ 765,807   Market Comparables   Market Quotes   $2.00-$37.29 ($36.37)   Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security

Common Stocks

        $ 39,347   Market Comparables   Market Quotes   $6.00 ($6.00)   Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security

 

+ 

Unobservable inputs were weighted by the relative fair value of the instruments.

B. Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provision for federal income taxes has been made.

The Fund may be subject to a nondeductible 4% excise tax calculated as a percentage of certain undistributed amounts of net investment income and net capital gains.

The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired. The Fund identifies its major tax jurisdictions as U.S. Federal, the Commonwealth of Massachusetts and the State of California.

C. Security Transactions, Investment Income. Investment securities transactions are accounted for on trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Interest income, including non-cash interest, is recorded on an accrual basis. Discounts/premiums on debt securities purchased, which may include residual and subordinate

 

  Semi-Annual Report   March 31, 2020   25


Table of Contents
Notes to Financial Statements  (Cont.)  

(Unaudited)

March 31, 2020

 

notes, are accreted/amortized over the life of the respective securities using the effective interest method except for certain deep discount bonds where management does not expect the par value above the bond’s cost to be fully realized. Dividend income and corporate action transactions, if any, are recorded on the ex-date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of securities received. Paydown gains and losses on mortgage-related and other asset-backed securities are recorded as components of interest income on the Statement of Operations.

D. Dividends and Distributions to Shareholders. Dividends from net investment income will be declared and paid monthly. The Fund will distribute any net realized long or short-term capital gains at least annually. Distributions are recorded on the ex-dividend date.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from US GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications between paid-in capital, undistributed (accumulated) net investment income (loss), and/or undistributed (accumulated) realized gain (loss). Undistributed (accumulated) net investment income or loss may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or capital gain remaining at fiscal year end is distributed in the following year.

E. Use of Estimates. The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

F. Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses), by the total number of shares outstanding, rounded to the nearest cent. The Fund’s NAV is typically calculated on days when the NYSE opens for regular trading.

G. Unfunded Loan Commitments. The Fund may enter into certain credit agreements, of which all or a portion may be unfunded. As of March 31, 2020, the Fund had no outstanding unfunded loan commitments. The Fund may also enter into certain credit agreements designed to provide standby short term or “bridge” financing to a borrower. Typically the borrower is not economically incented to draw on the bridge loan and as such the likelihood of funding is remote. As of March 31, 2020, the Fund had no outstanding bridge loan commitments. The Fund is obligated to fund these commitments at the borrower’s discretion. The Fund generally will maintain with its custodian liquid investments having an aggregate value at least equal to the par value of unfunded loan commitments and bridge loans.

H. Guarantees and Indemnifications. Under the Fund’s organizational documents, each Trustee and officer of the Fund is indemnified, to the extent permitted by the 1940 Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. 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.

3.  Related Party Transactions

DoubleLine Capital LP (the “Adviser” or “DoubleLine Capital”) provides the Fund with investment management services under an Investment Management Agreement (the “Agreement”). Under the Agreement, the Adviser manages the investment of the assets of the Fund, places orders for the purchase and sale of its portfolio securities and is responsible for providing certain resources to assist with the day-to-day management of the Fund’s business affairs. As compensation for its services, the Adviser is entitled to a monthly fee at the annual rate of 1.00% of the average daily total managed assets of the Fund. Total managed assets means the total assets of the Fund (including assets attributable to any reverse repurchase agreements, dollar roll transactions or similar transactions, borrowings, and/or preferred shares that may be outstanding) minus accrued liabilities (other than liabilities in respect of reverse repurchase agreements, dollar roll transactions or similar transactions, and borrowings). For purposes of calculating total managed assets, the liquidation preference of any preferred shares outstanding shall not be considered a liability. DAMCO, a wholly owned subsidiary of the Adviser, owned 8,645 shares of the Fund as of March 31, 2020. The Adviser has arrangements with DoubleLine Group LP to provide personnel and other resources to the Fund.

4.  Purchases and Sales of Securities

For the period ended March 31, 2020, purchases and sales of investments, excluding U.S. Government securities and short term investments, were $54,024,542 and $52,934,118 respectively. In U.S. Government securities (defined as long-term U.S. Treasury bills, notes and bonds), purchases and sales of investments were $0 and $19,999,922, respectively.

 

26   DoubleLine Opportunistic Credit Fund     


Table of Contents
      

(Unaudited)

March 31, 2020

 

5.  Income Tax Information

The tax character of distributions for the Fund were as follows:

 

         Period Ended
March 31, 2020
   Year Ended
September 30, 2019

Distributions Paid From:

             

Ordinary Income

         $ 11,204,293      $ 21,406,129

Total Distributions Paid

         $ 11,204,293      $ 21,406,129

The amount and character of tax-basis distributions and composition of net assets, including undistributed (accumulated) net investment income (loss), are finalized at fiscal year-end; accordingly, tax-basis balances have not been determined as of the date of this report.

The cost basis of investments for federal income tax purposes as of September 30, 2019, was as follows:

 

Tax Cost of Investments

           384,687,210

Gross Tax Unrealized Appreciation

           27,410,782

Gross Tax Unrealized Depreciation

           (23,273,825 )

Net Tax Unrealized Appreciation (Depreciation)

           4,136,957

As of September 30, 2019, the components of accumulated earnings (losses) for income tax purposes were as follows:

 

Net Tax Unrealized Appreciation (Depreciation)

           4,136,957

Undistributed Ordinary Income

           1,023,531

Total Distributable Earnings

           1,023,531

Other Accumulated Gains (Losses)

           (42,061,510 )

Total Accumulated Earnings (Losses)

           (36,901,022 )

As of September 30, 2019, $42,056,232 was available as a capital loss carryforward.

The Fund may elect to defer to the first day of the next taxable year all or part of any late-year ordinary loss or post-October capital loss. As of September 30, 2019, the Fund deferred, on a tax basis, qualified late year losses of $0.

Additionally, US GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or NAV per share. The permanent differences primarily relate to paydown losses, market discount, Passive Foreign Investment Companies (PFICs) and return of capital. For the year ended September 30, 2019, the following table shows the reclassifications made:

 

Undistributed
(Accumulated)
Net Investment
Income  (Loss)
   Accumulated
Net Realized
Gain (Loss)
   Paid-in
Capital
    $(816,589)        $ 816,589      $ —  

6.  Share Transactions

Transactions in the Fund’s shares were as follows:

 

        

Period Ended
March 31, 2020

  

Year Ended

September 30, 2019

        

Shares

  

Amount

  

Shares

  

Amount

Reinvested Dividends

           11,783      $ 242,991        8,500      $ 172,265

Increase (Decrease) in Net Assets Resulting from Net Share Transactions

           11,783      $ 242,991        8,500      $ 172,265

 

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Notes to Financial Statements  (Cont.)  

(Unaudited)

March 31, 2020

 

7.  Trustees Fees

Trustees who are not affiliated with the Adviser and its affiliates received, as a group, fees of $49,286 from the Fund during the period ended March 31, 2020. These trustees may elect to defer the cash payment of part or all of their compensation. These deferred amounts, which remain as liabilities of the Fund, are treated as if invested in shares of the Fund or other funds managed by the Adviser and its affiliates. These amounts represent general, unsecured liabilities of the Fund and vary according to the total returns of the selected funds. Trustees Fees in the Fund’s Statement of Operations are shown as $49,286 which includes $49,075 in current fees (either paid in cash or deferred) and an increase of $211 in the value of the deferred amounts. Certain trustees and officers of the Fund are also officers of the Adviser; such trustees and officers are not compensated by the Fund.

8.  Bank Loans

The Fund may make loans directly to borrowers and may acquire or invest in loans made by others (“loans”). The Fund may acquire a loan interest directly by acting as a member of the original lending syndicate. Alternatively, the Fund may acquire some or all of the interest of a bank or other lending institution in a loan to a particular borrower by means of a novation, an assignment or a participation. The loans in which the Fund may invest include those that pay fixed rates of interest and those that pay floating rates—i.e., rates that adjust periodically based on a known lending rate, such as a bank’s prime rate. The Fund may purchase and sell interests in bank loans on a when-issued and delayed delivery basis, with payment delivery scheduled for a future date. Securities purchased on a delayed delivery basis are marked to market daily and no income accrues to the Fund prior to the date the Fund actually takes delivery of such securities. These transactions are subject to market fluctuations and are subject, among other risks, to the risk that the value at delivery may be more or less than the trade purchase price.

9.  Credit Facility

U.S. Bank, N.A. (the “Bank”) has made available to the Fund, a $100,000,000 committed credit facility. Interest charged is at the rate of one-month LIBOR (London Interbank Offered Rate) plus 0.75%, subject to certain conditions that may cause the rate of interest to increase. The Fund will also be responsible for paying a non-usage fee of 0.125% on the unused amount, should that amount be less than $25,000,000. Should the unused amount be $25,000,000 or more, the non-usage fee increases to 0.25% on the unused amount. The Fund pledges its assets as collateral to secure obligations under the credit agreement. The Fund retains the risk and rewards of the ownership of assets pledged to secure obligations under the credit agreement. As of March 31, 2020, the amount of total outstanding borrowings was $70,000,000, which approximates fair value. The borrowings are categorized as Level 2 within the fair value hierarchy.

For the period ended March 31, 2020, the Fund’s credit facility activity is as follows:

 

Maximum
Amount
Available
   Average
Borrowings
   Maximum
Amount
Outstanding
   Interest
Expense
   Commitment
Fee
   Average
Interest
Rate
    $100,000,000        $ 75,060,109      $ 80,000,000      $ 898,863      $ 28,017        2.35%

10.  Principal Risks

Below are summaries of some, but not all, of the principal risks of investing in the Fund, each of which could adversely affect the Fund’s NAV, market price, yield, and total return. The Fund’s prospectus provided additional information regarding these and other risks of investing in the Fund at the time of the initial public offering of the Fund’s shares.

 

   

asset-backed securities investment risk:  The risk that borrowers may default on the obligations that underlie the asset-backed security and that, during periods of falling interest rates, asset-backed securities may be called or prepaid, which may result in the Fund having to reinvest proceeds in other investments at a lower interest rate, and the risk that the impairment of the value of the collateral underlying a security in which the Fund invests (due, for example, to non-payment of loans) will result in a reduction in the value of the security.

 

   

collateralized debt obligations risk:  The risks of an investment in a collateralized debt obligation (“CDO”) depend largely on the quality and type of the collateral and the tranche of the CDO in which the Fund invests. Normally, collateralized bond obligations (“CBOs”), collateralized loan obligations (“CLOs”) and other CDOs are privately offered and sold, and thus are not registered under the securities laws. As a result, there may be a limited secondary market for investments in CDOs and such investments may be illiquid. In addition to the risks associated with debt instruments (e.g., interest rate risk and credit risk), CDOs carry additional risks including, but not limited to: (i) the possibility that distributions from collateral will not be adequate to make interest or other payments; (ii) the quality of the collateral may decline in value or default; (iii) the

 

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possibility that the Fund may invest in CDOs that are subordinate to other classes of the issuer’s securities; and (iv) the complex structure of the security may not be fully understood at the time of investment and may produce disputes with the issuer or unexpected investment results.

 

   

confidential information access risk:  The risk that the intentional or unintentional receipt of material, non-public information by the Adviser could limit the Fund’s ability to sell certain investments held by the Fund or pursue certain investment opportunities on behalf of the Fund, potentially for a substantial period of time.

 

   

counterparty risk:  The Fund will be subject to credit risk with respect to the counterparties to the derivative contracts (whether a clearing corporation in the case of exchange-traded or cleared instruments or another third party in the case of over-the-counter instruments) and other instruments, such as repurchase and reverse repurchase agreements, entered into directly by the Fund or held by special purpose or structured vehicles in which the Fund invests. Subject to certain U.S. federal income tax limitations, the Fund is not subject to any limit with respect to the number of transactions it can enter into with a single counterparty. To the extent that the Fund enters into multiple transactions with a single or a small set of counterparties, it will be subject to increased counterparty risk.

 

   

credit default swaps risk:  Credit default swaps involve greater risks than investing in the reference obligation directly as well as liquidity risk, counterparty risk and credit risk. A buyer will lose its investment and recover nothing should no event of default occur. When the Fund acts as a seller of a credit default swap, it is exposed to many of the same risks of leverage described herein since if an event of default occurs the seller must pay the buyer the full notional value of the reference obligation.

 

   

credit risk:  Credit risk is the risk that one or more of the Fund’s investments in debt securities or other instruments will decline in price, or fail to pay interest, liquidation value or principal when due, because the issuer of the obligation or the issuer of a reference security experiences an actual or perceived decline in its financial status.

 

   

derivatives risk:  Derivatives are subject to a number of risks applicable to other investments, such as liquidity risk, issuer risk, credit risk, interest rate risk, leverage risk, counterparty risk, management risk and, if applicable, smaller company risk. They also involve the risk of mispricing or improper valuation, the risk of being unavailable at the time or price desired, the risk of unfavorable or ambiguous documentation, the risk of increasing the Fund’s transaction costs and the risk that changes in the value of a derivative may not correlate perfectly or at all with an underlying asset, currency, interest rate or index.

 

   

emerging markets risk:  The risk that investing in emerging markets, as compared to foreign developed markets, increases the likelihood that the Fund will lose money, due to more limited information about the issuer and/or the security; higher brokerage costs; different accounting, auditing and financial reporting standards; less developed legal systems and thinner trading markets; the possibility of currency blockages or transfer restrictions; an emerging market country’s dependence on revenue from particular commodities or international aid; and the risk of expropriation, nationalization or other adverse political or economic developments.

 

   

foreign (non-U.S.) investment risk:  The Fund’s investments in and exposure to foreign securities involve special risks. For example, the value of these investments may decline in response to unfavorable political and legal developments, unreliable or untimely information or economic and financial instability. Foreign securities may experience more rapid and extreme changes in value than investments in securities of U.S. issuers. Investing in securities of issuers based or doing business in emerging markets entails all of the risks of investing in securities of foreign issuers, but to a heightened degree. To the extent that the investments are made in a limited number of countries, events in those countries will have a more significant impact on the Fund. If the Fund buys securities denominated in a foreign currency, receives income in foreign currencies or holds foreign currencies from time to time, the value of the Fund’s assets, as measured in U.S. dollars, can be affected unfavorably by changes in exchange rates relative to the U.S. dollar or other foreign currencies. Foreign markets are also subject to the risk that a foreign government could restrict foreign exchange transactions or otherwise implement unfavorable currency regulations.

 

   

foreign currency risk:  The Fund’s investments in or exposure to foreign currencies or in securities or instruments that trade, or receive revenues, in foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions (if used), that the U.S. dollar will decline in value relative to the currency being hedged.

 

   

high yield risk:  The risk that debt instruments rated below investment grade or debt instruments that are unrated and of comparable or lesser quality are predominantly speculative. These instruments, commonly known as “junk bonds,” have a higher degree of default risk and may be less liquid than higher-rated bonds. These instruments may be subject to greater

 

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Table of Contents
Notes to Financial Statements  (Cont.)  

(Unaudited)

March 31, 2020

 

 

price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of high yield investments generally, and less secondary market liquidity.

 

   

interest rate risk:  Interest rate risk is the risk that debt instruments will change in value because of changes in interest rates. The value of an instrument with a longer duration (whether positive or negative) will be more sensitive to changes in interest rates than a similar instrument with a shorter duration.

 

   

inverse floaters and related securities risk:  Investments in inverse floaters, residual interest tender option bonds and similar instruments expose the Fund to the same risks as investments in debt securities and derivatives, as well as other risks, including those associated with leverage and increased volatility. An investment in these securities typically will involve greater risk than an investment in a fixed rate security. Distributions on inverse floaters, residual interest tender option bonds and similar instruments will typically bear an inverse relationship to short term interest rates and typically will be reduced or, potentially, eliminated as interest rates rise.

 

   

investment and market risk:  An investment in the Fund is subject to the risk of loss. The value of the Fund’s securities and financial assets may move up or down, sometimes rapidly and unpredictably. Further, the value of securities held by the Fund may decline in value due to factors affecting securities markets generally or particular industries. Securities markets may, in response to governmental actions or intervention, economic or market developments, or other external factors, such as those experienced recently in the first calendar quarter of 2020 in response to an outbreak of respiratory disease caused by a novel coronavirus designated as COVID-19, experience periods of high volatility and reduced liquidity. Certain securities may be difficult to value during such periods. These risks may be heightened for fixed income securities due to the current low interest rate environment.

 

   

issuer risk:  The value of securities may decline for a number of reasons that directly relate to the issuer, such as its financial strength, management performance, financial leverage and reduced demand for the issuer’s goods and services, as well as the historical and prospective earnings of the issuer and the value of its assets.

 

   

leverage risk:  Leverage is a speculative technique that may expose the Fund to greater risk and increased costs. When leverage is used, the net asset value and market price of the Fund’s shares and the Fund’s investment return will likely be more volatile.

 

   

LIBOR risk:  The terms of many investments, financings or other transactions to which the Fund may be a party have been historically tied to the London Interbank Offered Rate, or “LIBOR.” LIBOR is the offered rate at which major international banks can obtain wholesale, unsecured funding, and LIBOR may be available for different durations (e.g., 1 month or 3 months) and for different currencies. LIBOR may be a significant factor in determining the Fund’s payment obligations under a derivative investment, the cost of financing to the Fund or an investment’s value or return to the Fund, and may be used in other ways that affect the Fund’s investment performance. In July 2017, the Financial Conduct Authority, the United Kingdom’s financial regulatory body, announced that after 2021 it will cease its active encouragement of banks to provide the quotations needed to sustain LIBOR. That announcement suggests that LIBOR may cease to be published after that time. Various financial industry groups have begun planning for that transition, but there are obstacles to converting certain securities and transactions to a new benchmark. Transition planning is at an early stage, and neither the effect of the transition process nor its ultimate success can yet be known. The transition away from LIBOR might lead to increased volatility and illiquidity in markets for instruments whose terms currently include LIBOR, reduce the effectiveness of new hedges placed against existing LIBOR-based investments, increased costs for certain LIBOR-related instruments or financing transactions and cause prolonged adverse market conditions for the Fund. All of the aforementioned may adversely affect the Fund’s performance or NAV.

 

   

liquidity risk:  The risk that a Fund may be unable to sell a portfolio investment at a desirable time or at the value the Fund has placed on the investment.

 

   

loan risk:  Investments in loans are in many cases subject to the risks associated with below-investment grade securities. Investments in loans are also subject to special risks, including, among others, the risk that (i) if the Fund holds a loan through another financial institution, or relies on a financial institution to administer the loan, the Fund’s receipt of principal and interest on the loan is subject to the credit risk of that financial institution; (ii) loans in which the Fund invests typically pay interest at floating rates, and the borrower may have the ability to change or adjust the interest rate on a loan or under circumstances that would be unfavorable to the Fund; (iii) it is possible that any collateral securing a loan may be insufficient or unavailable to the Fund; (iv) investments in highly leveraged loans or loans of stressed, distressed, or defaulted issuers may be subject to significant credit and liquidity risk; (v) transactions in loans may settle on a delayed basis, and the Fund potentially may not receive the proceeds from the sale of a loan for a substantial period of time after the sale; (vi) if the Fund invests in loans that contain fewer or less restrictive constraints on the borrower than certain other types of loans (“covenant-lite” loans), it may have fewer rights against the borrowers of such loans, including fewer protections against the

 

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possibility of default and fewer remedies in the event of default; and (vii) loans may be difficult to value and may be illiquid, which may adversely affect an investment in the Fund. It is unclear whether the protections of the securities laws against fraud and misrepresentation extend to loans and other forms of direct indebtedness. In the absence of definitive regulatory guidance, the Fund relies on the Adviser’s research in an attempt to avoid situations where fraud or misrepresentation could adversely affect the Fund. There can be no assurance that the Adviser’s efforts in this regard will be successful.

 

   

market discount risk:  The price of the Fund’s common shares of beneficial interest will fluctuate with market conditions and other factors. Shares of closed-end management investment companies frequently trade at a discount from their net asset value.

 

   

mortgage-backed securities risk:  The risk that borrowers may default on their mortgage obligations or the guarantees underlying the mortgage-backed securities will default or otherwise fail and that, during periods of falling interest rates, mortgage-backed securities will be called or prepaid, which may result in the Fund having to reinvest proceeds in other investments at a lower interest rate. During periods of rising interest rates, the average life of a mortgage-backed security may extend, which may lock in a below-market interest rate, increase the security’s duration, and reduce the value of the security. Enforcing rights against the underlying assets or collateral may be difficult, or the underlying assets or collateral may be insufficient if the issuer defaults. The values of certain types of mortgage-backed securities, such as inverse floaters and interest-only and principal-only securities, may be extremely sensitive to changes in interest rates and prepayment rates. The Fund may invest in mortgage-backed securities that are subordinate in their right to receive payment of interest and re-payment of principal to other classes of the issuer’s securities.

 

   

operational risk:  An investment in the Fund, like any fund, can involve operational risks arising from factors such as processing errors, human errors, inadequate or failed internal or external processes, failures in systems and technology, changes in personnel and errors caused by third-party service providers. The occurrence of any of these failures, errors or breaches could result in investment losses to the Fund, a loss of information, regulatory scrutiny, reputational damage or other events, any of which could have a material adverse effect on the Fund. While the Fund seeks to minimize such events through controls and oversight, there may still be failures that could cause losses to the Fund.

 

   

restricted securities risk:   The risk that the Fund may be prevented or limited by law or the terms of an agreement from selling a security (a “restricted security”). To the extent that the Fund is permitted to sell a restricted security, there can be no assurance that a trading market will exist at any particular time and the Fund may be unable to dispose of the security promptly at reasonable prices or at all. The Fund may have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Also, restricted securities may be difficult to value because market quotations may not be readily available, and the values of restricted securities may have significant volatility.

 

   

sovereign debt obligations risk:  Investments in countries’ government debt obligations involve special risks. The issuer or governmental entity that controls the repayment of sovereign debt may not be able or willing to repay the principal and/or interest when due in accordance with the terms of such debt or otherwise in a timely manner.

11.  Subsequent Events

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. The Fund has determined there are no subsequent events that would need to be disclosed in the Fund’s financial statements.

 

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Table of Contents
Evaluation of Advisory Agreement by the Board of Trustees  

(Unaudited)

March 31, 2020

 

DoubleLine Total Return Bond Fund

DoubleLine Core Fixed Income Fund

DoubleLine Emerging Markets Fixed Income Fund

DoubleLine Multi-Asset Growth Fund

DoubleLine Cayman Multi-Asset Growth Fund I Ltd.

DoubleLine Low Duration Bond Fund

DoubleLine Floating Rate Fund

DoubleLine Shiller Enhanced CAPE®

DoubleLine Flexible Income Fund

DoubleLine Low Duration Emerging Markets Fixed Income Fund

DoubleLine Long Duration Total Return Bond Fund

DoubleLine Selective Credit Fund

DoubleLine Strategic Commodity Fund

DoubleLine Strategic Commodity Ltd.

DoubleLine Global Bond Fund

DoubleLine Infrastructure Income Fund

DoubleLine Ultra Short Bond Fund

DoubleLine Shiller Enhanced International CAPE®

DoubleLine Colony Real Estate and Income Fund

DoubleLine Opportunistic Credit Fund

DoubleLine Income Solutions Fund

At an in-person meeting in February 2020, the Boards of Trustees (the “Board” or the “Trustees”) of the DoubleLine open-end mutual funds and closed-end funds (the “Funds”) approved the continuation of the investment advisory and sub-advisory agreements (the “Advisory Agreements”) between DoubleLine and those Funds. That approval included approval by the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Funds (the “Independent Trustees”) voting separately. When used in this summary, “DoubleLine” refers collectively to DoubleLine Capital LP and to DoubleLine Alternatives LP.

The Trustees’ determination to approve the continuation of each Advisory Agreement was made on the basis of each Trustee’s business judgment after an evaluation of all of the information provided to the Trustees, including information provided for their consideration at their February 2020 meeting with management and at meetings held in preparation for that February 2020 meeting, including portions held outside the presence of management, specifically to review and consider materials related to the proposed continuation of each Advisory Agreement. The Trustees meet over the course of the year with investment advisory, compliance, and other personnel from DoubleLine and regularly review detailed information, presented both orally and in writing, regarding the services performed by DoubleLine for the benefit of the Funds and the investment program, performance, and operations of each Fund. In considering whether to approve the continuation of the Advisory Agreements, the Trustees took into account information presented to them over the course of the past year.

This summary describes a number, but not necessarily all, of the most important factors considered by the Board and the Independent Trustees. Individual Trustees may have given different weights to certain factors and assigned various degrees of materiality to information received in connection with the approval process. No single factor was determined to be decisive. In all of their deliberations, the Independent Trustees were advised by independent counsel.

The Trustees considered the nature, extent, and quality of the services, including the expertise and experience of investment personnel, provided and expected to be provided by DoubleLine to each Fund. In this regard, the Trustees considered that DoubleLine provides a full investment program for the Funds, and noted DoubleLine’s representation that it seeks to provide attractive returns with a strong emphasis on risk management. The Board considered in particular the difficulty of managing debt related portfolios, noting that managing such portfolios requires a portfolio management team to balance a number of factors, which may include, among others, securities of varying maturities and durations, actual and anticipated interest rate changes and volatility, prepayments, collateral management, counterparty management, pay-downs, credit events, workouts, and net new issuances. In their evaluation of the services provided by DoubleLine and the Funds’ contractual relationships with DoubleLine, the Trustees considered generally the long-term performance record of the firm’s portfolio management personnel, including among others Mr. Jeffrey Gundlach, and the strong overall demand for products managed by DoubleLine.

 

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The Trustees reviewed reports (the “Strategic Insight Reports”) provided by Strategic Insight, an Asset International Company (“Strategic Insight”), that compared each open-end Fund’s net management fee ratio and net total expense ratio (Class I shares) against its Strategic Insight peer group, and each open-end Fund’s performance records (Class I shares) for the one-year, three-year (where applicable) and five-year (where applicable) periods ended December 31, 2019 against its Morningstar category. The Independent Trustees met with Strategic Insight representatives to review Strategic Insight’s selection of peer groups, including the factors Strategic Insight considers in assembling peer groups of funds for the various Funds.

With respect to the comparative performance information in the Strategic Insight Reports, the Trustees noted in particular that each open-end Fund, other than DoubleLine Floating Rate Fund (“Floating Rate”), DoubleLine Low Duration Emerging Markets Fixed Income Fund (“Low Duration EMFI”), DoubleLine Global Bond Fund (“Global Bond”), DoubleLine Ultra Short Fund (“Ultra Short”), and DoubleLine Shiller Enhanced International CAPE (“International CAPE”), was in the first or second performance quartile relative to its respective Morningstar category for the longest period ended December 31, 2019 for which comparative performance information was presented by Strategic Insight. The Trustees considered specific factors cited by DoubleLine for any relative underperformance of the open-end Funds, which in most cases resulted from decisions of the Funds’ portfolio management team as to risk management and the overall positioning and strategy of the Funds. In respect of Low Duration EMFI and Ultra Short, the Trustees considered DoubleLine’s explanation that conservative credit and duration positioning contributed significantly to the relative performance of those Funds. In respect of Floating Rate, the Trustees considered DoubleLine’s representation that conservative credit positioning contributed to the relative underperformance of that Fund. The Trustees also considered information Strategic Insight and DoubleLine provided regarding peer group construction issues and differences in investment mandate in their evaluations of the relative performance of Low Duration EMFI, Global Bond and International CAPE.

The Trustees considered the portion of the Strategic Insight Reports covering the open-end Funds’ expenses and advisory fees, noting that the reports showed that each open-end Fund, other than DoubleLine Emerging Markets Fixed Income Fund (“EMFI”), DoubleLine Multi-Asset Growth Fund (“MAG”), DoubleLine Long Duration Total Return Fund (“Long Duration Total Return”), DoubleLine Strategic Commodity Fund (“Strategic Commodity”), and DoubleLine Infrastructure Income Fund (“Infrastructure Income”), had a net total expense ratio in the first or second quartile of its peer group. The Trustees noted that none of the Funds had a net total expense ratio that was in the fourth comparative quartile of its peer group and that EMFI and Infrastructure Income were within four basis points (or less) of its expense group median.

The Trustees considered each open-end Fund’s net management fee ratio relative to its expense peer group and, in respect of those Funds with a net management fee ratio above the median of its peer group, the Trustees considered DoubleLine’s pricing policy for its advisory fees and that DoubleLine does not seek to be a lowest cost provider, nor does it have a policy to set its advisory fees below the median of a Fund’s peers. In respect of MAG, Long Duration Total Return, Strategic Commodity and Infrastructure Income, each of which had a net management fee that fell in the fourth quartile of its expense peer group, the Trustees considered the long-term relative performance of those Funds and that each had performed in either the first or second quartile of its Morningstar category over the longest-period of performance shown in the Strategic Insight report. The Trustees also considered information provided by DoubleLine that reflected differences in investment mandate, approach or flexibility between each of those Funds and the bulk of their peers generally, as well as DoubleLine’s undertaking to reduce the management fee of Long Duration Total Return to a level that would have been below the median of its expense peer group had it been in effect at the time the comparative information was compiled.

As to the Opportunistic Credit Fund (“DBL”), the Trustees noted that DBL’s net management fee ratio and net total expense ratio were shown in the Strategic Insight Reports to be higher than the median of the Fund’s peer group. The Trustees noted DBL’s favorable relative long-term performance, with its performance ranking in the second quartile of its Morningstar peer group for the five-year period ended December 31, 2019. They also noted its less favorable performance over the three- and one-year periods ended December 31, 2019. The Trustees considered DoubleLine’s explanation for DBL’s recent underperformance, including its greater focus on investment in mortgage-backed securities and its more limited exposure to credit risk than many of its more diversified peers.

As to the Income Solutions Fund (“DSL”), the Trustees noted that, although DSL was shown in the Strategic Insight Reports to have performed in the fourth quartile of its peers over the one-year period ended December 31, 2019, it performed in the first quartile of its Morningstar peer group over the three- and five-year periods ended December 31, 2019. They noted that DSL’s net management fee ratio and net total expense ratio were higher than the median of its peer group, though both were in the third quartile of the peer group. In evaluating the comparative net management fee and net total expense ratio of DSL, the Trustees considered DSL’s favorable relative performance and DoubleLine’s statement that the Fund’s fees reflect the experience and expertise DoubleLine brings to managing the Fund. The Trustees noted that both DBL and DSL had employed leverage for the

 

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period shown in the Strategic Insight Reports, and considered information from DoubleLine intended to show that each Fund’s use of leverage was accretive to the Fund’s investment performance, after taking into account any expenses related to the leverage.

The Trustees considered that DoubleLine provides a variety of other services to the Funds in addition to investment advisory services, including, among others, a number of back-office services, valuation services, compliance services, certain forms of information technology services (such as internal reporting), assistance with accounting and distribution services, and supervision and monitoring of the Funds’ other service providers. The Trustees considered DoubleLine’s ongoing efforts to keep the Trustees informed about matters relevant to the Funds and their shareholders. The Trustees also considered the nature and structure of the Funds’ compliance program, including the policies and procedures of the Funds and their various service providers (including DoubleLine). The Trustees considered the quality of those non-investment advisory services and determined that their quality appeared to support the continuation of the Funds’ arrangements with DoubleLine.

The Trustees considered DoubleLine’s reports, provided at the Board’s regular meetings, that it had continued to hire additional resources and to invest in technology enhancements to support DoubleLine’s ability to provide services to the Funds. The Trustees concluded that it appeared that DoubleLine continued to have sufficient quality and depth of personnel, resources, and investment methods.

The Trustees considered materials relating to the fees charged by DoubleLine to non-Fund clients for which DoubleLine employs investment strategies substantially similar to one or more Funds’ investment strategies, including institutional separate accounts advised by DoubleLine and mutual funds for which DoubleLine serves as subadviser. The Trustees noted the information DoubleLine provided regarding certain institutional separate accounts advised by it and funds subadvised by it that are subject to fee schedules that differ from, including those that are lower than, the rates paid by a Fund with substantially similar investment strategies. The Trustees noted DoubleLine’s representations that administrative, compliance, operational, legal, and other burdens of providing investment advice to mutual funds exceed in many respects those required to provide advisory services to non-mutual fund clients, such as institutional accounts for retirement or pension plans, which may have differing contractual requirements. The Trustees noted DoubleLine’s representations that DoubleLine bears substantially greater legal and other responsibilities and risks in managing and sponsoring mutual funds than in managing private accounts or in subadvising mutual funds sponsored by others, and that the services and resources required of DoubleLine when it subadvises mutual funds sponsored by others generally are less extensive than those required of DoubleLine to serve the Funds, because, where DoubleLine serves as a subadviser, many of the sponsorship, operational, and compliance responsibilities related to the advisory function are retained by the primary adviser.

The Trustees reviewed information as to general estimates of DoubleLine’s profitability with respect to each Fund, taking into account both the direct and the indirect benefits to DoubleLine from managing the Funds. The Trustees considered information provided by DoubleLine as to the methods it uses, and the assumptions it makes, in calculating its profitability. The Trustees considered representations from DoubleLine that its compensation and incentive policies and practices enable DoubleLine to attract, retain, and motivate highly qualified and experienced employees. The Trustees noted that DoubleLine experienced significant profitability in respect of certain of the Funds, but noted that in those cases it would be appropriate to consider that profitability in light of various other considerations such as the nature, extent, and quality of the services provided by DoubleLine, the relative performance of the Funds, and the competitiveness of the management fees and total operating expenses of the Funds. The Trustees separately considered DoubleLine’s statement that it is continuing to invest in its business to maintain its ability to provide high-quality services to the Funds, and noted DoubleLine’s need to invest in technology, infrastructure, and staff to continue to provide services and accommodate rapidly changing regulatory requirements.

In their evaluation of economies of scale, the Trustees considered, among other things, the pricing of the Funds, DoubleLine’s reported profitability and that a number of the open-end Funds had achieved significant size. They noted also that none of the Funds has breakpoints in its advisory fee schedule, though the Trustees considered management’s view that the fee schedules for the Funds remained consistent with DoubleLine’s original pricing philosophy of proposing an initial management fee rate that generally reflects reasonably foreseeable economies of scale instead of relying on breakpoints in a Fund’s management fee rate. In this regard, the Trustees noted also that the information provided by Strategic Insight supported the view that the largest open-end Funds’ net management fees remained fairly priced, with all but two of the open-end Funds with $1 billion in assets under management or more having net management fees below the median of their peer groups. The Trustees noted that, although DoubleLine Total Return Bond Fund and EMFI had net management fees above their median, their net management fees were within 4 and 2 basis points, respectively, of their respective medians. The Trustees further noted that DoubleLine was subsidizing the expenses of a number of other Funds with less scale, with the prospect of recouping those fees at a later date. In evaluating economics of scale more generally, the Trustees also noted DoubleLine’s continued growth and ongoing changes to the regulatory

 

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environment, each of which required DoubleLine to re-invest in its business and infrastructure. On the basis of these factors and others, the Trustees concluded that it was not necessary at the present time to implement breakpoints for any of the Funds, although they would continue to consider the question periodically in the future.

With regard to DBL and DSL, the Trustees noted that these Funds have not increased in assets significantly from their initial offerings due principally to their status as closed-end investment companies and that there were therefore no substantial increases in economies of scale realized with respect to these Funds since their inception. They noted DoubleLine’s view that the levels of its profitability in respect of DBL and DSL are appropriate in light of the investment it has made in these Funds, the quality of the investment management and other teams provided by it, and its continued investments in its own business.

On the basis of these considerations as well as others and in the exercise of their business judgment, the Trustees determined that they were satisfied with the nature, extent, and quality of the services provided to each Fund under its Advisory Agreement(s); that it appeared that the management fees paid by each Fund to DoubleLine were generally within the range of management fees paid by its peer funds, and, with respect to a number of Funds, lower than the median management fees paid by their peer funds, and generally reasonable in light of the services provided, the quality of the portfolio management teams, and each Fund’s performance to date; that the fees paid by each Fund did not appear inappropriate in light of the fee schedules charged to DoubleLine’s other clients with substantially similar investment strategies (where applicable) in light of the differences in the services provided and the risks borne by DoubleLine; that the profitability of each Fund to DoubleLine did not appear excessive or such as to preclude continuation of the Fund’s Advisory Agreement; that absence of breakpoints in any Fund’s management fee did not render that Fund’s fee unreasonable or inappropriate under the circumstances, although the Trustees would continue to consider the topic over time; and that it would be appropriate to approve each Advisory Agreement for an additional one-year period.

 

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Statement Regarding the Fund’s Liquidity Risk Management Program  

(Unaudited)

March 31, 2020

 

The Fund has adopted a liquidity risk management program. The program’s principal objectives include mitigating the risk that the Fund is unable to meet its redemption obligations timely and supporting the Fund’s compliance with its limits on investments in illiquid assets. Since the program’s inception through the end of the period covered by this report, the program administrator determined that the program supported the Fund’s ability to honor redemption requests timely and the Adviser’s management of the Fund’s liquidity profile. The program includes a number of elements that support the assessment and management of liquidity risk, including the periodic classification and re-classification of the Fund’s investments into groupings based on the Adviser’s view of their liquidity. There can be no assurance that the program will achieve its objectives. Please refer to your Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other risks to which an investment in the Fund may be subject.

* * * * *

 

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Federal Tax Information  

(Unaudited)

March 31, 2020

 

For the fiscal year ended September 30, 2019, certain dividends paid by the Funds may be subject to a maximum tax rate of 15% (20% for taxpayers with taxable income greater than $425,800 for single individuals and $479,000 for married couples filing jointly), as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and The Tax Cuts and Jobs Act of 2017. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Qualified Dividend Income

           0.00%

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2019, was as follows:

 

Dividends Received Deduction

           0.00%

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871(k)(2)(c) for the fiscal year ended September 30, 2019, was as follows:

 

Qualified Short-term Gains

           0.00%

The percentage of taxable ordinary income distributions that are designated as interest related dividends under Internal Revenue Section 871(k)(1)(c) for the fiscal year ended September 30, 2019, was as follows:

 

Qualified Interest Income

           100.00%

Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund.

 

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Additional Information Regarding the Fund’s Investment Activities  

(Unaudited)

March 31, 2020

 

Investments in Pools of Loans: The Fund may invest in pools of loans through mortgage- or other asset-backed securities, where a trust or other entity issues interests in the loans, some of which interests may be senior to others. Alternatively, the Fund may invest directly in pools of loans, itself or with other clients of the Adviser or their related parties. The Fund’s direct investments in pools of loans present risks that may differ from the Fund’s investments in mortgage- and other asset-backed securities. For example, if it were to invest directly in such a pool without any co-investors, the Fund would incur all losses incurred on the loans acquired in the pool. However, if the Fund were to invest in a senior tranche of a mortgage- or other asset-backed security, it might have a more limited exposure to losses on the loans. In connection with the Fund’s direct purchase of certain loan portfolios, the Fund will incur costs, which may include the costs of various diligence-related services. The diligence-related services the Fund may require in connection with such investments may include, without limitation, loan file review, underwriting documentation review, and site visits. The Adviser would typically rely on information and analyses furnished as part of these diligence-related services in determining whether to invest in a particular loan portfolio. The costs associated with investments in a pool of loans may be significant and will reduce the performance contribution of such investments. The Fund may invest in pools of loans through CDOs and other structured products sponsored or managed by, or otherwise affiliated with, the Adviser or related parties of the Adviser. Such investments may include investments in debt or equity interests issued of the CDO or structured product as well as investments purchased on the secondary market, and the Fund may invest in any tranche of the CDO or structured product, including an equity tranche.

Original Issuance, Subordinated Tranche Investments: The Fund may invest in any level of the capital structure of an issuer of mortgage-backed or asset-backed securities, including the equity or “first loss” tranche. Senior tranche investments in mortgage-backed or asset-backed securities are paid from the cash flows from the underlying assets before the junior tranches and equity or “first loss” tranches. Any losses on the underlying assets are first borne by the equity tranches, next by less junior tranches, and finally by the senior tranches. Accordingly, subordinated tranche investments, and especially “first loss” tranches, involve greater risk of loss than more senior tranches. The subordinated tranches the Fund may buy include those rated below investment grade or unrated instruments of similar credit quality. Below investment grade bonds are high yield, high risk bonds, commonly known as junk bonds.

The Adviser may aggregate the Fund’s order for an investment in, or sale of, an interest in a subordinated tranche, including investments at original issuance, with orders of one or more other DoubleLine funds or other DoubleLine accounts. Certain diligence-related or structuring costs and expenses will be allocated to all of the accounts, including the Fund, participating in the aggregated transaction pro rata based on the amount of investment made by each account participating in the transaction. The Fund’s participation in any such aggregated transaction will be subject to a number of conditions intended to result in the fair and equitable treatment of each participating account, including the Fund. For example, the Fund will not incur diligence- or structuring-related expenses in connection with any such transaction in excess of 0.50% of the value of the Fund’s investment in the structured product without the Fund’s Board of Trustees review of those expenses. The Adviser may advance diligence- or structuring-related expenses relating to such transactions on behalf of the Fund and seek to receive reimbursement (without interest) of any such expenses advanced on behalf of the Fund at a later date.

Affiliated Investments: The Adviser is, and may be in the future, affiliated with certain large financial institutions (“affiliates”) that hold interests in an entity that are of a different class or type than the class or type of interest held by the Fund. Conflicts may arise in cases where the Fund and affiliates invest in different parts of an issuer’s capital structure, such as when an affiliate holds securities in an entity that are senior or junior to the securities held by the Fund, which could mean that the affiliate will be entitled to different payments or other rights, or that in a workout or other distressed scenario the interests of the affiliate might be adverse to those of the Fund and the affiliate and the Fund might have disparate investment outcomes. For example, an affiliate may acquire a loan, loan participation, or a loan assignment of a particular borrower in which one or more Funds have an equity investment. In negotiating the terms and conditions of any such investments, or any subsequent amendments or waivers, the Adviser may find that its own interests, the interests of an affiliate, and/or the interests of the Fund could conflict. The Adviser may seek to avoid such conflicts in certain circumstances when investing on behalf of its clients, including the Fund, and, as a result, the Adviser may choose not to make certain investments on behalf of the Fund and/or its other clients. Those foregone investment opportunities may adversely affect the Fund’s performance if similarly attractive opportunities are not available or cannot be identified.

Stapled Securities: The Fund may invest in stapled securities, which are financial instruments comprised of two or more different instruments that are contractually bound to form a single salable unit; they cannot be bought or sold separately. Stapled securities may often include a share in a company and a unit in a trust related to that company. The resulting security is influenced by both parts, and must be treated as one unit at all times, such as when buying or selling a security. The value of stapled securities and the income, if any, derived from them may fall as well as rise. The market for stapled securities may be illiquid at times, even for those securities that are listed on a domestic or foreign exchange.

 

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Capital Controls: Capital controls are measures a nation’s government can use to regulate capital entering and/or exiting a country and may include residency-based measures such as transaction taxes, limits or outright prohibitions on the transfer of currencies, securities or other assets. These measures may be economy-wide, sector-specific (usually the financial sector), or industry specific (for example, “strategic” industries). They may apply to all flows, or may differentiate by type or duration of the flow (debt, equity, direct investment; short-term vs. medium- and long-term). Types of capital controls include exchange controls that prevent or limit the buying and selling of a national currency at the market rate, caps on the allowed volume for the international sale or purchase of various financial assets, transaction taxes, minimum stay requirements, requirements for mandatory approval, or even limits on the amount of money a private citizen is allowed to remove from the country. The imposition of capital controls by a government of a country in which the Fund invests may significantly and adversely affect the values and liquidity of a Fund’s investments in the affected jurisdiction and may prevent indefinitely the repatriation of a Fund’s assets from the affected jurisdiction.

Duration: The Fund may invest in securities of any maturity or no maturity or negative duration, and the Fund’s average duration will vary from time to time, potentially significantly, depending on DoubleLine’s assessment of market conditions and other factors. Duration is a measure of the expected life of a debt instrument that is used to determine the sensitivity of a security’s price to changes in interest rates. For example, the value of a portfolio of debt securities with an average duration of four years would generally be expected to decline by approximately 4% if interest rates rose by one percentage point. “Effective” duration is a measure of the Fund’s portfolio duration adjusted for the anticipated effect of interest rate changes on bond and mortgage prepayment rates. DoubleLine retains broad discretion to modify the Fund’s duration within a wide range, including the discretion to construct a portfolio of investments for the Fund with a negative duration. DoubleLine may cause the Fund to incur costs in implementing duration management strategies, and there can be no assurance that the Fund will engage in duration management strategies or that any duration management strategy employed by the Fund will be successful.

 

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Portfolio Managers  

(Unaudited)

March 31, 2020

 

The portfolio managers for the Fund are Jeffrey E. Gundlach (since inception), Andrew Hsu (since April 30, 2020) and Ken Shinoda (since April 30, 2020).

Information About Proxy Voting

Information about how the Fund voted proxies relating to portfolio securities held during the most recent twelve month period ended June 30th is available no later than the following August 31st without charge, upon request, by calling 877-DLine11 (877-354-6311) and on the Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov.

A description of the Fund’s proxy voting policies and procedures is available (i) without charge, upon request, by calling 877-DLine11 (877-354-6311); and (ii) on the SEC’s website at www.sec.gov.

Information About Portfolio Holdings

The Fund intends to disclose its portfolio holdings on a quarterly basis by posting the holdings on the Fund’s website. The disclosure will be made by posting the Annual, Semi-Annual and Part F of Form N-PORT filings on the Fund’s website.

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. When available, the Fund’s Part F of Form N-PORT (and Form N-Q prior to March 31, 2019) is available on the SEC’s website at www.sec.gov.

Householding—Important Notice Regarding Delivery of Shareholder Documents

In an effort to conserve resources, the Fund intends to reduce the number of duplicate Annual and Semi-Annual Reports you receive by sending only one copy of each to addresses where we reasonably believe two or more accounts are from the same family. If you would like to discontinue householding of your accounts, please call toll-free 877-DLine11 (877-354-6311) to request individual copies of these documents. We will begin sending individual copies thirty days after receiving your request to stop householding.

Fund Certification

The Fund is listed for trading on the NYSE and has filed with the NYSE its annual chief executive officer certification regarding compliance with the NYSE’s listing standards. The Fund filed with the SEC the certification of its chief executive officer and principal financial officer required by section 302 of the Sarbanes-Oxley Act.

Proxy Results

The Annual Meeting of Shareholders was held on February 21, 2020 for shareholders of record as of the close of business on December 20, 2019 to re-elect John C. Salter, a Class II trustee nominee, for the Fund. The nominee John C. Salter was elected with 11,755,346 affirmative votes and 262,554 votes withheld. For the Fund, Trustees whose terms of office continued after the Annual Meeting of Shareholders because they were not up for re-election are Joseph J. Ciprari, Raymond B. Woolson and Ronald R. Redell.

 

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Dividend Reinvestment Plan  

(Unaudited)

March 31, 2020

 

Unless the registered owner of Common Shares elects to receive cash by contacting U.S. Bancorp Fund Services, LLC (the “Plan Administrator”), all dividends, capital gains and returns of capital, if any, declared on Common Shares will be automatically reinvested by the Plan Administrator for shareholders in the Fund’s Automatic Dividend Reinvestment Plan (the “Plan”), in additional Common Shares. Common Shareholders who elect not to participate in the Plan will receive all dividends and other distributions payable in cash directly to the shareholder of record (or, if the Common Shares are held in street or other nominee name, then to such nominee) by the Plan Administrator as dividend disbursing agent. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by providing notice in writing to the Plan Administrator at least 5 days prior to the dividend/distribution record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution.

Whenever the Fund declares an income dividend, a capital gain distribution or other distribution (collectively referred to as “dividends”) payable either in shares or cash, non-participants in the Plan will receive cash and participants in the Plan will receive a number of Common Shares, determined in accordance with the following provisions. The Common Shares will be acquired by the Plan Administrator for the participants’ accounts, depending upon the circumstances described below, either (i) through receipt of additional unissued but authorized Common Shares from the Fund (“Newly Issued Common Shares”) or (ii) by purchase of outstanding Common Shares on the open market (“Open- Market Purchases”) on the New York Stock Exchange or elsewhere. If, on the payment date for any Dividend, the market price per Common Share plus estimated brokerage trading fees is equal to or greater than the NAV per Common Share (such condition is referred to here as “market premium”), the Plan Administrator shall receive Newly Issued Common Shares, including fractions of shares from the Fund for each Plan participant’s account. The number of Newly Issued Common Shares to be credited to each participant’s account will be determined by dividing the dollar amount of the Dividend by the NAV per Common Share on the date of issuance; provided that, if the NAV per Common Share is less than or equal to 95% of the current market value on the date of issuance, the dollar amount of the Dividend will be divided by 95% of the market price per Common Share on the date of issuance for purposes of determining the number of shares issuable under the Plan. If, on the payment date for any Dividend, the NAV per Common Share is greater than the market value plus estimated brokerage trading fees (such condition being referred to here as a “market discount”), the Plan Administrator will seek to invest the Dividend amount in Common Shares acquired on behalf of the participants in Open-Market Purchases.

In the event of a market discount on the payment date for any Dividend, the Plan Administrator will have until the last business day before the next date on which the Common Shares trade on an “ex-dividend” basis or in no event more than 30 days after the record date for such Dividend, whichever is sooner (the “Last Purchase Date”), to invest the Dividend amount in Common Shares acquired in Open-Market Purchases. It is contemplated that the Fund will pay monthly Dividends. If, before the Plan Administrator has completed its Open-Market Purchases, the market price per Common Share exceeds the NAV per Common Share, the average per Common Share purchase price paid by the Plan Administrator may exceed the NAV of the Common Shares, resulting in the acquisition of fewer Common Shares than if the Dividend had been paid in Newly Issued Common Shares on the Dividend payment date. If the Plan Administrator is unable to invest the full Dividend amount in Open-Market Purchases during the purchase period or if the market discount shifts to a market premium during the purchase period, the Plan Administrator may cease making Open-Market Purchases and may instead receive the Newly Issued Common Shares from the Fund for each participant’s account, in respect of the uninvested portion of the Dividend, at the NAV per Common Share at the close of business on the Last Purchase Date provided that, if the NAV is less than or equal to 95% of the then current market price per Common Share, the dollar amount of the Dividend will be divided by 95% of the market price on the date of issuance for purposes of determining the number of shares issuable under the Plan.

The Plan Administrator maintains all registered shareholders’ accounts in the Plan and furnishes written confirmation of all transactions in the accounts, including information needed by shareholders for tax records. Common Shares in the account of each Plan participant will be held by the Plan Administrator in non-certificated form in the name of the Plan participant, and each shareholder proxy will include those shares purchased or received pursuant to the Plan. The Plan Administrator will forward all proxy solicitation materials to participants and vote proxies for shares held under the Plan in accordance with the instructions of the participants.

In the case of Common Shares owned by a beneficial owner but registered with the Plan Administrator in the name of a nominee, such as a bank, a broker or other financial intermediary (each, a “Nominee”), the Plan Administrator will administer the Plan on the basis of the number of Common Shares certified from time to time by the Nominee as participating in the Plan. The Plan Administrator will not take instructions or elections from a beneficial owner whose Common Shares are registered with the Plan Administrator in the name of a Nominee. If a beneficial owner’s Common Shares are held through a Nominee and are not registered with the Plan Administrator as participating in the Plan, neither the beneficial owner nor the Nominee will be participants in or have distributions reinvested under the Plan with respect to those Common Shares. If a beneficial owner of

 

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Dividend Reinvestment Plan  (Cont.)  

(Unaudited)

March 31, 2020

 

Common Shares held in the name of a Nominee wishes to participate in the Plan, and the Shareholder’s Nominee is unable or unwilling to become a registered shareholder and a Plan participant with respect to those Common Shares on the beneficial owner’s behalf, the beneficial owner may request that the Nominee arrange to have all or a portion of his or her Common Shares registered with the Plan Administrator in the beneficial owner’s name so that the beneficial owner may be enrolled as a participant in the Plan with respect to those Common Shares. Please contact your Nominee for details or for other possible alternatives. Participants whose shares are registered with the Plan Administrator in the name of one Nominee may not be able to transfer the shares to another firm or Nominee and continue to participate in the Plan.

There will be no brokerage charges with respect to Common Shares issued directly by the Fund as a result of dividends payable either in Common Shares or in cash. However, each participant will pay a pro rata share of brokerage trading fees incurred in connection with Open-Market Purchases. The automatic reinvestment of Dividends will not relieve participants of any federal, state or local income tax that may be payable (or required to be withheld) on such Dividends. Participants that request a sale of Common Shares through the Plan Administrator are subject to brokerage commissions.

The Fund reserves the right to amend or terminate the Plan. There is no direct service charge to participants with regard to purchases in the Plan; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants.

All correspondence, questions, or requests for additional information concerning the Plan should be directed to the Plan Administrator by calling toll-free 877-DLine11 (877-354-6311) or by writing to U.S. Bancorp Fund Services, LLC at P.O. Box 701, Milwaukee, WI 53201. Be sure to include your name, address, daytime phone number, Social Security or tax I.D. number and a reference to DoubleLine Opportunistic Credit Fund on all correspondence.

The Plan Administrator accepts instructions only from the registered owners of accounts. If you purchased or hold your Fund shares through an intermediary, in most cases your intermediary’s nominee will be the registered owner with the Fund. Accordingly, questions regarding your participation in the Plan or the terms of any reinvestments should be directed to your intermediary in the first instance.

 

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Privacy Policy  

(Unaudited)

March 31, 2020

 

What Does DoubleLine Do With Your Personal Information?

This notice provides information about how DoubleLine (“we” and “our”) collects, shares, and protects your personal information, and how you might choose to limit our ability to share certain information about you. Please read this notice carefully.

Why do we need your personal information?

All financial companies need to share customers’ personal information to run their everyday businesses, to appropriately tailor the services offered to you (where applicable), and to comply with our regulatory obligations. Accordingly, information, confidential and proprietary, plays an important role in the success of our business. However, we recognize that you have entrusted us with your personal and financial data, and we recognize our obligation to keep this information secure. Maintaining your privacy is important to us, and we hold ourselves to a high standard in its safekeeping and use. Most importantly, DoubleLine does not sell its customers’ non-public personal information to any third parties. DoubleLine uses its customers’ non-public personal information primarily to complete financial transactions that its customers request (where applicable), to make its customers aware of other financial products and services offered by a DoubleLine affiliated company, and to satisfy obligations we owe to regulatory bodies.

Information we may collect

We may collect various types of personal data about you, including:

 

 

Your personal identification information, which may include your name and passport information, your IP address, politically exposed person (“PEP”) status, and such other information as may be necessary for us to provide our services to you and to complete our customer due diligence process and discharge anti-money laundering obligations;

 

Your contact information, which may include postal address and e-mail address and your home and mobile telephone numbers;

 

Your family relationships, which may include your marital status, the identity of your spouse and the number of children that you have;

 

Your professional and employment information, which may include your level of education and professional qualifications, your employment, employer’s name and details of directorships and other offices which you may hold; and

 

Financial information, risk tolerance, sources of wealth and your assets, which may include details of shareholdings and beneficial interests in financial instruments, your bank details and your credit history.

Where we obtain your personal information

DoubleLine may collect non-public information about you from the following sources:

 

 

Information we receive about you on applications or other forms;

 

Information you may give us orally;

 

Information about your transactions with us or others;

 

Information you submit to us in correspondence, including emails or other electronic communications; and

 

Information about any bank account you use for transfers between your bank account and any Fund account, including information provided when effecting wire transfers.

Information Collected from Websites

Websites maintained by DoubleLine or its service providers may use a variety of technologies to collect information that help DoubleLine and its service providers understand how the website is used. Information collected from your web browser (including small files stored on your device that are commonly referred to as “cookies”) allow the websites to recognize your web browser and help to personalize and improve your user experience and enhance navigation of the website. You can change your cookie preferences by changing the setting on your web browser to delete or reject cookies. If you delete or reject cookies, some website pages may not function properly. Our websites may contain links that are maintained or controlled by third parties, each of which has privacy policies which may differ, in some cases significantly, from the privacy policies described in this notice. Please read the privacy policies of such third parties and understand that accessing their website is at your own risk. Please contact your DoubleLine representative if you would like to receive more information about the privacy policies of third parties.

We also use web analytics services, which currently include but are not limited to Google Analytics and Adobe Analytics. Such web analytics services use cookies and similar technologies to evaluate visitor’s use of the domain, compile statistical reports on domain activity, and provide other services related to our websites. For more information about Google Analytics, or to opt out of Google Analytics, please go to https://tools.google. com/dlpage/gaoptout. For more information about Adobe Analytics, or to opt out of Adobe Analytics, please go to: http://www.adobe.com/privacy/opt-out.html.

 

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Privacy Policy  (Cont.)  

(Unaudited)

March 31, 2020

 

How and why we may share your information

DoubleLine does not disclose any non-public personal information about our customers or former customers without the customer’s authorization, except that we may disclose the information listed above, as follows:

 

 

It may be necessary for DoubleLine to provide information to nonaffiliated third parties in connection with our performance of the services we have agreed to provide to the Funds or you. For example, it might be necessary to do so in order to process transactions and maintain accounts.

 

DoubleLine will release any of the non-public information listed above about a customer if directed to do so by that customer or if DoubleLine is authorized by law to do so, such as in the case of a court order, legal investigation, or other properly executed governmental request.

 

In order to alert a customer to other financial products and services offered by an affiliate, DoubleLine may share information with an affiliate, including companies using the DoubleLine name. Such products and services may include, for example, other investment products offered by a DoubleLine company. If you prefer that we not disclose non-public personal information about you to our affiliates for this purpose, you may direct us not to make such disclosures (other than disclosures permitted by law) by calling 1 (213) 633-8200. If you limit this sharing and you have a joint account, your decision will be applied to all owners of the account.

We will limit access to your personal account information to those agents and vendors who need to know that information to provide products and services to you. Your information is not provided by us to nonaffiliated third parties for marketing purposes. We maintain physical, electronic, and procedural safeguards to guard your non-public personal information.

Notice related to the California Consumer Privacy Act (CCPA) and to “natural persons” residing in the State of California

DoubleLine collects and uses information that identifies, describes, references, links or relates to, or is associated with, a particular consumer or device (“Personal Information”). Personal Information we collect from our customers, website visitors and consumers is covered under the Gramm-Leach-Bliley Act and is therefore excluded from the scope of the California Consumer Privacy Act.

Notice to “natural persons” residing in the European Economic Area (the “EEA”)

If you reside in the EEA, we may transfer your personal information outside the EEA, and will ensure that it is protected and transferred in a manner consistent with legal requirements applicable to the information. This can be done in a number of different ways, for instance:

 

 

the country to which we send the personal information may have been assessed by the European Commission as providing an “adequate” level of protection for personal data;

 

the recipient may have signed a contract based on standard contractual clauses approved by the European Commission; or

 

where the recipient is located in the U.S., it may be a certified member of the EU-U.S. Privacy Shield scheme.

In other circumstances, the law may permit us to otherwise transfer your personal information outside the EEA. In all cases, however, any transfer of your personal information will be compliant with applicable data protection law.

Retention of personal information and security

Your personal information will be retained for as long as required:

 

 

for the purposes for which the personal information was collected;

 

in order to establish or defend legal rights or obligations or to satisfy any reporting or accounting obligations; and/or

 

as required by data protection laws and any other applicable laws or regulatory requirements, including, but not limited to, U.S. laws and regulations applicable to our business.

We will undertake commercially reasonable efforts to protect the personal information that we hold with appropriate security measures.

Access To and Control of Your Personal Information

Depending on your country of domicile, you may have the following rights in respect of the personal information about you that we process:

 

 

the right to access and port personal information;

 

the right to rectify personal information;

 

the right to restrict the use of personal information;

 

the right to request that personal information is erased; and

 

the right to object to processing of personal information.

 

44   DoubleLine Opportunistic Credit Fund     


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(Unaudited)

March 31, 2020

 

Although you have the right to request that your personal information be deleted at any time, applicable laws or regulatory requirements may prohibit us from doing so. If you are an investor in the DoubleLine funds, certain of the rights described above that may apply to direct clients of DoubleLine domiciled or resident outside the United States will not apply to you. In addition, if you invest in a DoubleLine fund through a financial intermediary, DoubleLine may not have access to personal information about you.

If you wish to exercise any of the rights set out above, please contact privacy@doubleline.com.

Changes to DoubleLine’s Privacy Policy

As required by U.S. federal law, DoubleLine will notify customers of DoubleLine’s Privacy Policy annually. DoubleLine reserves the right to modify its privacy policy at any time, but in the event that there is a change, that affects the content of this notice materially, DoubleLine will promptly inform its customers of that change, in accordance with applicable law.

 

  Semi-Annual Report   March 31, 2020   45


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LOGO     

 

LOGO

 

Investment Adviser:

DoubleLine Capital LP

333 South Grand Avenue

18th Floor

Los Angeles, CA 90071

Administrator and Transfer Agent:

U.S. Bancorp Fund Services, LLC

P.O. Box 701

Milwaukee, WI 53201

Custodian:

U.S. Bank National Association

1555 North Rivercenter Drive

Suite 302

Milwaukee, WI 53212

Independent Registered Public Accounting Firm:

Deloitte & Touche LLP

695 Town Center Drive

Suite 1200

Costa Mesa, CA 92626

Legal Counsel:

Ropes & Gray LLP

Prudential Tower

800 Boylston Street

Boston, MA 02199

Contact Information:

doubleline.com

fundinfo@doubleline.com

(877) DLine11 or (877) 354-6311

DL-SEMI-DBL

 

 

DoubleLine Capital LP || 333 South Grand Avenue, 18th Floor || Los Angeles, CA  90071 || (213) 633-8200

fundinfo@doubleline.com || www.doubleline.com

 


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Item 2.

Code of Ethics.

Not applicable for semi-annual reports.

 

Item 3.

Audit Committee Financial Expert.

Not applicable for semi-annual reports.

 

Item 4.

Principal Accountant Fees and Services.

Not applicable for semi-annual reports.

 

Item 5.

Audit Committee of Listed Registrants.

Not applicable for semi-annual reports.

 

Item 6.

Investments.

 

(a)

Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

 

Item 7.

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

Not applicable for semi-annual reports.

 

Item 8.

Portfolio Managers of Closed-End Management Investment Companies.

Not applicable for semi-annual reports.

 

Item 9.

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

There were no purchases made by or on behalf of the Registrant or any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended, of shares of the Registrant’s equity securities that are registered by the Registrant pursuant to Section 12 of the Exchange Act made in the period covered by this report.

 

Item 10.

Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

 

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Item 11.

Controls and Procedures.

 

(a)

The Registrant’s President and Treasurer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

 

(b)

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

 

Item 12.

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

The registrant did not engage in securities lending activities during the fiscal year reported on this Form N-CSR.

 

Item 13.

Exhibits.

 

(a)

(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 Item 2 requirements through filing an exhibit. Not applicable.

(2) A separate certification for each principal executive and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

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

(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.

 

(b)

Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

 

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SIGNATURES

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

 

  (Registrant)     DoubleLine Opportunistic Credit Fund                                                                                                                          
  By (Signature and Title)        /s/ Ronald R. Redell                                                                                                            
                                                 Ronald R. Redell, President and Chief Executive Officer   
  Date  5/27/2020                                                                                                                                                                            

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

 

  By (Signature and Title)        /s/ Ronald R. Redell                                                                                                           
                                                 Ronald R. Redell, President and Chief Executive Officer   
  Date  5/27/2020                                                                                                                                                              
  By (Signature and Title)        /s/ Henry V. Chase                                                                                                                       
                                                 Henry V. Chase, Treasurer and Principal Financial Accounting Officer   
  Date  5/27/2020                                                                                                                                                                

 

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